General Terms and Conditions for the Integer Solutions Online Shop

General Terms and Conditions for B2B

§ 1 Scope of application

(1) All deliveries, services and offers of Integer Solutions GmbH (hereinafter referred to as "Integer") are made exclusively on the basis of these General Terms and Conditions. These are an integral part of all contracts that Integer concludes with its contractual partners (hereinafter also referred to as "you") for the deliveries or services offered by Integer. They shall also apply to all future deliveries, services or offers, even if they are not separately agreed again.

(2) Your terms and conditions or the terms and conditions of third parties shall not apply, even if Integer does not separately object to their validity in individual cases. Even if Integer refers to a letter that contains or refers to your terms and conditions or those of a third party, this shall not constitute agreement with the validity of those terms and conditions.

(3) Our offer is aimed exclusively at entrepreneurs from industry, trade, crafts, commerce and self-employed professionals, as well as public clients. In addition to checking your entrepreneurial status as part of the ordering process, we are entitled to request proof of your entrepreneurial status by presenting suitable and up-to-date documents, e.g. extract from the commercial register or business registration.

§2 Offer and conclusion of contract

(1) All Integer Solutions offers are subject to change and non-binding, unless they are expressly marked as binding or contain a specific acceptance period. This applies in particular to our representations in the online store and catalog. Integer Solutions may accept orders or commissions within two days of receipt.

(2) In the online store you can select products from the range and initially place them in the so-called "shopping cart" without obligation. Before submitting your binding order, you can correct your entries at any time by using the correction aids explained in the order process. By clicking on the order button, you place a binding order for the products in the shopping cart.

(3) When you place an order in the online store, Integer Solutions will then send you an automatic order overview by e-mail, in which your order is listed again. You have the option of printing it out using the "print" function. By placing your order, you confirm that the contract is made in the exercise of your commercial or independent professional activity. The automatic order overview merely documents that we have received your order and does not constitute acceptance of the application. The contract is only concluded when Integer Solutions issues a declaration of acceptance, which is sent in a separate e-mail, by fax, by post or when the goods are dispatched.

(4) The legal relationship between the contracting parties shall be governed solely by the purchase contract concluded in writing, including these General Terms and Conditions of Business, which fully reflect all agreements between the contracting parties on the subject matter of the contract. Verbal promises made by Integer Solutions prior to the conclusion of this contract are not legally binding and verbal agreements between the contracting parties shall be replaced by the written contract, unless it is expressly stated in each case that they shall continue to be binding.

(5) Information provided by Integer Solutions on the object of the delivery or service (e.g. weights, dimensions, utility values, load capacity, tolerances and technical data) as well as our representations of the same (e.g. drawings and illustrations) are only approximate, unless the usability for the contractually intended purpose requires exact conformity. They are not guaranteed characteristics, but descriptions or identifications of the delivery or service. Customary deviations and deviations that occur due to legal regulations or represent technical improvements, as well as the replacement of components with equivalent parts, are permissible insofar as they do not impair the usability for the contractually intended purpose.

(6) Integer Solutions shall retain the title or copyright to all offers and cost estimates submitted by it as well as drawings, illustrations, calculations, brochures, catalogs, models, tools and other documents and aids made available. You may not make these items accessible to third parties, disclose them, use them yourself or through third parties or reproduce them without the express consent of Integer Solutions. Upon request, you must return these items to Integer Solutions in full and destroy any copies made if they are no longer required by you in the ordinary course of business or if negotiations do not lead to the conclusion of a contract. Excluded from this is the storage of electronically provided data for the purpose of normal data backup.

§ 3 Prices and payment

(1) The prices quoted are net prices and apply to the scope of services and deliveries listed in each case plus shipping costs. Additional or special services shall be charged separately. Prices are quoted in EUR ex works plus packaging, statutory VAT, customs duties for export deliveries as well as fees and other public charges. In the case of partial deliveries, Integer Solutions may demand pro rata payment.

(2) Each party shall be entitled to demand price negotiations due to changed market conditions. The parties understand changed market conditions to be a change in the wholesale price index of the Federal Statistical Office by 10 (in words: ten) percent compared to the same month of the previous year. If no agreement is reached in these negotiations, the parties shall be entitled to remove the products concerned from the agreed product catalog. If the agreed prices are based on the Integer Solutions list prices and delivery is to take place more than four months after conclusion of the contract, the Integer Solutions list prices valid at the time of delivery shall apply (in each case less an agreed percentage or fixed discount).

(3) The following payment methods are available in our store: in particular the following payment options:

PayPal
Purchase by invoice (via Mondu)
Purchase by direct debit (via Mondu)

The retailer reserves the right to exclude certain payment methods in individual cases.

The technical payment processing is carried out by vobapay GmbH, Frankfurter Straße 1, 64720 Michelstadt. Depending on the payment method, the Computop Paygate platform (Computop GmbH, Schwarzenbergstraße 4, 96050 Bamberg) is integrated.

Special features for Mondu payment methods

For the payment methods offered via Mondu GmbH, additional general terms and conditions for Mondu payment methods and the data protection information of Mondu GmbH apply. The availability of Mondu payment methods requires a successful credit check by Mondu GmbH.If the customer chooses a Mondu payment method, the merchant assigns the payment claim to Mondu GmbH or its partner bank. A debt-discharging payment is to be made exclusively to them. However, the merchant remains responsible for all general customer inquiries.

(7) You agree to the transmission of all invoices by e-mail. This consent can be revoked at any time.

(8) Any (partial) refunds due to you for returns will be refunded to you via the same means of payment used for the original payment.

§ 4 Delivery and delivery time

(1) The delivery times are listed under the items in the online store.

(2) If the product you have ordered is not available from us because we are not supplied by our reliable supplier through no fault of our own despite placing a congruent order, we will inform you of this immediately in the order confirmation. We shall then be released from our obligation to perform and may withdraw from the contract. If you have already made payments, we will reimburse you immediately. Subject to self-supply, we will ensure prompt delivery. If part of the order cannot be delivered immediately because we are not supplied on time by our reliable supplier through no fault of our own despite placing a congruent order, we will deliver the remaining goods at a later date without recharging the shipping costs, provided this is reasonable for you.

(3) We do not deliver to packing stations. Packaging that is covered by § 15 I VerpackG (German Packaging Act) will only be taken back at the Integer Solutions site. The customer shall bear the transportation costs incurred.

(4) If you do not fulfill your contractual obligations to Integer Solutions or do not fulfill them on time, the delivery or performance period shall be extended accordingly. The rights arising from default shall remain unaffected.

(5) Integer Solutions shall not be liable for impossibility of delivery or for delays in delivery insofar as these are caused by force majeure or other events not foreseeable at the time of the conclusion of the contract (e.g. operational disruptions of any kind, difficulties in the supply chain). operational disruptions of any kind, difficulties in procuring materials or energy, transport delays, strikes, lawful lockouts, shortages of labor, energy or raw materials, difficulties in obtaining necessary official permits, official measures or the lack of, incorrect or untimely delivery by suppliers, new or ongoing pandemics and epidemics, virus variants) for which Integer Solutions is not responsible. If such events make delivery or performance significantly more difficult or impossible for Integer Solutions and the hindrance is not only of a temporary nature, Integer Solutions shall be entitled to withdraw from the contract. In the event of hindrances of temporary duration, the delivery or performance periods shall be extended or the delivery or performance dates shall be postponed by the period of the hindrance plus a reasonable start-up period. If you cannot reasonably be expected to accept the delivery or service as a result of the delay, you may withdraw from the contract by immediate written declaration to Integer Solutions. The circumstances must be explained by you.

§ 5 Custom-made products

(1) Custom-made products according to your specifications must be ordered in writing or in the online store. Integer Solutions shall not check compliance with any regulations. The following applies to custom-made products: Excess or short deliveries of up to 10% of the ordered quantity cannot be objected to. The quantity delivered shall be invoiced.

(3) The films, templates, lithographs, punching tools, digitizations, files and the like used by us for the production of the custom-made product shall remain the property of Integer Solutions, even if they are charged to you separately, and shall not be delivered. There is no obligation for us to store films, digitalizations, tools or the like for longer than 6 months.

§ 6 Place of fulfillment, shipping, packaging, transfer of risk, acceptance

(1) Integer Solutions delivers according to Incoterms 2020 DAP. The shipping costs can be found on the website depending on the shipping location and weight of the goods. The shipping method and packaging are subject to the dutiful discretion of Integer Solutions.

(2) Otherwise, the obligation to inspect and give notice of defects regulated in § 377 HGB applies among merchants. If you fail to give notice of defects as stipulated therein, the goods shall be deemed approved, unless the defect was not recognizable during the inspection. This shall not apply if we have fraudulently concealed a defect.

§ 7 Warranty, material defects

(1) The warranty period is one year from delivery of the purchased item, including for claims for compensation for consequential damages. The statutory limitation periods for the right of recourse according to § 478 BGB remain unaffected. In the event of timely and justified complaints, we shall, at our discretion, either replace or repair the goods free of charge. In the case of obvious defects, the complaint shall be deemed to have been made within the time limit if it is notified immediately, but at the latest within 21 days of receipt of the delivery. In the case of hidden defects, these must be reported in writing immediately, but no later than 24 months after delivery.

(2) If a defect cannot be remedied either by our rectification of the defect or by a replacement delivery, or if we are not prepared to do so after being requested to do so, you may demand a reduction in the purchase price or withdraw from the purchase contract. In the event of failure, i.e. impossibility, unreasonableness, refusal or unreasonable delay of the rectification or replacement delivery, you may withdraw from the contract or reduce the purchase price appropriately.

(3) If acceptance is required, the warranty period shall be one year from delivery. This period shall not apply to claims for damages arising from injury to life, body or health or from intentional or grossly negligent breaches of duty by Integer Solutions or its vicarious agents, which shall become time-barred in accordance with the statutory provisions.

(4) Assurances and guarantees are only effective if we grant them expressly and in writing. In particular, information in catalogs (or in the online store), price lists or other information material provided to you by us as well as product descriptive information shall under no circumstances be understood as guarantees for a special quality of the goods.

(5) At the request of Integer Solutions, a rejected delivery item shall be returned to Integer Solutions carriage paid. In the event of a justified complaint, Integer Solutions shall reimburse the costs of the most favorable shipping route; this shall not apply if the costs increase because the delivery item is located at a place other than the place of intended use.

(6) If a defect is due to the fault of Integer Solutions, you may claim damages under the conditions specified in § 8.

(7) In the event of defects in components from other manufacturers that Integer Solutions cannot remedy for licensing or factual reasons, Integer Solutions shall, at its discretion, assert its warranty claims against the manufacturers and suppliers for your account or assign them to you. Warranty claims against Integer Solutions for such defects shall only exist under the other conditions and in accordance with these General Terms and Conditions if the legal enforcement of the aforementioned claims against the manufacturer and supplier was unsuccessful or is futile, e.g. due to insolvency. For the duration of the legal dispute, the limitation period for the relevant warranty claims against Integer Solutions shall be suspended.

(8) The warranty shall not apply if you modify the delivery item or have it modified by third parties without Integer Solutions' consent and this makes it impossible or unreasonably difficult to remedy the defect. In any case, you shall bear the additional costs of remedying the defect resulting from the modification. (9) Any delivery of used items agreed with you in individual cases shall be made to the exclusion of any warranty for material defects.

§ 8 Liability for damages due to fault

(1) Integer Solutions' liability for damages, irrespective of the legal grounds, in particular due to impossibility, delay, defective or incorrect delivery, breach of contract, breach of duties during contract negotiations and tort, shall be limited in accordance with this paragraph to the extent that this is permissible.

(2) Integer Solutions shall not be liable in the event of simple negligence on the part of its bodies, legal representatives, employees or other vicarious agents, unless it is a breach of material contractual obligations. Essential contractual obligations are the obligation to deliver and install the delivery item on time, its freedom from defects of title and such material defects that impair its functionality or usability more than insignificantly, as well as obligations to provide advice, protection and care that are intended to enable you to use the delivery item in accordance with the contract or to protect the life and limb of your personnel or to protect your property from considerable damage.

(3) Insofar as Integer Solutions is liable for damages in accordance with § 8 (2), this liability shall be limited to damages which Integer Solutions foresaw as a possible consequence of a breach of contract at the time of conclusion of the contract or which we should have foreseen if we had exercised due care. Indirect damage and consequential damage resulting from defects in the delivery item shall also only be eligible for compensation if such damage is typically to be expected when the delivery item is used as intended.

(4) In the event of liability for simple negligence, Integer Solutions' obligation to pay compensation for material damage and any further financial losses resulting therefrom shall be limited to the typical foreseeable damage, even if this involves a breach of material contractual obligations.

(5) The above exclusions and limitations of liability -The above exclusions and limitations of liability shall apply to the same extent in favor of the executive bodies, legal representatives, employees and other vicarious agents of Integer Solutions.

(6) Insofar as Integer Solutions provides technical information or acts in an advisory capacity and this information or advice is not part of the contractually agreed scope of services owed by Integer Solutions, this is done free of charge and to the exclusion of any liability.

(7) The limitations of this § 8 shall not apply to Integer Solutions' liability for intentional conduct, for guaranteed characteristics, for injury to life, limb or health or under the Product Liability Act.

§ 9 Property rights

(1) Integer Solutions warrants in accordance with this § 9 that the delivery item is free of industrial property rights or copyrights of third parties. Each contracting party shall immediately notify the other contracting party in writing if claims are asserted against it due to the infringement of such rights.

(2) In the event that the delivery item infringes an industrial property right or copyright of a third party, Integer Solutions shall, at its option and expense, modify or replace the delivery item in such a way that no rights of third parties are infringed, but the delivery item continues to fulfill the contractually agreed functions, or procure the right of use for you by concluding a license agreement with the third party. If Integer Solutions does not succeed in doing so within a reasonable period of time, you shall be entitled to withdraw from the contract or to reduce the purchase price appropriately. Any claims for damages are subject to the limitations of § 8 of these General Terms and Conditions. In the event of infringements caused by custom-made products, § 5 of these General Terms and Conditions shall apply conclusively.

(3) In the event of infringements of rights by products of other manufacturers supplied by Integer Solutions, Integer Solutions shall, at its discretion, assert its claims against the manufacturers and upstream suppliers for your account or assign them to you. In these cases, claims against Integer Solutions shall only exist in accordance with this § 9 if the judicial enforcement of the aforementioned claims against the manufacturers and upstream suppliers was unsuccessful or is futile, e.g. due to insolvency.

§ 10 Retention of title

(1) Integer Solutions shall retain title to the goods until all claims arising from an ongoing business relationship have been settled in full. You may resell the goods subject to retention of title in the ordinary course of business; you assign to us in advance all claims arising from this resale - irrespective of any combination and mixing of the goods subject to retention of title with a new item - in the amount of the invoice amount and we accept this assignment. You shall remain authorized to collect the claims, but we may also collect claims ourselves if you do not meet your payment obligations.

(2) If you combine, mix or process the reserved goods with other items, we shall acquire co-ownership of the new item in the ratio of the value of the reserved goods to the other processed items at the time of combination, mixing or processing. If your item is to be regarded as the main item, you shall transfer co-ownership to us on a pro rata basis. We shall release the securities to which we are entitled at your request to the extent that the value of the securities exceeds the claims to be secured by more than 10%.

§ 11 Data protection

For all information in connection with the handling of personal data, please refer to our separate data protection declaration. This is available at https://www.integer-solutions.com/datenschutz and .

§ 12 Code of Conduct

As part of the Klaus Kroschke Group, the Code of Conduct of Klaus Kroschke Holding GmbH & Co. KG applies to our company (see https://www.klaus-kroschke-gruppe.com/downloads/).

§ 13 Final provisions

(1) The contracting parties agree to the exclusive jurisdiction of the court at the registered office of Integer Solutions for all disputes arising from and in connection with this contract, to the extent permitted by law. However, Integer Solutions shall be entitled to appeal to any other competent court. Mandatory statutory provisions on exclusive jurisdiction shall remain unaffected by this provision.

(2) Additions and amendments to the agreements made, including these General Terms and Conditions, must be made in writing to be effective. Telecommunication transmission, in particular by fax or e-mail, is sufficient to comply with the written form requirement, provided that a copy of the signed declaration is transmitted. The language available for the conclusion of the contract is German. Integer Solutions saves the text of the contract and sends you the order data and these terms and conditions by e-mail. The terms and conditions can be viewed and downloaded from the website at any time. You can view your past orders in our customer login.

(3) The relationship between Integer Solutions and you shall be governed exclusively by the laws of the Federal Republic of Germany. The United Nations Convention on Contracts for the International Sale of Goods of April 11, 1980 (CISG) shall not apply.

(4) Insofar as the contract or these General Terms and Conditions contain loopholes, those legally effective provisions shall be deemed to have been agreed to fill these loopholes which the contracting parties would have agreed in accordance with the economic objectives of the contract and the purpose of these General Terms and Conditions if they had been aware of the loophole.

General Terms and Conditions for Consumers

§ 1 Scope of application

(1) All deliveries, services and offers of Integer Solutions GmbH (hereinafter referred to as "Integer") are made exclusively on the basis of these General Terms and Conditions. These are an integral part of all contracts that Integer concludes with its contractual partners (hereinafter also referred to as "Customers") for the deliveries or services offered by Integer.

(2) The customer's terms and conditions or the terms and conditions of third parties shall not apply, even if Integer does not separately object to their validity in individual cases. Even if Integer refers to a letter that contains or refers to its terms and conditions or those of a third party, this shall not constitute agreement with the validity of those terms and conditions.

(3) Our offer is aimed equally at consumers and entrepreneurs. For the purposes of these General Terms and Conditions, (i) a consumer is any natural person who concludes the contract for a purpose that cannot be attributed to their commercial or independent professional activity (Section 13 BGB) and (ii) an "entrepreneur" is a natural or legal person or a partnership with legal capacity that acts in the exercise of its commercial or independent professional activity when concluding the contract (Section 14 (1) BGB). These terms and conditions apply exclusively to consumers. For entrepreneurs, our General Terms and Conditions for Business Customers apply.

§ 2 Offer and conclusion of contract

(1) All offers made by Integer are subject to change and non-binding, unless they are expressly marked as binding or contain a specific acceptance period. This applies in particular to our representations in the online store and catalog. Integer may accept orders or commissions within 14 days of receipt.

(3) When you place an order in the online store, Integer will then send you an automatic order summary by e-mail, in which your order is listed again. You have the option of printing it out using the "print" function. The automatic order overview merely documents that we have received your order and does not constitute acceptance of the application. The contract is only concluded when Integer issues a declaration of acceptance, which is sent in a separate e-mail or when the goods are dispatched.

(4) The legal relationship between the contracting parties shall be governed solely by the purchase contract concluded in writing, including these General Terms and Conditions. This fully reflects all agreements between the contracting parties on the subject matter of the contract. Verbal commitments made by Integer prior to the conclusion of this contract shall not be legally binding and verbal agreements between the contracting parties shall be replaced by the written contract, unless it is expressly stated in each case that they shall continue to be binding.

(5) Information provided by Integer on the subject matter of the delivery or service (e.g. weights, dimensions, utility values, load capacity, tolerances and technical data) as well as our representations of the same (e.g. drawings and illustrations) shall only be approximate, unless the usability for the contractually intended purpose requires exact conformity. They are not guaranteed characteristics, but descriptions or identifications of the delivery or service. Deviations that are customary in the trade and deviations that occur due to legal regulations or represent technical improvements, as well as the replacement of components with equivalent parts, shall be permissible insofar as they do not impair the usability for the contractually intended purpose.

(6) Integer shall retain title or copyright to all offers and cost estimates submitted by it as well as drawings, illustrations, calculations, brochures, catalogs, models, tools and other documents and aids made available. You may not make these items accessible to third parties, disclose them, use them yourself or through third parties or reproduce them without Integer's express consent. You must return these items in full to Integer upon request and destroy any copies made if they are no longer required by you in the ordinary course of business or if negotiations do not lead to the conclusion of a contract. Excluded from this is the storage of electronically provided data for the purpose of normal data backup.

§ 3 Prices and payment

(1) The prices quoted include statutory VAT and apply to the scope of services and deliveries listed plus shipping costs. Additional or special services shall be invoiced separately. The prices are quoted in EUR ex works plus customs duties for export deliveries as well as fees and other public charges.

(2) The following payment methods are available in our store: in particular the following payment options:

Credit card
PayPal
Purchase by invoice (via Mondu)
Purchase by direct debit (via Mondu)

The retailer reserves the right to exclude certain payment methods in individual cases. The technical payment processing is carried out by vobapay GmbH, Frankfurter Straße 1, 64720 Mi-chelstadt, Germany. Depending on the payment method, the Compu-top Paygate platform (Computop GmbH, Schwar-zenbergstraße 4, 96050 Bamberg) is integrated. Special features for Mondu payment methods For the payment methods offered via Mondu GmbH, additional general terms and conditions for Mondu payment methods and the data protection information of Mondu GmbH apply. The availability of Mondu payment methods requires a successful credit check by Mondu GmbH. If the customer chooses a Mondu payment method, the merchant assigns the payment claim to Mondu GmbH or its partner bank. A debt-discharging payment is to be made exclusively to them. However, the merchant remains responsible for all general customer inquiries.

(3) Decisive for the date of payment is the date of receipt by Integer. If you fail to pay by the due date, the outstanding amounts shall bear interest at 5% p.a. from the due date; the right to claim higher interest and further damages in the event of default shall remain unaffected.

(4) Offsetting against counterclaims or the retention of payments due to such claims is only permitted if the counterclaims are undisputed or have been legally established or arise from the same order under which the delivery in question was made. You shall only be entitled to a right of retention if your counterclaim is based on the same contractual relationship.

(5) Integer shall be entitled to perform or render outstanding deliveries or services only against advance payment or provision of security if, after conclusion of the contract, Integer becomes aware of circumstances which are likely to significantly reduce your creditworthiness and which jeopardize the payment of Integer's outstanding claims by you arising from the respective contractual relationship (including from other individual orders to which the same framework agreement applies).

(6) You agree to the transmission of all invoices by e-mail. This consent can be revoked at any time.

(7) Any (partial) refunds due to you for returns will be refunded to you using the same means of payment that was originally used for payment.

§ 4 Delivery and delivery time

(1) The delivery times are listed under the items in the online store.

(2) If the product you have ordered is not available from us because we are not supplied by our reliable supplier through no fault of our own despite placing a congruent order, we will inform you of this immediately in the order confirmation. We shall then be released from our obligation to perform and may withdraw from the contract. If you have already made payments, we will reimburse you immediately. Subject to self-supply, we will ensure prompt delivery. If part of the order cannot be delivered immediately because we are not supplied on time by our reliable supplier through no fault of our own despite placing a congruent order, we will deliver the remaining goods at a later date without recalculating the shipping costs, insofar as this is reasonable for you.

(3) Should you fail to fulfill your contractual obligations Integer, the delivery or performance period shall be extended accordingly. The rights arising from default shall remain unaffected.

(4) Integer shall not be liable for impossibility of delivery or for delays in delivery if these are caused by force majeure or other events not foreseeable at the time of conclusion of the contract (e.g. operational disruptions of any kind, difficulties in the supply chain). operational disruptions of any kind, difficulties in procuring materials or energy, transport delays, strikes, lawful lockouts, shortages of labor, energy or raw materials, difficulties in obtaining necessary official permits, official measures or the lack of, incorrect or untimely delivery by suppliers, new or ongoing pandemics and epidemics, virus variants) for which Integer is not responsible. If such events make delivery or performance significantly more difficult or impossible for Integer and the hindrance is not only of a temporary nature, Integer shall be entitled to withdraw from the contract. In the event of hindrances of a temporary nature, the delivery or performance periods shall be extended or the delivery or performance dates shall be postponed by the period of the hindrance plus a reasonable start-up period. Insofar as you cannot reasonably be expected to accept the delivery or service as a result of the delay, you may withdraw from the contract by immediate written declaration to Integer. The circumstances must be explained by you.

§ 5 Custom-made products

(1) Custom-made products according to your specifications must be ordered in the online store or via our customer service by e-mail, stating all details. Integer will not check compliance with any regulations. The following applies to printed products: No complaints can be made about excess or short deliveries of up to 10% of the ordered quantity. The quantity delivered shall be invoiced.

(2) We exclude any liability if rights, in particular copyrights of third parties, are infringed by the execution of your order. You shall indemnify us against all claims of third parties due to such an infringement by placing the order upon first request. (3) The films, templates, lithographs, punching tools, digitalizations, files and the like used by us to produce the custom-made product shall remain the property of Integer, even if they are charged to you separately, and shall not be delivered. We shall be under no obligation to store films, digitalizations or similar items for longer than 6 months.

§6 Place of fulfillment, shipping, packaging, transfer of risk, acceptance

(1) The place of performance for all obligations arising from the contractual relationship shall be our registered office, unless otherwise agreed. If Integer is also responsible for installation, the place of performance shall be the place where the installation is to be carried out.

(2) The type of shipment and packaging shall be at the discretion of Integer.

(3) The risk of transport damage, accidental loss and accidental deterioration for any reason whatsoever shall pass to you at the latest when the delivery item is handed over (whereby the start of the loading process shall be decisive) to the forwarding agent, carrier or other third party designated to carry out the shipment. This shall also apply if partial deliveries are made or if Integer has assumed other services (e.g. shipment or installation). If the shipment or handover is delayed due to a circumstance for which you are responsible, the risk shall pass to you from the day on which the delivery item is ready for shipment and Integer has notified you of this.

(4) The shipment shall only be insured by Integer against theft, breakage, transport, fire and water damage or other insurable risks at your express request and at your expense.insurable risks.

(5) Insofar as acceptance is to take place, the purchased item shall be deemed to have been accepted when

delivery and, if Integer is also responsible for installation, the installation has been completed,
Integer has notified the customer with reference to the fiction of acceptance in accordance with this § 6 (5) and has requested acceptance,
twelve working days have passed since delivery or installation or you have started to use the purchased item (e.g. have put the delivered system into operation) and in this case six working days have passed since delivery or installation and
you have failed to accept the goods within this period for a reason other than a defect notified to Integer which makes it impossible to use the purchased goods or significantly impairs their use.

§7 Warranty, material defects

(1) Integer shall be liable for material defects in accordance with the applicable statutory provisions, in particular §§ 434 ff. BGB.

(2) An additional guarantee only exists for the goods delivered by the supplier if this was expressly stated in the order confirmation for the respective article.

§ 8 Liability for damages due to fault

(1) Integer's liability for damages, regardless of the legal grounds, in particular due to impossibility, delay, defective or incorrect delivery, breach of contract, breach of obligations in contract negotiations and tort, shall be limited in accordance with this section to the extent that this is permissible.

(2) Integer shall not be liable in the event of simple negligence on the part of its bodies, legal representatives, employees or other vicarious agents, unless it is a breach of material contractual obligations. Material contractual obligations are the obligation to deliver and install the delivery item on time, its freedom from defects of title and such material defects which impair its functionality or usability more than insignificantly, as well as obligations to provide advice, protection and care which are intended to enable you to use the delivery item in accordance with the contract or which are intended to protect the life and limb of your personnel or to protect your property from considerable damage.

(3) Insofar as Integer is liable for damages in accordance with § 8 (2), this liability shall be limited to damages which INTEGER foresaw as a possible consequence of a breach of contract at the time of conclusion of the contract or which we should have foreseen if we had exercised due care. Indirect damage and consequential damage resulting from defects in the delivery item are also only eligible for compensation if such damage is typically to be expected when the delivery item is used as intended.

(4) In the event of liability for simple negligence, Integer's obligation to pay compensation for material damage and any further financial losses resulting therefrom shall be limited to the typical foreseeable damage, even if this involves a breach of material contractual obligations.

(5) The above exclusions and limitations of liability shall apply to the same extent in favor of Integer's executive bodies, legal representatives, employees and other vicarious agents.

(6) Insofar as Integer provides technical information or acts in an advisory capacity and this information or advice is not part of the contractually agreed scope of services owed by Integer, this shall be provided free of charge and to the exclusion of any liability.

(7) The limitations of this § 8 shall not apply to Integer's liability for willful misconduct, for guaranteed characteristics, for injury to life, limb or health or under the Product Liability Act.

§ 9 Property rights

(1) In accordance with this § 9, Integer warrants that the delivery item is free from industrial property rights or copyrights of third parties. Each contracting party shall immediately notify the other contracting party in writing if claims are asserted against it due to the infringement of such rights.

(2) In the event that the delivery item infringes an industrial property right or copyright of a third party, Integer shall, at its option and expense, modify or replace the delivery item in such a way that the rights of third parties are no longer infringed, but the delivery item continues to fulfill the contractually agreed functions, or procure the right of use for you by concluding a license agreement with the third party. If Integer does not succeed in doing so within a reasonable period of time, you shall be entitled to withdraw from the contract or to reduce the purchase price appropriately. Any claims for damages are subject to the limitations of § 8 of these General Terms and Conditions. In the event of infringements caused by custom-made products, § 5 of these General Terms and Conditions shall apply conclusively.

(3) In the event of infringements of rights by products of other manufacturers supplied by Integer, Integer shall, at its discretion, assert its claims against the manufacturers and upstream suppliers for your account or assign them to you. In these cases, claims against Integer shall only exist in accordance with this § 9 if the judicial enforcement of the aforementioned claims against the manufacturers and upstream suppliers was unsuccessful or is futile, e.g. due to insolvency.

§ 10 Retention of title

Integer shall retain title to the goods until all claims arising from an ongoing business relationship have been settled in full.

§ 11 Data protection

For all information in connection with the handling of personal data, please refer to our separate data protection declaration. This is available at https://www.integer-solutions.com/datenschutz.

§ 12 Code of conduct

As part of the Klaus Kroschke Group, the Code of Conduct of Klaus Kroschke Holding GmbH & Co. KG applies to our company (see https://www.klaus-kroschke-gruppe.com/downloads/).

§ 13 Final provisions

(1) The place of jurisdiction is our registered office. Mandatory statutory provisions on exclusive places of jurisdiction remain unaffected by this provision.

(3) The relationship between Integer and you shall be governed exclusively by the law of the Federal Republic of Germany. The United Nations Convention on Contracts for the International Sale of Goods of April 11, 1980 (CISG) shall not apply.