EN02_Scope_of_Services_short_P8.3_Growth_Potential_425.2026.9347669.pdf

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Annex 1 Short-Version Scope of services for Catenary systems for high throughput P8.3 Code number: 425.2026.9347669 (dated: 07.10.2026)

1. The services to be provided comprise:

Design and supply of two piping assemblies consisting of vacuum-insulated sections - including turbine flow meters and a shut-off valve section for use with cryogenic media (LH2, LNG, LOX). Dimension is in DN100 size with PN16 and PN25 ratings, respectively, for the P8.3 test stand.

The full version of the statement of work will be provided after a signed confidentiality agreement and a completed participation competition!

2. Formats:

Scope of services: Catenary systems for high throughput P8.3 Kennziffer: 425.2026.9347669/ Page 1 of 3 3. Explanation The P8 facility in Lampoldshausen is a test site for research into high-pressure combustion in rocket engines and the associated testing of turbopumps. The specially designed P8.3 test cell is used for this purpose. While supply lines for low and medium mass flow rates already exist at P8.3, lines for high mass flow rates are required. These lines are the subject of this tender. The scope of work covers the complete design, manufacturing, and delivery of two supply line sections including turbine flow meters and interface valves - for the LOX and fuel feed lines at P8.3 (DN100 size, designed for an interface pressure of 14.5 bar). As the media involved are cryogenic, the lines must be vacuum-insulated.

4. Technical Specifications/Minimum Requirements (Mandatory Criteria)

• Design and engineering of the piping systems, including structural sizing and layout taking thermal stresses into account as well as the design and layout of the vacuum insulation

• Procurement of materials and fabrication of the piping systems, excluding parts supplied by DLR

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Scope of services: Catenary systems for high throughput P8.3 Kennziffer: 425.2026.9347669/ Page 2 of 3 • Factory acceptance testing of the piping systems in the presence of DLR

• Delivery of components to the P8 test stand at the DLR Lampoldshausen site, installation of the piping systems, and R0 acceptance on site

Subsequent acceptance stages (R1–R3) including cryogenic tests with LN2 and R3 acceptance with LOX and LH2/LNG will be carried out by the DLR team at DLR’s expense.

DLR will provide the following components for the two flow lines: Two turbine flow meter housings for each line (4 total) One interface valve rated PN16 and one rated PN25 for each line (both DN80).

This hardware will be handed over to the contractor. Furthermore, the DLR will provide the as-built documentation and drawings of the existing overhead lines in digital form as a layout basis. Upon handover of the hardware and design data, they will be in the contractor's possession. Therefore, the contractor must assume liability for any possible damage to the hardware as well as any design errors. All information and drawings handed over by the DLR are to be treated as confidential and may only be used internally for this project.

5. Other features Factory acceptance testing of the individual components is carried out, comprising:

• Non-destructive testing (100% X-ray inspection of wetted welds)
• Dimensional inspection
• Pressure testing
• Leak testing
• Cleanliness inspection

followed by final acceptance testing on the test bench after assembly.

6. Sustainability criteria The calculated heat transfer coefficients of the planned vacuum insulation must be specified and included in the assessment, as these cooling losses factor into the economic viability of the test bench.

7. References At least three references demonstrating the design and manufacture of cryogenic, vacuum- insulated piping systems must be submitted. Of these, at least two must be located in Europe and one in Germany. At least one system involving liquid hydrogen must be specified.

8. Personal Welders must be certified at least in accordance with ISO 9606-1. At least one German-speaking person in charge must be present during on-site assembly.

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Scope of services: Catenary systems for high throughput P8.3 Kennziffer: 425.2026.9347669/ Page 3 of 3 9. Product safety The following documents must be supplied with the delivery: Pressure calculation, thermal expansion calculation, insulation calculation, fabrication drawings, assembly drawing, installation instructions, and operating instructions.

The piping systems must be designed, certified, and marked in accordance with the following standards: • Pressure Equipment Directive (PED) 2014/68/EC • AD 2000 Code (AD 2000-Merkblätter)

10. Safety regulations The safety regulations of DLR Lampoldshausen must be observed. Various safety briefings will be provided for this purpose. Guidelines for hot work at test stands must also be adhered to.

11. Schedule Delivery and installation should take place no later than August/September 2028, as uninterrupted access to the installation site is possible during that period. If this does not occur, installation will be necessary during an operational phase of the test bench, which equates to up to two days per week without access to the installation site.

12. Payment Terms 30 Tage Netto

13. Delivery Terms/Delivery place DPU –DLR Lampodshausen Im Langen Grund 74239 Hardthausen am Kocher (Lampoldshausen)

Only DLR's purchasing terms shall apply, which will form the basis of the order and are accepted upon submission of the offer. The inclusion of your own terms and conditions may result in exclusion from the evaluation of the offer.

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GERMAN AEROSPACE CENTER

GENERAL TERMS AND CONDITIONS OF PURCHASE

1. SCOPE OF APPLICATION, NOTIFICATIONS particular in the event of doubts about the legitimi- 1.1 These General Terms and Conditions of (hereinafter sation of the declaring party, remain unaffected. referred to as "GTCP") apply to all legal transactions concerning the delivery of goods and the provision 2. CONCLUSION OF CONTRACT of services or works (hereinafter referred to as "Pur- 2.1 Contractor's offer must comply with the specifica- chase Order" or "Contract") by the Contractor to tions of the request for quotation/tender and be free Deutsches Zentrum für Luft- und Raumfahrt e.V. of charge for DLR. It shall be binding for the duration (German Aerospace Center, hereinafter referred to of one calendar year unless a shorter period is speci- as "DLR"). fied by the Contractor. 1.2 The provisions of these GTCP shall apply exclusively. 2.2 The Contractor must confirm the Purchase Order im- Deviating, conflicting or supplementary terms and mediately in writing or in text form. If no confirma- conditions of the Contractor shall only become part tion is provided, DLR shall be entitled to cancel the of the Contract if and to the extent that DLR has ex- Purchase Order without any liability towards the pressly agreed to their validity in writing or in text Contractor. Deviations from DLR's Purchase Orders form. This shall also apply if DLR accepts deliveries of shall only be deemed approved if confirmed by DLR goods or services from the Contractor without reser- in text form. vation or pays for them in the knowledge that the 2.3 To the extent reasonable for the Contractor, DLR Contractor's terms and conditions conflict with or may request changes as to the design and execution deviate from these GTCP. of the subject matter of the Contract. Any effects, in 1.3 The following order of precedence applies to the particular with regard to additional or reduced costs Contract: and the delivery or execution date, shall be settled by

• The Statement of Work; mutual agreement. If no such agreement is reached,
• the Purchase Order/Letter of Award; DLR may cancel the Purchase Order without any lia-
• these GTCP including Annex A (Special Obliga- bility towards the Contractor. tions due to funding conditions);
• the General Terms of Contract for the Provision 3. REMUNERATION of Supplies and Services (Allgemeine Vertrags- 3.1 The remuneration stated in the Purchase Order is bedingungen für die Ausführung von Leis- binding and is exclusive of statutory VAT. Unless ex- tungen, VOL/B) as amended from time to time, pressly agreed otherwise, the remuneration shall in- insofar as provided for in the Regulation on the clude all ancillary costs. Travelling expenses shall only Award of Public Contracts (Vergabeverordnung, be reimbursed if they are expressly stated in the VgV) resp. the Sub-Threshold Public Award Reg- Statement of Work and only within the limits given ulation (Unterschwellenvergabeordnung, by the German Federal Travel Expenses Act (Bundes- UVgO). reisekostengesetz, BRKG). 1.4 Relevant statutory and official provisions, including 3.2 The Contractor acknowledges that the application of relevant EU regulations, as well as standards and the provisions of Regulation PR No. 30/53 (Regula- technical guidelines shall apply in the version valid on tion on prices for public contracts) is required and the day of delivery/service. that price audits may be carried out. 1.5 Individual agreements made with the Contractor in 3.3 The Contractor shall bear the transport and ac- individual cases (including collateral agreements, ceptance costs, unless otherwise agreed. supplements and amendments) shall in any case take 3.4 The statutory provisions shall apply to default in pay- precedence over these GTCP. Subject to proof of the ment. contrary, a written agreement or confirmation in text form by DLR shall be authoritative for the content of 4. DELIVERY, DEADLINES, DELAYED DELIVERY, CONTRAC- such agreements. TUAL PENALTY, ACCESS TO PREMISSES 1.6 All legally relevant declarations and notifications with 4.1 Each delivery must be accompanied by a delivery regard to the Purchase Order as well as all notifica- note stating the date, contents of the delivery and tions and express agreements required in these GTCP the DLR Purchase Order number. must be made in writing or in text form. Statutory 4.2 A delivery must be made to the place of destination formal requirements and further evidence, in specified in the Purchase Order and a service must be

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rendered at the place of destination specified in the sufficient protection against damage, soiling and Purchase Order. The respective destination is also the moisture for further transport and storage at DLR or place of fulfilment. The INCOTERMS 2020 shall apply third parties commissioned by DLR. All important in- in accordance with the specifications in the Purchase formation on the contents, storage and transport Order, unless otherwise agreed. must be clearly visible on the packaging. The Con- 4.3 Compliance with the delivery or execution dates and tractor is obliged to collect the packaging free of quantities specified in the Purchase Order are of the charge from the place of fulfilment. essence. Any delivery/performance ahead of agreed dates require DLR’s express consent. 6. ACCEPTANCE AND TRANSFER OF RISK 4.4 If the Contractor realizes that it will not be able to 6.1 The Contractor may demand acceptance only when meet a deadline, it must notify DLR immediately, the performance to be provided is ready for ac- stating the reasons and the next possible delivery or ceptance. The Contractor shall request DLR to accept execution date. Any claims DLR may have, in partic- the performances, however such request may not be ular but without limitation hereto, for late delivery issued prior to completion and agreed deadlines. remain unaffected. 6.2 Partial acceptances are excluded unless expressly 4.5 In case any agreed delivery or execution dates are not agreed. met, the Contractor shall be in default without fur- 6.3 The Contractor shall bear the risk for its contractual ther notice. If the Contractor is in default, it shall pay performance until formal acceptance of the perfor- to DLR a contractual penalty of 0.2 % of the invoice mance by DLR. In case of damage to or destruction amount for each working day, up to a maximum of of Contractor’s performance, in whole or in part, by 5%. DLR is entitled to claim such contractual penalty force majeure prior to DLR’s acceptance, , the claim even after acceptance of the delivery/service up to to the contractual remuneration shall lapse. the final payment, without the need to reserve such 6.4 Acceptance shall take effect when DLR has declared right upon acceptance. DLR reserves the right to acceptance in writing or in text form. The same shall prove that damages exceeding the amount paid as apply if DLR does not declare acceptance or refuses contractual penalty incurred. DLR shall also be enti- acceptance even though Contractor's performances tled to demand the contractual penalty in addition to have essentially been rendered in full, in accordance fulfilment and as a minimum amount of damages with the Contract and free of defects. A second re- owed by the Contractor due to statutory provisions. quest for acceptance may include a deadline, and ex- The Contractor is allowed to prove that no damage piry of this deadline shall be deemed the date of ac- or only significantly less damage has incurred. Fur- ceptance. ther statutory or contractual rights of DLR shall re- main unaffected. 7. TERMINATION 4.6 DLR sites are subject to security regulations, includ- 7.1 DLR may cancel the Purchase Order during the per- ing access restrictions. In particular, visitors/suppliers formance of works. In this case, the Contractor shall must identify themselves with a valid identity card or be reimbursed for expenses already incurred and passport and, in individual cases, register in advance necessary plus any follow-up costs, however any and accept verification of identity including security such reimbursement shall not exceed the agreed re- checks. It is the sole responsibility of the Contractor muneration. There is no entitlement to full remuner- to check on and comply with all security and access ation. The Contractor must keep any reimbursable requirements applicable at the respective place of amounts as low as possible. Contractor is not enti- fulfilment. Rejected deliveries/services due to non- tled to any compensation in case the termination is compliance with security regulations shall be at the due to Contractor’s fault. expense of the Contractor. 7.2 Notwithstanding the above provision, each party has the right to terminate the Contract in whole or in 5. HAZARDOUS SUBSTANCES, PACKAGING part at any time for good cause with immediate ef- 5.1 The Contractor undertakes to deliver hazardous sub- fect. Good cause shall include in particular but with- stances / hazardous products in compliance with all out limitation hereto relevant national and international regulations. Infor- a) the filing for insolvency proceedings with regard to mation on substances and mixtures must be en- Contractor’s assets and liabilities, the opening of the closed without being requested. DLR hereby ex- insolvency proceedings or the dismissal of the peti- pressly requires safety data sheets for all deliveries, tion for lack of assets; including deliveries for which such sheets are only to b) any budgetary decision affecting the public funding be submitted on request. of the Contract, in particular any withdrawal of the 5.2 The Contractor undertakes to use environmentally funding, budget freeze or cut of funding; friendly packaging. The packaging must offer

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c) any discontinuation of DLR’s need due to a decision recruitment and employment, responsibility for the by a DLR funding authority; environment and the prevention of corruption. Infor- d) any behaviour and any business practice of the Con- mation on the ILO and the UN Global Compact Initi- tractor that is likely to violate the ethical standards of ative is available at www.ilo.org and www.unglobal- DLR as contracting authority or applicable law on compact.org. ethical principles, as well as the discovery of behav- 9.2 At DLR's request, the Contractor shall provide evi- iour of the Contractor that would constitute a reason dence of compliance with the above obligations by for exclusion with regard to a public procurement obtaining and submitting suitable documents. If the procedure. Contractor or its employees, subcontractors, suppli- 7.3 Performances provided until the date the termination ers and agents violate these indispensable minimum takes effect shall be billable in accordance with § 8 social and ecological standards, DLR is entitled to set No. 3 VOL/B. The Contractor must prove that the the Contractor a reasonable time limit to cure the vi- costs submitted for invoicing incurred within the olation. If the Contractor fails to cure the violation scope of the fulfilment of the Contract and could within the cure period, DLR is entitled to terminate normally be expected by DLR. all contractual agreements with the Contractor and to terminate for cause any Purchase Orders already 8. EXPORT CONTROL AND CUSTOMS placed. 8.1 The Contractor undertakes to comply with all appli- cable national, European and US export control laws 10. INVOICE, TERMS OF PAYMENT AND ASSIGNMENT and regulations. The Contractor is obliged to provide 10.1 Payments shall be due after acceptance of the sub- all documents and information required for the de- ject matter of the Contract in accordance with the livery/performance of the contractual items in ac- provisions of these GTCP and within 30 days of re- cordance with customs regulations or other applica- ceipt of the accounting documents prepared and ble government regulations. In particular, the Con- transmitted in accordance with the following Sec- tractor shall inform DLR of any clearance require- tion, unless otherwise stated in the Purchase Order. ments for (re-)exports of the goods due to German, 10.2 DLR is subject to the Electronic Invoicing in Public European, US export and customs regulations as well Procurement Regulation (E-Rechnungsverordnung, as the export and customs regulations of the country ERechV). It is mandatory that Contractor's invoice of origin in its business documents. Changes of documents are transmitted only via the Invoicing Por- origin must be notified immediately and unsolicited. tal of the Federal Administration (Verwaltungsportal If necessary, the Contractor must provide evidence des Bundes, OZG-RE), using the Routing- ID and dis- of its information on the origin of the goods by playing the Purchase Order Number. All details are to means of data sheets confirmed by the responsible be taken from the Purchase Order. Authorisation to customs office. submit invoice documents by other means and in 8.2 At DLR's request, the Contractor is obliged to pro- other forms will only be granted in exceptional cases, vide DLR with all foreign trade data on its goods and defined in § 3 ERechV. It is Contractor's sole respon- their components and to notify DLR immediately (be- sibility to contact DLR's accounting department in fore delivery of the goods concerned) of any changes good time. to these data. 10.3 All payments shall be made subject to invoice verifi- cation and shall not constitute any acknowledge- 9. LABOUR STANDARDS, ENVIRONMENT, HUMAN RIGHTS ment that the deliveries/services are free of defects, 9.1 The Contractor is obliged to comply with the relevant timely or complete. DLR shall be entitled to assert statutory regulations on the treatment of employees, rights of set-off or retention to the extent provided environmental protection and occupational safety for by law. DLR shall be entitled to withhold pay- and to work to minimise adverse effects of its activi- ments in whole or in part until any defects have been ties on people and the environment. In particular, the remedied or other counterclaims arising from the en- Contractor shall comply with the core labour stand- tire business relationship have been fulfilled. ards of the International Labour Organization (ILO), 10.4 The Contractor is not authorised to assign rights or the principles of the UN Global Compact Initiative obligations arising out of a contract with DLR with- and the provisions of the Act on Corporate Due Dili- out the prior consent of DLR, at least in text form. gence Obligations in Supply Chains (Lieferketten- sorgfaltspflichtengesetz, LkSG). These essentially 11. LIABILITY FOR DEFECTS concern the protection of human rights, the right to 11.1 The statutory provisions shall apply, unless otherwise collective bargaining, the abolition of forced labour specified hereinafter, as to DLR's rights in the event and child labour, the elimination of discrimination in of defects in material and defects of title, including

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wrong and short deliveries as well as incomplete or c) results from culpable injury to life, body or health. inaccurate assembly, operating or other instructions 11.9 The above limitations of liability shall not apply to and in case of any other breach of duty by the Con- culpable infringement by the Contractor of intellec- tractor. tual property rights or other rights of third parties in 11.2 The Contractor warrants that contractual items com- connection with the delivery/service or its utilisation. ply with the latest recognised rules of technology 11.10 Liability for loss of profit or loss of savings is ex- and all relevant standards and regulations and are cluded. suitable for the specific purposes identified by DLR 11.11 If subsequent fulfilment is impossible for the Con- and for typical use, unless otherwise agreed. tractor or if the Contractor does not immediately 11.3 The Contractor shall carry out an adequate quality comply with the request for subsequent fulfilment, inspection. He must ensure by means of suitable test- DLR shall be entitled within the framework of the ing measures that the contractual items are fit for the statutory provisions to withdraw from the Contract agreed purpose. without setting a further warning, or to reduce the 11.4 With regard to Contractor's comprehensive quality price. In this case and in other cases deemed urgent assurance obligations, DLR's inspection and com- by DLR and notified to the Contractor, DLR shall also plaint obligations shall be limited to the following: be entitled to remedy the defect itself at Contractor's The inspection obligation shall be limited to defects expense or to have it remedied by a third party or to that are obvious during the inspection in the ordinary obtain cover elsewhere. In addition, DLR shall be en- course of business or that are recognisable during titled to damages and reimbursement of expenses in the quality control in a test or sampling procedure. If accordance with statutory provisions. the formal acceptance has been agreed, there is no separate obligation to inspect. For defects that are 12. CONFIDENTIALITY OBLIGATIONS not recognisable, including defects that are only rec- 12.1 Subject to the restriction in the following Section, ognizable upon further use, any statutory obligations "Confidential Information" for the purposes of these to give notice of defects are hereby waived. Notwith- GTCP shall mean all information marked as "Confi- standing any duty for DLR to inspect, a complaint dential" that one party receives or has received from shall be deemed made without delay and in good the other party in connection with a Purchase Order time if despatched within 12 calendar days after dis- and/or the related award procedure. Information covery or, in the case of obvious defects, after deliv- that, due to their nature, is not suitable to be marked ery. In this respect, the Contractor waives the de- as confidential must be declared as "Confidential" fense of late notification of defects. when disclosed and summarized in text form, 11.5 All expenses necessary for the purpose of examina- marked as "Confidential" and transmitted to the re- tion and subsequent fulfilment shall be borne by the ceiving party within a period of 30 (thirty) days after Contractor, even if it turns out that there was in fact such disclosure. The parties agree that such infor- no defect. DLR's obligation to pay damages in the mation is already covered by the protection of these event of any unjustified request to remedy defects confidentiality provisions during the aforementioned shall remain unaffected; however, DLR shall only be 30-day period. liable in this respect if DLR recognised or was grossly 12.2 Any marking or declaring of the subject matter of negligent in failing to recognise that there was no Contract as "Confidential" is not permitted and defect. does, under no circumstances, constitute any confi- 11.6 DLR's notification of a defect shall be deemed a re- dentiality obligations for DLR. The use of the subject quest for immediate subsequent fulfilment. DLR shall matter of Contract may not be restricted. DLR must have the right to choose the type of subsequent ful- be able to fulfil its obligations, in particular but with- filment to be provided by the Contractor. out limitation hereto, obligations as to publication, 11.7 The Contractor shall reimburse DLR for any and all exploitation and information obligations as well as damage to the subject matter of the Contract caused other obligations due to budgetary, funding and/or by the non-conforming or defective delivery/service. state aid regulations. No restrictions may be imposed 11.8 Contractor shall be liable for any other damage if in this respect. such damage 12.3 The party receiving Confidential Information ("Recip- a) is caused by intentional misconduct or gross negli- ient") must treat the Confidential Information with gence on the part of Contractor itself, its legal rep- the same degree of care as its own sensitive infor- resentatives or its vicarious agents; mation and may use the Confidential Information b) is due to defects that the Contractor has fraudulently solely to fulfil the Purchase Order. It may not disclose concealed or has guaranteed to be absent and/or for the Confidential Information to third parties. Ex- guarantees given; empted therefrom are persons who need to know

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the Confidential Information for the execution of the fact that the stated origin or conformity (e.g. as a Purchase Order and participants to DLR’s projects, result of incorrect certification or missing evidence) is provided the aforementioned persons are bound by incorrect, is not recognised or is subsequently with- adequate confidential obligations. The aforemen- drawn. tioned requirements do not apply to DLR with regard 13.5 Unless otherwise agreed, the Contractor shall take to DLR’s funding authority, their external bodies and out sufficient public liability and product liability in- agents. surance, including coverage of recall risk, to cover its 12.4 The confidentiality obligations do not apply to infor- obligations arising out of the supply relationship with mation that DLR and shall maintain such insurance cover at its a) are known or generally accessible to the public at the own expense on an ongoing basis. Upon request, time of their disclosure or subsequently become DLR shall be provided with evidence of such insur- known or generally accessible to the public without ance cover in the form of a corresponding confirma- the involvement or fault of the Recipient; tion from the insurer. b) were independently developed by employees of the 13.6 Liability for accidents that occur to the Contractor or Recipient who did not have access to the "Confiden- its vicarious agents and/or assistants on DLR premises tial Information"; is excluded unless caused by wilful or grossly negli- c) after transmission have been made legally available gent breach of duty by DLR's legal representatives or to the Recipient by a third party without restriction vicarious agents. The Contractor shall only be liable with regard to confidentiality or use; for damage caused by the Contractor's work on DLR d) must be disclosed in fulfilment of a legal obligation premises to the extent that the Contractor is at fault. and/or in the context of legal or official proceedings to which the Recipient is subject. 14. INTELLECTUAL PROPERTY, RIGHTS OF USE The party invoking one of the above exceptions 14.1 The Contractor shall ensure that no patents, utility shall bear the burden of proof that the conditions models, copyrights or other intellectual property are met. rights ("Intellectual Property Rights") of third parties 12.5 The parties undertake to treat Confidential Infor- are infringed through the delivery/service and/or the mation confidentially for 5 years after final payment use and exploitation of the subject matter of the by the funding authority to DLR in the relevant pro- Contract. The Contractor shall indemnify DLR and its ject. customers against any and all claims arising out of the use of such Intellectual Property Rights. This shall 13. LIABILITY, INDEMNIFICATION, RIGHT OF RECOURSE, INSUR- not apply if the subject matter of Contract is based ANCE COVERAGE on drawings, models or other equivalent descriptions 13.1 Unless otherwise agreed in these GTCP, the Contrac- or information provided or transmitted by DLR. tor shall be liable for damages in accordance with the 14.2 All work results, with the exception of inventions and statutory provisions. The Contractor shall be liable with the exception of results protected by copyright for its representatives, vicarious agents, suppliers or shall be transferred to DLR upon full payment of the subcontractors to the same extent as for its own be- agreed remuneration. haviour. 14.3 If the work results are protected by copyright, DLR 13.2 The Contractor shall indemnify and hold harmless shall be entitled to the exclusive, transferable, tem- DLR upon first demand against any and all claims, porally and geographically unlimited right to use including claims arising from defects, consequential them in unaltered or altered form in all types of uti- or incidental damages, from infringement of intellec- lisation (in particular to reproduce them, have them tual property rights and copyrights or other rights of reproduced and process them) and to grant third third parties as well as claims under product liability parties rights of use for all types of utilisation. law, that third parties assert against DLR and that are 14.4 The Contractor shall without undue delay inform based on the subject matter of the Contract or Con- DLR in writing of any inventions that are made by its tractor’s behavior. employees and other persons involved during the 13.3 In the case of warranty claims or claims in tort, how- performance to be provided under the Contract. DLR ever, the right to indemnification shall only apply if may then select at its sole discretion whether DLR the Contractor is responsible for the defect or is at wishes a transfer of the rights in the reported inven- fault, and in the case of warranty claims if the statu- tion. Declaration of DLR’s decision to claim such tory limitation period has not yet expired. transfer must be given to the Contractor in writing 13.4 If the Contractor provides information on the origin within 6 months of receipt of Contractor’s notifica- or conformity of the contractual items, he is obliged tion about the invention. The Contractor must en- to compensate DLR for any damage caused by the sure to be legally able to transfer the rights to the

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invention, in particular, the Contractor must ensure c) If the Contractor detects malware at DLR, it shall to claim or obtain assignments to the invention in inform DLR immediately. The same obligations ap- due time. If the invention is transferred to DLR, DLR ply to any form of electronic communication that is shall decide on the type and scope of a filling for in- checked for malware in accordance with current tellectual property protection and shall bear the costs standards. The Contractor declares that the exami- for such application, maintenance and defence. In nation of the software has not revealed any evi- case DLR does not declare a decision or declares its dence of viruses, Trojans, spyware or similar. decision against a transfer within the aforemen- d) The Contractor is obliged to inform DLR immedi- tioned period, the Contractor is free to dispose of the ately if risks or additional expenses may arise from invention at its discretion. the defined specifications or prescribed standards, 14.5 DLR shall be entitled to claim any rights in inventions from the software tools used or their interaction made jointly by employees of both parties within the with DLR's existing IT landscape, or if the Contrac- scope of the performance under the Contract. The tor becomes aware of such risks or additional ex- above Section shall apply accordingly. penses. 14.6 In case and insofar as Contractor's Intellectual Prop- e) The Contractor is obliged to inform DLR of any re- erty Rights are incorporated into the subject matter strictions regarding the usability, modifiability or re- of the Contract and are required for its use, the Con- distribution of delivered software arising from the tractor shall grant DLR a non-exclusive, irrevocable, applicable licence conditions of third parties. This royalty-free, sub-licensable and transferable licence, applies in particular in the case of software or soft- unlimited in terms of time and place, to use, process ware components that are subject to an open or reproduce the subject matter of the Contract itself source licence or a comparable licence model. or through third parties. This licence also extends to 15.2 Performance; fulfilment; transfer of risk software belonging to the subject matter of the Con- a) The Contractor warrants that the software supplied tract, including the associated documentation. Soft- complies with the recognised technical and quality ware belonging to the subject matter of the Contract standards at the time the Contract is concluded. is transferable without restrictions. Multiple use The software shall be provided in compliance with without additional remuneration is expressly permit- the Standards for the Proper Data Processing ted. (Grundsätze für die ordnungsgemäße Daten- 14.7 If DLR's Intellectual Property Rights are affected by verarbeitung, GoDV) and relevant quality stand- the Purchase Order, the Contractor warrants to use ards. Deliveries/services must be comprehensively such exclusively within the scope and for the purpose checked and tested prior to provision. of fulfilling the Purchase Order and exclusively at the b) The Contractor shall provide complete (system and approved production site. The Contractor shall be user) documentation in German or English. granted a simple, non-exclusive right of use for the c) The Purchase Order shall not be deemed to have duration of the performance of the service. been fulfilled until functional tests carried out on 14.8 DLR, third parties authorized by DLR as well as DLR’s the software have been successfully completed af- funding authority have the right to publish and use ter receipt at the place of fulfilment. otherwise in any form, in full or abbreviated, work d) Upon successful completion of the functional tests, results and non-sensitive information related to the ownership and risk are transferred to DLR upon ac- Contract quisition of the software. 15.3 Rights of use 15. SPECIAL PROVISIONS FOR SOFTWARE a) DLR has the non-exclusive, transferable, sub-licens- 15.1 Malware; testing obligations; information obligati- able, locally and temporally unlimited right to use ons the software, including its documentation, in any a) The Contractor undertakes to check for malware system environment, unless otherwise agreed. (e.g. Trojans, viruses, spyware, etc.) all software and b) The above right of use also includes the rights all data carriers used by the Contractor for the pro- within the scope of the contractually agreed use as vision of the performance and all electronically (e.g. follows: e-mail, data transfer) transmitted deliveries/services - to make the software available within DLR prior to delivery/provision/use to ensure freedom within the framework of Application Service from malware. In doing so, Contractor shall use Providing (or comparable forms of utilisation); state-of-the-art testing and analysis procedures. - the provision of a software distribution pro- b) If malware is detected, the data carrier must not be gramme for the automation of installation and used or the data transfer must not be completed uninstallation processes. and finalised.

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This does not affect the right to make a copy of the 20.2 The contractual relationship between DLR and the software for backup purposes. The copies of the Contractor, including all past and future legal rela- tionships, shall be governed exclusively by German standard software used for proper data backup are law, excluding the conflict of laws provisions and the part of the intended use. provisions of the United Nations Convention on Con- tracts for the International Sale of Goods (CISG). 16. OFFSETTING, RIGHT OF RETENTION 20.3 Jurisdiction and venue for all legal disputes arising 16.1 The Contractor may offset claims against DLR’s directly or indirectly from contractual relationships claims only to the extent that such claims of Contrac- based on these Terms and Conditions of Purchase tor are established as final and absolute or are undis- shall be Cologne/Germany. However, DLR shall also be entitled to bring an action at the Contractor's reg- puted. The Contractor may only assert a right to re- istered office, its branch office or at the court of the fuse performance or a right of retention if the rele- place of fulfilment. vant counterclaim is undisputed or is established as final and absolute. 16.2 In the event of defective performance, DLR shall be entitled to withhold payment pro rata until proper fulfilment.

17. TRANSFER OF RISK, TRANSFER OF TITLE 17.1 The risk of accidental loss and accidental deteriora- tion of the item upon delivery of goods shall pass to DLR upon acceptance of the goods at the specified place of delivery. This shall also apply if DLR has as- sumed the costs of despatch in individual cases or if delivery is "ex works". 17.2 Contractual items shall become the property of DLR immediately after delivery. Any retention of title by the Contractor shall only be effective if expressly agreed or confirmed by DLR in text form.

18. FORCE MAJEURE Force majeure, in particular labour disputes, opera- tional disruptions for which DLR is not responsible, pandemics, unrest, official measures and other un- foreseeable and unavoidable events shall entitle DLR

• without prejudice to other rights - to withdraw from the Contract in whole or in part if the disrup- tion lasts longer than three months and results in a significant reduction or elimination of DLR's require- ments.

19. COMPLIANCE The Contractor assures to comply with all laws and regulations concerning him and the business rela- tionship with DLR, not to commit any acts and to re- frain from acts that could lead to criminal liability, in particular due to fraud or embezzlement, insolvency offences, offences against competition, granting of advantages or bribery of persons employed by DLR or other third parties. The DLR compliance regula- tions must be observed.

20. PLACE OF FULFILMENT, GOVERNING LAW, VENUE 20.1 The place of fulfilment shall be the place to which delivery is to be made or where the service is to be rendered in accordance with the Purchase Order, un- less otherwise specified, the registered office of DLR in Cologne.

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2024-03-07 GTCP