Orgalim General Condition S 2022 - Guide on their use and interpretation

VDMA 2025
110 pages
Member price visible after registration

The commentary focuses on the legal content of the provisions. It should therefore also be of interest to lawyers who come across S 2022 in connection with drafting contracts or handling disputes. Even if it is not necessary that the General Conditions should be interpreted in accordance with the commentary, it should, however, be of interest that it has been written by the authors of the General Conditions.

The commentary has been written in accordance with the tasks given to the authors by their respective organisations and by Orgalim. The commentary contains the personal views of the authors which are not necessarily commensurate with the views of their organisations.

S 2022 are intended primarily for use in the trade of mechanical, electrical and electronic products. The first version of the Orgalim General Conditions for supply was issued in 1992. They have been revised in 2000, 2012 and most recently in 2022 and have then been issued as Orgalim S 2022.

Table of Contents

PART I Orgalim S 2022 and how to use it

Chapter 1. When should one use S 2022?
Chapter 2. Overview of the major changes from Orgalim S 2012 to S 2022
Chapter 3. Other Orgalim legal publications
Chapter 4. Basic rules of international contract law
4.1 Introduction
4.2 When are general conditions deemed to be part of the contract?
4.3 “Battle of forms”
4.4 The effect of applicable law
4.5 Appendix attached to S 2022 regarding the application of German law
4.6 Interpretation of general conditions

PART II Interpretation of Orgalim S 2022

Chapter 1. Preamble – Clause 1
Chapter 2. Definitions — Clause 2
Chapter 3. Product information / Instructions – Clauses 3 and 4
Chapter 4. Intellectual property and confidentiality — Clauses 5 and 6
Chapter 5. Acceptance tests — Clauses 7 – 10
Chapter 6. Delivery. Passing of risk — Clause 11
Chapter 7. Time for delivery. Delay — Clauses 12-19
Chapter 8. Payment — Clauses 20-22
Chapter 9. Retention of Title — Clause 23
Chapter 10. Liability for defects — Clauses 24-39
Chapter 11. Liability for infringement of intellectual property rights — Clauses 40 – 44
Chapter 12. Allocation of liability for damage caused by the Product — Clause 45
Chapter 13. Force Majeure — Clauses 46 – 48
Chapter 14. Anticipated non-performance — Clause 49
Chapter 15. Consequential losses — Clause 50
Chapter 16. Comments on Clauses 51 - 52