General

Situation: 03.02.2015

§ 1 Scope and general

• These General Terms and Conditions (Terms and Conditions) of the company ATS GmbH apply to all contracts, supplies, services and related legal transactions concluded by the company ATS GmbH in the course of its business with a contractual partner (supplier or customer / buyer). If the contractual partner is an entrepreneur within the meaning of § 14 BGB, these terms and conditions shall also apply to future business relations, if their inclusion is not expressly agreed again. "Supplier 'means any contracting party that provides or supplies goods or substances of any kind or that provides transport services to ATS GmbH. The" Buyer / Buyer "(hereinafter" Buyer ") is any contracting party that orders, supplies, acquires or uses the services of ATS GmbH.
• The contract between ATS GmbH and the contractual partner (supplier or buyer) is concluded exclusively on these terms and conditions. Different terms and conditions of the contractual partner do not become part of the contract even if ATS does not expressly contradict them.
• Different terms and conditions of contracting parties (suppliers or buyers) shall be valid only if and in so far as they have been expressly confirmed in writing by ATS GmbH. The term "written" includes communication such as by fax and e-mail.
• If a clause is found in the terms and conditions of the contractual partner which aims to exclude the application of different terms and conditions (so-called defence clause), ATS GmbH is only ready to conclude the contract with the application of its terms and conditions.
• In the case of transactions with entrepreneurs within the meaning of Section 14 of the German Civil Code which are concerned with cereals, unless the parties have agreed otherwise, the uniform conditions in the German trade in cereals shall apply in addition to these terms and conditions, unless they are contrary to these terms and conditions. The general terms and conditions of sale and supply (AVLB) seed shall apply to transactions with operators within the meaning of § 14 BGB which concern plant protection products, field seeds, seedlings and seed cereals, unless the parties have agreed otherwise.
• The present terms and conditions are provided by the supplier or Buyer accepted as binding at the latest with receipt of the first delivery or service ATS GmbH.
• Changes to these terms and conditions shall be notified to the contracting party in writing. The amendments shall be deemed approved if the contracting party does not object in writing within four weeks of notification. The user will make special reference to this legal consequence when the change is notified to the contracting party.

§ 2 Concluding and content of the contract

• The written order of the buyer is a binding offer. ATS GmbH is entitled to accept such a written offer within two weeks by sending an order confirmation or by executing the order.
• A written (delivery) offer from the supplier may accept ATS GmbH within two weeks by sending an order confirmation. If ATS GmbH sends a recovery offer to the supplier instead, it is a new offer which the supplier accepts by means of a corresponding express declaration or in agreement with the implementation of the contract.
• If the contract is concluded orally or remotely without reservation in writing, the delivery document shall be considered as an order confirmation. The delivery document shall be valid for the purpose of determining the subject-matter of the contract, unless the recipient is immediately opposed.
• Where contracts are concluded orally or by telex, subject to written confirmation, the content of the letter of confirmation shall be relevant, unless the consignee objects immediately.
• Information on the ingredients of (waste) substances supplied or provided and / or fertilisers and their composition shall be considered to be the contractual nature within the meaning of § 434 (1). 1 sentence 1 BGB.
• In addition to the information contained in the supplier's (supply) offer, ATS GmbH shall be considered as a contractual nature. In so far as the information provided in the supplier's (supply) offer and in the recovery offer is not in conformity, the information in the recovery offer shall be considered to be contractual in the event of acceptance of the recovery offer by the contracting party.
• Where the supplier provides a declaration analysis on the substances delivered or to be supplied (waste) and / or fertilisers at the time of conclusion of the contract or is agreed between the parties to obtain a declaration analysis at the time of the conclusion of the contract, the information on the maximum levels of certain pollutants, the factors determining waste, the limitation of the types of waste on certain waste keys and the origin of the waste in addition to those in paragraph 2 (b) shall apply. 6 as agreed by the contract. The individual pollutant values of the sampled and declared (waste) substances shall not be considered as agreed by a laboratory.
• If, after the conclusion of the contract, a declaration analysis is commissioned in the agreement of both parties, unless otherwise agreed, the information contained therein within the meaning of § 2 (1) shall apply. 7 from the date of preparation of the declaration analysis as a contractual nature.
• The (waste) and / or fertilisers supplied or provided by the supplier are intended for agricultural recovery, usually after further processing. They must be designed in such a way that they do not violate the requirements laid down by the Fertilizer Regulation in its applicable version for authorised starting materials. In particular, they shall not exceed the limit values laid down in the Fertilizer Regulation.
• To all the suppliers or Buyer in connection with the delivery or order provided documents ATS GmbH reserves ownership and copyright rights. The supplier or Buyer does not make available to third parties unless ATS GmbH gives him the express written consent. Unless the contract is concluded, these documents must be returned immediately to ATS GmbH.
• ATS GmbH does not assume any liability for printing and writing errors in its offers. ATS GmbH and the contracting party (supplier or buyer) are entitled to withdraw from the contract immediately after the error has been detected. Errors and price changes are reserved.
• ATS GmbH is entitled to use itself to fulfil its contractual services of third parties.
• The supplier shall, upon request, confirm in writing the proper provision of the contractual services.

§ 3 Notification and declaration of the supplier, refusal of acceptance

• The supplier of (waste) substances and / or fertilisers undertakes to provide complete information on all substances and their composition contained in the (waste) and / or fertiliser provided by the supplier in order to fulfil its contractual obligation to perform its obligations, at the time of the conclusion of the contract and at the latest in the case of first delivery or collection by ATS GmbH. This shall apply regardless of whether the supplier is the manufacturer of the substances to be supplied or provided. This obligation shall be met by a duly prepared declaration analysis.
• The supplier shall report changes in the ingredients or the composition of the (waste) substances or fertilisers supplied or provided by the supplier to the information provided at the time of conclusion of the contract or at the time of first delivery or collection without request in writing before the start of a different delivery or provision. The indicated changed composition of the (waste) substances or fertilisers supplied or provided for collection shall only be considered as agreed within the meaning of § 434 (1). 1 sentence 1 BGB if ATS GmbH immediately agrees in writing.
• If a certain percentage composition of a substance or mixture is expressly agreed, the supplier may only change the composition after the prior written consent of ATS GmbH.
• The supplier of waste materials shall supply or make available for collection, with a clear indication of the origin and the waste producer, as well as in accordance with the applicable legal and non-legal provisions. The supplier is solely responsible for the correct declaration of the substances he provides.
• ATS GmbH is entitled to refuse the acceptance of delivered or provided (waste) materials and/or fertilizers if the notification and declaration obligations regulated in § 3 paragraphs 1, 2, and 4 are not fulfilled or are inadequately fulfilled, or if the delivered or provided (waste) materials and/or fertilizers deviate from the information or declaration provided by the supplier in accordance with § 3 paragraphs 1, 2, and 4.

§ 4 Delivery and Obstacles to Performance

• If delivery on call-off is agreed, the buyer must grant a reasonable period for delivery.
• If the buyer of ATS GmbH products delays in calling off or accepting the goods, ATS GmbH may, without prejudice to other statutory rights, store the goods at its premises or with a third party at the buyer's expense and risk or, after setting a grace period of seven calendar days, sell the goods in an appropriate manner at the buyer's expense. The sale at the buyer's expense must be announced when the grace period is set.
• A delivery date is agreed based on the anticipated delivery capacity of ATS GmbH and is subject to correct, complete, and timely supply to ATS GmbH by its own suppliers. ATS GmbH's liability for defective, delayed, or failed self-delivery is excluded only if it is not the result of a breach of duty for which ATS GmbH is responsible.
• Unforeseen circumstances and obstacles, particularly procurement, manufacturing, and delivery disruptions, as well as strikes, lockouts, war, etc., occurring at ATS GmbH or its supplier and for which neither ATS GmbH nor its supplier is responsible, will postpone the delivery date by the duration of their occurrence. This also applies if such events occur during an already existing delay. Any grace period set by the buyer in such a case will also be extended by the duration of the effects of the unforeseen event. If a delivery by ATS GmbH is delayed by more than five weeks due to an unforeseen event, the contractual partner (buyer) is entitled to withdraw from the contract. ATS GmbH is entitled to withdraw from the contract if the delivery delay caused by one of the aforementioned events, which will be promptly communicated to the buyer, lasts longer than six weeks. In this case, ATS GmbH will promptly notify the buyer and immediately refund any payments already made.
• Over- or under-deliveries of up to 10 percent of the agreed quantities do not entitle ATS GmbH, in relation to the supplier, or buyers of ATS GmbH products, in relation to ATS GmbH, to raise complaints regarding the contract.
• Upon acceptance of the delivered (waste) materials, ownership of these materials is transferred to ATS GmbH unless they do not conform to the information or declarations provided by the supplier in accordance with § 3 paragraphs 1, 2, and 4.

§ 5 Filling and Collection of (Waste) Materials at the Supplier

• If contractually agreed, ATS GmbH will provide, for a fee, truck skips or containers of the type, size, and quantity specified in the contract for the filling and collection of the (waste) materials to be recycled as per the contractual agreement at the designated locations. ATS GmbH will also, for a fee, ensure the replacement of the provided containers at the agreed locations and the transport of the (waste) materials to its in-house recycling facility.
• The agreed service schedules and intervals for the collection of the (waste) materials are binding unless otherwise specified in the contract. Deviations from the service schedule resulting in empty runs or idle times for trucks are chargeable.
• The supplier shall provide a suitable location for placing the truck skips or containers and ensure that the location is freely accessible and safe for vehicular access. The supplier is responsible for maintaining safety at the container site and ensuring traffic safety.
• The supplier is obligated to fill the truck skips or containers exclusively with the (waste) materials specified in the contract. The supplier is responsible for ensuring the correct declaration of the (waste) materials and bears sole responsibility for them.
• Overfilling the truck skips or containers beyond the edge height or exceeding the permissible maximum weight is not permitted. In the event of overfilling, ATS GmbH is entitled to refuse acceptance of the (waste) materials or to transfer the contents to other containers. Any additional costs incurred as a result will be borne by the supplier.
• ATS GmbH will obtain, at its own expense, all permits and documentation required for transportation. If the necessary permits and documentation are not granted, ATS GmbH is not liable for any damages caused by delays in transport unless ATS GmbH is at fault for the delay.

§ 6 Packaging and Shipping by ATS GmbH, Risk of Price

• The goods are packaged in a commercially customary manner at the buyer's expense. Upon delivery as per the agreement, the buyer must ensure immediate unloading. Delivered pallets and loaned containers must be returned in usable condition, freight-free, and completely emptied within one month, or their value must be reimbursed. For other types of packaging, the buyer is responsible for proper disposal at their own expense.
• Losses or damages incurred during rail transport must be claimed by the recipient with the railway company and certified before accepting the shipment.
• Transport damages do not entitle the buyer to refuse acceptance of the goods from ATS GmbH.
• Shipping is carried out at the buyer's risk, regardless of whether delivery to the buyer and/or freight-free delivery was agreed upon or whether the delivery is carried out by ATS GmbH itself. ATS GmbH will arrange transport insurance at the buyer’s request and to the extent specified by the buyer, with the cost borne by the buyer.

§ 7 Prices and Price Adjustment

• The calculation of the price is based on the incoming weight of the accepted (waste) materials as determined by ATS GmbH using a calibrated weighing system.
• Deliveries and services by ATS GmbH, unless fixed prices are agreed, are provided at the prices valid at ATS GmbH on the delivery date, ex works, excluding packaging and plus the value-added tax (VAT) applicable on the delivery date. All price indications (offer letters, contracts, ATS GmbH website) are understood to exclude VAT applicable on the day of delivery. Packaging costs are charged separately. Services not contractually agreed upon but either legally required or requested by the contractual partner (supplier/buyer) may also be charged separately.
• If, in a long-term contractual relationship, significant factors such as personnel or transport costs, tariffs, duties, ice surcharges, high- or low-water surcharges, taxes, public levies, or charges change after the contract is concluded, ATS GmbH is entitled to adjust the purchase price in reasonable proportion to the increase in the respective pricing factor by providing written notice. The supplier or buyer may object to the adjustment within two weeks of receiving the notice. If the supplier or buyer does not object, the price adjustment is considered agreed as of the date specified in the price adjustment notice. In the event of a timely objection, ATS GmbH may terminate the contract within one month of receiving the objection notice, effective at the end of the following month. Outside of a long-term contractual relationship, the above provision applies accordingly if ATS GmbH's deliveries or services are not to be performed within four months after the conclusion of the contract.
• For freight-free delivery, the agreed price applies only under the condition of unobstructed transport.

§ 8 Due Date and Payment Default

• The invoice amount is due immediately upon receipt of the invoice by the buyer, without any deductions. If the buyer is an entrepreneur within the meaning of § 14 BGB, they are in default – without the need for a reminder – at the latest if they fail to make payment within fifteen days of the due date and receipt of the invoice or an equivalent payment statement.
• For payments by check, payment is not considered made upon receipt of the check by the contractual partner but only upon its irrevocable clearance. The same applies to direct debit or debit transfer procedures.
• In the case of deferred payment terms, the purchase price becomes immediately due if there are substantial indications of doubts regarding the buyer’s solvency, such as cessation of payments, filing for insolvency proceedings over their assets, or dishonored checks, and ATS GmbH notifies the buyer of the immediate maturity, stating the reason. The same applies if the buyer is in default of an amount exceeding one installment in an agreed installment plan or fails to pay another due claim.

§ 9 Deficiencies and Secondary Claims

• Obvious defects must be reported to ATS GmbH in writing by a buyer who is an entrepreneur within the meaning of § 14 BGB within an exclusion period of one week after delivery. The timely dispatch of the defect notification suffices to meet the deadline. Defects that are identifiable after a proper business examination must be reported in writing within an exclusion period of four weeks after delivery by a buyer who is an entrepreneur within the meaning of § 14 BGB. If the defect notification is not made within the specified time frame, the buyer's claims for defects based on these defects are excluded.
• A buyer who is not an entrepreneur within the meaning of § 14 BGB must report obvious defects in writing within an exclusion period of two weeks after delivery. For non-obvious defects, an exclusion period of two years applies. If the defect notification is not made within the specified time frame, the buyer's claims for defects based on these defects are excluded.
• Claims for defects do not exist in cases of only insignificant deviation from the agreed quality, insignificant impairment of usability, or damage that occurs after the transfer of risk due to improper or negligent handling or as a result of special external influences.
• ATS GmbH is not liable for defects caused by improper storage or handling of the delivered materials by the buyer. Liability is also excluded in cases of collection by the buyer or in cases of shipping purchase for defects caused by improper transportation.
• ATS GmbH is not bound by test results concerning the ingredients of disputed products unless the respective analysis was conducted by an Agricultural Testing and Research Institute (LUFA) or a publicly recognized analysis institute based on a representative sample.
• ATS GmbH hereby assigns any (future) warranty claims it may have against a third party due to a defect in one of its products to the buyer. The buyer is only entitled to assert warranty claims against ATS GmbH if the buyer's attempt to enforce the assigned warranty claims – out of court and in court for buyers who are entrepreneurs under § 14 BGB, or out of court only for other buyers – has failed, and the buyer has reassigned the warranty claims initially assigned to them for the purpose of pursuing the third party back to ATS GmbH. ATS GmbH will provide the buyer with the necessary documents and all relevant information required to assert claims against the third party.
• If, despite all due care, the goods delivered by ATS GmbH exhibit a defect that already existed at the time of the transfer of risk, ATS GmbH, subject to the above provisions in § 9 paragraph 6 and timely notification of defects, will either rectify the defect or deliver replacement goods at its discretion.
• If rectification or replacement delivery is justifiably contested, the buyer is entitled to supplementary performance. The buyer's right to, at their discretion, assert a price reduction, withdrawal, or claim damages under the statutory provisions revives in the event of failed supplementary performance and exists alongside the right to supplementary performance.
• Rectification and replacement deliveries are always made as a goodwill gesture and without acknowledgment of a legal obligation.
• The validity of the buyer's withdrawal always depends on whether ATS GmbH is responsible for a breach of duty. The withdrawal and any claim for damages against ATS GmbH must always be declared in writing.
• If ATS GmbH fails to perform after the expiration of a grace period set by the buyer due to circumstances for which it is not responsible, the buyer is only entitled to withdraw from the contract after the unsuccessful expiration of an additional reasonable grace period set by them.
• If ATS GmbH fails to make a due delivery despite the expiration of a reasonable grace period set by the buyer, ATS GmbH may still fulfill the delivery after the grace period, provided it announces the delivery a reasonable time in advance. If, by the time ATS GmbH offers the delivery in accordance with the announcement, the buyer has not yet decided whether they still wish to insist on performance or now intend to claim damages in lieu of performance and/or withdraw from the contract, they are obligated to accept the properly offered delivery from ATS GmbH. If the buyer fails to do so, they will be in default of acceptance.
• If the buyer has received a defective product and ATS GmbH has remedied the defects reported by the buyer within the set grace period, the buyer may only withdraw from the contract, reduce the purchase price, or claim damages in lieu of performance for other defects that have not yet been reported and for which the buyer has not yet set a grace period for ATS GmbH, after setting another reasonable grace period for ATS GmbH to remedy these newly identified defects. The buyer's right to assert the aforementioned remedies without a grace period under the applicable legal conditions remains unaffected.
• Claims by the buyer for expenses necessary for the purpose of subsequent performance, particularly transport, travel, labor, and material costs, are excluded to the extent that the expenses increase because the goods delivered by ATS GmbH were subsequently moved to a location other than the buyer's place of business, unless the relocation is in accordance with the intended use of the goods.
• If the product manufactured by ATS GmbH using the supplied materials is sold directly or through intermediaries to a consumer, and the consumer legitimately raises a complaint about a defect in the product within six months of the transfer of risk to them, which can be proven to be due to a defect in the supplied materials, it is presumed that the supplied materials were already defective at the time the risk was transferred to ATS GmbH.
• If ATS GmbH has resold the manufactured product to a consumer, and a defect becomes apparent within six months of the transfer of risk to the consumer, and ATS GmbH asserts statutory warranty rights of any kind against the supplier due to this defect, it is presumed that the defect already existed at the time the risk was transferred to ATS GmbH, unless this presumption is incompatible with the nature of the item or the defect. This also applies if it is not ATS GmbH, but another business entity to whom ATS GmbH or another entrepreneur in the supply chain sold the manufactured product, that resold it to a consumer.
• If ATS GmbH performs contract work, it shall be deemed accepted upon completion of the work. Complaints about defects must be raised no later than five days after the completion of the work.

§ 10 Liability ATS GmbH

• ATS GmbH has unlimited liability for personal injuries. The same applies to other damages suffered by the contractual partner as a result of a deliberate or grossly negligent breach of duty by ATS GmbH. For foreseeable, contract-typical damages incurred by the contractual partner due to a material breach of contractual obligations by ATS GmbH, the company is also liable in cases of slight negligence, subject to § 10 paragraph 2, up to a maximum liability limit of €500,000. Beyond this, ATS GmbH's liability for slight negligence is excluded. A material contractual obligation in this sense is one whose fulfillment is essential for the proper execution of the contract and on whose compliance the contractual partner regularly relies and may rely.
• The buyer's claim for compensation for delay damages against ATS GmbH is limited to 5% of the purchase price in cases of simple negligence by ATS GmbH.
• The supplier and the buyer agree to indemnify ATS GmbH against all claims made by third parties against ATS GmbH due to damages caused culpably by the supplier, the buyer, or a third party commissioned by either of them.

§ 11 Liability of the supplier

• The supplier shall be liable for all damages, including indirect and consequential damages, incurred by ATS GmbH as a result of the fact that the (waste) materials delivered by the supplier or a third party commissioned by the supplier after the due date, or filled into the containers provided for this purpose, do not correspond to the declaration or information provided by the supplier at the time of contract conclusion or during delivery or collection pursuant to § 3 paragraphs 1, 2, and 4 to ATS GmbH, or if additional, unspecified substances have been added to the declared materials. The supplier's obligation to indemnify also applies if the delivered materials or goods have been further processed by ATS GmbH and the resulting damage is due to the fact that the delivered materials or goods did not match the composition specified or declared by the supplier. This obligation also extends to cases where the damage occurs to a third party and ATS GmbH is held responsible by the third party. In such cases, the supplier shall indemnify ATS GmbH against all third-party claims.
• The supplier is liable for all damages culpably caused by improper filling of the collection containers provided to them or by a breach of their duty to ensure safety at the location of the containers.
• If production at ATS GmbH is wholly or partially disrupted due to a defective delivery by the supplier after the due date, the supplier must compensate ATS GmbH for the lost profit resulting from the production downtime.
• If the supplier's contractual delivery is defective, the supplier must reimburse ATS GmbH for any expenses incurred due to the defective delivery.
• If the materials or goods delivered by the supplier are insufficiently declared or defective—e.g., because they do not correspond to the supplier's specifications according to § 3 paragraphs 1, 2, and 4 regarding their characteristics or declaration—or if ATS GmbH withdraws from the contract for any reason, ATS GmbH may, without prejudice to other statutory rights, require the supplier to take back the delivered materials or goods at their own expense within a reasonable period. After the deadline has passed, ATS GmbH is entitled, without prejudice to other statutory rights, to store the materials or goods at its own or a third-party facility at the supplier's expense and risk or to dispose of or process them appropriately at the supplier's expense. The supplier must be informed of these consequences when the deadline is set.

§ 12 Extraordinary Termination

• ATS GmbH and its contractual partner (supplier/buyer) may terminate a contract that involves ongoing performance or recurring, long-term individual obligations (ongoing obligation) without notice in writing if the other party breaches their contractual obligations again after receiving two prior written warnings.
• ATS GmbH is entitled to terminate without notice for good cause within the framework of an ongoing obligation if a supplier delivers (waste) materials that fail to comply with the pollutant limits set by the Fertilizer Ordinance in its currently applicable version.

§ 13 Right of Retention and Set-Off

• If the buyer unjustifiably refuses to pay the purchase price, ATS GmbH may withhold further deliveries and, after setting a reasonable deadline, claim damages in lieu of performance or reimbursement of futile expenses. The right to withdraw from the contract remains unaffected.
• The supplier or buyer is only entitled to exercise a right of retention insofar as their counterclaim arises from the same contractual relationship.
• Set-off by the supplier or buyer against claims of ATS GmbH is excluded unless the claims are undisputed or have been legally established.

§ 14 Prohibition of Assignment and Statute of Limitations

• The assignment of claims – including future claims – by the supplier that are based on deliveries to or services for ATS GmbH is prohibited.
• If ATS GmbH incurs damage to life, body, health, freedom, property, or any other universally protected right as a result of a defect in the delivered materials, the resulting claim for damages shall expire three years from the point at which ATS GmbH became aware of the damage and the causation of the defect in the purchased item for the damage or would have become aware without gross negligence. The same applies if one of the aforementioned damages occurs to a third party and ATS GmbH is held responsible for this by the third party. The statutory maximum periods, after which the limitation period takes effect regardless of awareness or grossly negligent lack of awareness, remain unaffected.
• Warranty claims by the buyer for products from ATS GmbH expire one year from the date of delivery of the product/goods. This does not apply to claims for damages resulting from harm to life or body or due to gross negligence or intentional misconduct.

§ 15 Retention of Title

• The goods delivered by ATS GmbH, along with associated documents, remain the property of ATS GmbH until full payment of all current and future claims by ATS GmbH against the buyer arising from the business relationship. This applies to all future deliveries, even if no explicit reference is made. In the case of an open account (current account), the retention of title serves as security for the respective balance claim. ATS GmbH is entitled to reclaim the delivered goods if the buyer acts in breach of contract. The buyer is obligated to treat the goods with care as long as ownership has not been transferred.
• The buyer is authorized to resell the goods subject to (co-)ownership by ATS GmbH in the ordinary course of business for cash payment or under retention of title. Pledging or transferring ownership as security is permitted only if the funds received are immediately forwarded to ATS GmbH for payment and to settle any invoice differences. The buyer hereby assigns all claims arising from the resale of the reserved goods, including all ancillary rights and any claims for compensation against credit insurers, to ATS GmbH upon conclusion of the contract. This assignment applies regardless of whether the reserved goods are resold in their original or processed, combined, or mixed condition. ATS GmbH accepts this assignment. If the goods are sold as part of a lot including items not belonging to ATS GmbH at a total price, the assignment of claims is limited to the amount invoiced to the buyer for the ATS GmbH-supplied portion of the goods, including VAT.
• The buyer is authorized to collect the assigned claims for ATS GmbH until ATS GmbH revokes this authorization. ATS GmbH reserves the right to collect the claims itself if the buyer fails to meet their payment obligations from the proceeds, falls into payment arrears, a bankruptcy petition is filed, or payments are suspended.
• In case of revocation, including insolvency, the buyer's right to collect claims transfers to ATS GmbH. The buyer must grant ATS GmbH access to the goods at any time and, upon request, identify them as the property of ATS GmbH. The buyer must provide ATS GmbH with all requested information regarding the reserved goods. In case of default, the buyer must inform their sub-buyers of the transfer of claims to ATS GmbH. If the buyer receives checks or bills of exchange from a third party due to the resale, they assign the claims arising from them to ATS GmbH up to the amount of the claims assigned from the resale. Ownership of the instruments is transferred to ATS GmbH, and the buyer shall hold them in custody for ATS GmbH.
• The processing or transformation of goods that remain the property of ATS GmbH is carried out on behalf of ATS GmbH as the manufacturer, without creating any liabilities for ATS GmbH. The buyer’s expectant rights to the purchased reserved goods transfer to the processed or transformed items. ATS GmbH retains (co-)ownership of new items resulting from processing, regardless of the degree or timing of processing.
• If the goods are processed with other items not owned by ATS GmbH, ATS GmbH acquires co-ownership of the new item in proportion to the value of the reserved goods relative to the other processed items at the time of processing.
• If, notwithstanding the preceding provision, the buyer acquires (co-)ownership of the reserved goods from ATS GmbH through processing or transformation, the buyer hereby transfers (co-)ownership of the goods to ATS GmbH at the time of acquisition and holds the goods in custody for ATS GmbH. Any claims for restitution against third-party possessors are also hereby assigned to ATS GmbH. ATS GmbH accepts this assignment. The goods are considered reserved goods within the meaning of these provisions.
• If the goods delivered by ATS GmbH are mixed or combined with other items in such a way that the buyer's item is considered the main item, the buyer hereby transfers to ATS GmbH a proportional share of co-ownership in the mixed stock or the new item and holds these in custody for ATS GmbH. Any claims for restitution against third-party possessors are also hereby assigned to ATS GmbH. ATS GmbH accepts this assignment. To secure claims held by ATS GmbH against the buyer, the buyer also assigns to ATS GmbH any claims they may have against a third party due to the integration of the reserved goods with real property. ATS GmbH accepts this assignment.
• The buyer is obligated to protect ATS GmbH's rights in the event of third-party actions involving goods owned or co-owned by ATS GmbH or claims assigned to ATS GmbH, and to promptly notify ATS GmbH in writing of any such actions. This applies especially in cases of seizure. If the third party is unable to reimburse ATS GmbH for the judicial and extrajudicial costs of a lawsuit in accordance with § 771 of the German Code of Civil Procedure (ZPO), the buyer is liable for the resulting loss incurred by ATS GmbH.
• As long as ATS GmbH retains ownership of the delivered goods, the buyer must insure the goods adequately against standard risks at their own expense. The buyer hereby assigns claims arising from insurance cases, especially those against insurers, to ATS GmbH up to the amount of ATS GmbH’s claims. ATS GmbH accepts these assignments.
• ATS GmbH will release securities upon the buyer's request if the value of the securities exceeds the value of the secured claims by more than 20%. ATS GmbH reserves the right to choose which securities to release.

§ 16 Preservation rights

• ATS GmbH is entitled, under the Fertilizer and Seed Supply Security Act (Düngemittelsicherungsgesetz) of January 19, 1949 (WiGBl p. 8), in its currently valid version, to a statutory lien on the fruits resulting from the harvest, including those not yet removed from the land, for all claims arising from the delivery of fertilizers and certified seeds or approved commercial seeds. The buyer of fertilizers and seeds from ATS GmbH hereby grants ATS GmbH a lien on the fruits to the extent of the statutory lien on fruits.

§ 17 Place of performance and place of jurisdiction

• The place of performance for all obligations arising from the business relationship or individual contract is the headquarters of ATS GmbH in Braunschweig. The court of jurisdiction is the court responsible for the headquarters of ATS GmbH. The law of the Federal Republic of Germany applies. The application of the UN Convention on Contracts for the International Sale of Goods (CISG) is excluded.

§ 18 Arbitration Court

• All disputes arising from the initiation and conclusion of transactions between ATS GmbH and entrepreneurs within the meaning of § 14 BGB may, at the discretion of ATS GmbH, be resolved by the arbitration tribunal of a German product and commodity exchange instead of ordinary courts. In disputes regarding jurisdiction, the arbitration tribunal shall be determined in accordance with the Unified Conditions in the German Grain Trade (EHB).
• The contractual partner is entitled to request in writing that ATS GmbH exercise its choice of jurisdiction within fourteen days for a designated dispute, even if no lawsuit has yet been filed. If ATS GmbH communicates a jurisdiction to the contractual partner within the fourteen-day period, this jurisdiction shall be considered exclusively competent for the designated dispute for six months from the exercise of the choice of jurisdiction. After the expiration of the six months, ATS GmbH's right to choose the jurisdiction is reinstated. If ATS GmbH does not make a choice of jurisdiction within the fourteen-day period, the ordinary courts shall have exclusive jurisdiction for the dispute.

§ 19 Customer data

• ATS GmbH stores customer data exclusively for processing business transactions in compliance with applicable data protection regulations. The contractual partner consents to the collection, storage, processing, and transfer of their data insofar as it is necessary for the execution of business transactions.

§ 20 Ineffectiveness of a provision

• The invalidity of any provision does not affect the legal validity of the remaining provisions.