Conditions & Terms

A. General provisions
§ 1 General
For the sale of software and for pre-contractual obligations, only the General Terms and Conditions of SHEER GmbH (hereinafter referred to as "SHEER GmbH") apply in business dealings, unless otherwise agreed. Other terms and conditions of contract are not part of the contract, even if SHEER GmbH does not expressly object to them.
§ 2 Offer and conclusion, unit of software purchase and software maintenance contract
(1) Pre-contractual communications, in particular offers, descriptions, cost estimates shall be subject to change, unless the offer is described in writing as binding. Technical changes due to technical progress or development are reserved as far as reasonable. A legal binding comes about only by both sides signed contract or written order confirmation by SHEER GmbH, in addition, by the fact that SHEER GmbH begins with the contract-compliant performance. SHEER GmbH may demand written confirmation of verbal contract statements from the customer.
(2) For deliveries and services of other kind (eg software maintenance, consulting for the installation and installation of the software), these terms and conditions apply in the absence of an individual agreement. The parties also conclude a software maintenance contract. Software purchase agreement and software maintenance contract form a single entity.
§ 3 Subject of the contract, scope of services
(1) The subject matter of these terms of contract is the delivery of the software and the granting of the rights of use according to § 4. The subject of the contract shall be the regulations for software maintenance according to §§ 19 to 24 of these conditions, as well as consulting services according to § 18 of these conditions.
(2) The customer has checked before concluding the contract that the specification of the software meets his wishes and needs. He is aware of the essential features and conditions of the software.
(3) Decisive for the scope, type and quality of deliveries and services are the individual contractual agreements, in particular the order confirmation
by SHEER GmbH or offer from SHEER GmbH. Other information or requirements become part of the contract only if the contracting parties agree in writing or SHEER GmbH has confirmed them in writing. Subsequent changes of the scope of services require the written agreement or the written confirmation by SHEER GmbH. SHEER GmbH does not owe any further condition of the software. In particular, the customer can not derive such an obligation from other representations of the software in public statements or in the advertising of SHEER GmbH, as well as their employees or sales partners, unless SHEER GmbH has expressly confirmed the condition beyond that in writing.
(4) Product descriptions, illustrations and test programs are performance descriptions, but not guarantees. A guarantee requires the written declaration by the management of SHEER GmbH.
(5) The technology of delivery of the software is governed by the agreements; Unless otherwise agreed, programs are delivered on CD-ROM. The customer is not entitled to release the source program.
(6) SHEER GmbH provides all deliveries and services according to the state of the art and the principles of economy.

§ 4 Rights of use of the customer to the software
(1) The software is legally protected. The copyright, the patent rights, trademark rights and all other ancillary copyright in the software, as well as
In the case of other objects, which SHEER GmbH provides or makes available to the customer in the context of contract initiation and execution, SHEER GmbH shall be entitled to the relationship of the contractual partners. As far as the rights are due to third parties, SHEER GmbH has appropriate exploitation rights.
(2) The customer is only entitled to process own data with the program, even in own company for own purposes. All data processing devices (such as hard disks and central processing units) to which the programs are copied or transferred, in whole or in part, for a short or permanent term, must be located in the customer's premises and in their direct possession. The customer receives the right of use for the number of users specified in the scope of services (so-called "clients"). Further contractual terms of use must be set up and practically complied with. SHEER GmbH hereby grants the Customer the necessary powers for this use as a simple, non-exclusive, non-exclusive right of use, including the right to remedy the defect. For the duration of the right of use § 13 (beginning and end) applies.
(3) The customer may create the backup copies of the programs required for safe operation. The backup copies must, as far as technically
possible, provided with the copyright notice of the original data carrier and stored securely. Copyright notices may not be deleted, altered or suppressed. No longer needed copies are to be deleted or destroyed.
(4) Multiple use is permissible. When changing the hardware, the software must be deleted from the hardware previously used. Within the network or other multi-user system, the software may only be used in accordance with the number of rights of use acquired.
(5) The customer is only entitled to pass on the software or parts thereof to a third party under the following rules:
a) Only an original data carrier may be forwarded. Other software or the software in another booth may not be shared.
b) The customer deletes all other copies of the software (no matter in which state), in particular on data carriers and in hard disk or working memory.
He finally gives up the use. He undertakes to carry out these processes prior to the transfer of the original data carrier to the third party and to confirm them immediately in writing by SHEER GmbH.
c) The transfer to the third party takes place on a permanent basis, ie without a right of return or repurchase option.
d) The third party declares in writing to SHEER GmbH that he is directly in compliance with § 4, § 13, para. 2 and 3, § 14 and § 16 of these General Terms and Conditions vis-à-vis SHEER GmbH.
e) The written consent of SHEER GmbH is available. SHEER GmbH is obliged to consent if there are no important reasons (eg protection against competition).
(6) The rules according to para. 2, para. 3 and para. 4 d and e shall also apply if the customer remedy the defect or (if permitted) other processing
programs or use the software for training purposes.
(7) The customer may decompile the interface information of the programs only within the limits of § 69 e UrhG and only if he has informed SHEER GmbH in writing of his intentions and has requested the transfer of the required information within a period of at least two weeks. For all knowledge and information, which the customer gets in the context of decompilation, applies § 14. Prior to any involvement of third parties, he gives the SHEER GmbH a written statement from the third party that this directly to SHEER GmbH to comply with the in §§ 4 and 14 established rules.
(8) All other acts of exploitation, in particular rental, lending and distribution in physical or non-physical form, use
Software by and for third parties (eg, outsourcing, data center activities, application service providing) without prior written consent
not allowed by SHEER GmbH.
(9) The source code of the software is never part of the subject matter of the contract.
(10) If SHEER GmbH leaves to the customer in the context of repair or maintenance supplements (eg patches, supplements to the user manual) or a new edition of the subject of the contract (eg update, upgrade), the previously contracted objects ("old software" ), they are subject to the provisions of this agreement. If SHEER GmbH provides the customer with a new edition of the subject matter of the contract, the customer's authority under this contract shall lapse without explicit return request by SHEER GmbH with respect to the legacy software as soon as the customer uses the new software productively. However, SHEER GmbH grants the customer a three-month transitional period in which both versions of the contractual objects may be used side by side.

§ 5 Performance time, delays, place of performance
(1) Information on delivery and performance dates are not binding, unless they are described by SHEER GmbH in writing as binding. SHEER GmbH can provide partial services as far as the delivered parts are useful for the customer.
(2) Delivery and service periods are extended by the period in which the customer is in default of payment from the contract and by the period in which SHEER GmbH is prevented from delivering or performing due to circumstances for which it is not responsible is, and a reasonable start-up time
after the end of the hindrance. These circumstances include force majeure and industrial action. Deadlines are also extended by the period in which the customer fails to cooperate, contrary to contract. B. does not provide information, does not provide access, does not provide a provision or does not provide staff.
(3) If the contractual partners subsequently agree to other or additional services that have an effect on agreed deadlines, these periods shall be extended by a reasonable period.
(4) Reminders and deadlines set by the customer must be in writing in order to be valid. An additional period must be appropriate. A deadline of less than
two weeks is appropriate only in case of special urgency.
(5) Place of performance is the seat of SHEER GmbH.
§ 6 Contract bond and contract termination
(1) Any termination of the further exchange of benefits (eg resignation, reduction, termination for cause, compensation instead of performance) must always be threatened by naming the reason and setting a deadline of at least two weeks and can only within two weeks after Deadline be declared. In the cases ordered by law (see § 323, Abs. 2 BGB) the deadline can be omitted. Whoever is responsible for the disturbance wholly or predominantly, can not demand the reversal.
(2) SHEER GmbH may revoke the rights pursuant to § 4 for good cause under the prerequisites of § 6, para. 1 above. An important reason exists in particular if the customer does not pay the remuneration or violates § 4 in a significant manner.
(3) All statements in this context must be made in writing in order to be effective.
§ 7 Prices and terms of payment
(1) Prices are based on the offer and are subject to statutory VAT; this is shown separately.
(2) In the case of binding price agreements, SHEER GmbH may, if services are provided more than four months after the conclusion of the contract, make price changes if a change in the cost factors makes the delivery or service directly or indirectly more expensive. Increases the agreed price by more
than 10%, the customer can withdraw from the contract or cancel. This does not apply to promised fixed prices.
(3) Unless otherwise agreed, the amount payable is due for payment without deductions within 14 days of the invoice date. Furthermore
the statutory payment default rules apply.
(4) Partial payments may require partial payments.
(5) If the customer withdraws from the contract, without SHEER GmbH has given him a reason to do so, or explains SHEER GmbH the resignation or termination of the contract for reasons for which the customer is responsible, he agrees to the costs already incurred and the lost To reward profit with a lump sum of 30% of the price.

§ 8 Obligations of the customer
(1) The customer is responsible for the provision of the information necessary for the performance of the data processing technology and project organization (hardware and operating systems, standard software used, organization plans).
(2) SHEER GmbH has the right to have the number and type of users / clients of the software reviewed or reviewed at appropriate intervals by appropriate measures. The customer grants SHEER GmbH or its agents free access to and access to the hardware and software used by the customer after prior consultation with the responsible contact person or his representative. A contact person / representative of the customer must always be known.
(3) The customer is obliged to have all goods and services provided by SHEER GmbH immediately after delivery or from making available in accordance with commercial law (§ 377 HGB) examined by a competent employee and reported defects in writing with a detailed description of the error. The customer thoroughly tests each module for usability in the specific situation before starting to use it productively. This also applies to programs that the customer receives under warranty and a care contract.
(4) The customer shall take reasonable precautions in the event that the program does not function properly in whole or in part (eg data backup, fault diagnosis, regular review of results, contingency planning). It is his responsibility to ensure the work environment of the program, in particular to avoid improper installation and update processes.
§ 9 Defects
(1) The software has the agreed quality and is suitable for the contractually assumed, in the absence of agreement for ordinary use. It satisfies the criterion of practical suitability and has the standard quality of software of this type; However, it is not perfect. A malfunction of the program due to hardware deficiencies, environmental conditions, operating errors or the like. results is no shortage. An insignificant reduction in quality is disregarded.
(2) In the case of material defects, SHEER GmbH may initially remedy the defect. The supplementary performance shall be carried out at the discretion of SHEER GmbH by remedying the defect, by supplying software that does not have the defect, or by SHEER GmbH identifying ways to avoid the effects of the defect. Due to a defect, at least two attempts at improvement must be accepted. An equivalent new program version or the equivalent previous program version that did not contain the error must be accepted by the customer if this is reasonable for him. SHEER GmbH is entitled to make the subsequent performance dependent on the customer having paid at least a reasonable portion of the remuneration.
(3) The customer will assist SHEER GmbH in the analysis of defects and rectification of deficiencies, by specifically describing problems that occur in particular, providing SHEER GmbH with comprehensive information and granting it the time and opportunity required for remedying the defect. SHEER GmbH may carry out the removal of defects at its own choice on site or in its business premises. SHEER GmbH can also provide services by remote maintenance. The customer has to provide the necessary technical requirements at his own expense and to grant SHEER GmbH access to his computer system after prior notification.
(4) SHEER GmbH may charge additional costs if the software has been modified, used outside the specified environment or has been operated incorrectly. It may demand reimbursement of expenses if no defect is found. The burden of proof lies with the customer. § 254 BGB applies accordingly.
(5) If SHEER GmbH finally refuses the supplementary performance or if it finally fails or is not reasonable for the customer, he can either withdraw from the contract according to the rules of § 6 contract termination or reduce the compensation appropriately and in addition demand compensation or reimbursement of expenses according to § 11. The claims lapse after § 12.
§ 10 Defects in title
SHEER GmbH warrants that the contractual use of the software by the customer does not conflict with the rights of third parties. In the case of defects in title, SHEER GmbH warrants that it provides the customer, at its discretion, with legally acceptable use of the software or equivalent software. 
§ 11 Liability
(1) SHEER GmbH shall indemnify or reimburse useless expenses, irrespective of the legal grounds (eg from legal transactions and similar transactions, defects in title and title, breach of duty and unlawful acts), only to the following extent:
a) The liability for intent and guarantee is unlimited.
b) In the case of gross negligence, SHEER GmbH shall be liable to the amount of the typical damage foreseeable upon conclusion of the contract.
c) In case of grossly negligent breach of such an essential duty that the achievement of the purpose of the contract is endangered (cardinal duty, in particular
SHEER GmbH shall be liable in the amount of the typical damage foreseeable upon conclusion of the contract, however, not exceeding 15% of the order value per claim and € 50,000.00 for all claims arising from the contract as a whole.
(2) SHEER GmbH remains open to the objection of contributory negligence. In particular, the customer has the obligation to backup data and to defend against viruses according to the current state of the art.
(3) In case of injury to life, limb and health and claims under the Product Liability Act, only the statutory provisions apply.
§ 12 Limitation
(1) The limitation period is
a) for claims for repayment of the purchase price from rescission or reduction one year after delivery of the software, but for duly reported deficiencies
not less than three months from the date of submission of the effective declaration of withdrawal or reduction;
b) for other claims from material defects one year;
c) in the case of claims arising from defects in title, two years if the defect of title is not in a real right of a third party, on the basis of which he
3, para. 5 may demand;
d) for other claims for damages or reimbursement of futile expenses for two years, starting from the time at which the customer became aware of the circumstances giving rise to the claim or had to obtain them without gross negligence. The limitation begins at the latest with expiry of the maximum periods specified in § 199 BGB.
(2) In case of damage and reimbursement of expenses due to intent, gross negligence, warranty, malice and in the cases mentioned in § 11, para. 3, however, the statutory periods of limitation always apply.
§ 13 Retention of title
(1) The ownership of delivered goods and the rights according to § 4 are only with full payment of the contractual compensation to the customer
about. Previously, he has only a provisional, only contractual and according to para. 2 revocable right of use.
(2) If the rights under § 4 do not arise or if they end, SHEER GmbH may demand from the customer the return of the surrendered items or the written assurance that they are destroyed, as well as the cancellation or destruction of all copies and the written assurance that this has happened.
§ 14 Confidentiality
(1) The contractual partners shall keep confidential all information to be treated confidentially, which they have come to notice in the context of this contractual relationship, or use it only in the previously agreed written agreement of the other party to third parties - for whatever purpose. Information to be treated as confidential includes [only] the information expressly designated as confidential by the information-providing party and such information, the confidentiality of which is clear from the circumstances of the transfer. SHEER GmbH will treat it as confidential, in particular, the APPLICATION DATA should it become aware of this.
(2) The obligations under paragraph 1 shall be waived for such information or parts thereof for which the receiving party proves that they were bekannt known or generally available to them before the date of receipt; ⋅ known or generally available to the public before the date of receipt; ⋅the Public or publicly available after the date of receipt, without the information-receiving party being responsible.
(3) Public statements by the parties concerning cooperation shall be made only in advance by mutual agreement.
(4) The obligations under para. 2 continue to exist indefinitely beyond the end of the contract, as long as an exemption under para. 2 has not been established..
§ 15 Declaration of consent of the customer in the data processing
By entering personal information in so-called contact forms, the customer unconditionally agrees that SHEER GmbH may only contact the customer for the following purposes: Direct marketing campaigns such as, for example, information mailing or telephone calls (telephone contact by SHEER GmbH to maintain the customer relationship). A data transfer to third parties does not take place!
§ 16 Datenschutz Auftragsdatenverarbeitung
(1) The parties shall comply with the respectively applicable data protection regulations, in particular those valid in Germany, and oblige their employees employed in connection with the contract and its implementation with the data secrecy pursuant to § 5 BDSG, insofar as these are not already generally required.
(2) If the customer collects, processes or uses personal data, he shall ensure that he is entitled to do so in accordance with the applicable provisions, in particular data protection provisions, and indemnifies SHEER GmbH against claims of third parties in the event of a breach. Insofar as the data to be processed is personal data and there is an order data processing, SHEER GmbH will comply with the legal requirements of the order data processing and instructions of the customer (eg for compliance with deletion and blocking obligations). The instructions must be communicated in writing in good time.
(3) SHEER GmbH takes the technical and organizational security precautions and measures according to the appendix to § 9 BDSG. SHEER GmbH protects
in particular the services and systems in their access, as well as the customer data stored on the server and any other data against unauthorized access, storage, alteration or other unauthorized access or attack - whether by technical means, viruses or other harmful means Programs or data or through physical access - by employees of SHEER GmbH or third parties, no matter how they are made. SHEER GmbH will take the appropriate and customary measures required by the state of the art, in particular virus protection and protection against similar harmful programs, as well as other security of their equipment, including protection against burglary.
(4) The customer is entitled to demand access to the premises with the APPLICATION, the APPLICATION DATA and the SERVER after prior written notice with a notice period of not less than 20 working days. This does not affect the access rights of the customer's data protection officer for checking compliance with the requirements pursuant to the Annex to Section 9 BDSG and other lawful and contract-compliant handling of SHEER GmbH with personal data in the context of the operation of the APPLICATION under this contract.
(5) SHEER GmbH will only collect and use customer-related data to the extent required by the performance of this contract. The customer agrees
Collection and use of such data to this extent.
(6) As long as APPLICATION DATA is within the control of SHEER GmbH, the obligations under paragraphs 1 to 4 also exist beyond the end of the contract. The obligation according to paragraph 5 also exists indefinitely beyond the end of the contract.
(7) As far as SHEER GmbH carries out the data processing in a non-member state of the EU or relocates there, it will announce this in advance to the customer in writing. If the customer agrees to the relocation, the standard contractual clauses II apply to the transfer of personal data from the Community to third countries (Commission Decision 2004/915 / EC of 27.12.2004)

§ 17 Penalty
In the event that the customer allows an unauthorized third party to claim the services of SHEER GmbH, stores data for purposes other than contractual pursuant to § 4, violates the regulations on data security / data protection according to § 16 or secrecy regulations in accordance with § 14 is violated he is obliged to pay a contractual penalty of twice the agreed remuneration of this contract. If unauthorized use of the service was authorized for several unauthorized third parties, the contractual penalty will be multiplied according to the number of users. The customer is entitled to prove that a lesser damage has occurred at any time.
B. Supplementary Terms Consulting Services
§ 18 Consulting Services
(1) For consulting services specified in the offer, SHEER GmbH provides a qualified employee. The selection of the employees who provide the service remains reserved to SHEER GmbH.
(2) The services shall be rendered to the client to the extent necessary for proper completion, and otherwise to SHEER GmbH.
(3) Unless otherwise agreed in an individual contract, SHEER GmbH provides its consulting services during its normal business hours, currently from Monday to Friday from 08.30 to 17.00.
(4) Employees of SHEER GmbH on site are not subject to instructions of the client, only the house rules apply.
(5) Consulting services are billed according to man-days based on an 8-hour day according to the underlying consulting offer. For services on Saturdays, Sundays or public holidays, a surcharge of 100% will be charged on the man-days rate. The use of a vehicle by employees of SHEER GmbH will be charged with € 1.00 per driven kilometer. Accommodation costs and expenses will be charged according to the actual incident, expenses are limited to the maximum tax rates. The expenses for travel costs by rail relate to the first-class costs incurred. Air travel is calculated using the costs for business class.

C. Supplementary conditions Software maintenance (support)
§ 19 Contract unit
The software maintenance contract forms a unit together with the contracts for the software purchase. The software maintenance agreement regulates services beyond the contractual warranty within the software purchase.
§ 20 Definitions within the software maintenance contract
Software are all components acquired by the customer from SHEER GmbH.
Major Release is determined by the version number before the dot. For Release 7.6, the major release is 7. A major release occurs in the case of extensive changes compared to the previous version.
Minor Release is defined by the major release and the immediately following version number after the dot. Minor Release 7.6 is included in Release 7.6. A minor release occurs when functionality or appearance changes that do not warrant a major release.
Incident is a problem associated with the use of the software that can no longer be broken down into subproblems.
Call. Any incident that SHEER GmbH collects on a phone call or e-mail from the customer is considered a call. With a telephone call, several calls can be recorded.
Final message. A final message is the communication of a proposal for the resolution of an Incident or the announcement of the insolubility of an incident to the customer.
Response time is the time SHEER GmbH needed to notify that an incident was registered and to name an employee for editing
the incident is responsible.
Processing time is the time between the registration of the Incident and the final notification by SHEER GmbH.
Acceptance times are the times while the calls are accepted by SHEER GmbH. Acceptance times are between 09:00 and 13:00 on weekdays. Central European time applies (GMT + 01:00), as well as the Hessian holidays.
§ 21 Support Services
(1) In addition to the warranty, SHEER GmbH will support the customer in using the software in the current and previous major release by telephone support services, so that he can use the software more effectively. The telephone support services are provided as follows:
⋅ Level 1: In case of a call, the incident is recorded at SHEER GmbH. SHEER GmbH then becomes the incident within the response time with the internal support database
to compare. Insofar as the incident can be resolved from the internal support database, SHEER GmbH is obliged to inform the customer accordingly within the processing time. Thus, the incident is considered completed.
⋅ Level 2: If the incident can not be resolved from the internal support database, SHEER GmbH will try to reproduce the incident based on the customer's information. The customer will then receive a final message within the processing time. Thus, the incident is considered completed.
(2) Further support services, in particular on-site customer service, are not the subject of telephone support and therefore require a separate written agreement. This applies in particular to such incidents that are not caused in connection with the use of the software or by modules of third-party manufacturers
.
(3) The reaction time of SHEER GmbH should always be two working days, the processing time should generally be five working days. An assurance is not connected with it, nor is the success promised with regard to the solution of an incident.
(4) SHEER GmbH may report incidents in German or English.
(5) SHEER GmbH is entitled to change the employee responsible for processing the Incident at any time.
(6) Software Updates: SHEER GmbH will provide the customer with all Minor Releases during the term of the contract and major releases of the
purchased software for download free of charge in the forum. SHEER GmbH is under no obligation to publish minor or major releases in specific cycles. The determination of whether a release change is a major or a minor release lies with SHEER GmbH.
§ 22 Duty to cooperate Software maintenance
(1) For the execution of the support by SHEER GmbH, the customer must name all employees by name in the attachment who are authorized to open calls at SHEER GmbH.
(2) The customer is responsible for the installation of software updates. Therefore, a responsibility of SHEER GmbH for the purpose of asserting damages can not arise.
(3) The customer is obliged to take over a new software version if the contractual scope of functions is retained and the takeover does not lead to significant disadvantages.
(4) The customer should, if necessary, provide a means of remote access by SHEER GmbH. Otherwise, it can not be guaranteed that
An incident can be handled by phone.
(5) SHEER GmbH may demand that the responsible person provide training in the use of the well-maintained programs. Notifications of defects must be made only by the person responsible or in his absence by his representative. Furthermore, it may be required that in the case of deficiency notifications the symptoms, the program and the system and hardware environment are observed in detail and (using SHEER GmbH forms) SHEER GmbH a deficiency stating information relevant for the remedying of deficiencies, for example the number of affected users , Description of the system and hardware environment and, if necessary. simultaneously loaded third-party software, and documents are reported. Similarly, SHEER GmbH may require that identified malfunctions be made available in reproducible form on a suitable medium.
§ 23 Term and termination
(1) The customer acquires the right to the support services during the contract period. The contractual relationship begins with signing and ends with the contractually agreed duration, in the alternative after one year. The contract is automatically renewed for another year, unless it is canceled in writing at least three months before expiry.
(2) SHEER GmbH reserves the right to refuse a contract extension. Reasons for this need not be mentioned.
§24 Remuneration and due date, limitation period
(1) The total price of the support services is calculated from the offered conditions of the currently valid price list of the acquired licenses plus the respectively valid value added tax. A granted discount on the purchase price of the licenses does not affect the price of the support services.
(2) The remuneration shall be paid in advance after conclusion of the contract. In the event of renewal, the fee must be paid in advance at the beginning of the extension period.
(3) If additional licenses of the SHEER GmbH Management Suite are acquired by the customer during the term of the contract, the price of the maintenance contract increases pro rata temporis according to the purchase price of the new licenses and the remaining term.
(4). The warranty period for updates or releases is 12 months from acceptance.

D. Final provisions
§ 25 Change of contract terms
Unless already otherwise regulated by priority, SHEER GmbH is entitled to amend or supplement these terms and conditions as follows:
The contractor will inform the client of the changes or additions at the latest six weeks before they take effect in text form. If the client does not agree with the amendments or additions to the terms of the contract, he may object to the changes with a notice period of one week at the time when the changes or additions are intended to take effect. The contradiction needs the text form. If the client does not contradict, the changes or additions to the terms of contract shall be deemed approved by him. The contractor shall particularly inform the client of the intended meaning of his behavior by notifying the changes or additions to the terms of the contract.
§ 26 final provisions
(1) The assignment of claims shall only be permitted with the prior written consent of the other Contracting Party. The consent may not be unfairly refused. The regulation of § 354 a HGB remains unaffected.
(2) A right of retention can only be asserted for counterclaims arising from the respective contractual relationship.
(3) The contracting parties may only set off against claims which have been legally established, are undisputed or have been recognized by SHEER GmbH. The assignment of claims against SHEER GmbH is excluded.
(4) All changes, additions and terminations of contractual agreements must be made in writing, as must the revocation of the written form requirement, unless this contract provides for the text form.
(5) German law applies. The provisions of the UN Sales Convention do not apply.
(6) Exclusive place of jurisdiction for all contractual disputes is the seat of the company in Frankfurt / Main. Unless the order confirmation indicates otherwise, our place of business is the place of performance.
(7) If any of the above provisions are or become invalid in whole or in part, the validity of the remaining provisions shall remain unaffected. The wholly or partially ineffective provision shall be replaced by a provision whose economic success comes as close as possible to the ineffective.

From: Mai 2024