General Terms of Business
The General Terms of Business in respect of money market- and capital market business conducted by the Federal Republic of Germany and its special assets Version July 2006
(The German version prevails)
These present General Terms of Business are to be applicable to all money market- and capital market business conducted by the Bundesrepublik Deutschland - Finanzagentur GmbH (hereinafter referred to as the ‘Finanzagentur’), in the name- and on behalf of the Federal Republic of Germany or its special assets (hereinafter referred to as the ‘Federal Republic of Germany’).
These present General Terms of Business are also to be applicable to all future legal business contracts between the contractual parties.
All other Terms of Business will not be deemed to possess any contractual application, even when such have not been directly and expressly contradicted on the part of the Federal Republic of Germany as represented by the Finanzagentur.
All changes in these present General Terms of Business will be notified in writing to all business parties; and
Such shall be deemed as accepted unless a business party submits an objection thereto in writing. The Finanzagentur will draw specific attention to such consequential right when a notification is issued. Business parties will then be required to render their objections to the Finanzagentur within six weeks after notification of the said changes.
3 Representative Relationship
The Finanzagentur acts solely and exclusively in the name- and for the account of the Federal Republic of Germany in all money market- and capital market business conducted.
Only the Federal Republic of Germany itself obtains any entitlement under such business and is thus thereby legally bound.
4 Business Secrecy
The Federal Republic of Germany and the Finanzagentur will maintain secrecy concerning all facts and evaluations, of which they may become aware in dealings with parties to a business transaction (business secrecy). Such duty to maintain secrecy is however not binding between the competent departments for supervision and regulation of the debt management of the Federal Republic of Germany and the Finanzagentur.
Circumstances covered by such a principle of business secrecy, may only be revealed to third parties when stipulated under statutory requirements or when the party to a business transaction is in agreement therewith. Such shall however not apply to subject matter, which has been made known to the public by the press, radio- or television broadcasting, or through other media, without the influence of the Federal Republic of Germany or the Finanzagentur.
In the fulfilment of the legal obligations entered into on its behalf by the Finanzagentur, the Federal Republic of Germany is to be legally liable for all defaults of the Finanzagentur and its employees as well as the default of third parties, which the Finanzagentur may use for the fulfilment of its legal obligations.
Should any statutory- or similar legal obligation arise under any legal business transaction between the Finanzagentur and a party to a business transaction, the Finanzagentur is to become legally liable towards the parties to business transactions for death, bodily injury or encroachment upon health, to an unlimited extent. Otherwise, the Finanzagentur is only to become legally liable towards parties to business transactions for premeditated- or grossly negligent defaults. No evidenced legal liability under this present phrase 2 is to include indirect material loss or damage or consequential loss of profits. The Finanzagentur is not to be legally liable for loss or damage occasioned by force majeure, insurrection, war and natural phenomena or for any other occurrences for which it is not responsible (for example: strikes, lockouts, road-, rail- and air traffic disturbances, injunctions from higher instances at home and abroad).
6 Governing law and place of jurisdiction
These Terms of Business and the relationship between the parties shall be governed and interpreted in accordance with German Law.
The place of jurisdiction is Frankfurt am Main for all disputes arising from the contractual relationships hereunder in so far as the contractual party is a registered trader, a public law legal person or special assets regulated under the public law. Such acceptance of the place of jurisdiction also applies to customers, which exercise a similar business activity abroad, as well as for foreign institutions, which are comparable with inland public law legal persons or with inland special fund assets regulated under the public law.
7 Business Partner's duties to cooperate
In order to ensure a proper processing of business activities, it is requisite that all business parties of the Finanzagentur immediately notify the Finanzagentur of all changes in their names and postal addresses as well as the expiry of- or any change in a power of representation donated to the Finanzagentur (in particular any power of attorney).
This duty to collaborate shall also arise when the power of representation is entered into a public register (i.e. a commercial register) and the removal or the change therein is then registered in such register.