Terms and Conditions

General Terms and Conditions of chembid.com (GTC)

chembid is a global platform for the commercial purchase and sale of chemicals and services. With chembid the purchasing and sales process of chemicals and services becomes simpler, faster and more efficient. Buyers of chemicals and services can compare and buy the chemicals they are looking for from a variety of offers via the platform. Sellers can enter their products and services in the search engine via the marketplace and offer them for sale.

chembid is only available to companies, i.e. commercial or freelance users and not to consumers.

The following GTC are the basis for the use of chembid and the contractual relationship between its users and chembid GmbH & Co. KG as its provider.

Last update: 10.08.2018

Table of Contents

1.     Scope and Terminology

2.     Restriction to Commercial Buyers and Sellers

3.     Service description, Chembid Websearch and Marketplace

4.     Restriction to Intermediary Services and Authorisation

5.     Further Development and Changes in Services

6.     Registration and Conclusion of Contract

7.     Care of access and contact data

8.     Fee-based services

9.     Responsibility for Content

10.        Obligations of the Users

11.        Sanctions

12.        Indemnification

13.        Granting of Rights of Use by Users

14.        Right of Use snd Scope of Use

15.        Warranty

16.        Interfaces

17.        Liability and Damages for Non-US-Users

18.        Liability and damages for US-Users

19.        Termination

20.        Change of the GTC

21.        Data Protection

22.        Compliance for US-Users

23.        For United States users: Trademarks and Intellectual Property

24.        Final Provisions

  

Scope and Terminology

1.1.         The subject of these General Terms and Conditions (hereinafter referred to as "GTC") is the use of the online platform "chembid" and the services associated with chembid, such as the search function and the marketplace, individual websites, functions and contents (hereinafter jointly referred to as "chembid"). The GTC apply regardless of the domains, systems, platforms and devices (e.g. desktop or mobile) on which chembid.com is operated.

1.2.         The provider of chembid.com is the chembid GmbH & Co. KG, Marie-Curie-Straße 1, 26129 Oldenburg, Germany, (legal information: https://marketplace.chembid.com/impressum/) (hereinafter referred to as "chembid KG").

1.3.         By using chembid, users agree to these GTC.

1.4.         Individual agreements or terms for particular services or service areas, if effectively implemented, become part of the contract with the users and take precedence in the event of a contradiction to these GTC.

1.5.         Divergent general terms and conditions of the users only apply if chembid KG has expressly agreed to them in writing. Failure to reject contrary and communicated terms and conditions of the user shall not constitute consent.

1.6.         The term "content" used below refers to all content and information provided by users, such as photographs, graphics, logos, videos, texts, ratings, information about places and persons as well as links.

1.7.         The term "user" includes both buyers and sellers of chemicals. The terms used, such as "user", are to be understood as gender-neutral.

2. Restriction to Commercial Buyers and Sellers

2.1.         The services of chembid KG are exclusively for commercial buyers and sellers (hereinafter referred to as "entrepreneurs") and not for consumers. Consumers are prohibited from using the services of chembid KG and the use of chembid.

2.2.         For the purposes of these GTC, a consumer is any natural person who enters into a legal transaction for a purpose which can predominantly neither be attributed to his commercial nor to his independent professional activity. An entrepreneur is a natural or legal person or a partnership with legal capacity who, when concluding a legal transaction, acts in the exercise of his commercial or self-employed professional activity.

2.3.         By using the services of chembid KG the users declare that they are entrepreneurs and not consumers. chembid KG reserves the right to check whether the user is not a consumer (e.g. checking the address data, the business registration or the VAT identification number).

3. Service description, Chembid Websearch and Marketplace

3.1.         chembid is a platform for the commercial purchase and sale of chemicals and services. chembid acts as a partner and intermediary platform between buyers and sellers and provides them with various functions and offers, such as the meta search engine for chemicals ("chembid websearch"), a mediation platform ("Marketplace"), the possibility to present their own services with the help of company profiles, a supplier database with the possibility to evaluate companies (currently under development).

3.2.         chembid websearch is a search engine for chemicals. The search results listed within chembid websearch originate from the entries within chembid, information from partner companies of chembid as well as publicly accessible information, e.g. on websites of providers. chembid KG points out that its search algorithm is constantly updated and adapted to the needs of users, but that by its very nature the search results produced by third parties cannot be guaranteed to be complete and correct. chembid KG reserves the right to remove individual entries from the search results without prior notice.

3.3.         The Marketplace is an intermediation platform within which sellers can submit offers for chemicals and interested parties/purchasers can make inquiries directly to the sellers about the offers. The sellers are solely responsible for the descriptions of the offers.

3.4.         With the help of the company profiles, buyers and sellers can showcase their companies and determine the content and visibility of the company profiles within the available options.

3.5.         With the Sourcing Tool buyers can submit requests for chemicals on chembid instead of searching for suitable offers and sellers via the search engine. The buyers provide information on the request and requirement with the provided form and authorise chembid to contact the suitable sellers and to request corresponding offers by submitting the form. Sellers who are members of chembid as well as external sellers may be informed about the invitation to tender. Suitable Sellers in turn will be provided with a link to the corresponding tender page, after which they can enter or upload their offers as well as the associated information and documents. The tenders are not public and are only accessible to the buyer, who can compare the tenders and contact the sellers.

3.6.         In addition to the above, chembid currently and in the future offers further functions, such as the possibility to contact other users or to rate companies.

4. Restriction to Intermediary Services and Authorisation

4.1.         The services of chembid KG are limited solely to the provision of chembid. The contractual relations concerning the offers, search results or advertisements posted on the Marketplace are only concluded between the buyers and sellers, without chembid KG becoming a contractual partner or otherwise assuming obligations within this contractual relationship.

4.2.         The chembid KG also assumes no responsibility for further communication(s) and/or contracts, arrangements, agreements or arrangements which are exchanged or concluded between the users.

4.3.         Claims arising from agreements between users, no matter for what legal reason, exist exclusively between the users of the agreement(s) and expressly not with chembid KG and/or one of the partners of chembid KG in relation to chembid.

4.4.         The users grant chembid KG a corresponding authorization, as far as this is necessary for the execution of the commissioned services (for example mediation of offers).

5. Further Development and Changes in Services

5.1.         The further development of chembid is an essential part of the services provided. The further development includes the adaptation to technical and legal advances and the consideration of user expectations for the use of chembid. chembid KG may change chembid as well as partial functions of chembid within the scope of further development without this constituting a deficiency, provided this is reasonable for the user and does not endanger the attainment of the purpose of the contract. This applies in particular if

-      The change is for the user's benefit;

-      if the change serves to bring the services into conformity with the applicable law, in particular if the applicable legal situation changes;

-      if the change serves to comply with mandatory court or official decisions;

-      as far as the change is necessary to close existing security gaps;

-     if the change is of a purely technical or procedural nature and has no significant impact on the user. Changes with only an insignificant influence on previous functions do not constitute changes in services in this sense. This applies in particular to changes of a purely optical nature and the mere modification of the arrangement of functions.

6. Registration and Conclusion of Contract

6.1.         The contract is concluded within the course of registration with chembid. By completing the registration process, the user makes an offer for the conclusion of the contract for the use of chembid. The chembid KG accepts this offer by activating the user for the services of chembid requiring registration. Registration is not complete until users have confirmed it by clicking on the confirmation link sent to them by e-mail.

6.2.         The user assures that all data provided by him during registration is true and complete.

6.3.         Each user may only register once and only create one user profile.

6.4.         The contractual relationship with the chembid KG is not transferable to other persons or companies.

6.5.         The user assures that at the time of registration he is of legal age or has unlimited legal capacity.

6.6.         There is no entitlement to the conclusion of the contract. chembid KG reserves the right to refuse registrations for objective reasons and in the case of companies without prior consultation and without giving reasons. The use of chembid can, if appropriate and reasonable, be linked to certain conditions, e.g. the verification of the registration data or the contact and address data.

7. Care of access and contact data

7.1.         In the event of subsequent changes, the registration data, in particular address and contact data as well as other information in the user account must always be kept up to date. If a user cannot be reached due to incorrect data and the inaccessibility is the responsibility of the user or a third party (outdated address, mailbox will not be read), the resulting consequences will be at his expense.

7.2.         It is the responsibility of the users to exercise the greatest possible care when using access data to chembid and to take any measures that guarantee the confidential, secure handling of the data and prevent its disclosure to third parties. Users are responsible for the misuse of access data if they cannot prove and prove that it was not based on their fault.

7.3.         The users are obliged to inform chembid KG immediately if there is reason to suspect that a third party has knowledge of access data and/or misuses a user account.

8. Fee-based services

8.1.         The use of chembid is free of charge. However, chembid KG reserves the right to introduce a fee obligation as well as paid functions in the future or to offer paid services (premium profiles, highlighting of offers, etc.).

8.2.         The payment obligation requires the express consent of the user.

9. Responsibility for Content

9.1.         The chembid KG is not responsible for the contents of the users and does not claim these contents as its own.

9.2.         In particular, chembid KG does not guarantee that these contents are true, fulfil a certain purpose or can serve such a purpose.

9.3.         The chembid KG reserves the right not to publish contents within the scope of the legally permitted possibilities and taking into account the reasonability for the user, in particular taking into account the data protection and personal rights of the user, or to cancel their publication or otherwise to block or delete the contents if there is concrete and objective evidence that the contents violate legal requirements, official prohibitions, rights of third parties or against accepted principles of morality. However, chembid KG is not obliged to check the contents in advance.

10. Obligations of the Users

10.1.     The users guarantee that the information provided by them within and within the scope of the use of chembid corresponds to the truth, their content is free of third party rights and as well as their actions are legally permissible according to the applicable legal situation. The users confirm to have the necessary authorizations, approvals or similar permits for the trade and handling of the respective chemical products.

10.2.     Users may not upload content that contains copyrighted software and/or other copyrighted materials unless the user has the appropriate rights to do so or has obtained the necessary consent of the owners of such rights;

10.3.     Users may not use chembid for the trade with goods and/or services which do not comply with the import/export regulations including safety regulations applicable in the countries of residence of the buyers as well as sellers, Germany, EU, USA and the otherwise involved countries.

10.4.     Valuations and rating comments are to be made truthfully and according to objective criteria. Personal views must be clearly presented as such (e.g. "I mean that...") and not as facts. Ratings by the user are only allowed to be made if the user has actually used the services of the rated company and is not the owner of the company or its employee or is/was otherwise commissioned or remunerated by the rated company in connection with the rated service. Users may not cause other users to make a specific rating by promising them economic or non-material advantages or disadvantages. Users may not give their ratings based on such influences, whether from other users or from third parties.

10.5.     If users can contact other users directly, this contact possibility may not be used for unsolicited promotional purposes and the contacted users may not otherwise be harassed (for example by repeated inquiries with no reply or expressed desire not to be contacted).

10.6.     The users are obliged to comply with the legal information obligations concerning them (e.g. the indication of an legal notice, if necessary).

11. Sanctions

11.1.     Since the integrity and functionality of chembid is of essential importance, sanctions will be imposed against users if and insofar as there are any evidence that users violate legal regulations, third party rights, morality and/or these GTC.

11.2.     When choosing the sanction to be imposed, chembid KG will take into account the factual circumstances and legitimate interests of the user concerned in the decision and will also take into account, among other things, whether misconduct was committed through no fault of its own or whether the infringement was culpably committed. The following graduated sanctions are available to chembid KG:  

-     Warning of a user;

-     Restrictions on the use of chembid;

-     temporary blocking of a user;

-     final blocking/cancellation of a user, if necessary in connection with a ban.

12. Indemnification

12.1.     Users indemnify chembid GmbH from all claims asserted by third parties against chembid GmbH due to an infringement of their rights by any culpable or negligent action of the users.

12.2.     In this respect, the users must also bear the costs of any necessary legal defence, including legal and court costs in the legal amount. Users shall not be held liable if they are not responsible for the infringement.

13. Granting of Rights of Use by Users

13.1.     Users grant chembid KG rights of use to their legally protected contents, which are necessary for the provision of the contractual services of chembid KG (e.g. the right to copy the contents of the users in order to store them on the servers or to create server backups). chembid KG only exercises its rights in compliance with contractual and legal confidentiality and data protection regulations.

13.2.     The granting is unlimited in time until revocation or termination by the user.

14. Right of Use snd Scope of Use

14.1.     The chembid KG would like to point out that the users may only use chembid for the (individual) contractual purposes.

14.2.     Furthermore, users are not entitled to rent, lend, lease, sell or change chembid without explicit written consent against payment or free of charge or to make it accessible to third parties in any technical form whatsoever, in whole or in part, or to enable third parties to carry out the aforementioned actions. The above prohibitions are subject to mandatory legal requirements. Sublicenses may not be granted.

14.3.     Users may only use chembid via the provided input forms and interfaces. Prohibited are actions that are capable of impairing the functionality of chembid, the software and infrastructure (e.g. scripts, robots, crawlers). In particular, an excessive load above the regular usage intensity and frequency to be expected with normal use of chembid is prohibited.

14.4.     The company names, logos and/or product names mentioned on chembid are protected brands or trademarks of the respective owners. Graphics, images and texts protected by copyright and other laws may not be used without the consent of the respective copyright holder or legally permitted framework.

15. Warranty

15.1.     Users have to immediately check the services of chembid KG and, as far as this is possible in the regular course of business, and to notify chembid KG immediately if a deficiency becomes apparent. Deficiencies are to be reported immediately in writing (e-mail is sufficient) by a comprehensible description of the defect symptoms, as far as possible proven by written records, screenshots or other documents illustrating the deficiencies. Legal obligations of the user to examine and give notice of defects remain unaffected.

15.2.     Claims for damages are subject to the limitations of Section 11 of these GTC ("Liability and Damages").

15.3.     Claims for deficiencies do not arise in the case of an insignificant divergence from the agreed or assumed quality or in the case of only insignificant impairment of the usability of the services of chembid KG according to the purpose of the contract. In particular, chembid KG expressly assumes no guarantee and liability for:

-     false information provided by the user with regard to the user data transmitted during registration or other data provided by the user within chembid, uploaded or otherwise supplied;

-     uninterrupted availability of chembid or possibe system- or network related failures, interruptions or malfunctions of the systems or services of chembid, as far as these are beyond the sphere of influence of chembid KG; especially not for malfunctions due to force majeure or failure of communication networks and gateways;

-     minor malfunctions and disturbances of chembid which do not prevent the purpose of the contract;

-     content and creditworthiness of users;

15.4.     The limitation period for claims for deficiencies is 6 months.

16. Interfaces

16.1.     Insofar as chembid KG provides interfaces with which the user can access the chembid with the software of third parties, chembid KG guarantees the operability of the interfaces in accordance with the availability regulations of these GTC only to the extent that the operability is within the sphere of influence of chembid KG.

16.2.     In particular, no guarantee can be given for the lack of compatibility of the interfaces or access options if the deficiencies are in the software of the third party provider.

16.3.     The same restrictions apply if the users connect the software of third parties to chembid via their interfaces.

17. Liability and Damages for Non-US-Users

17.1.     The chembid KG is liable according to this contract only according to the following provisions, otherwise liability is excluded.

17.2.     chembid KG is liable without limitation for damages caused intentionally or through gross negligence by chembid KG, its legal representatives or executive employees as well as for damages caused intentionally by other vicarious agents. For gross negligence on the part of other vicarious agents, liability shall be determined in accordance with the provisions for slight negligence listed in Section 11.5. of these GTC.

17.3.     The chembid KG is liable without limitation for damages caused intentionally or negligently from injury to life, body or health by the chembid KG, as well as its legal representatives or vicarious agents. chembid KG is liable for damages due to missing warranted characteristics up to the amount which was covered by the purpose of the warranty and which was identifiable for chembid KG when the warranty was given.

17.4.     The chembid KG is liable for product liability damages according to the regulations in the German, Austrian and Swiss product liability laws or corresponding and mandatory laws.

17.5.     chembid KG is liable for damages resulting from the violation of cardinal obligations by chembid KG, its legal representatives or vicarious agents. Cardinal obligations are the essential obligations which form the basis of the contract, which were decisive for the conclusion of the contract and on the fulfilment of which the user may rely. If chembid KG has slightly negligently violated these cardinal obligations, its liability is limited to the compensation of the foreseeable, typically occurring damage (hereinafter "typical damage"). The typical damage is generally limited to the fixed amount and otherwise to the amount of the contractual remuneration of the user for the period in which the breach of duty took place. The typical damage in this case is limited to 1,000.00 Euros. This does not apply if the limitation would be inappropriate in individual cases from the point of view of equity. The typical damage does not exceed five times the agreed compensation.

17.6.     Irrespective of the liability regulation of these GTC, chembid KG is not liable for the loss of data if the damage could have been avoided by the user having fulfilled his responsibility for data backup. In any case, the user must take into account contributory negligence. In the event of termination, the user is responsible for the previous backup of his data.

18. Liability and damages for US-Users

18.1.     For United States users: TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL WE BE LIABLE FOR ANY INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, OR ANY OTHER DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO (A) THESE TERMS, (B) CONTENT AND/OR YOUR USER CONTENT, (C) THE APPLICATION, AND/OR (E) ANY ASPECT OF THE APPLICATION, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, PRODUCTS LIABILITY, STRICT LIABILITY, OR OTHERWISE) AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. In no event shall our total liability to you for all damages exceed an amount greater than $125 USD. The foregoing limitations will apply even if the above stated remedy fails of its essential purpose.

18.2.     For United States users: You agree to indemnify, defend, and hold harmless us and our affiliates from and against any and all claims, losses, expenses, damages, and costs (including, but not limited to, direct, incidental, consequential, exemplary, and indirect damages), and reasonable attorneys’ fees, resulting from or arising out of, under, or relating to: your use, misuse, or inability to use the application; any infringement of a third party’s rights (including but not limited to intellectual property rights); a breach of a representation or warranty made by you; your user content; any defamatory, offensive, fraudulent, or illegal use of the application by you; any improper disclosure of content by you; and any violation by you of these Terms, our Privacy Policy, any of our other Policies.

18.3.     For United States users: To the maximum extent permitted by applicable law, YOU ON BEHALF OF YOURSELF OR THE ENTITY THAT YOU REPRESENT, YOUR PERSONAL REPRESENTATIVES, AND YOUR HEIRS, HEREBY VOLUNTARILY AGREE TO RELEASE, WAIVE, AND DISCHARGE all claims, actions, demands, suits, or proceedings (“Claims”) against US and our AFFILIATES, including any and all liability for actual and/or consequential damages, costs, and expenses (including litigation costs and attorneys’ fees) of every kind and nature arising from or in any way related to (a) THE APPLICATION, (B) CONTENT, ANd/OR YOUR USER CONTENT, and/or (c) any inaccuracy, untimeliness, or incompleteness of ANY AND ALL CONTENT obtained or accessed by or through the application. FURTHER, if YOU ARE A RESIDENT OF THE STATE OF CALIFORNIA, you waive your rights under California Civil Code Section 1542, which states, “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.” You understand that any fact relating to any matter covered by THESE TERMS may be found to be other than now believed to be true, and accept and assume the risk of such possible differences in fact. In addition, you expressly waive and relinquish any and all rights which you may have had under any other state or federal statute or common law principle of similar effect, to the fullest extent permitted by law.

19. Termination

19.1.     The contracts for the use of chembid are concluded for an indefinite period. The contracts can be terminated by the users and chembid KG with one week's notice.

19.2.     The right to terminate without notice for compelling reasons remains unaffected on both sides. A compelling reason for termination on the part of chembid KG exists in particular if

-      the user commits serious breaches of duty against the law or these GTC,

-      insolvency proceedings are applied for or opened against the user's assets or the opening is refused for lack of assets, or

-      chembid KG ceases its activities.

19.3.     In general, extraordinary termination must be preceded by a warning letter. The warning may be waived if the contractual partner cannot reasonably be expected to accept the warning. This is particularly the case if the conduct of the contractual partner gives cause to expect further misconduct despite a warning.

19.4.     It is the responsibility of the users to secure their data before the end of the contract if they have given notice of termination. chembid KG is entitled to irretrievably delete all user data stored during the contract period. The deletion takes place with consideration of any backups within a period of 90 days from the date of termination. If the user wishes an immediate deletion of all contents, chembid KG asks for a corresponding message and reserves the right to decide on these under consideration of mandatory legal regulations (in particular on data protection) and reasonable considerations.

19.5.     The termination does not affect the chembid KG in the use or presentations of information to former users, which are accessible to the public (e.g. in the context of supplier lists or evaluations).

20. Change of the GTC

20.1.     chembid KG reserves the right to change the GTC at any time with effect for the future, unless this is unreasonable for the user. The change is particularly reasonable in the following cases:  

-      if the change serves to bring the GTC into conformity with the applicable law, in particular if the applicable legal situation changes;

-      if the change of the GTC serves to comply with mandatory judicial or official decisions;

-      if completely new services or service elements as well as technical or organisational processes require a description in the GTC;

-      if the change is merely beneficial to users.

20.2.     In such a case chembid KG will send the changed GTC at least two weeks before they come into effect to the e-mail address provided by the user to chembid KG.

20.3.     If a user does not object to the new GTC within a period of four weeks after receipt of the e-mail, the amended GTC shall be deemed accepted by him. The chembid KG will point out the consequences of an absence of objection to the user with the change notification.

20.4.     If the user objects to the validity of the new GTC within this period, chembid KG remains entitled to terminate the contractual relationship with the user by giving one week's notice.

20.5.     Users may also agree to amended GTC by means of an express expression of consent.

21. Data Protection

21.1.     Users will find information on the type, scope and purposes of the processing of personal data in the Privacy Policy.

22. Compliance for US-Users

You represent and warrant that you shall comply with all applicable laws, statutes, ordinances, and regulations regarding use of the application, regardless of your geographic location. We will cooperate with law enforcement agencies in any investigation of alleged unlawful activity of which we are made aware of regarding the use of our application and may contact law enforcement if we are made aware of any use of our application which potentially violates any applicable laws, statutes, ordinances, or regulations. We make no representation that the application is operated in accordance with the laws or regulations of, or governed by nations other than the Federal Republic of Germany. By accessing the application you certify that you meet your country’s and our express age and other eligibility requirements for use of the application. Those who access or use the application do so of their own volition and are entirely responsible for compliance with applicable law.

23. For United States users: Trademarks and Intellectual Property

23.1.     Trademarks: chembid KG and all other graphics, logos, page headers, button icons, scripts, service names and other content that we use, manage or control are trademarks, registered trademarks or trade dress of ours or our subsidiaries, officers, employees, independent contractors, suppliers, representatives, licensors, licensees, successors, assigns, agents, partners, or other affiliates (collectively “Affiliates”) in the United States or other countries or both. No one may use these trademarks or trade dress in connection with any product or service that is not our product or service without our express written permission. All other trademarks that appear on the application are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by us or any of our Affiliates.

23.2.     Copyright: Except for content under license to us, we claim copyright and all copyright protection afforded, under international law and United States law relating to all text, graphics, logos, button icons, images, audio clips, digital downloads, data compilations, software (ours or our software suppliers), and all other content on the application. The compilation of all content on the application is our exclusive property, and it is similarly protected. We also claim a copyright, and all copyright protection afforded, under international law and United States law to all material described in the trademarks section above. Your access to all information and content located on the application is strictly permitted through the license granted to you under these Terms. Except for the license granted to you and for the licenses granted to us in these Terms, all rights, title, and interest in content, in all languages, formats, and media throughout the world, including all copyrights, are and will continue to be the exclusive property of ourselves and other parties. Except as permitted by these Terms, you are prohibited from modifying, copying, distributing, displaying, publishing, selling, licensing, creating derivative works, or otherwise exploiting any content available on or through the application without our prior written permission, or in the case of content owned by a third party, without first receiving permission from the owner of that content. You may not alter or remove any trademark, copyright or other notice from copies of the content.

23.3.     Infringement Claims. We respect the intellectual property of others and ask that users do the same. In connection with the application, we have adopted and implemented a Digital Millennium Copyright Act (“DMCA”) policy respecting intellectual property that provides for the removal of any infringing or unauthorized materials and for the termination of a user’s ability to use our application, in appropriate circumstances, if we determine that a user is infringing on the intellectual property rights of others. If you believe that a user is, through the use of the application, unlawfully infringing by submitting unauthorized content, and wish to have the allegedly infringing or unauthorized material removed, the following information in the form of a written notification (pursuant to 17 U.S.C. § 512) must be provided to our designated copyright agent (“Designated Agent”): your physical or electronic signature; identification of the works or rights that you claim to have been infringed; identification of the content on the application that you claim is infringing and that you request us to remove; sufficient information to permit us to locate such content; your address, telephone number, and e-mail address; a statement that you have a good faith belief that use of the objectionable content is not authorized by the copyright or other rights owner, its agent, or the law; and a statement that the information in the notification is accurate, and that, under penalty of perjury, you are either the owner of the copyright or other right that has allegedly been infringed or violated or that you are authorized to act on behalf of the copyright or other rights owner. Note that, pursuant to 17 U.S.C. § 512, any misrepresentation of material fact in a written notification automatically subjects the complaining party to liability for any damages, costs, and attorney’s fees incurred by us in connection with the written notification and allegation of copyright infringement.

23.4.     Our Designated Agent is:

Christian Bürger

Marie-Curie-Str. 1, 26129 Oldenburg, Germany
info(at)chembid.com

24. Final Provisions

24.1.     The chembid KG reserves the right to grant rights to chembid to third parties (in particular for financing purposes), provided that the confidentiality requirements and legal requirements, in particular data protection regulations, are observed. The user may only transfer claims against chembid KG based on this contract to third parties with the written consent of chembid KG.

24.2.     In the case of entrepreneurs, the law of the Federal Republic of Germany shall apply as long as there are no mandatory statutory provisions to the contrary.

24.3.     The place of performance for users who are entrepreneurs is Oldenburg. The place of jurisdiction shall be Oldenburg if the user is a merchant, a legal entity under public law or a trust under public law or if the user has no general place of jurisdiction in the Federal Republic of Germany. The right of chembid KG to choose another permissible place of jurisdiction remains reserved.

24.4.     Should one or more provisions of these GTC or the contract on which they are based be or become invalid, this shall not affect the validity of the remaining provisions. The invalid provisions shall rather be replaced by a supplementary interpretation of the contract by a provision that comes as close as possible to the economic purpose pursued by the contracting parties with the invalid provisions. The same applies to the filling in of any gaps in the agreement.