1. Definitions

1.1. Contractor: Normec Abiolab, whose registered office is located at 60, allée Saint-Exupéry, 38330 Montbonnot Saint-Martin, registered with the Grenoble Trade and Companies Register under number 802 775 361, or any other company within Normec Abiolab offering services to the Contractor (in particular its secondary establishments: Normec Abiolab-Aqualam, Normec Abiolab-Ile-de-France, Normec Abiolab-Laease, Normec Abiolab AdGène, Normec Abiolab LAE-PBE, Normec Abiolab Labhya, Normec Abiolab AQS, Normec Abiolab Qualhygiene, Alpreco, Avimar).

1.2. Client: any natural or legal person acting for the purposes of their professional activity, and on whose instructions the Contractor performs Services and/or with whom a Contract has been concluded.

1.3. Contract: the contractual documentation concluded between the Contractor and the Client on the order placed by the Client and accepted by the Contractor or the Contractor's offer accepted by the Client; relating in particular to the terms and conditions and the Services to be provided by the Contractor; and governed by all of these general terms and conditions, any special conditions and any applicable annexes between the Contractor and the Client.

1.4. Service(s): all services offered by the Contractor (including sampling, analysis, auditing, training, consulting, etc.). The service is defined with the Client in the Contract.

2. Scope

2.1. These general terms and conditions apply to all orders and Contracts formalizing orders, in particular, placed by the Client and accepted by the Contractor, including orders placed by email, on the Internet portal, by telephone, or by sending a sample indicating the Client's contact details.

2.2. Deviations from these general terms and conditions are only valid if they are expressly agreed in writing or by email between the Customer and the Contractor.

2.3. The Contractor and the Customer explicitly reject the application of the general terms and conditions (of purchase) used by the Customer.

2.4. If one or more provisions of these general terms and conditions are invalid or void, the other provisions of these general terms and conditions shall remain fully applicable.

2.5. These general terms and conditions replace all previous offers and agreements, whether verbal or written, between the Contractor and the Customer.

3. Offers and quotations

3.1. The offer and all quotations issued by the Contractor are entirely non-binding. The Contractor reserves the right to refuse assignments (or parts thereof).

3.2. If the Customer's acceptance deviates (even on minor points) from the Contractor's offer, the latter is not bound by it. The Contract shall then not be concluded despite this acceptance.

3.3. Obvious errors or mistakes in the Contractor's offers, Contracts or electronic messages cannot be interpreted as reflecting the Contractor's intention and are not binding on the Contractor.

3.4. Offers, prices and rates do not automatically apply to future assignments or agreements between the Client and the Contractor.

3.5. Verbal agreements shall only be binding on the Contractor after and to the extent that they have been confirmed in writing by the Contractor.

3.6. The prices stated in a quotation or offer are based on the performance of the Contract in France during normal working hours from 9:00 a.m. to 6:00 p.m. on working days from Monday to Friday, unless otherwise specified. See Article 8 for any applicable surcharges.

4. Conclusion of the contract

The Contract is concluded when (i) the Customer has signed the contractual documentation and returned it to the Contractor, (ii) an order is accepted in writing by the Contractor, or (iii) the Contractor proceeds with the performance of an order which it is therefore deemed to have accepted.

5. Performance of the contract

5.1. The Contractor's obligations in relation to the Services provided for in the Contract are obligations of means and not obligations to achieve a specific result.

5.2. The Contractor shall determine at its discretion the working method, process, and equipment to be used for the performance of the agreed Services. If the Contractor follows explicit requests or instructions from the Client, the Client shall assume responsibility for this. Except in the case of fraud or gross negligence on the part of the Contractor, the Client shall indemnify the Contractor against all consequences arising therefrom.

5.3. The Services and analyses performed by the Contractor shall be carried out in accordance with the methods and standards in force, in compliance with the standard deadlines for the analysis of samples (except in exceptional circumstances). If the standard deadlines for analysis cannot be met (exceptional circumstances), the samples taken and analyses carried out cannot be returned with Cofrac accreditation (scope available at www.cofrac.fr).

5.4. The declaration of conformity is drawn up in accordance with the regulatory texts in force, and the source will be cited in the report. Declarations of conformity do not take measurement uncertainty into account. The list of regulatory texts used by the Contractor for its declarations of conformity is available on request at the following address: contact.abiolab@normecgroup.com.

5.5. For the performance of the Contract, the Contractor is free to assign an employee of its choice and to change employees. The Contractor is also authorised to engage third parties for the performance of the Contract.

5.6. If the Contractor cooperates with a third party designated by the Client in the performance of the Contract, the Contractor cannot be held liable for the actions and/or omissions of that third party.

5.7. All reports, certificates, etc. produced for the purposes of the Contract by or on the instructions of the Contractor shall remain the property of the Contractor until the Client has fulfilled all its financial obligations to the Contractor.

5.8. In accordance with the regulations in force, the analysis reports shall indicate the method used for the analysis of each sample. Measurement uncertainties of analytical parameters shall not be reported in test reports. They may be provided upon written request by the Client.

5.9. Reports prepared by the Contractor may only be used for the purposes specifically stated in the report in question. The Contractor shall not be liable for the content of its reports if they are used for purposes other than those for which the report was prepared. Any publication of the analysis results shall always be the sole responsibility of the Customer, who shall indemnify the Contractor against all consequences and/or claims from third parties acting on the basis of or relying on the analysis results communicated. The report is indivisible and may not be used in part or in whole. It relates solely to the sample analysed. Except in the event of fraud or gross negligence on its part, the Contractor cannot be held liable if the sampling plan and/or the scope of the analysis prove to be inadequate or insufficient.

5.10. The Contractor's Clients are not authorised to use the accreditation mark (except for the complete reproduction of the reports).

5.11. The Contractor may provide the Client with a certificate stating that the Contractor is performing Services on behalf of the Client (stickers, written certificate, etc.), in accordance with the conditions set out in the specifications. However, these documents do not constitute a guarantee to third parties that the Client complies with the legal requirements incumbent upon it and cannot, in any way, engage the Contractor's liability.

6. Effect – Term – Renewal of the contract

6.1. The Contract shall take effect on the date of its signature by the Parties. Unless otherwise agreed between the Parties, the Contract shall be concluded for a term of one (1) year from its effective date and shall be renewed each year by tacit agreement.

7. Obligations of the Customer

7.1. The Customer shall provide, at its own expense and risk, a place of work where the Contractor can perform the Contract, which meets the requirements set by applicable law. This workplace must be equipped with the facilities customary in France or at the place of performance of the Contract, including electricity, heating, lighting, and water.

7.2. The Customer shall ensure that the Contractor has timely access to the sites and/or buildings necessary for the performance of the Services.

7.3. If the Contractor performs Services on the Client's premises, the Client shall enable the Contractor to perform the Services under conditions that meet legal (safety) requirements and the Client shall provide the Contractor with personal protective equipment to the extent necessary for the safe performance of the agreed Services.

7.4. The Client shall inform the Contractor of any danger that may arise during the performance of the Contract.

7.5. If necessary, the Contractor may request the Client's assistance for organisational purposes.

7.6. The Client shall provide the Contractor with all information necessary for the performance of the Contract and shall provide the Contractor with all necessary assistance. The Client shall also ensure that all information that the Contractor indicates as necessary or that the Client should reasonably understand as necessary for the performance of the Contract is provided to the Contractor in a timely manner. If the information necessary for the performance of the Contract has not been provided in good time, the Contractor shall be entitled to suspend performance of the Contract and/or to charge the Client for any additional costs resulting from the delay.

7.7. The Client guarantees the accuracy, completeness, up-to-date nature, and reliability of the information provided to the Contractor for the purposes of the Services, even if this information comes from third parties. If, at any time, the data is not or no longer correct, complete, up-to-date, and/or reliable, the Client shall immediately take all measures to remedy this and inform the Contractor as soon as possible.

7.8. If the Contract covers the examination of samples provided by the Customer, the Customer shall be responsible for selecting the samples, ensuring that they are representative, indicating the codes, brands and names of the products, and supplying the samples to be examined to the Contractor. The Customer guarantees to the Contractor that it provides samples that are free of any risk to the Contractor, its employees and, more generally, to any person who may handle them for the purposes of the Contract. The samples must be in such a condition that the preparation of reports or analyses is possible without any problems. The Contractor shall be entitled to carry out a preliminary investigation into the condition of the samples or materials before processing the samples or preparing a report. The costs of this preliminary investigation shall be borne by the Customer if it appears that the samples or materials are not in a condition that allows a report to be drawn up. If the preliminary investigation shows thatanalysis is not possible or is only possible under less favorable conditions than those initially provided for in the Contract—for example, impurities in the materials, mixing, degradation of the material—the Contractor shall be entitled to cancel the order or suspend its execution, with the costs incurred by the Contractor up to that point being borne by the Customer.

7.9. Unless otherwise agreed, all samples shall become the property of the Contractor upon delivery to its premises. The Contractor may remove or destroy the samples immediately after carrying out the analysis, unless otherwise expressly instructed by the Customer.

7.10. The Customer shall inform the Contractor without delay of all facts and circumstances that may be relevant to the performance of the Contract.

7.11. The Client must in all cases verify the results, interpretations, evaluations, and conclusions provided by the Contractor if it wishes to rely on them for important matters, and it does so at its own risk, as the Contractor cannot guarantee their absolute accuracy.

7.12. The Client indemnifies the Contractor against any claims from third parties, such as third parties engaged by the Contractor, who suffer damage that is attributable to the Client in connection with the performance of the Contract.

7.13. In the event that the Client fails to fulfill its obligations to the Contractor, or does so late or incompletely, or acts unlawfully towards the Contractor, the Contractor shall be entitled to charge the Client for the resulting costs and expenses, and the Contractor shall be entitled to suspend its Services.

8. Rates and costs

8.1. Upon conclusion of the Contract, the rates payable by the Client shall be determined or determinable; this may be on the basis of a price determined in advance or on the basis of a subsequent calculation determined by the parties to the Contract.

8.2. In accordance with the contractual balance between the parties to the Contract, the price of the Contract may be revised annually on the anniversary date of the Contract, based on an index or factors determined by Abiolab and provided for at the conclusion of the Contract.

8.3. In the event of exceptional circumstances having a significant impact on prices, the Contractor may request a review of the economic terms of the Contract, which shall be renegotiated with the Customer.

8.4. In addition to the rates referred to in Article 7.1, the Customer shall be liable for additional costs such as, but not limited to, shipping and copying costs, costs incurred by third parties, reasonably incurred in the performance of the Contract, and travel expenses incurred by the Contractor in the performance of the Contract.

8.5. Third-party expenses incurred by the Contractor in connection with the performance of the Contract shall be invoiced separately.

8.6. All rates are exclusive of value-added tax (VAT) or other government levies, unless otherwise agreed.

8.7. Waiting times and delays caused by unforeseen circumstances or by the Customer's failure to fulfill its obligations, if they result in additional costs, will be charged to the Customer.

8.8. The following provisions apply to courses provided by the Contractor:

8.8.1. Course fees are payable in advance. In the event of late payment, the Contractor is entitled to terminate the Contract and to charge the costs and expenses incurred;

8.8.2. Course prices are based on factors determining the price at the time of conclusion of the Contract, such as material costs and wages. In the event of exceptional circumstances that have a significant impact on prices, the Contractor may request a review of the economic conditions relating to the course, which shall be renegotiated with the Client. If the requested adjustment to the course price is 10% or more within three months of the conclusion of the Contract, the person enrolled/participating in the course shall be entitled to cancel the course.

9. Surcharges

9.1. If the work performed on secondment at the Client's premises is carried out outside the working hours referred to in Article 3.6, the following allowances shall apply:

9.1.1. Monday to Friday, outside the working hours referred to in Article 3.6: thirty-five (35)%.

9.1.2. Saturday: fifty (50)%.

9.1.3. Sunday and public holidays: one hundred (100)%.

9.2. If the Contractor is called upon urgently and not planned in advance, for example in the event of a disaster or urgent collection/sampling, urgent analysis, a surcharge determined in the Contract or determinable in advance may be applied. The Client shall be informed of this in advance.

10. Completion date

If a completion date is agreed upon between the Contractor and the Client, the Contractor shall endeavour to meet it. However, unless specifically agreed with the Client, completion dates are not binding on the Contractor. Exceeding a completion date shall not give rise to any liability on the part of the Contractor, nor to any claim for damages by the Client, nor to the suspension of the Client's obligations towards the Contractor.

11. Invoicing and payment

11.1. The Client shall pay invoices received from the Contractor within thirty (30) days of the invoice date, unless otherwise agreed.

11.2. Disputes regarding the amount of invoices shall not suspend the Client's payment obligations.

11.3. Payment shall be made by the Client without discount or reduction.

11.4. The Contractor shall always be entitled to require the Customer to pay a deposit on the Services that will be invoiced at a later date, or to provide a guarantee of payment in another manner.

11.5. In the event of exceeding the agreed payment deadline, invoices sent to the Customer shall automatically bear interest at a rate equal to three times the legal rate in force, per month (periods of less than one month being considered as full months) and shall result in the invoicing of a fixed compensation for recovery costs in the amount of forty (40) euros in accordance with the French provisions ofpublic policy provisions of the French Commercial Code (Articles L. 441-6 and D. 441-5 of the Commercial Code), without prejudice to any additional compensation in the event that the collection costs exceed this amount (upon presentation of supporting documents). In addition, all actual collection costs (both judicial and extrajudicial) shall be borne by the Customer.

11.6. Any payment made by the Customer shall first be applied to the costs and interest due, then to the oldest invoices due. Unconditional payment of an invoiced amount (or part thereof) shall be deemed acceptance of the invoice and the orders executed.

11.7. The Contractor shall be entitled to suspend its obligations under the Contract until all outstanding invoices have been paid by the Customer.

12. Termination and cancellation

12.1. A fixed-term contract may not be terminated before its expiry date. Unless otherwise agreed by the Contractor and the Client, if the Client nevertheless terminates the Contract before its expiry date, they shall be required to pay the Contractor the remuneration based on the total duration of the Contract, as well as any costs already incurred in this regard.

12.2. An indefinite contract may be terminated in writing or by e-mail with at least three months' notice.

12.3. The Contractor shall be entitled, without formal notice, judicial intervention or obligation to pay damages, either to suspend the performance of the Contract until further notice or to terminate it in whole or in part, in the event that:

12.3.1. the Client fails to fulfil any of its obligations under the Contract correctly or on time;

12.3.2. there is reasonable doubt as to the Client's ability to fulfil its obligations under the Contract;

12.3.3. bankruptcy, judicial or amicable dissolution, cessation of payments, liquidation or total or partial transfer of the Customer's business or any other event indicating a possible deterioration in the Customer's solvency.

12.4. In addition, the Contractor is entitled to terminate the Contract if circumstances are such that the performance of the Contract is impossible or can no longer be demanded under reasonable and fair standards and conditions, or if other circumstances are such that the Contract can no longer reasonably be expected to remain unchanged.

12.5. The following provisions apply to courses provided by the Contractor:

12.5.1. If a participant is unable to attend, a colleague may replace them;

12.5.2. Cancellation is possible in writing or by email up to two weeks before the start of the course and subject to payment of one hundred (100) euros in administrative fees (or fifty (50) euros if the course is postponed to a later date). In the event of cancellation or postponement within two weeks prior to the start of the course, the full amount of the course fee is due;

12.5.3. The Contractor reserves the right to postpone the course date if the number of participants is too low.

12.6. In the event of termination of the Contract, the Contractor's claims against the Client shall become immediately due and payable. If the Contractor suspends the performance of its obligations, it shall retain its rights under the law and the Contract.

12.7. The Contractor shall always retain the right to claim damages.

13. Additional work

13.1. If additional requests or instructions from the Client make the Contractor's work more expensive or more extensive, the tasks concerned shall be considered “Additional Work.” Requests for Additional Work shall be formalized in writing between the Contractor and the Client, for example by email. The Client shall be liable to the Contractor for the costs incurred by such Additional Work. The Contractor shall invoice these costs to the Client.

13.2. The Contractor shall not be obliged to perform Additional Work.

13.3. The Client accepts that an extension or modification of the Contract may result in an extension of the delivery/completion date.

14. Complaints

14.1. Complaints about the work performed must be reported to the Contractor in writing or by email within fourteen (14) working days (unless another mandatory period is set by law) following the performance of the work to which the complaint relates, failing which the Client will no longer be able to make any complaints about the work performed. In this context, if the Contractor provides advice, the Customer is responsible for ensuring the content of such advice.

14.2. A complaint does not suspend the Customer's payment obligation.

15. Liability and limitation period

15.1. Except in cases of intent or gross negligence on its part, the Contractor shall only be liable for non-performance of the Contract if, despite written notice (including a reasonable period of time for performance), the Contractor fails to act or fails to act in a timely manner as may be expected of a reasonably competent contractor. The Contractor shall be liable in the same way towards third parties whom it has engaged for the performance of the Contract.

15.2. Where transport is carried out by the Customer, the Contractor shall not be liable for any damage caused to the samples during transport or at a Customer's establishment or site where the Services are provided by the Contractor.

15.3. When transport is carried out by the Customer, the results of the report shall apply to the sample as received by the Contractor. The Customer shall at all times be responsible for the safety, packaging and insurance of the sample from the moment of dispatch until delivery to the Contractor's laboratories.

15.4. The Contractor shall handle and store the samples in accordance with applicable standards of care. Except in the case of fraud or gross negligence on the part of the Contractor, the Client may not claim damages for loss or destruction of the samples, even after receipt at its laboratories.

15.5. When transport is carried out by the Contractor, the transport and storage of samples shall be carried out under controlled cold conditions (three (3)°C +/- two (2)°C for perishable food samples, five (5)°C +/- three (3)°C for water samples, sludge, or ambient temperature for legionella). The acceptance criteria for products upon receipt are:

• temperature (stable food samples: room temperature, unstable or frozen food samples in the thawing phase: three (3)°C +/- two (2)°C, swabs, contact blade ≤ twelve (12)°C, water and sludge samples: five (5)°C +/- three (3)°C, DHW samples – TAR: ambient temperature),

• sample integrity,

• sufficient sample quantity.

15.6. In the event of the Contractor's contractual liability being invoked, the amount of compensation shall be limited to the amount invoiced by the Contractor to the Customer during the last three months for the additional Services or Works to which the liability relates, or to a maximum of ten thousand (10,000) euros.

15.7. In the event of a label assessment, the Contractor's liability shall be limited to a maximum of the amount invoiced by the Contractor to the Customer for the assessment of the label in question.

15.8. Indirect damages (such as consequential damages, loss of profit, lost turnover, lost savings, damage to reputation, damages caused by delay, fines imposed and damages caused by stagnation of business) are excluded from compensation.

15.9. Contractor shall not be liable for any breach of contract due to strikes, work stoppages, interruptions of business, situations of actual inaccessibility of the work, delay or interruption in the supply of data or information necessary by or on behalf of the Client and/or third parties engaged for the performance of the Contract, changes in regulations.

15.10. The limitations of liability included in these general terms and conditions shall not apply if the damage is due to wilful misconduct or gross negligence on the part of the Contractor or third parties engaged by the Contractor in the performance of the Contract.

15.11. Both the Customer and the Contractor shall be obliged to take measures to limit the damage.

15.12. The Customer's rights of claim and other powers vis-à-vis the Contractor, for whatever reason, shall in any case expire one year after the date on which the Customer became aware or could reasonably have become aware of their existence (unless another mandatory period is prescribed by law).

16. Force majeure

16.1. Force majeure means: circumstances beyond our control and unforeseeable circumstances that delay and/or prevent the performance of the Contract and that are not attributable to the Contractor. These circumstances include: fire, theft, acts of war, and riots, among others.

16.2. If the Contractor is prevented from performing its obligations in the normal manner as a result of force majeure, it shall be entitled, without judicial intervention, either to suspend performance of the Contract for the duration of the force majeure or to terminate the Contract in whole or in part without being liable to pay damages. During the suspension, the Contractor shall be entitled to opt for the performance or total or partial termination of the Contract.

17. Intellectual property rights

17.1. The intellectual and industrial property rights to reports, certificates, advice, teaching materials and other documents delivered to the Client (including reports delivered via computer connections, online telecommunications or any other digital representation) are vested exclusively in the Contractor. The Client is not authorized to disclose these documents to third parties or to allow them to be used until it has fulfilled all its obligations to the Contractor.

18. Confidentiality and reporting

18.1. If the Contractor is legally required to report and forward information to the official/competent authorities, the Client must always be informed before the reports or information are forwarded to the official/competent authorities.

18.2. The Contractor and the Client undertake, for the entire duration of the Contract and for five (5) years after the end of the Contract, to keep secret and confidential all confidential information received from the other party. The Client further undertakes not to disclose to third parties any advice and/or other confidential information of the Contractor (e.g. concerning the Contractor's working methods or equipment).

18.3. It shall not be considered a breach of the confidentiality obligation referred to in Article 17.2 if a party to the Contract – in particular on the basis of a legal provision or a court decision – is obliged to provide confidential information to third parties designated by law or a competent court and cannot invoke a legal right to refuse to do so. This party shall not be required to compensate the other party for any damage suffered in this case.

18.4 In the context of testing and sampling activities, the Contractor may disclose information during external or internal audits, provided that the auditors undertake to keep it strictly confidential.

19. Personal data

19.1. The Client guarantees and undertakes that the personal data collected, processed and transferred by the Client complies with the applicable data protection legislation.

19.2. Given that the Contractor has no direct relationship with the data subjects whose personal data is provided to the Contractor by the Client, the Client agrees to fulfill the Contractor's obligations under applicable data protection legislation towards such persons. More specifically, the Client shall:

19.2.1. inform the data subjects of the processing of personal data applicable to them, including the processing of such personal data by the Client in accordance with these general terms and conditions and the Contract;

19.2.2. obtain the consent of the data subjects for the processing of personal data if required by applicable data protection legislation;

19.2.3. process requests from data subjects seeking to exercise their rights under Chapter III of the General Data Protection Regulation EUR 2016/679 (“GDPR”);

19.2.4. be responsible for all notifications to data subjects following a personal data breach.

19.3. To the extent that the Contractor can be considered a processor within the meaning of the GDPR, the Contractor and the Customer shall, where necessary, enter into the necessary legal documentation (such as a processor agreement) in accordance with applicable data protection legislation, in addition to the Contract and these general terms and conditions.

19.4. To the extent that the Customer may be considered a controller within the meaning of the GDPR, the Contractor shall process such personal data only in accordance with applicable data protection legislation.

19.5. The Contractor shall take appropriate security measures to protect personal data against unauthorised access.

20. Personnel management (only applicable in the event of secondment or hiring of personnel)

20.1. The Client or persons and companies affiliated with the Client (within the meaning of the French Commercial Code) are prohibited, without the prior written consent of the Contractor, to employ or solicit for employment or otherwise engage the Contractor's employees or persons and companies affiliated with the Contractor (within the meaning of the French Commercial Code) during the term of the Contract and for two (2) years after the end of the Contract for any reason whatsoever, or to conduct negotiations with such employees for this purpose.

20.2. In the event of a breach of the foregoing provision, the Client shall be liable to the Contractor for an immediately payable penalty, after formal notice, of one hundred thousand (100,000) euros plus one thousand (1,000) euros for each day or part of a day that the breach continues after formal notice, without prejudice to the Contractor's right to choose to claim performance or compensation for its loss.

20.3. In exceptional cases, and only with the written consent of a director of the Contractor, the reinstatement of an employee by the Client shall be negotiable, for a fixed amount of fifty thousand (50,000) euros to be paid to the Contractor, unless otherwise agreed by the parties.

21. Transfer

The Client may not transfer any of the rights arising from the Contract or these general terms and conditions to third parties without the prior written consent of the Contractor.

22. Miscellaneous

22.1. The Client expressly acknowledges that the provisions set out in these general terms and conditions and in the Contract are necessary for the protection of the Client's interests. If, however, any provision of these general terms and conditions or of the Contract exceeds the legal limitations in terms of duration, territory, subject matter or any other legal limitation, that provision shall not be null and void, but the Contractor and the Customer shall be deemed to have agreed to a provision that is in accordance with the maximum permitted by applicable law, and the provision of these general terms and conditions or the Contract that exceeds these limitations shall be adjusted automatically.

22.2. The rights of the Contractor and the Customer under these general terms and conditions and the Contract may be exercised as often as necessary. Unless expressly provided otherwise, any failure or delay by the Customer or the Contractor in exercising a right or remedy, or the partial exercise thereof, shall in no event be deemed a waiver of that right or remedy, or of any other right or remedy available to the Contractor or the Customer. Unless otherwise provided in these general terms and conditions or in the Contract, any waiver or modification must be made in writing.

23. Applicable law and jurisdiction

23.1. These general terms and conditions and any Contract between the Contractor and the Client are governed by French law.

23.2. Any disputes between the Client and the Contractor arising from or in connection with these general terms and conditions or the Contract shall be settled by the competent court where the Contractor has its registered office, to the exclusion of any other court.