As of: August 8, 2017

I

All deliveries, services and offers from the seller are made exclusively on the basis of these general terms and conditions. These are part of all contracts that the seller concludes with his contractual partners (hereinafter also referred to as “client”) regarding the deliveries or services he offers. They also apply to all future deliveries, services or offers to the client, even if they are not separately agreed again.

II.

Terms and conditions of the client or third parties do not apply, even if the seller does not specifically object to their validity in individual cases. Even if the seller refers to or refers to a letter containing the terms and conditions of the client or a third party, this does not constitute agreement with the validity of those terms and conditions.

By posting the respective product on the seller's website, the seller submits a so-called invitatio ad offerendum. This is not yet a binding offer to conclude a contract under the conditions stated in the item description.

The client can find out more about the offer via the seller’s website. The client will then send a request to create an offer, initially in a non-binding manner and in text form. The seller then submits a binding offer in text form, which can be accepted by the client within 14 days.

III.

The processing of the order and the transmission of all information required in connection with the conclusion of the contract is partly automated by email. The client must therefore ensure that the email address he has provided to the seller is correct, that receipt of emails is technically ensured and, in particular, is not prevented by spam filters.

The purchase contract concluded in text form, including these general terms and conditions, is the only decisive factor for the legal relationship between the seller and the client. This fully reflects all agreements between the contracting parties regarding the subject matter of the contract. Oral promises made by the seller before the conclusion of this contract are legally non-binding and oral agreements between the contracting parties are replaced by the contract in text form unless they expressly state that they continue to be binding.

v.

Additions and changes to the agreements made, including these general terms and conditions, must be in text form to be effective. With the exception of managing directors or authorized representatives, the seller's employees are not entitled to make verbal agreements deviating from this. To maintain the text form, telecommunication transmission is sufficient, in particular by fax or email.

VI.

Information provided by the seller regarding the subject matter of the delivery or service (e.g. weights, dimensions, usage values, load capacity, tolerances and technical data) as well as representations of the same (e.g. drawings and illustrations) are only approximately relevant, unless the usability in accordance with the contract the specified purpose requires an exact match. They are not guaranteed characteristics, but rather descriptions or labels of the delivery or service. Customary deviations and deviations that occur due to legal regulations or represent technical improvements, as well as the replacement of components with equivalent parts, are permitted as long as they do not impair the usability for the contractually intended purpose.

VII.

The seller reserves ownership or copyright in all offers and cost estimates submitted by him as well as drawings, illustrations, calculations, brochures, catalogues, models, tools and other documents and aids made available to the client. The client may not make these items available to third parties as such or in terms of content, disclose them, use them or reproduce them himself or through third parties without the express consent of the seller. At the seller's request, he must return these items in full to the seller and destroy any copies that may have been made if they are no longer required by him in the normal course of business or if negotiations do not lead to the conclusion of a contract.

The prices apply to the scope of services and scope of delivery listed in order confirmations. Additional or special services will be charged separately. Prices are in euros ex works plus packaging, statutory VAT, customs duties for export deliveries as well as fees and other public charges.

II.

If the agreed prices are based on the seller's list prices and delivery is not to take place until more than four months from the conclusion of the contract, the seller's list prices valid at the time of delivery apply (in each case less an agreed percentage or fixed discount). If the seller's then valid list price exceeds the original price by more than 15%, the client has an extraordinary right of termination.

III.

Invoice amounts must be paid within 14 days without any deductions unless otherwise agreed in writing. The date of payment is determined by receipt by the seller. If the client does not pay by the due date, interest will be charged on the outstanding amounts at 5% pa from the due date; The assertion of higher interest and further damages in the event of default remains unaffected.

IV.

Offsetting against the client's counterclaims or withholding payments due to such claims is only permitted if the counterclaims are undisputed or have been legally established.

v.

The seller is entitled to carry out or provide outstanding deliveries or services only against advance payment or security if, after conclusion of the contract, circumstances are made known to him which are likely to significantly reduce the creditworthiness of the client and which require payment of the outstanding claims of the seller Seller is endangered by the client from the respective contractual relationship (including from other individual orders to which the same framework agreement applies).

Deliveries are made ex works.

II.

Deadlines and dates for deliveries and services announced by the seller are always only approximate, unless a fixed deadline or date has been expressly promised or agreed. If shipping has been agreed, delivery times and delivery dates refer to the time of handover to the freight forwarder, freight carrier or other third party commissioned with the transport. For orders with an order volume of more than 5,000 pieces, the delivery time is at least 5 weeks.

III.

The seller can - without prejudice to his rights arising from the client's default - demand from the client an extension of delivery and service deadlines or a postponement of delivery and service dates by the period in which the client does not fulfill his contractual obligations to the seller.

IV.

The seller is not liable for impossibility of delivery or delays in delivery if these are due to force majeure or other events that were not foreseeable at the time the contract was concluded (e.g. operational disruptions of any kind, difficulties in the procurement of materials or energy, transport delays, strikes, lawful lockouts, lack of workers, energy or raw materials, difficulties in obtaining the necessary official approvals, official measures or the lack of, incorrect or late delivery by the supplier) for which the seller is not responsible. If such events make delivery or service significantly more difficult or impossible for the seller and the hindrance is not only temporary (maximum 14 days), the seller is entitled to withdraw from the contract. In the event of temporary obstacles, the delivery or service deadlines are extended or the delivery or service dates are postponed by the period of the hindrance plus a reasonable start-up period. If the customer cannot reasonably be expected to accept the delivery or service as a result of the delay, he can withdraw from the contract by immediately notifying the seller in writing.

v.

The seller is only entitled to make partial deliveries if

- the partial delivery can be used by the client within the scope of the contractual intended purpose,

- the delivery of the remaining ordered goods is ensured and

- The client does not incur any significant additional effort or additional costs as a result (unless the seller agrees to assume these costs).

If the seller defaults on a delivery or service or if a delivery or service becomes impossible for him, regardless of the reason, the seller's liability is limited to compensation in accordance with Section 8 of these general terms and conditions.

I

The place of fulfillment for all obligations arising from the contractual relationship is Kremmen, unless otherwise specified.

II.

The shipping method and packaging are subject to the due discretion of the seller.

III.

The risk is transferred to the client at the latest when the delivery item is handed over (the start of the loading process is decisive) to the freight forwarder, freight carrier or other third party designated to carry out the shipment. This also applies if partial deliveries are made or the seller has provided other services. If shipping or handover is delayed due to a circumstance caused by the client, the risk passes to the client from the day on which the delivery item is ready for dispatch and the seller has notified the client of this.

IV.

The client bears storage costs after the transfer of risk. If stored by the seller, the storage costs amount to 0.1% of the invoice amount of the delivery items to be stored per completed week. We reserve the right to assert and provide evidence of additional or lower storage costs.

v.

The shipment will only be insured by the seller against theft, breakage, transport, fire and water damage or other insurable risks at the express request of the client and at his own expense.

I

The warranty period is one year from delivery.

II.

The delivered items must be carefully examined immediately after delivery to the client or to a third party designated by the client. With regard to obvious defects or other defects that would have been recognizable through an immediate, careful inspection, they are deemed to have been approved by the buyer if the seller does not receive a written notice of defects within 7 working days of delivery. With regard to other defects, the delivery items are deemed to have been approved by the buyer if the complaint is not received by the seller within 7 working days of the time at which the defect became apparent; If the defect was already apparent to the client at an earlier point in time during normal use, this earlier point in time is decisive for the start of the complaint period. At the seller's request, a rejected delivery item must be returned to the seller freight prepaid. If the complaint about defects is justified, the seller will reimburse the costs of the cheapest shipping route; This does not apply if the costs increase because the delivery item is located at a location other than the place of intended use.

III.

In the event of material defects in the items delivered, the seller is initially obliged and entitled to repair or replace the goods, at his discretion within a reasonable period of time. In the event of failure, ie the impossibility, unreasonableness, refusal or unreasonable delay of the repair or replacement delivery, the client can withdraw from the contract or reduce the purchase price appropriately.

IV.

If a defect is due to the fault of the seller, the client can demand compensation under the conditions specified in Section 8.

v.

In the event of defects in components from other manufacturers that the seller cannot remedy for licensing or factual reasons, the seller will, at his discretion, repair his defects

The warranty does not apply if the client changes the delivery item or has it changed by a third party without the consent of the seller and this makes rectification of the defect impossible or unreasonably difficult. In any case, the client must bear the additional costs of correcting the defect resulting from the change.

A delivery of used items agreed with the client in an individual case is carried out to the exclusion of any warranty for material defects.

In accordance with this § 7, the seller guarantees that the delivery item is free of third-party industrial property rights or copyrights. Each contractual partner will immediately notify the other contractual partner in writing if claims are asserted against them due to the violation of such rights.

In the event that the delivery item violates an industrial property right or copyright of a third party, the seller will, at its discretion and at its own expense, modify or replace the delivery item in such a way that the rights of third parties are no longer violated, but the delivery item continues to fulfill the contractually agreed functions or provides the client with the right of use by concluding a license agreement. If he does not succeed in doing this within a reasonable period of time, the client is entitled to withdraw from the contract or to reduce the purchase price appropriately. Any claims for damages by the client are subject to the restrictions of Section 8 of these general terms and conditions.

III.

In the event of legal violations caused by products from other manufacturers delivered by the seller, the seller will, at his discretion, assert his claims against the manufacturers and sub-suppliers for the account of the client or assign them to the client. In these cases, claims against the seller only exist in accordance with this § 7 if the legal enforcement of the above-mentioned claims against the manufacturers and pre-suppliers was unsuccessful or, for example, is hopeless due to insolvency.

The seller's liability for damages, regardless of the legal basis, in particular due to impossibility, delay, defective or incorrect delivery, breach of contract, breach of obligations during contract negotiations and tort, is in accordance with this § 8, insofar as fault is involved restricted.

II.

The seller is not liable in the event of simple negligence on the part of its bodies, legal representatives, employees or other vicarious agents, unless this involves a violation of essential contractual obligations. Essential to the contract are the obligation to deliver on time, the freedom from defects in the delivery item that more than insignificantly impair its functionality or usability, as well as advice, protection and care obligations that are intended to enable the client to use the delivery item in accordance with the contract or to protect his or her body and lives of the client's personnel or to protect the client's property from significant damage.

To the extent that the seller is fundamentally liable for damages in accordance with Section 8 Paragraph II, this liability is limited to damages that the seller foresaw as a possible consequence of a breach of contract when the contract was concluded or that the seller foresaw when exercising normal care

should have foreseen. Indirect damages and consequential damages that are the result of defects in the delivery item are also only eligible for compensation if such damage is typically to be expected when the delivery item is used as intended.

IV.

In the event of liability for simple negligence, the seller's obligation to pay compensation for property damage and resulting further financial losses is limited to an amount of €3,000,000 per claim (corresponding to the current coverage amount of his product liability insurance or liability insurance), even if it is an injury essential contractual obligations.

v.

The above liability exclusions and limitations apply to the same extent in favor of the seller's bodies, legal representatives, employees and other vicarious agents.

If the seller provides technical information or provides advice and this information or advice is not part of the contractually agreed scope of services owed by him, this is done free of charge and to the exclusion of any liability.

VII.

The restrictions of this § 8 do not apply to the seller's liability due to intentional behavior, for guaranteed quality features, for injury to life, body or health or under the Product Liability Act.

The seller reserves ownership of the delivery items until the purchase price has been paid in full.

If the client is a merchant, a legal entity under public law or a special fund under public law or if he does not have a general place of jurisdiction in the Federal Republic of Germany, the place of jurisdiction for all possible disputes arising from the business relationship between the seller and the client is, at the seller's discretion, Kremmen or the Location of the client. In these cases, however, Kremmen is the exclusive place of jurisdiction for lawsuits against the seller. Mandatory legal provisions regarding exclusive places of jurisdiction remain unaffected by this regulation.

II.

The relationships between the seller and the client are subject exclusively to the law of the Federal Republic of Germany. The United Nations Convention on Contracts for the International Sale of Goods of April 11, 1980 (CISG) does not apply.

III.

To the extent that the contract or these general terms and conditions contain gaps in the regulations, the legally effective regulations that the contractual partners would have agreed on in accordance with the economic objectives of the contract and the purpose of these general terms and conditions if they had known about these gaps in the regulations are deemed to be agreed to fill these gaps.

The client acknowledges that the seller stores data from the contractual relationship in accordance with Section 28 of the Federal Data Protection Act for the purpose of the data agreement and reserves the right to transmit the data to third parties (e.g. insurance companies) to the extent necessary for the fulfillment of the contract.