General Terms and Conditions of Purchase
General Terms and Conditions of Purchase of Salamander Industrie-Produkte GmbH, Salamander Extrusion GmbH & Co. KG and Salamander SPS GmbH & Co. KG
A. General information
1) We, Salamander Industrie-Produkte GmbH, Salamander Extrusion GmbH & Co. KG and Salamander SPS GmbH & Co. KG (hereinafter referred to as "Salamander"), order exclusively on the basis of our General Terms and Conditions of Purchase (hereinafter referred to as "GTCP"). The application of other general terms and conditions of the Supplier is excluded for this and all subsequent orders. The validity of such other terms and conditions is expressly rejected. These GPC shall also apply to all future contractual relationships with the Supplier. No further reference to these Terms and Conditions of Purchase is required for future orders.
2) These GPCs apply exclusively to entrepreneurs (§ 14 BGB).
3) The nature and scope of the mutual services shall be determined in the following order of priority
- the contents of the order,
- the further contractual conditions listed in the order,
- the provisions of the supply contract,
- the Technical Terms of Delivery and Quality Assurance Agreements,
- these Terms and Conditions of Purchase.
4) Salamander has the right to amend or supplement the Terms and Conditions of Purchase at any time with a reasonable period of notice. Previous versions of the Terms and Conditions of Purchase shall thereby lose their validity. The current versions of the Terms and Conditions of Purchase and the General Terms and Conditions of Business are available at www.salamander-windows.com in the footer at the bottom left.
II. Order and order confirmation, proof of origin, export control
1) The orders placed by us are only valid if they are made in writing. Third parties - in particular our employees - are not authorized to make verbal collateral agreements or give verbal assurances that go beyond the content of the written contracts. Declarations to this effect shall not give rise to any obligations on our part. Verbal agreements and agreements made by telephone must be confirmed in writing in order to be binding.
2) The supplier must confirm the order in writing. The order confirmation must contain all details of the order. Deviations from our orders shall only be deemed approved if they are confirmed by us in writing.
3) If the supplier recognizes on the basis of its expertise that an order is incomplete or that the purpose pursued by us with the order cannot be achieved by the delivery, it must inform us of this immediately and comprehensively.
4) The supplier must fulfill the applicable requirements of national and international export, customs and foreign trade law for all goods to be delivered and services to be rendered. The Supplier must inform Salamander in writing as early as possible, but no later than two weeks before the delivery date, of all information and data that Salamander requires to comply with the applicable customs and foreign trade regulations for export and import and, in the case of resale, for re-export of the goods and services, and to update this information and data in the event of changes.
5) By accepting the order, the supplier undertakes to notify the exact country of origin of the goods and to submit a consignment-related supplier's declaration for goods originating in the EU or a long-term supplier's declaration for goods with preferential origin status and to send a certificate of origin for goods originating in third countries. For deliveries from a preferential country, the supplier is obliged to issue a valid proof of preference EUR.1 or a declaration of origin on the invoice. If the supplier is unable to submit a consignment-related supplier's declaration or long-term supplier's declaration for the preferential origin, he undertakes to submit a consignment-related supplier's declaration or long-term supplier's declaration for the non-preferential origin. If supplier declarations, preference certificates or certificates of origin turn out to be incorrect, the supplier undertakes to compensate the resulting damage.
6) The supplier is obliged to inform Salamander in writing upon request about any licensing requirements for (re-)exports of its goods in accordance with German, European, US export and customs regulations as well as the export and customs regulations of the country of origin of its goods in its business documents and to provide the following information:
• the export list number in accordance with Annex AL to the German Foreign Trade and Payments Ordinance or comparable list items of relevant export lists,
• for US goods, the ECCN (Export Control Classification Number) in accordance with the US Export Administration Regulations (EAR),
• the commercial origin of its goods (according to the Customs Code) and the components of its goods, including technology and software,
• whether the goods were transported through the USA, manufactured or stored in the USA, or manufactured using US technology,
• the statistical goods number (HS code) of its goods.
Furthermore, the supplier is obliged to inform Salamander immediately (before delivery of the goods concerned) in writing of any changes to the above data. At Salamander's request, the supplier shall provide all further foreign trade data on its goods and their components in writing.
7) If the supplier violates applicable requirements of national and/or international export, customs or foreign trade law or the duty to provide information from the above paragraphs, the supplier undertakes to indemnify Salamander against all resulting expenses, damages and claims, unless the supplier is not responsible for the violation. This does not imply a reversal of the burden of proof.
III. Prices, shipping, packaging, transfer of risk and title
1) The agreed prices are fixed prices and include statutory VAT, unless otherwise agreed. Unless expressly agreed otherwise, fees, costs for packaging, freight and transportation to the recipient address specified by Salamander are included. The obligation to return the packaging requires special agreement.
2) Salamander must be informed immediately in writing of any increase or decrease in price as a result of changes in execution, whereby the agreement of an increase or decrease in price requires the written consent of Salamander prior to delivery of the goods or provision of the service.
3) Partial deliveries are only permitted with prior written consent. Unless otherwise agreed, over- and under-deliveries are only permitted within a limit of 5% of the quantity of the individual order.
4) Consignments for which carriage paid delivery has not been agreed must always be shipped by the cheapest route. Salamander shall not be required to pay any additional costs incurred as a result of non-compliance with these regulations, or costs for cartage etc. at the place of dispatch.
5) The delivery bill must be enclosed with the consignment. The invoice is to be sent separately from the consignment of goods to the invoice address stated in the order. The delivery bill and invoice must bear the Salamander order number.
6) Shipment shall be at the expense and risk of the Supplier. The risk is transferred to Salamander after completion of the unloading process upon acceptance of the delivery by Salamander or at the agreed destination. This also applies if the Supplier hands over the goods to a forwarding agent or a carrier. If Salamander accepts the goods from the Supplier and the goods remain with the Supplier after acceptance by Salamander, the Supplier shall bear the risk of accidental deterioration or accidental loss of the goods until the goods have arrived at their destination and have been unloaded there.
IV. Delivery time
1) The agreed delivery dates are binding and are always understood to be without a grace period. Decisive for compliance with the delivery date or the delivery period is the receipt of the goods at the place of use specified by Salamander or the timeliness of acceptance. The acceptance of a delayed delivery or service by Salamander does not constitute a waiver of claims for compensation. If the delivery time is exceeded, the Supplier shall be in default without a reminder.
2) Events of force majeure, strikes, lock-outs, operational disruptions and other unforeseeable events which cannot be overcome by reasonable efforts and which make it considerably more difficult for Salamander to accept and/or process the ordered goods, in particular sales stoppages, give Salamander the right to postpone the acceptance deadlines or - insofar as the obstacle is not only temporary and Salamander is not responsible for it - to withdraw from the contract without the Supplier being entitled to claim compensation. Salamander shall immediately provide the Supplier with the necessary information.
3) In the event that the delivery time is exceeded, a contractual penalty of 0.5% of the order value shall be deemed agreed for each commenced week of culpable delay, up to a maximum of 5% of the order value. This contractual penalty can also only be claimed as part of the final payment, without the need for a reservation on acceptance. The assertion of further rights by Salamander remains unaffected by this.
4) The Supplier must inform Salamander immediately in writing of any circumstances which lead to the agreed delivery or performance time being exceeded, without prejudice to Salamander's statutory or previously agreed rights.
V. Invoice and payment
1) The place of performance for payments is the location of Salamander's registered office.
2) Unless otherwise agreed separately in writing, the term of payment is 60 days net after receipt of the invoice stating the Salamander order number and complete receipt of the goods or complete performance.
3) Each payment is made subject to Salamander's rights due to any defects. Payment does not constitute acknowledgement, fulfillment or waiver of warranty claims; this also applies with regard to the receipt on the occasion of acceptance of the goods. Salamander is entitled to withhold payment in whole or in part until defects have been rectified or other counterclaims arising from the entire business relationship have been satisfied.
4) Salamander is also entitled to offset claims of the Supplier against claims of companies affiliated with Salamander. The Supplier may only offset or exercise rights of retention on the basis of its own claims if its counterclaims have been legally established, are undisputed or have been recognized by Salamander in writing.
5) Unless the goods have already been weighed on calibrated scales at the place of dispatch, the weight determined by Salamander shall be decisive for invoices by weight. In any case, Salamander reserves the right to carry out its own weighing on a calibrated scale and to contact the supplier in the event of deviations in order to clarify the weighing differences.
6) If national or international foreign trade regulations, embargoes or other sanctions conflict with this, Salamander will not pay and is not otherwise obliged to fulfill the contract.
VI. Warranty and guarantee
1) The supplier shall carry out a factory inspection of the products to be supplied by him, in particular an outgoing goods inspection. The supplier undertakes to make records of the tests carried out and to archive test, measurement and inspection results for 10 years. Salamander is entitled to inspect the aforementioned records and documents and to make copies thereof.
2) Unless otherwise agreed, incoming goods inspections at Salamander are only carried out as identification and quantity inspections and for externally recognizable transport and packaging damage. In all cases, even if the delivery has previously become the property of Salamander or has been handed over to the forwarding agent, carrier or other representative of Salamander, the obligation to inspect and report obvious defects or quality deviations only begins when the proper dispatch note has been received and the goods have been received at the receiving point designated by Salamander. Salamander is only obliged to open the packaging and inspect the goods on a random basis. All defects which are not recognizable due to the packaging or which cannot be detected during a random inspection are deemed to be hidden defects. The notification period for recognizable defects shall be 10 working days from receipt of the goods at the place of receipt specified by us, and 10 working days from discovery in the case of hidden defects. The dispatch of the notice of defects by Salamander is decisive for compliance with this deadline.
3) The supplier shall provide a warranty for its deliveries and services in accordance with the statutory provisions. The warranty period in the event of material defects or defects of title for deliveries of goods is 36 months from delivery. In the case of an item that has been used for a building in accordance with its normal use and has caused its defectiveness, the warranty period shall be 5 ½ years from delivery. The 5 ½ - year warranty period applies equally in the case of the delivery of commercial goods and products for surface finishing.
4) Defects that lead to the refusal of acceptance, as well as all defects identified at the time of the transfer of risk or occurring during the warranty period, must be remedied by the Supplier at Salamander's discretion at the Supplier's expense or redelivered or provided free of defects.
5) If the Supplier fails to remedy the defect or provide a new delivery or service within a reasonable period to be set by Salamander, Salamander may
demand a reduction in the price,
withdraw from the contract in whole or in part,
undertake rectification or redelivery itself at the expense of the supplier or
have it carried out and/or
demand compensation for breach of duty.
6) The above shall also apply if the supplier declares itself unable to remedy the defect, make a new delivery or provide a new service within a reasonable period of time, whereby a prior grace period for exercising the aforementioned rights is not required if the supplier refuses performance, if Salamander cannot reasonably be expected to provide subsequent performance or if special circumstances exist which justify an immediate assertion of the aforementioned rights after weighing up the interests of both parties.
7) Further legal claims remain unaffected by this.
8) The costs and risk of returning defective delivery items shall be borne by the supplier.
9) The supplier shall indemnify Salamander against claims for damages by third parties due to personal injury and damage to property which are based on a defect in the product within the supplier's sphere of control and organization and for which the supplier itself is liable in relation to third parties. If recall or service actions are carried out due to problems with the supplier's delivery items, the supplier shall bear all necessary costs arising from the recall or service actions, insofar as the supplier is responsible for the problems. This also applies to costs charged to Salamander by the customer. Salamander will inform the supplier about the content and scope of the recall measures carried out - as far as possible and reasonable - and give him the opportunity to comment.
10) In urgent cases, Salamander is entitled to repair or have repaired defects in the delivery item at the expense of the supplier or to procure a replacement from a third party without having to inform the supplier of the defect and the manner of its rectification in advance or to set a grace period. Such a case is given if it is no longer possible, due to particular urgency, to inform the supplier of the defect and the impending damage and to set him a reasonable deadline for his own remedy. The scope of the supplier's obligation to pay compensation shall be limited to what is reasonable.
11) In order to cover any product liability risk, the supplier must insure the product risk beyond the scope of its normal business liability insurance and provide evidence of the relevant insurance policies on request.
12) The supplier is not entitled to change the delivery item after conclusion of the contract or during the delivery period.
In particular, for the purchase of raw materials, production materials and technical components for resale, the supplier may not change the material specification of the delivery item, the production process, the production location, the machines and tools used or the raw material specification/supplier combination used without prior written approval from Salamander. If the Supplier wishes to change the delivery item, it must notify Salamander of this and present the changes at the earliest possible time. The concrete implementation of such deviations is only permitted after our written approval, whereby Salamander is not obliged to issue a declaration of approval.
If the supplier changes the delivery item without authorization or if the supplier culpably fails to comply with the above obligations, Salamander is entitled to extraordinary termination of the supply relationship, including current order(s), and the supplier shall be liable for all costs incurred by us or third parties, e.g. in the form of replacement deliveries, subsequent inspections or treatments, expert opinions, etc.
13) The supplier assumes a dependent durability guarantee for its deliveries and services for 3 years from the transfer of risk to the effect that its deliveries and services are free of defects of any kind during the term of the guarantee.
are free from defects of any kind,
are fully suitable for the intended or agreed purpose and
have the contractually agreed or warranted characteristics.
Salamander has the right to supplementary performance in the event of a warranty claim. In the event that the supplier has provided or offered a longer or more extensive guarantee, this guarantee provided or offered by the supplier shall apply, whereby the statutory rights in respect of defects shall remain unaffected.
VII. Drawings, specifications, tools
1) Salamander reserves the property rights and copyrights to all illustrations, drawings, calculations, calculations, specifications, samples, software, tools and other documents. They may not be made accessible to third parties without prior written consent. They are to be used exclusively for the fulfillment of the contractually owed services and must be returned to Salamander or deleted upon request - at the latest upon termination of the business relationship - without the retention of copies, whereby the deletion must be confirmed to Salamander immediately in writing, as well as the fact that no copies of the documents are available or that these have also been completely deleted. Any loss of the aforementioned documents must be reported to Salamander immediately.
2) The supplier undertakes to use tools that have been manufactured on the basis of Salamander drawings, specifications, samples, specifications or similar exclusively for the manufacture of the goods ordered by us. Furthermore, he is obliged to carry out any necessary maintenance and inspection work in good time at his own expense or to have it carried out professionally. He must notify us immediately of any malfunctions. If he fails to do so, we expressly reserve the right to assert any resulting claims for damages. If the tool is the property of Salamander and if tool work that goes beyond the normal scope of maintenance and inspection work is necessary in order to comply with the quality and tolerances required by Salamander, Salamander shall only bear the costs of this if Salamander has agreed to this tool work and the associated costs in writing or has commissioned this in writing.
VIII. Provision of materials
1) All materials and objects provided by Salamander, in particular samples and tools, remain the property of Salamander with the proviso that Salamander is deemed to be the manufacturer and also retains or directly acquires ownership of the objects produced by processing these materials. The materials and objects are to be stored for Salamander under special labeling and insured in particular against fire and water damage and theft.
2) Wooden or steel pallets and other means of transportation provided by Salamander remain the property of Salamander and must be returned to Salamander. In the event of non-return, Salamander reserves the right to assert claims for damages.
IX. Property rights
1) The supplier grants Salamander a simple, irrevocable, worldwide license to its own industrial property rights or other rights for the possession, distribution and use of the delivered goods and the resulting products.
2) The supplier must deliver the goods free of industrial property rights or other rights of third parties. If the industrial property rights of third parties are impaired by the delivered goods and/or their use, the supplier must make every reasonable effort to obtain an unrestricted right of use for Salamander.
3) The supplier is obliged to indemnify Salamander against all claims of third parties due to the infringement of rights mentioned in paragraph 2 and to reimburse Salamander for all expenses in connection with the claim, in particular the costs of reasonable legal defense.
The order and the information of a commercial and technical nature given to the supplier by Salamander in this connection must be treated as strictly confidential and may not be passed on to third parties without the written consent of Salamander, unless this is necessary for the fulfillment of the contract.
XI. Environmental and health protection, REACH, RoHs
1) The Supplier is obliged to observe the recognized rules of technology and the respectively valid statutory and official regulations and the operational rules and regulations of Salamander. Insofar as no further requirements are specified in the order, the deliveries and services are to be delivered and rendered in accordance with the recognized rules of technology, the regulations of any upstream suppliers and, insofar as DIN, VDE, VDI, DVGW or equivalent standards exist, in compliance with these. The delivery items, as well as the service, shall in any case be manufactured in such a way that on the day of delivery they comply with all applicable statutory and official regulations, including those of the Equipment Safety Act and environmental protection, and meet the accident prevention regulations. In particular, the supplier must observe the regulations and rules of the employers' liability insurance association, the "General Regulations" BGVA 1 and the generally recognized safety and occupational health rules. Machines and technical work equipment must be supplied with an EC declaration of conformity including CE marking or a manufacturer's declaration in accordance with the Machinery Ordinance; operating instructions must also be enclosed. They must also comply with the standards listed in Lists A and B of the "General Administrative Regulation on the Law on Technical Work Equipment" as well as other rules with safety-related content and the rules and regulations of the employers' liability insurance association.
2) In the event that Salamander orders substances or preparations for which a safety data sheet is available, the supplier must provide this and the information required in accordance with Art. 32 REACH Regulation free of charge and in the form corresponding to REACH Regulation (EC) No. 1907/2006 and send it to the Purchasing Department. This also applies to updates of safety data sheets. The supplier is prohibited from using carcinogenic substances. The Supplier warrants that its deliveries comply with the provisions of the Regulation on Registration, Evaluation, Authorization and Restriction of Chemicals ("REACH Regulation"). In particular, the Supplier warrants that the substances contained in the products supplied by it have been pre-registered or registered after the expiry of the transitional periods, where required under the provisions of the REACH Regulation. If the supplier supplies products within the meaning of Art. 3 of the REACH Regulation, he shall also be responsible in particular for ensuring that he fulfills his obligation to pass on certain information in accordance with Art. 33 of the REACH Regulation.
3) The supplier shall fulfill all requirements arising from the RoHS Directive 2011/65/EU and the resulting national implementing legislation.
XII. Compliance with the Minimum Wage Act, provision of security, special right of termination
1) The supplier guarantees that each of the employees working for him will receive proper remuneration at least in the amount of the applicable statutory minimum wage. The supplier shall obligate subcontractors and lenders with whom it maintains contractual relationships accordingly and shall guarantee for them that each of the employees employed by them receives remuneration in due time at least in the amount of the applicable statutory minimum wage.
2) The supplier indemnifies Salamander in full from liability in accordance with § 13 MiLoG. If claims are asserted against Salamander by employees of the Supplier, by employees of subcontractors of the Supplier or by employees of rental companies with which the Supplier maintains contractual relationships in accordance with § 13 MiLoG, the Supplier shall assume all costs of the claim regardless of fault.
3) In the event of a breach of one of the obligations under paragraph 1 or in the event of a claim against Salamander pursuant to § 13 MiLoG by employees of the Supplier, by employees of subcontractors of the Supplier or by employees of rental companies used by the Supplier, Salamander shall be entitled to terminate orders and other agreements - even partially - without notice.
Notwithstanding any written agreements to the contrary, the Supplier may not refer to the business relations existing with Salamander for advertising purposes.
1) The Supplier undertakes to comply with all relevant statutory provisions, in particular the provisions on combating corruption and antitrust law. The highest standards of integrity must be applied to all business activities. The supplier must pursue a zero-tolerance policy with regard to the prohibition of all forms of bribery, corruption, extortion and embezzlement. In particular, the supplier shall not offer, promise or grant any advantage to any Salamander employee or third party in return for the Salamander employee taking or refraining from taking any action in the procurement of goods or services and thereby violating his obligations to Salamander. In the event of non-compliance, Salamander explicitly reserves the right to file a criminal complaint immediately.
2) Within the framework of its own organization, the supplier also undertakes to respect the basic rights of its employees and to ensure their safety in the workplace. Furthermore, the Supplier shall observe the prohibition of child labor in accordance with the International Labor Organization (ILO) Declaration on Fundamental Principles and Rights at Work. Salamander may withdraw from or terminate the contract in the event that the supplier does not comply with the aforementioned obligations.
XV. Data protection
1) The necessary personal data of the Supplier shall be collected, processed and used by Salamander for the processing of the delivery. The Supplier expressly consents to this collection, processing and use of personal data for the purpose of fulfilling the purchase contract and to safeguard our legitimate interests. The supplier can revoke this consent at any time (Art. 21 GDPR).
2) All data processing operations are carried out in compliance with the General Data Protection Regulation GDPR (Art. 6 para. 1b GDPR). We take certain technical and organizational measures to protect the customer's data stored by us against loss, access or manipulation by unauthorized persons. If the supplier exercises his right to delete the data, all data that is not expressly required to be retained by law will be deleted immediately. Salamander will inform the Supplier immediately of the measures taken.
3) The supplier's address and contact data may be passed on to the transport service provider commissioned with the delivery, insofar as this is absolutely necessary for the delivery. In any case, only the absolutely necessary data will be transmitted (data minimization). If necessary, our IT service companies, which contractually guarantee reliable handling of the supplier's personal data, have access to the supplier's personal data.
4) Detailed information on the subject of data protection and the rights of data subjects can be found in the data protection information on our website at www.salamander-windows.com.
5) You can contact our data protection officer at email@example.com or at the following postal address SNS Systems GmbH, Palmbachstrasse 20, 65510 Hünstetten.
XVI. Place of performance, choice of law, place of jurisdiction
1) The place of performance is the place of receipt specified by Salamander, unless otherwise agreed in writing in individual cases.
2) The exclusive place of jurisdiction for all types of disputes with suppliers who are registered traders, legal entities under public law or special funds under public law is the court responsible for our registered office. However, we reserve the right to bring an action at the place of business or residence of the supplier or any other place of jurisdiction under applicable law.
3) The legal relationship with the supplier shall be governed exclusively by the law of the Federal Republic of Germany to the exclusion of the Uniform Law on the International Sale of Goods and to the exclusion of the UN Convention on Contracts for the International Sale of Goods.
4) If insolvency proceedings are applied for against the supplier's assets, Salamander is entitled to withdraw from the unfulfilled part of the contract.
5) Should one of these provisions be or become invalid or unenforceable in whole or in part, this shall not affect the validity of the remaining provisions. The invalid or unenforceable provision shall be replaced by a provision that comes as close as possible to the economic and legal purpose or meaning of the invalid or unenforceable provision(s).
B. Special provisions for contracts for services and works
I. Provision of services and duty to provide information
1) For the provision of the services and work owed by it, the Contractor shall deploy appropriately qualified personnel and ensure that the necessary work permits are available.
2) The Contractor shall provide the services in accordance with the current state of the art, whereby the Contractor shall be free to organize its working hours as it sees fit.
3) The Contractor is only entitled to use subcontractors if Salamander has given its prior written consent.
II. Changes to services
Salamander is entitled to demand changes to the scope of services, provided this is not unreasonable for the Contractor. In the event that the desired change leads to additional costs, the Contractor is obliged to inform Salamander of this in writing without delay and before the execution of the changed order.
III. Acceptance of work services
1) Work services are subjected to an acceptance test after provision by the Contractor. If these are free of defects, Salamander will declare acceptance of the service after completion of the acceptance test.
2) In the event that the work services are defective, the Contractor shall either rectify this at its own expense within a reasonable period of time or, at Salamander's discretion, provide its services again without defects. If the Contractor does not remedy the defects despite a reasonable grace period or if the Contractor fails to provide the services again without defects, Salamander may withdraw from the contract or reduce the remuneration appropriately or remedy the defect or have it remedied at the Contractor's expense and demand compensation. No prior setting of a grace period is required to exercise the aforementioned rights if the Contractor refuses performance, subsequent performance is unreasonable for Salamander or special circumstances exist which justify the immediate assertion of the aforementioned rights after weighing up the interests of both parties.
IV. Rights to results
1) The results of the services (hereinafter referred to as "Results") become the property of Salamander upon their creation, namely in their respective state of processing. The Contractor shall keep the results for Salamander until they are handed over. In the event that, for legal reasons, Salamander does not become the original sole owner of all rights to the results in accordance with the first sentence, Salamander is entitled to the exclusive, transferable, sub-licensable, worldwide right, unlimited in terms of content and time, to use, reproduce, modify and, also in a form processed by it, make publicly accessible, publish or exploit the results in whole or in part in all known and unknown types of use from the time of creation itself or through third parties.
2) The Contractor shall inform Salamander immediately in writing if results arise which are to be protected by industrial property rights. In this case, Salamander is entitled, at its own discretion and in its own name, to apply for industrial property rights in any country, to maintain them or to allow them to lapse at any time. The Contractor is prohibited from making a corresponding registration in its name or that of a third party or from directly or indirectly supporting third parties in doing so. Furthermore, the contractor waives the right to be named as the author in the context of the results achieved.
3) The Contractor shall ensure that any intellectual property arising in the course of the provision of the services is transferred to Salamander at no additional cost to Salamander.
4) The Contractor undertakes to contractually ensure in relation to its employees, freelancers or third parties, insofar as it makes use of these in the provision of services, that Salamander is exclusively and indefinitely entitled to the rights and that these are not affected by the termination of the contracts between the Contractor and the third parties. Otherwise, the Contractor shall compensate Salamander for all resulting damages and expenses, including the costs of appropriate legal defense, and indemnify Salamander against claims by third parties in this respect.
5) The rights granted as described above are fully covered by the contractually agreed remuneration.
In the event of breaches of contractual obligations of any kind, the Contractor shall be liable without limitation in accordance with the statutory provisions.
(Status: October 2022)