1.1. Project B GmbH, Karlsplatz 3, 80335 Munich, Germany ("Project B") offers software applications based on a software-as-a-service platform that collects, stores and processes employment data (the "Platform"), which enables companies as well as their advisors ("Customers"; Project B and a Customer each a "Party" or together "Parties") to manage and maintain the employment data required for payroll and to digitize and automate key payroll, financial and human resources processes. The Platform is available through a web-based user interface and an application programming interface (API).

1.2. This document contains the general terms and conditions ("GTC") under which Project B GmbH, Karlsplatz 3, 80335 Munich ("Project B") provides services to its Customers, in particular in connection with the Platform as well as related services and support services.

1.3. These GTC shall also apply if the Parties enter into future agreements on services provided by Project B without Project B referring to these GTC again. This applies in particular to services that are only created by Project B in the future. Project B offers its services to the Customer only on the basis of these GTC.

1.4. The inclusion of these GTC replaces any previous General Terms and Conditions of Project B. 

1.5. The Customer may choose to enable certain integrations or exchange customer data with certain third-party platforms. Customer’s use of a third-party platform is not governed by these GTC but by agreement with the relevant third-party provider and Project B is not responsible for third-party platforms and their use of the Customer’s data. 

1.6. Project B's commercial offer is aimed exclusively at business persons within the meaning of § 14 German Civil Code (Bürgerliches Gesetzbuch - BGB). Contracts with consumers within the meaning of § 13 BGB are not concluded. 

2. Contract Components and Order of Precedence

2.1. The content of the contract is primarily determined by the provisions set out in the offer of Project B, followed by the documents listed below in descending order:

• Service descriptions in accordance with Section 2.2,

• these GTC.

2.2. Service descriptions (“Service Descriptions”) are derived from the features of a product or service presented by Project B before or upon conclusion of the contract or other information on a product or an offer, in particular from product descriptions and price lists of Project B.

2.3. The Service Descriptions may in particular also determine the scope and modalities of service provision as well as the technical basis for the use and operation of the products. Service descriptions shall only apply if they have been provided by Project B as texts or images in digital or paper form. Verbal information does not constitute a service description if it is not confirmed by Project B.

2.4. Service descriptions do not apply insofar as they deviate from the express provisions in these GTC, unless this is done expressly and with reference to these GTC.

2.5. The general obligations in electronic business transactions in accordance with Section 312 i) para. 1 sentence 1 numbers 1 to 3 and sentence 2 BGB do not apply.

3. Conclusion of Contracts

3.1. A contract is generally concluded when the Customer accepts the offer of Project B in text form, e.g. when the Customer places an order or confirms the offer of Project B.

3.2. If products or services are presented on Project B websites and the conclusion of contracts is promised, in case of doubt this is only an invitation to the Customer to submit corresponding offers. Project B reserves the right to accept the Customer's offer, in particular with regard to checking its own ability to deliver and the Customer's creditworthiness. If Project B's declaration constitutes a modifying acceptance insofar as Project B incorporates these GTC for the first time, Project B waives receipt of the declaration of acceptance in case of doubt.

3.3. Project B does not recognize any provisions in the Customer's General Terms and Conditions that deviate in whole or in part from these GTC, unless Project B has expressly agreed to them. This shall also apply if Project B performs the services in the knowledge of conflicting terms and conditions of the Customer without objection. On the part of Project B, only the management or employees authorized by the management are entitled to give their consent.

3.4. Offers of Project B are valid for 30 days, unless explicitly stated otherwise in the offer.

4. Technical Basics

4.1. Project B is free in the implementation and design of its services, insofar as the Service Descriptions do not contain any concrete specifications. This also applies in particular with regard to compliance with standards (e.g. DIN, ISO, BSI).

4.2. It is the Customer's responsibility to determine and establish the technical and other requirements for the use of Project B's services, in particular the requirements for IT resources ("System Requirements"), before using the services. This does not apply if Project B has checked the technical feasibility of the specific systems or the System Requirements at the Customer's premises as its own service.

4.3. Project B may communicate the System Requirements or system recommendations in individual cases, include them in the service description or make them available on its own digital information offerings. System Requirements published by Project B are non-binding minimum requirements for the use of Project B's services at the time of publication. Project B shall be released from its own (subsequent) performance obligations and liability (for defects) insofar as these are not only insignificantly caused by non-compliance with the minimum requirements.

4.4. The System Requirements are adjusted by Project B from time to time in accordance with technical progress and do not guarantee the quality of Project B's services for the entire term of the contract. It is the responsibility of the Customer to check immediately before the agreement of (further) services whether the System Requirements or system recommendations have changed. This also applies if Project B is aware of the Customer's intended use of Project B's services.

4.5. If Project B communicates the System Requirements necessary for a product in the offer or in the Service Descriptions, it is the sole responsibility of the Customer to check and ensure compatibility if he deviates from the recommendation. 

4.6. Project B only owes the expressly and specifically agreed services, products and/or components. Any additional software, hardware, access, telecommunication or data services, other services or items required to connect or install Project B's services with the Customer's systems or to use Project B's services shall be procured and provided by the Customer at Customer’s own expense. 

5. Subject Matter of the Contract (SaaS)

5.1. The subject matter of the contract is the temporary provision of the agreed software for the use of the functionalities of the software via means of remote communication as Software as a Service (SaaS). The Customer does not receive any rights to the software. The agreed quality of the SaaS application is defined in the offer or in the product specifications in the Service Descriptions. Project B does not owe any other characteristics of the software products. In particular, representations of the software products in public statements or in advertising of Project B are not binding.

5.2.The provision takes place on IT resources that Project B operates itself or rents. Project B is entitled to implement the SaaS functionalities through one or more applications, distributed on one or more IT resources and by means of multi-client capable installation for several customers simultaneously (cloud software). 

5.3. The provision of SaaS includes a certain storage quota for operational data, the scope of which is specified in the offer or product specifications in the Service Descriptions. If the storage quota is exceeded, the Customer is obliged to pay for the additional storage space used in accordance with the current version of Project B's general price list. 

5.4. Separate documentation for operation, installation or customization that goes beyond any comments and explanations in the software itself is only owed if and insofar as this has been expressly agreed. 

6. Nature of AI Services, Models and Calculations

6.1. The services of Project B may be based on complex algorithms, models, mathematical formulas or artificial intelligence ("AI") methods. Errors can occur in these fundamentals, during implementation, configuration, presentation and interpretation. Machine learning methods derive results from criteria that are not or not immediately comprehensible. Project B therefore does not guarantee that results represent a certain quality in relation to the processed data.

6.2. It is the Customer's responsibility to verify the suitability, accuracy and absence of undesirable characteristics of the data transmitted by the Customer and the data to be processed by means of the services of Project B.

6.3. The Customer shall perform an appropriate plausibility check and random sampling of the results of Project B's services ("Performance Results"), in particular before such results are used as a basis for economic decisions. 

6.4. It is the Customer's responsibility to determine and implement suitable technical and organizational measures to prevent damage that may arise from the use of faulty or undesired Performance Results and to review the measures at appropriate intervals. Project B is not in a position and also not obliged to determine the corresponding risks and to evaluate the measures taken with regard to the risks. 

7. Changes to the Platform and Services

7.1. Project B only owes the current version of the Platform. This may only be deviated from by express agreement.

7.2. Project B shall be entitled at any time to modify, extend and adapt the Platform or the software on which it is based or the services provided in connection therewith, in particular by installing updates, new versions or other further developments of the software (new program version). As long as the new program version does not constitute a reduction of the agreed performance, Project B can implement the program version without the consent of the Customer. New program versions may also require changed technical requirements to be ensured by the Customer. New program versions may also affect functionalities, algorithms and calculation methods.

7.3. In case of doubt, new program versions will be provided by Project B in the same way as the original software. In the event of significant changes, Project B shall inform the Customer of the implementation of the new program version. Project B may announce such changes on the Platform or the website of Project B. 

8. Obligations of the Customer 

8.1. The Customer shall nominate at least one competent contact person who can make legally binding declarations for the Customer or bring about such declarations in a timely manner and who is familiar with the Customer's IT infrastructure.

8.2. The Customer declares to have provided all information in connection with the conclusion of the contract truthfully and completely and to notify Project B of any changes to this information that are recognizably relevant to the contractual relationship without being asked to do so. 

8.3. The Customer shall support Project B in the performance of the services unsolicited and to a reasonable extent, in particular by promptly answering inquiries and providing the cooperation services specified in the Service Descriptions. The Customer shall independently point out any foreseeable delay in cooperation or other difficulties in the provision of services from his sphere. 

8.4. The Customer must ensure a sufficiently fast Internet connection for the use of the SaaS application and keep all access devices used by him secure, in particular by installing all security-relevant updates.

8.5. The Customer shall take reasonable precautions in the event of disruptions or failures of Project B's services, in particular in the event that an application does not work properly in whole or in part or that the availability of a service is restricted. 

8.6. The Customer is responsible for regular and case-related data backup and fault diagnosis. On a case-by-case basis, data backup is required in particular prior to all remote maintenance, remote access or on-site activities of Project B for the purpose of updating, modifying or configuring software in the Customer's sphere. If Project B has assumed the data backup as its own performance obligation, this obligation shall remain unaffected.

8.7. Before reporting faults, making use of support services or claiming defects, the Customer shall check the information provided by Project B or other providers regarding the relevant service to a reasonable extent, in particular information on how to rectify faults.

8.8. It is the Customer's responsibility to examine the permissibility of the intended use of the services and Performance Results of Project B and their suitability for the intended use, in particular from an economic point of view. Project B shall only undertake such examination as an additional service if expressly agreed for specific purposes. 

8.9. The Customer shall oblige its vicarious agents and assistants to comply with the obligations of this clause towards Project B.

8.10. Project B shall not be responsible for restrictions in performance resulting from a breach of duty or obligation by the Customer, unless Project B is responsible for this intentionally or through gross negligence. If the Customer is in default with a cooperation or does not fulfill it properly, Project B may demand reasonable compensation, including any retention costs. Other rights of Project B arising from default or breach of duty by the Customer, in particular claims for damages, shall remain unaffected.

8.11. Delivered or provided items and services must be inspected and checked by the Customer without delay. Section 377 German Commercial Code (Handelsgesetzbuch- HGB) shall apply, analogously if applicable.

9. Remuneration, Billing

9.1. The remuneration is based on the offer or Service Descriptions. 

9.2. Unless otherwise identified in an order, the remuneration owed shall be pre-paid on an annual basis.

9.3. Unless expressly stated otherwise, all prices are net prices plus VAT. 

9.4. Accepted currency is Euro. 

9.5. The following means of payment are accepted: Credit card, direct debit, bank transfer.

9.6. Invoices from Project B are due upon receipt and payable by the Customer within ten (10) days. The Customer agrees to the electronic transmission of invoices. The Customer shall raise objections to Project B's invoices within three (3) months of receipt at the latest. If the Customer fails to assert objections in due time, he is hereby excluded, unless he is not responsible for the failure to assert objections in due time. Project B shall inform the Customer of the exclusion effect in invoices.

9.7. If Project B provides additional services at the Customer's request, Project B shall be remunerated for such services on a time and material basis at Project B's general rates.

9.8. In the event that the agreed scope of use is significantly exceeded, Project B shall receive a reasonable remuneration to be determined by Project B.

9.9. If the Customer is in default of payment, Project B shall be entitled to block access to the services of Project B until receipt of payment after the fruitless expiry of a reasonable deadline set for the Customer, in which Project B has also threatened to block access to the services. This shall not apply in case of insignificant arrears of up to 5% of the remuneration due for the service, in the case of time-based remuneration in relation to one month. The obligation to pay the agreed remuneration as well as Project B's other claims (e.g. default interest) remain unaffected by this.

9.10. Project B reserves the right to reasonably adjust the agreed remuneration of a continuing obligation with a notice period of six (6) weeks prior to the effective date if and to the extent that the calculation bases on which the pricing is based, such as the costs for personnel, material, operation and software maintenance, state/official taxes, duties, fees and costs of third-party components, have changed and only to the extent that the total price changes as a result. As soon as the annual remuneration increases by more than 10%, the Customer may terminate the contract with effect from the date on which the price adjustment takes effect. Notice of termination must be given at least two (2) weeks before the price adjustment takes effect. Project B shall refer to the special right of termination in the announcement of the price adjustment. If the calculation bases mentioned in sentence 1 fall, the Customer may demand a price reduction corresponding to the falling costs. The Customer may assert this claim with a notice period of six (6) weeks. The respective right to (change) termination of the Parties remains unaffected by this clause.

10. Rights of Use, Restrictions

10.1. Software and the associated documentation are legally protected. Copyrights and other ancillary copyrights, patent rights, trademark rights (in particular trademarks and work titles), all other industrial property rights and intellectual property rights to the software and the documentation that Project B provides or makes accessible to the Customer in the context of the initiation or execution of the contract are the exclusive property of Project B in the relationship between the Parties.

10.2. The Customer of a SaaS application acquires the temporary possibility to administer or otherwise use the functionalities of the software for the contractually agreed purposes via the Internet. In particular, the Customer receives no rights to the source code of the software, to the software application or to the algorithms or methodologies on which the Performance Results are based. The software shall not be made available on the Customer's computers or handed over for installation on the Customer's own or third party resources; the Customer shall not receive any rights to the software. In particular, the Customer is not entitled to download, save, reproduce or edit the software. 

10.3. The number of users (named user, concurrent user) as well as the type, scope and other conditions of use can be agreed. Unless otherwise agreed, Project B may base the use on a named user license model. 

10.4. If files are made available to the Customer by download from the Platform, the Customer shall be granted a non-exclusive right to use copies of such data for the contractually intended purpose. 

11. Unauthorized Uses

11.1. Any use of the Platform and its underlying software which is not explicitly permitted or necessary to achieve the purpose of the contract is prohibited.

11.2. The Customer must ensure that its use is legally compliant. In particular, the Customer guarantees that the use of the entered data does not violate data protection, competition, criminal, copyright, trademark, labeling, patent, labor or name law regulations or regulations for the protection of minors or otherwise violate the rights of third parties. 

11.3. The Customer shall indemnify Project B against all third-party claims, including reasonable costs of legal prosecution and defense (not limited to statutory fees), insofar as third parties assert claims against Project B that data entered by the Customer infringes third-party rights or is otherwise unlawful. This does not apply if the Customer is not responsible for the claims. 

11.4. Furthermore, the Customer is not permitted to

a) use the services of Project B to train machine algorithms or develop other machine learning technologies; 

b) to examine the functionality of the services offered by Project B by means of so-called reverse engineering, to decompile them, to break them down into their components and/or to use them as a basis for the creation of own software programs; 

c) to carry out technical load and/or penetration tests on Project B's systems without consulting Project B;

d) use the services of Project B in such a way that the confidentiality or integrity of Project B's information technology systems may be compromised. 

11.5. It is also prohibited to spread malware such as viruses, worms, trojans etc. on the Platform.

11.6. The use of data collection and extraction programs to extract and reuse parts of the Platform and the content offered there is not permitted.

11.7. Furthermore, the Customer is not permitted to create or publish its own database containing essential parts of the Platform or to automatically retrieve the contents of the Platform in any other way.

11.8. Uses that significantly exceed the typical scope of use are also not permitted. The scope of use shall be deemed to be substantially exceeded if the actual use deviates substantially either (i) from the criteria for determining the scope of use set forth in the offer or - in the absence of individual contractual provisions - (ii) from the typical, foreseeable use behavior of the Customer. The following criteria are particularly relevant: Number of users and storage space. If the agreed scope of use is significantly exceeded, Project B shall receive an appropriate remuneration to be determined by Project B.

12. Use of data to improve own services

Project B is entitled to use the data provided by the Customer and the Performance Results, provided that they are not personally identifiable, as well as the anonymised and aggregated personal data of the Customer for the general, non-customer-specific development and improvement of its own services and to create results for itself that are the sole intellectual property of Project B. This includes, in particular, the use for machine learning, statistical analysis, product improvements and new product developments.

13. Availability

13.1. Project B does not owe any specific availability of the Platform or the content and functionalities that can be accessed via it. For this purpose, Project B strives to achieve an availability of 98.5% per calendar year in its area of responsibility. The availability of the application on the server used by Project B is decisive. The area of responsibility does not include, in particular, the telecommunication channels, the hardware and software environment at the Customer's premises.

13.2. During periods of unavailability ("Downtimes"), the accessibility of the Platform may be impaired or impossible. In particular, Downtimes may occur when carrying out necessary care and maintenance work on the IT infrastructure. Project B endeavors to schedule such Downtimes during periods of low capacity utilization, especially at night. Project B shall announce Downtimes with reasonable advance notice. The announcement of Downtimes may in particular also be made on the Platform or the Project B website. This does not affect Project B's right to take appropriate measures at any time, even without prior notice, to prevent specific threats to the security and integrity of the systems.

14. Term, Termination

14.1. The contract has a fixed term of twelve (12) months. 

14.2. The contract can be terminated with a notice period of three (3) months to the end of the fixed term by each Party, otherwise the contract is automatically extended for a further fixed term of 12 months.

14.3. The right of both parties to extraordinary termination for good cause remains unaffected. Good cause for Project B exists in particular if Project B cannot reasonably be expected to continue to perform the contract because

a) the Customer makes false statements to Project B that lead to a remuneration that is not only insignificantly lower than the contractual remuneration;

b) the Customer makes unauthorized use of the software or other services to a significant extent; or

c) the Customer is in arrears with the payment of the remuneration or a not insignificant part of the remuneration either for two (2) consecutive months or for a longer period than two (2) months with the payment of the remuneration in the amount of at least (2) two monthly payments.

14.4. Notice of termination must be given at least in text form.

14.5. The rights of use are limited to the term of the contract. The right of use ends at the latest at the end of the term of this contract. The Customer must cease and refrain from any further use of the Platform and other services of Project B when the right of use ends.  

14.6. Project B will delete the data stored under the Customer's account on IT resources under Project B's control within six (6) months of the end of the term of the contract, unless Project B is legally or officially obliged or entitled to retain the data for a longer period. The Customer shall inform Project B at the same time as the notice of termination if immediate deletion is to take place at the time the termination takes effect.

15. Liability

15.1. The following provisions on Project B's liability and warranty shall apply to all claims for damages, claims for defects or claims in lieu thereof by the Customer arising from or in connection with the performance of Project B's services, irrespective of the legal grounds on which they are based (e.g. warranty, default, impossibility, any breach of duty, existence of an obstacle to performance, tort, etc.), but not to claims by the Customer

• for damages arising from injury to life, body and health,

• in the event of fraudulent concealment of a defect by Project B or due to the absence of a quality for which Project B has assumed a guarantee,

• which are based on intentional or grossly negligent behavior on the part of Project B or its legal representatives,

• under the German Product Liability Act (Produkthaftungsgesetz - ProdHaftG), and

• which are covered by § 69 or § 70 Telecommunication Act (Telekommunikationsgesetz - TKG).

The above exceptions are subject to the statutory provisions.

15.2. Project B shall only be liable for slight negligence in the event of a breach of material obligations, i.e. obligations whose fulfillment is essential for the proper performance of the contract, whose breach jeopardizes the achievement of the purpose of the contract and on whose compliance the Customer can regularly rely (cardinal obligation). In the event of a breach of a cardinal obligation, liability shall be limited to the foreseeable damage typical for the contract, but to a maximum amount of EUR 20,000.00 per claim. This also applies to loss of profit and loss of savings. Otherwise, Project B's liability for slight or simple negligence is excluded.

15.3. Project B's liability for grossly negligent damage caused by its vicarious agents shall be limited to compensation for typical damage that was foreseeable for Project B at the time the contract was concluded.

15.4. The strict liability of Project B in the area of tenancy law and similar usage relationships for errors already existing at the time of conclusion of the contract is expressly excluded.

15.5. Project B shall not be liable for defects in connected third-party components, the Customer's own software or the interfaces used for the connection, unless they were provided by Project B itself. The Customer is responsible for examining the practical or legal consequences, such as additional costs, functional limitations, security risks or possible damages, of using Project B's services. 

15.6. Project B shall not be responsible for disruptions in performance due to force majeure (in particular strikes, lockouts, official orders, natural disasters, epidemics or pandemics, failure of communication networks or network infrastructure, disruptions in the services of carriers). Project B assumes no responsibility or obligation to avert such events, even if these events are foreseeable, unless expressly agreed otherwise.

15.7. Project B reserves the right to object to contributory negligence, in particular with regard to the Customer's obligations to back up data and protect against malware in accordance with the current state of the art. 

15.8. In the event of loss of data, Project B shall only be liable for the expenditure required to restore the data in the event of proper data backup by the Customer. 

15.9. For services that are used under the license conditions of third parties, the liability regulations of the respective license take precedence and apply conclusively. If these regulations do not apply, this Section shall apply subordinately.

15.10. The provisions of this Section shall apply to claims of the Customer against Project B's bodies or employees. 

16. Confidentiality

16.1. The Parties undertake to keep confidential for an unlimited period of time all confidential information that becomes accessible to them in connection with this contract. Confidential information is information that is either marked as protected or confidential or marked in any other way, or information that is reasonably recognizable as confidential by the recipient according to the circumstances of its disclosure or that is a business secret within the meaning of Section 2 No. 1 Trade Secrecy Act (Geschäftsgeheimnisgesetz – GeschGehG).

16.2. The above confidentiality obligation shall not apply if and to the extent that the respective information (i) is generally known or becomes generally known through no fault of the recipient and without breach of this confidentiality obligation, (ii) is or becomes state of the art, (iii) is already known to the recipient at the time of transmission, (iv) was or is lawfully made known or accessible to the recipient by a third party, (v) must be disclosed due to statutory provisions or enforceable official orders or court decisions. The other Party shall be informed in good time before the information is passed on to third parties.

16.3. Each Party shall take appropriate precautions to safeguard the confidential information of the other Party, but at least the measures required under § 2 No. 1 b) GeschGehG. Each Party shall only disclose confidential information of the other Party to its executive bodies, employees, consultants or subcontractors subject to this confidentiality obligation, to which the recipients shall then be subject accordingly.

17. Data Protection

17.1. Project B processes personal data only in accordance with the applicable legal regulations, in particular the General Data Protection Regulation (GDPR) and the Federal Data Protection Act (Bundesdatenschutzgesetz - BDSG).

17.2. The Customer shall ensure the lawfulness of the data processing operations associated with the execution of the contract for the personal data from its own sphere and, in particular, obtain any necessary consent. Furthermore, the Customer shall also assume the fulfillment of all data protection information obligations, in particular under Art. 13 or 14 GDPR, towards data subjects from its own sphere of responsibility, in particular employees, for processing of personal data by Project B for the execution of the contract. Insofar as Project B processes personal data on behalf of or the Customer (Art. Art. 28 GDPR), the Parties shall conclude a separate data processing agreement (DPA) for this purpose in accordance with the model generally used by Project B.

18. Changes of these GTC

18.1. Project B reserves the right to amend or additions these GTC and the provisions in the Service Descriptions, also with effect for already existing contractual relationships. The same applies to the amount of the remuneration for the products and services, whereby with regard to the conditions and scope of the change in remuneration, the provisions of the price adjustment according to Section 9.10 shall apply. Project B shall inform the Customer prior to any amendment or additions. Amendments and additions shall be deemed accepted by the Customer unless the Customer objects within six (6) weeks after notification. Project B shall point out the consequences of the Customer's silence to the Customer in the notification of the amendment or addition to these GTC. Should the Customer object to the amendments or additions, either party may terminate the contract. The termination may also be declared by Project B together with the notification. In the event of amendments or additions to the GTC that are mandatory under applicable law or by court or official order, the aforementioned periods may also be shorter.

18.2. This Section 18 does not apply to amendments or additions to Project B's services in continuing obligations that have no significant influence on the equivalence relationship. In particular, the provisions of these GTC regarding changes to the systems or changes to the services due to updates remain unaffected.

19. Final Provisions

19.1. Project B may name the Customer as a reference. The Parties may also report publicly on their services for the purpose of self-promotion, provided there is no conflict with the duty of confidentiality or data protection.

19.2. Project B is entitled to assign the contract concluded with the Customer to another company that has acquired the essential operating resources for fulfilling the contract, such as through an M&A deal or a spin-off, or to an affiliated company according to § 15 German Stock Corporation Act (Aktiengesetz). The Customer shall be informed of the transfer of the contractual relationship. 

19.3. Except within the scope of § 354a HGB, the Customer may only assign claims arising from this contract to third parties with Project B's prior written consent.

19.4. The Customer may only assert a right of retention or offset counterclaims that are undisputed, have been confirmed in writing by Project B or have been legally established or to which the Customer is entitled under the warranty for defects.

19.5. Declarations in accordance with these GTC (including consents, notifications, etc.) must be made in text form (such as fax, e-mail), unless otherwise agreed.

19.6. German law shall apply exclusively, to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods of April 11, 1980 (UN Sales Convention) and such provisions that may lead to the application of foreign law.

19.7. All disputes arising from and in connection with the contractual relationship shall be decided exclusively by the state courts having jurisdiction over the registered office of Project B. However, Project B may also sue the Customer at its place of general jurisdiction.

Status: January 2024