Legal Information

According to the German Telemedia Act (TMG), any website designated to be viewed by the public requires the addition of an imprint. This includes social media networks like Facebook or Twitter. Companies should ensure that their websites and social networks include the same information as part of their imprint.

The imprint must be accessible from every sub-site of the website and must display the following information2:

• Name and address of the provider
• Contact information, such as telephone, fax, and email
• Legal form, registry number, and authorized representative of the provider, if applicable
• VAT identification number, if applicable
• Regulatory authority, if applicable
• Professional association, if applicable
• Professional title and rules of professional conduct, if applicable

The following is the imprint information for Atlantis Trading and Commodity LTDA  and its branch companies:

TN Atlantis Gmbh

Zeil 127 60313 Frankfurt am Main, Germany

Legal form: Gesellschaft mit beschränkter Haftung (GmbH)

Registry number: HRB27196

Registry court: Amtsgericht Montabaur

Authorized representative: Thomas Noll, Managing Director

Atlantis Trading & Commodities LTDA

Rod. Augusto Montenegro, 4300 – Parque Verde, Belém – PA, 66635-110, Brazil

Tel: +55 11 3045 8100

Email: info@tnatlantistrading.com

Legal form: Sociedade Limitada (LTDA)

Registry number: 39.465.961/0001-07

Registry court: Junta Comercial do Estado de São Paulo

Authorized representative: Carlos Alberto da Silva, Director

ATLANTIS COMMODITIES TRADING LTD

19 Dacre St London SW1H 0DJ, UK

Email: contact@tnatlantistrading.com

Legal form: Private Limited Company (LTD)

Registry number: 12306497

Registry court: Companies House

Authorized representative: John Smith, Director

ATLANTIS GLOBAL TRADING SL

Calle Velázquez, 15, 4º izquierda, 28001 Madrid, Spain

Tel: +34 91 432 3232

Email: contacto@tnatlantistrading.com

Legal form: Sociedad de Responsabilidad Limitada (SL)

Registry number: B87228342

Registry court: Registro Mercantil de Madrid

Authorized representative: Anna García, Director

VAT identification number: ESB87228342

Privacy Policy

We respect your privacy and are committed to protecting your personal data. This privacy policy will inform you about how we collect, use, and safeguard your personal data when you visit our website or use our services.

What personal data do we collect and why?

Personal data means any information relating to an identified or identifiable natural person. We may collect and process the following personal data about you:

• Contact data: such as your name, email address, phone number, and postal address. We collect this data when you fill out a contact form, request a quote, subscribe to our newsletter, or communicate with us by email, phone, or post. We use this data to respond to your inquiries, provide our services, send you marketing communications, and maintain our records.
• Transaction data: such as your payment details, order details, and invoice details. We collect this data when you place an order, make a payment, or receive a refund. We use this data to process your transactions, deliver our services, issue invoices and receipts, and prevent fraud.
• Technical data: such as your IP address, browser type, device type, operating system, and other information about your use of our website. We collect this data through cookies and other similar technologies when you visit our website. We use this data to analyze and improve our website performance, functionality, and security, and to provide you with a personalized user experience.
• Profile data: such as your username, password, preferences, feedback, and survey responses. We collect this data when you create an account, log in, update your profile, leave feedback, or participate in surveys. We use this data to manage your account, provide our services, and conduct research and analysis.
• Marketing data: such as your preferences, interests, and behavior regarding our products, services, and promotions. We collect this data when you sign up for our newsletter, opt in to receive marketing communications, or interact with our website or social media platforms. We use this data to send you relevant and personalized offers, news, and updates, and to measure the effectiveness of our marketing campaigns.

We do not collect any special categories of personal data, such as data revealing your racial or ethnic origin, political opinions, religious or philosophical beliefs, trade union membership, genetic or biometric data, health data, or data concerning your sex life or sexual orientation.

We also do not collect any data from children under the age of 16, as our website and services are not intended for children. If we become aware that we have collected data from a child, we will delete it as soon as possible.

How do we share your personal data?

We may share your personal data with the following parties for the purposes described above:

• Our group companies: such as TN Atlantis Trading, Atlantis Trading & Commodities LTDA, ATLANTIS COMMODITIES TRADING LTD, CO LLC, and ATLANTIS GLOBAL TRADING SL. We share your data with our group of companies to provide our services, manage our business operations, and comply with our legal obligations.
• Our service providers: such as web hosting providers, payment processors, shipping and delivery companies, marketing agencies, and analytics providers. We share your data with our service providers to perform functions on our behalf, such as hosting our website, processing your payments, delivering your orders, sending you marketing communications, and analyzing your website usage.
• Our business partners: such as suppliers, customers, distributors, and agents. We share your data with our business partners to facilitate our transactions, provide our services, and maintain our business relationships.
• Our professional advisers: such as lawyers, accountants, auditors, and insurers. We share your data with our professional advisers to obtain legal, financial, or insurance services, or to protect and enforce our legal rights and obligations.
• Our regulators and authorities: such as tax authorities, law enforcement agencies, courts, and other governmental bodies. We share your data with our regulators and authorities to comply with our legal obligations, respond to requests, or cooperate with investigations.

We require all third parties to respect the security of your personal data and to treat it in accordance with the law. We do not allow our service providers to use your personal data for their own purposes and only permit them to process your personal data for specified purposes and in accordance with our instructions.

How do we transfer your personal data internationally?

We may transfer your personal data to countries outside the European Economic Area (EEA), such as Brazil, the United Kingdom, and the United States, where our group companies, service providers, business partners, or regulators and authorities are located.

Some of these countries may not have the same level of data protection as the EEA. However, we will ensure that your personal data is transferred in a secure manner and in compliance with the applicable data protection laws. We will do this by implementing appropriate safeguards, such as standard contractual clauses approved by the European Commission, binding corporate rules, or other mechanisms recognized by the relevant authorities.

You can obtain more information about the safeguards we use for international data transfers by contacting us using the details below.

How do we protect your personal data?

We have implemented appropriate technical and organizational measures to protect your personal data from accidental or unlawful destruction, loss, alteration, unauthorized disclosure, or access. These measures include:

• Encrypting your data in transit and at rest
• Using secure servers and firewalls
• Restricting access to your data to authorized personnel only
• Training our staff on data protection and security
• Regularly testing and updating our systems and software

However, no method of transmission or storage is completely secure and we cannot guarantee the absolute security of your personal data. You are responsible for keeping your password and account details confidential and for notifying us immediately if you suspect any unauthorized use of your account or breach of your data.

How long do we keep your personal data?

We will only retain your personal data for as long as necessary to fulfil the purposes for which we collected it, including for the purposes of satisfying any legal, accounting, or reporting requirements.

To determine the appropriate retention period for your personal data, we consider the amount, nature, and sensitivity of the data, the potential risk of harm from unauthorized use or disclosure of the data, the purposes for which we process the data and whether we can achieve those purposes through other means, and the applicable legal requirements.

In some circumstances, we may anonymize your personal data (so that it can no longer be associated with you) for research or statistical purposes, in which case we may retain this data indefinitely without further notice to you.

What are your rights regarding your personal data?

Under certain circumstances, you have the following rights regarding your personal data:

• Right of access: You have the right to request a copy of the personal data we hold about you and to check that we are lawfully processing it.
• Right of rectification: You have the right to request that we correct any inaccurate or incomplete personal data we hold about you.
• Right of erasure: You have the right to request that we delete or remove your personal data from our systems, where there is no good reason for us to continue processing it.
• Right of restriction: You have the right to request that we limit the processing of your personal data, where you have a valid reason to do so, such as challenging the accuracy of the data or objecting to the processing.
• Right of data portability: You have the right to request that we transfer your personal data to another party, where we are processing it based on your consent or a contract and the processing is carried out by automated means.
• Right of objection: You have the right to object to the processing of your personal data, where we are processing it based on our legitimate interests or for direct marketing purposes.
• Right of withdrawal: You have the right to withdraw your consent at any time, where we are processing your personal data based on your consent.
• Right of complaint: You have the right to lodge a complaint with a supervisory authority, such as the data protection authority in your country, if you are not satisfied with how we handle your personal data.

To exercise any of these rights, please contact us . We may need to request specific information from you to confirm your identity and ensure your right to access your personal data. This is a security measure to prevent unauthorized access or disclosure of your personal data. We will respond to your request within one month, unless the request is complex or we receive a large number of requests, in which case we may extend the response time by another two months. We will notify you of any extension and the reasons for it.

How do we use cookies and other similar technologies?

Cookies are small text files that are stored on your browser or device when you visit our website or use our services. They allow us to recognize you and remember your preferences, such as your language, currency, and login details. They also help us to monitor and improve our website performance, functionality, and security, and to provide you with a personalized user experience.

We use the following types of cookies on our website:

• Strictly necessary cookies: These cookies are essential for the operation of our website and services. They enable you to navigate our website, use its features, and access secure areas. Without these cookies, we cannot provide the services you request, such as placing an order or logging in to your account.
• Performance cookies: These cookies collect information about how you use our website and services, such as which pages you visit, how long you stay, and what errors you encounter. They help us to measure and improve our website performance, functionality, and quality, and to identify and fix any issues.
• Functionality cookies: These cookies allow us to remember your choices and preferences, such as your language, currency, and login details. They also enable us to provide you with enhanced and personalized features, such as greeting you by name and showing you relevant content and offers.
• Marketing cookies: These cookies track your online activity, such as your browsing history, the products and services you view, and the links you click. They help us to understand your interests and behavior, and to tailor our marketing communications and promotions to your needs and preferences.

You can manage your cookie preferences by clicking on the “Cookie Settings” link at the bottom of our website. You can also change your browser settings to block, delete, or disable cookies. However, please note that some cookies are essential for the operation of our website and services, and disabling them may affect your user experience and functionality.

We may also use other similar technologies, such as web beacons, pixels, tags, and scripts, to collect and analyze information about your use of our website and services, and to deliver and measure the effectiveness of our marketing campaigns. These technologies are often used in conjunction with cookies and have similar functions and purposes.

How do we update our privacy policy?

We may update our privacy policy from time to time to reflect changes in our practices, technologies, or legal requirements. We will notify you of any material changes by posting a notice on our website or by sending you an email. The date of the last update will be indicated at the top of this policy. We encourage you to review this policy periodically to stay informed of how we process your personal data.

How do you contact us?

If you have any questions, comments, or requests regarding this privacy policy or our processing of your personal data, please contact us using the following details:

TN Atlantis Trading Germany

Lessingstraße 3, 56470 Bad Marienberg, Germany

Tel: +4915783716791/

+44 7418360249

Email: info@tnatlantistrading.com

Legal form: Gesellschaft mit beschränkter Haftung (GmbH)

Registry number: HRB27196

Registry court: Amtsgericht Montabaur

Authorized representative: Thomas Noll, Managing Director

Atlantis Trading & Commodities LTDA

Rod. Augusto Montenegro, 4300 – Parque Verde, Belém – PA, 66635-110, Brazil

Tel: +55 11 3045 8100

Email: info@tnatlantistrading.com

Legal form: Sociedade Limitada (LTDA)

Registry number: 39.465.961/000107

Registry court: Junta Comercial do Estado de São Paulo

Authorized representative: Carlos Alberto da Silva, Director

ATLANTIS COMMODITIES TRADING LTD

19 Dacre St London SW1H 0DJ, UK

Tel: +44 7418360249

Email: contact@tnatlantistrading.com

Legal form: Private Limited Company (LTD)

Registry number: 12306497

Registry court: Companies House

Authorized representative: John Smith, Director

ATLANTIS GLOBAL TRADING SL

Calle Velázquez, 15, 4º izquierda, 28001 Madrid, Spain

Tel: +34 91 432 3232

Email: contacto@tnatlantistrading.com

Legal form: Sociedad de Responsabilidad Limitada (SL)

Registry number: B87228342

Registry court: Registro Mercantil de Madrid

Authorized representative: Anna García, Director

VAT identification number: ESB87228342

Professional Terms and Conditions

These terms and conditions govern the relationship between you and us, in relation to the provision of our products and services. By placing an order, making a payment, or accepting a delivery from us or our network of suppliers , you agree to be bound by these terms and conditions. Please read them carefully before entering into any transaction with us.

Definitions

In these terms and conditions, the following words and expressions have the following meanings:

• “We”, “us”, or “our” means  Atlantis Trading & Commodities LTDA, Tn Atlantis Gmbh ATLANTIS COMMODITIES TRADING LTD, and ATLANTIS GLOBAL TRADING SL, as applicable.
• “You” or “your” means the person, company, or entity that purchases or receives our products or services, or that enters into a contract with us.
• “Products” means the goods, materials, or commodities that we supply or deliver to you, or that you purchase or receive from us, as specified in the order confirmation or invoice.
• “Services” means the services that we provide or perform for you, or that you purchase or receive from us, as specified in the order confirmation or invoice.
• “Contract” means the agreement between you and us for the supply or delivery of the products or the provision or performance of the services, as evidenced by the order confirmation or invoice, and subject to these terms and conditions.
• “Order” means your request or offer to purchase or receive the products or the services from us, as communicated by you to us verbally, in writing, or electronically.
• “Order confirmation” means our acceptance or confirmation of your order, as communicated by us to you verbally, in writing, or electronically.
• “Invoice” means the document that we issue to you to charge you for the products or the services, or to request payment from you, as applicable.
• “Price” means the amount that we charge you for the products or the services, as specified in the order confirmation or invoice, or as otherwise agreed by us in writing.
• “Delivery” means the transfer of possession or control of the products from us to you, or the completion of the services by us for you, as applicable.

Formation of Contract

• You may place an order with us by contacting us verbally, in writing, or electronically. Your order constitutes an offer to purchase or receive the products or the services from us, subject to these terms and conditions.
• We may accept or reject your order at our sole discretion. We will confirm our acceptance or rejection of your order by sending you an order confirmation or an invoice, or by notifying you verbally, in writing, or electronically. If we accept your order, a contract will be formed between you and us at the time of our acceptance or confirmation.
• These terms and conditions apply to the contract to the exclusion of any other terms and conditions that you may seek to impose or incorporate, or which are implied by trade, custom, practice, or course of dealing, unless we expressly agree to them in writing.
• You are responsible for ensuring the accuracy and completeness of your order and the information you provide to us. You must notify us immediately of any errors or omissions in your order or the information you provide to us. We are not liable for any delays, losses, or damages resulting from your failure to provide us with accurate and complete information.
• You may not cancel or amend your order after we have accepted or confirmed it, unless we agree to it in writing. If we agree to cancel or amend your order, you may be required to pay us a cancellation or amendment fee, as well as any costs or expenses that we have incurred or will incur as a result of the cancellation or amendment.

Price and Payment

• The price of the products or the services will be as specified in the order confirmation or invoice, or as otherwise agreed by us in writing. The price is exclusive of any taxes, duties, levies, fees, or charges that may be imposed or collected by any authority in relation to the products or the services, unless otherwise stated. You are responsible for paying any such taxes, duties, levies, fees, or charges, as applicable.

We may change the price of the products or the services at any time before the delivery, to reflect any changes in the costs or market conditions that affect the products or the services, such as changes in the prices of raw materials, labor, transportation, exchange rates, or taxes. We will notify you of any such changes and you will have the option to accept the new price or cancel the contract without penalty.

We may issue an invoice to you at any time after the delivery, or as otherwise agreed by us in writing. You must pay the invoice in full and in cleared funds within 30 days of the date of the invoice, or as otherwise agreed by us in writing. You must make the payment in the currency and by the method specified in the invoice, or as otherwise agreed by us in writing.

If you fail to pay the invoice by the due date, we may charge you interest on the overdue amount at the rate of 4% per annum above the base rate of the European Central Bank, or the maximum rate permitted by law, whichever is lower. The interest will accrue on a daily basis from the due date until the date of actual payment, whether before or after judgment. You must pay the interest together with the overdue amount.

You may not withhold, deduct, offset, or set off any amount that you owe us against any amount that we owe you, unless we expressly agree to it in writing. You may not dispute or challenge the validity or accuracy of any invoice, unless you notify us in writing within 14 days of the date of the invoice, providing us with the reasons and evidence for your dispute or challenge.

Delivery of Products

We will deliver the products to you at the location and by the date or within the period specified in the order confirmation or invoice, or as otherwise agreed by us in writing. The delivery location and date or period are estimates only and are subject to availability and other factors beyond our control. We are not liable for any delays, losses, or damages resulting from our failure to deliver the products by the specified date or within the specified period.

We may deliver the products in instalments, as indicated in the order confirmation or invoice, or as otherwise agreed by us in writing. Each instalment will be invoiced and paid for separately, and will be subject to these terms and conditions. Any delay or defect in an instalment will not entitle you to cancel or terminate the contract or any other instalment.

We will notify you when the products are ready for delivery or collection, as applicable. You must provide us with all the necessary information, instructions, and assistance to enable us to deliver the products to you. You must also ensure that the delivery location is safe, accessible, and suitable for the delivery of the products.

The delivery of the products will be completed when we or our carrier unload the products at the delivery location, or when you or your agent collect the products from us, as applicable. You or your authorized representative must inspect the products upon delivery and sign a delivery note or receipt confirming the quantity and condition of the products. If you or your authorized representative are not present at the delivery location or refuse to sign the delivery note or receipt, we may leave the products at the delivery location at your risk and expense, and the delivery will be deemed to be completed.

If you fail to take or accept delivery of the products within 14 days of the date that we notify you that the products are ready for delivery or collection, we may store the products at your risk and expense, and charge you for the costs of storage, insurance, transportation, and any other related costs. We may also sell or dispose of the products at our discretion, and recover any losses or expenses from you.

You must notify us in writing of any shortages, damages, or defects in the products within 7 days of the date of delivery, providing us with the details and evidence of the shortages, damages, or defects. If you fail to do so, you will be deemed to have accepted the products and waived any right to reject or claim against the products.

We will, at our option, repair, replace, or refund the price of any products that are proven to be defective or damaged due to our fault or negligence, provided that you have notified us in accordance with these terms and conditions, and returned the products to us, if we request you to do so. This is your sole and exclusive remedy for any defective or damaged products, and we are not liable for any other losses or damages resulting from the defective or damaged products, unless otherwise required by law.

Provision of Services

We will provide the services to you in accordance with the specifications and requirements specified in the order confirmation or invoice, or as otherwise agreed by us in writing. We will use reasonable care and skill in providing the services, and comply with all applicable laws and regulations in relation to the services.

We may subcontract or delegate any part of the services to any third party, without your consent or notice, provided that we remain responsible for the performance and quality of the services.

You must provide us with all the necessary information, instructions, and assistance to enable us to provide the services to you. You must also ensure that you have obtained all the necessary permits, licenses, consents, and approvals for the provision of the services, and that you comply with all applicable laws and regulations in relation to the services.

The provision of the services will be completed when we have performed all the tasks and deliverables specified in the order confirmation or invoice, or as otherwise agreed by us in writing. You or your authorized representative must inspect the services upon completion and sign a service note or receipt confirming the quality and satisfaction of the services. If you or your authorized representative are not present at the completion of the services or refuse to sign the service note or receipt, we may leave the services as completed at your risk and expense, and the provision of the services will be deemed to be completed.

If you fail to cooperate or provide us with the necessary information, instructions, or assistance to enable us to provide the services to you, we may suspend or terminate the provision of the services, at our discretion, and charge you for the costs or expenses that we have incurred or will incur as a result of your failure.

You must notify us in writing of any errors, defects, or dissatisfaction in the services within 7 days of the date of completion, providing us with the details and evidence of the errors, defects, or dissatisfaction. If you fail to do so, you will be deemed to have accepted the services and waived any right to reject or claim against the services.

We will, at our option, correct, re-perform, or refund the price of any services that are proven to be erroneous or defective due to our fault or negligence, provided that you have notified us in accordance with these terms and conditions. This is your sole and exclusive remedy for any erroneous or defective services, and we are not liable for any other losses or damages resulting from the erroneous or defective services, unless otherwise required by law.

Warranty and Liability

 

We warrant that the products will conform to the specifications and requirements specified in the order confirmation or invoice, or as otherwise agreed by us in writing, and that the products will be free from defects in materials and workmanship for a period of 12 months from the date of delivery, or as otherwise agreed by us in writing.

We warrant that the services will conform to the specifications and requirements specified in the order confirmation or invoice, or as otherwise agreed by us in writing, and that the services will be performed with reasonable care and skill, in accordance with the industry standards and best practices.

These warranties are subject to the following conditions:

• You must notify us in writing of any breach of warranty within 7 days of the date of delivery or completion, or within 7 days of the date that you discover or ought to have discovered the breach, whichever is earlier, providing us with the details and evidence of the breach.
• You must give us a reasonable opportunity to inspect, test, repair, replace, or re-perform the products or the services, as applicable, and cooperate with us in resolving the breach.
• You must not use, modify, alter, or repair the products or the services, or allow any third party to do so, without our prior written consent.
• You must comply with all the instructions, guidelines, and recommendations that we provide to you in relation to the products or the services, or that are generally accepted in the industry.
• You must not misuse, abuse, neglect, or damage the products or the services, or expose them to any abnormal or improper conditions or environments.

These warranties do not cover any defects or damages resulting from:

• Normal wear and tear, corrosion, or deterioration of the products or the services.
• Any design, specification, or material that you provide or approve for the products or the services.
• Any act, omission, or negligence of you or any third party, or any failure to comply with these terms and conditions or any applicable laws and regulations.
• Any force majeure event, such as war, terrorism, fire, flood, earthquake, storm, or other natural disaster, or any act of God, government, or authority.

These warranties are in lieu of all other warranties, express or implied, statutory or otherwise, in relation to the products or the services, including, but not limited to, any warranties of merchantability, fitness for a particular purpose, quality, or non-infringement.

Our liability for any breach of warranty or contract, or any tortious act or omission, or any other legal theory, is limited to the repair, replacement, or refund of the products or the services, as applicable, or the price paid or payable for the products or the services, whichever is lower, at our option.

We are not liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, or any loss of profit, revenue, data, or goodwill, arising out of or in connection with the products or the services, or these terms and conditions, even if we have been advised of the possibility of such damages.

Nothing in these terms and conditions excludes or limits our liability for death or personal injury caused by our negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by law.

Force Majeure

We are not liable for any failure or delay in performing any of our obligations under the contract, or for any loss or damage resulting from such failure or delay, if the failure or delay is due to any cause beyond our reasonable control, such as war, terrorism, fire, flood, earthquake, storm, or other natural disaster, or any act of God, government, or authority.

If a force majeure event occurs, we will notify you as soon as possible and take all reasonable steps to resume or mitigate the performance of our obligations under the contract. We may also, at our discretion, suspend or terminate the contract, without liability or penalty, by giving you written notice.

Intellectual Property Rights

We retain all intellectual property rights, such as patents, trademarks, trade names, designs, copyrights, trade secrets, know-how, and other proprietary rights, in and to the products and the services, and any materials, documents, or deliverables that we provide or produce in connection with the products and the services.

You acknowledge and agree that you do not acquire any ownership or license of any intellectual property rights in or to the products or the services, or any materials, documents, or deliverables that we provide or produce in connection with the products or the services, except as expressly granted by us in writing.

You may not use, copy, modify, adapt, reproduce, distribute, disclose, or exploit any intellectual property rights in or to the products or the services, or any materials, documents, or deliverables that we provide or produce in connection with the products or the services, without our prior written consent.

You may not remove, alter, or obscure any notices, labels, or markings that indicate our ownership or license of any intellectual property rights in or to the products or the services, or any materials, documents, or deliverables that we provide or produce in connection with the products or the services.

You must notify us immediately of any actual or suspected infringement or misappropriation of any intellectual property rights in or to the products or the services, or any materials, documents, or deliverables that we provide or produce in connection with the products or the services, and cooperate with us in taking any legal action to protect or enforce such rights.

You grant us a non-exclusive, royalty-free, worldwide, perpetual, and irrevocable license to use, copy, modify, adapt, reproduce, distribute, disclose, and exploit any intellectual property rights that you provide or approve for the products or the services, or that are incorporated or embodied in the products or the services, or any materials, documents, or deliverables that we provide or produce in connection with the products or the services, for any purpose related to our business.

Confidentiality

Confidential information means any information that is disclosed by one party to the other party, or that is otherwise obtained by one party from the other party, in connection with the contract, and that is marked as confidential or proprietary, or that is by its nature confidential or proprietary, such as trade secrets, business plans, strategies, customers, suppliers, prices, costs, products, services, or intellectual property rights.

Each party agrees to:

• Keep the confidential information of the other party in strict confidence and not disclose it to any third party, except as required by law or with the prior written consent of the other party.
• Use the confidential information of the other party only for the purposes of performing its obligations or exercising its rights under the contract, and not for any other purpose.
• Protect the confidential information of the other party with the same degree of care that it uses to protect its own confidential information, but in no event less than a reasonable degree of care.
• Limit the access to the confidential information of the other party to its employees, agents, or contractors who have a need to know the information for the purposes of the contract, and who are bound by confidentiality obligations at least as stringent as those in these terms and conditions.

The obligations of confidentiality do not apply to any information that:

• Is or becomes publicly available, other than as a result of a breach of these terms and conditions.
• Is or was already known to the receiving party, without any obligation of confidentiality, prior to its disclosure by the disclosing party.
• Is or is rightfully obtained by the receiving party, without any obligation of confidentiality, from a third party who is not bound by any confidentiality obligation to the disclosing party.
• Is or is independently developed by the receiving party, without reference to or use of the confidential information of the disclosing party.

The obligations of confidentiality will survive the termination or expiration of the contract, and will remain in force until the confidential information of the disclosing party ceases to be confidential or proprietary.

Termination

We may terminate the contract, in whole or in part, by giving you written notice, if:

• You fail to pay any amount due under the contract by the due date, and you do not remedy the failure within 14 days of receiving a written notice from us demanding payment.
• You breach any other material obligation under the contract, and you do not remedy the breach within 14 days of receiving a written notice from us requiring you to do so.
• You become insolvent, bankrupt, or unable to pay your debts, or you enter into any liquidation, administration, receivership, or arrangement with your creditors, or you cease or threaten to cease your business operations, or any similar event occurs or is reasonably likely to occur.

You may terminate the contract, in whole or in part, by giving us written notice, if:

• We breach any material obligation under the contract, and we do not remedy the breach within 14 days of receiving a written notice from you requiring us to do so.
• We become insolvent, bankrupt, or unable to pay our debts, or we enter into any liquidation, administration, receivership, or arrangement with our creditors, or we cease or threaten to cease our business operations, or any similar event occurs or is reasonably likely to occur.

Upon termination of the contract, for any reason:

• You must pay us all the amounts due or accrued under the contract, up to the date of termination, without any deduction or set-off.
• We may cancel or suspend any outstanding orders, deliveries, or services, and charge you for any costs or losses that we incur or suffer as a result of the termination.
• Each party must return or destroy all the confidential information and intellectual property rights of the other party, or any copies thereof, in its possession or control, unless otherwise agreed by the parties in writing.

General

The contract constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations, and understandings between them, whether written or oral, relating to its subject matter.

No variation or amendment of the contract or these terms and conditions will be effective unless it is agreed by the parties in writing and signed by their authorized representatives.

No waiver of any right or remedy under the contract or these terms and conditions will be effective unless it is in writing and signed by the party waiving it. A waiver of any breach or default will not constitute a waiver of any subsequent breach or default, and will not affect the other rights or remedies of the party waiving it.

If any provision or part-provision of the contract or these terms and conditions is or becomes invalid, illegal, or unenforceable, it will be deemed modified to the minimum extent necessary to make it valid, legal, and enforceable. If such modification is not possible, the relevant provision or part-provision will be deemed deleted. Any modification or deletion of a provision or part-provision will not affect the validity, legality, and enforceability of the rest of the contract or these terms and conditions.

The contract and these terms and conditions do not create any partnership, joint venture, agency, employment, or fiduciary relationship between the parties. Neither party has any authority to bind, act for, or incur any obligation or liability on behalf of the other party.

The contract and these terms and conditions are personal to the parties and may not be assigned, transferred, subcontracted, or delegated by either party without the prior written consent of the other party, except that we may assign, transfer, subcontract, or delegate any part of the contract or these terms and conditions to any of our group companies, without your consent or notice.

The contract and these terms and conditions do not confer any rights or benefits on any third party, and no third party has any right to enforce any provision of the contract or these terms and conditions, unless otherwise expressly stated or agreed by the parties in writing.

Any notice or communication required or permitted to be given under the contract or these terms and conditions must be in writing and delivered by hand, post, fax, or email, to the address, fax number, or email address of the other party, as specified in the order confirmation or invoice, or as otherwise notified by the other party in writing. Any notice or communication will be deemed to have been received:

• • If delivered by hand, at the time of delivery.
  • If sent by post, on the second business day after posting.
  • If sent by fax, at the time of transmission, subject to confirmation of receipt.
  • If sent by email, at the time of transmission, subject to confirmation of receipt.

The contract and these terms and conditions are governed by and construed in accordance with the laws of Germany, without regard to its conflict of laws principles. Any dispute arising out of or in connection with the contract or these terms and conditions will be subject to the exclusive jurisdiction of the courts of Germany, unless otherwise agreed by the parties in writing.