General Terms and Conditions of Sale of Kugelfertigung Hoch GmbH & Co. KG

I. Scope

The following terms and conditions apply exclusively to all deliveries – whether these result from purchase agreements, work supply agreements, etc. Opposing or deviating terms and conditions of the Purchaser do not apply unless the Vendor expressly consents in writing to a provision which deviates from the following terms and conditions.

II. Conclusion of the agreement

The entire agreement including any amendments, additional agreements or collateral agreements will only be valid once the Vendor has confirmed it either orally or in writing. In the case of entrepreneurs, the agreement will be deemed to have been agreed subject to the confirmed terms and conditions providing that the Purchaser does not oppose these contractual terms and conditions without undue delay after receipt of the order confirmation.

III. Supply periods

1.) The supply period will begin to run as soon as the Purchaser has awarded the contract.

2.) If the Vendor is unable to meet its supply obligations for reasons for which it is not responsible, e.g. military conflicts, force majeure, industrial disputes or other unforeseeable disturbances at its own operation or at the operations of its suppliers, it will be released from its supply obligation.

3.) If an agreement has been agreed between the Vendor and the Purchaser which allows the Purchaser to call off a fixed agreed supply quantity within a set period, whereby the Purchaser has the right to determine the respective delivery date, the deliveries must be called off six weeks, at the latest, before the desired delivery date.

IV. Retention of title

1.) All of the delivered goods will remain the property of the Vendor until full payment. The same applies to part-deliveries.

2.) Any working or processing of the retained goods will be performed for the Vendor as manufacturer within the meaning of section 950 German Civil Code (BGB) which is why the Vendor will be deemed to be co-owner of the new item.

V. Prices

1.) Unless there is an agreement to the contrary, the prices applicable on the day on which the delivery is performed or service is provided apply and the statutory value added tax is due on top.

2.) The minimum order value for the entire delivery is EUR 30.00.

VI. Payments

1.) The Vendor's invoices are due for payment within 14 days with a deduction of 2 % or within 30 days without deductions. Deductions can only be granted if the Purchaser is not in default with other payments. The Purchaser will be automatically deemed to have defaulted after ten days at the latest without a reminder being necessary.

2.) Retaining payments on grounds of counterclaims or offsetting counterclaims is only permissible of these counterclaims are undisputed or have been finally and bindingly established by a court of law.

3.) If it transpires after conclusion of the agreement that the Vendor's payment claim is at risk owing to the Purchaser not being in a position to make payment, the Vendor will be entitled to the rights arising from section 321 German Civil Code (defence of uncertainty). In such cases the Vendor will then be entitled to refuse to perform outstanding part-deliveries or subsequent deliveries until the purchase price has been paid or until a security has been furnished for this.

VII. Shipment and passage of risk

1.) The Vendor is free to choose the packaging material and the type of packaging.

2.) The Purchaser bears all of the costs of shipment.

VIII. Liability for defects

1.) If a legitimate notification of defects is made without undue delay, the Vendor can choose whether to remedy the defect or supply goods which are free from defects (subsequent performance). If the Vendor refuses to provide subsequent performance or if this is unsuccessful, the Purchaser can reduce the purchase price or rescind the agreement after setting a reasonable deadline which subsequently expires. There will only be a right of rescission where the defect is significant.

2.) Where the Purchaser is an entrepreneur, the expenses for subsequent performance will only be borne by the Vendor if they are reasonable seen in relation to the purchase price in particular.

3.) The Purchaser has a duty to inspect the goods immediately upon receipt to determine whether they are defective. The Purchase can only invoke that the goods are defective if the goods are returned to the Vendor for inspection of the defective nature of the goods so that it can convince itself that the goods are indeed defective.

4.) In all other respects, the Vendor will only be liable in cases of intentional breaches of duty or grossly negligent breaches of duty by its statutory representatives or vicarious agents as well as where there is a breach of a guarantee of quality. This restriction does not apply to culpable injuries to life, body and health.

IX. Warranty

Any warranties given must be given expressly and must be in writing to be valid. The information on the Vendor's website, in particular, does not constitute a warranty.

X. Jurisdiction and miscellaneous

1.) Place of performance for all deliveries and payments is Haßfurt.

2.) Place of jurisdiction is Haßfurt if the Purchaser is an entrepreneur, legal person under public law or a special fund under public law. In all other cases place of jurisdiction is Haßfurt if the Purchaser has moved his/her place of residence or habitual place of residence abroad or where his/her place of residence or habitual place of residence is not known.

3.) The law of the Federal Republic of Germany applies.

Date 3/2019