Terms and Conditions of Sale and Delivery

I. Scope of Application, General Provisions

1. Our General Terms and Conditions of Business and Delivery apply only vis-à-vis entrepreneurs (Unternehmer) within the meaning of § 14 BGB (German Civil Code) as well as vis-à-vis legal entities under public law. They do not apply to consumers within the meaning of § 13 BGB.

2. Our offers, deliveries and other services are provided exclusively on the basis of these General Terms and Conditions of Business and Delivery. Conflicting terms of the customer, or deviating terms not contained in these General Terms and Conditions of Business and Delivery, shall have no validity unless we expressly acknowledge them, even if we render deliveries or services to the customer without reservation while aware of such terms.

3. These General Terms and Conditions of Business and Delivery apply to all present and future supply contracts without the need to refer to them again in each individual case.

4. References to the applicability of statutory provisions are for clarification purposes only. Even without such clarification, the statutory provisions shall apply unless they are directly modified or expressly excluded in these Terms and Conditions.

II. Offer and Conclusion of Contract

1. Our offers are non-binding. The product descriptions contained in our online shop do not constitute binding offers but serve as the basis for the submission of a binding offer by the customer. The customer may submit the offer via the online order form integrated into our online shop. In doing so, after placing goods in the shopping cart and completing the ordering process, the customer submits a legally binding contractual offer with respect to the goods contained in the shopping cart by clicking the button "zahlungspflichtig bestellen" (order with obligation to pay). Furthermore, the customer may also submit an offer by other means, for example by e-mail, fax, online contact form or by post. We may accept orders within 10 days of receipt, unless a specific acceptance period has been expressly stated. Within this period, acceptance may also be effected by a request for payment or by unconditional delivery of the ordered goods.

2. When ordering alcoholic beverages, the customer confirms upon placing the order that he or she is of legal age. The supply of spirits to minors is prohibited by law. In the case of delivery of spirits or other articles subject to statutory sales restrictions, the goods will only be handed over to recipients who meet the statutory requirements. We reserve the right to verify the recipient's age by presentation of an identity card or passport at the time of ordering and upon handover of the goods by the delivery agent.

3. The illustrations, drawings and product descriptions contained in our online shop, brochures, advertisements and other offer documents are only approximately authoritative, unless the information contained therein has been expressly confirmed by us as binding; in no case do they constitute declarations of guarantee. Customary deviations made on the basis of legal requirements or in the course of ongoing product development or improvement, as well as the replacement of components by equivalent parts, are permissible provided they do not impair usability for the contractually intended purpose.

4. We reserve ownership rights, copyrights and other intellectual property rights in the illustrations, drawings, calculations, catalogues, price lists and similar information of a tangible or intangible nature – including in electronic form – belonging to orders. Reproduction and/or disclosure to third parties, in particular competitors, is not permitted without our express written consent.

III. Prices and Payment

1. Our prices are stated in euros and apply ex works, net. Unless expressly agreed otherwise, statutory value added tax and any customs duties are not included and will be shown separately. In the case of shipment of the goods, the customer shall bear the packaging, delivery and shipping costs, including any transport insurance requested by the customer, unless expressly agreed otherwise.

2. Various payment options are available to the customer (currently in particular: credit card, SEPA direct debit, PayPal, Klarna or bank transfer against invoice). Unless otherwise agreed, our invoices are due for payment in full 14 days after the invoice date and delivery or acceptance of the subject matter of the contract. However, we reserve the right, in particular in the case of new customers and custom-made products, to execute orders only against advance payment.

3. Set-off against or withholding of payments is permitted only in respect of legal claims of the customer that we have acknowledged, that are undisputed or that have been established by final and binding judgment. In the event of defects in the delivery, the customer's counter-rights, in particular those under Section VII. 2. of these Terms and Conditions, remain unaffected.

4. In the event of late payment, we shall charge default interest, without further reminder, at a rate of 9 percentage points above the applicable base interest rate pursuant to § 247 (1) BGB. The right to assert further claims for damages is not limited thereby. Notwithstanding any contrary designation by the customer, payments shall first be credited against the customer's oldest debt in each case. If costs and interest have already been incurred, the payment shall first be credited against the costs, then against the interest and lastly against the principal obligation.

5. If, after acceptance of orders, there are justified doubts as to the customer's ability to pay, or if the customer is in default of payment, we are entitled, prior to delivery, to demand immediate payment of all outstanding claims or the provision of security. If the customer does not comply with this demand within a period of 2 weeks of being requested to do so, or if the debt is not settled, we are entitled to withdraw from the contract. In the event of withdrawal, we are entitled to demand liquidated damages in the amount of 20% of the order value as compensation. The customer remains free to prove that no damage was incurred or that the damage was lower. The right to assert further claims for damages, as well as the rights under § 321 BGB, are not affected thereby.

IV. Shipment and Transfer of Risk, Partial Deliveries

1. Delivery is effected ex works (from our place of business in 78532 Tuttlingen), which is also the place of performance for the delivery and any subsequent performance. At the customer's request, the goods will be shipped to another destination (sale involving carriage). Unless otherwise agreed, we are entitled to determine the manner of shipment ourselves (in particular the transport company, shipping route and packaging).

2. The risk of accidental loss and accidental deterioration of the goods passes to the customer at the latest upon handover. In the case of a sale involving carriage, however, the risk of accidental loss and accidental deterioration of the goods, as well as the risk of delay, passes upon delivery of the goods to the forwarding agent, the carrier or any other person or institution designated to carry out the shipment. If shipment is delayed as a result of circumstances for which the customer is responsible, the risk passes to the customer from the day on which readiness for shipment is notified.

3. Unless expressly agreed otherwise, we are under no obligation to insure the delivery against insurable risks from the time of the transfer of risk.

4. Partial deliveries are permissible insofar as they are reasonable for the customer.

V. Delivery Periods and Delivery Dates

1. Only delivery periods/dates confirmed by us in text form shall apply. Delivery periods/dates are non-binding unless expressly agreed otherwise between the contracting parties.

2. The delivery period shall be extended by the period during which the customer is in arrears with an agreed payment. Delivery periods shall also be extended to a reasonable extent if the customer does not fulfil his contractual obligations and duties (e.g. procurement of required documents, approval of any execution templates) in due time. If the customer requests a contract amendment as a result of which the original delivery period cannot be met, the delivery period shall likewise be extended to a reasonable extent.

3. The delivery period shall be extended reasonably – including during a period of default – in the event of delays due to circumstances for which we are not responsible, in particular upon the occurrence of force majeure (in particular natural disasters, epidemics, pandemics, war, terrorism, acts of public authorities), as well as incorrect or untimely delivery by suppliers and measures in the context of industrial disputes, insofar as such impediments demonstrably affect the performance of the service owed. This also applies if these circumstances occur at upstream suppliers, provided we have selected our upstream suppliers with due care. We shall notify the customer of the beginning and end of such impediments as soon as possible. If the impediment lasts longer than three months, or if it is established that it will last longer than three months, both the customer and we may withdraw from the contract.

4. The delivery date is always deemed to have been met if, by its expiry, the delivery item has left the factory or readiness for shipment has been notified.

5. In the event of a delay in delivery, the customer shall grant us a reasonable grace period of at least two weeks in text form.

VI. Retention of Title and Other Security

1. We retain title to the delivery item until full payment of the agreed price together with ancillary claims.

2. The customer is obliged to treat the goods subject to retention of title with care. The customer may process and sell the goods subject to retention of title in the proper and ordinary course of business, but may neither pledge them nor transfer them by way of security.

3. The customer hereby assigns to us in advance the claims arising from the resale or further processing of the goods subject to retention of title, or from any other legal ground relating to such goods, including the acknowledged balance from a current account arrangement. The assignment is hereby accepted. The customer is revocably authorized to collect the claims assigned to us in his own name. The collection authorization may only be revoked if the customer does not properly meet his payment obligations. This assignment of claims serves to secure all claims, including future claims, arising from the business relationship with the customer.

4. We undertake, at the customer's request, to release the security to which we are entitled to the extent that the realizable value of our security exceeds the claims to be secured against the customer by more than 10%. The selection of the security to be released is at our discretion.

5. Upon the opening of insolvency proceedings or out-of-court composition proceedings, the customer's rights to resell and use the goods subject to retention of title, as well as the authorization to collect assigned claims, shall lapse. The statutory rights of an insolvency administrator – including a provisional one – remain unaffected.

VII. Customer's Duty to Inspect, Notification of Defects, Warranty

1. The customer must give notice of defects in the delivery item – with the exception of hidden defects – in text form within 7 days of delivery; otherwise the delivery items shall be deemed approved. Hidden defects must be notified in text form without undue delay after discovery, at the latest within 7 days; otherwise the delivery items shall be deemed approved with respect to such defects, at the latest, however, 12 months after the transfer of risk. The customer's obligations under § 377 HGB (German Commercial Code) remain unaffected. Negotiations concerning a complaint do not constitute a waiver of the objection that the notification of defects was late, insufficient or unfounded.

2. Insofar as the delivery item exhibits a defect for which we are responsible, we are entitled, at our option, either to remedy the defect (rectification) or to deliver an item free of defects (replacement delivery) – in each case subject to paragraph 3 below. If we are not willing or not able to carry out rectification/replacement delivery, if it is delayed beyond reasonable periods for reasons for which we are responsible, or if the rectification/replacement delivery otherwise fails, the customer is entitled, at his option, to withdraw from the contract or to reduce the purchase price, provided that further attempts at subsequent performance are unreasonable for him. In the case of a merely insignificant defect, the customer may withdraw from the contract only with our consent.

3. Rights in respect of material defects can only arise if the delivery item exhibits a material defect at the time of the transfer of risk. Excluded from liability for defects are rights arising from unsuitable or improper storage, use, cleaning, faulty assembly or handling of the delivery item, natural wear and tear, or unsuitable conditions of use.

4. The limitation period for claims based on material defects is, as a rule, one year, commencing with the transfer of risk.

5. If examination of a notification of defects reveals that no defect exists or that the customer is responsible for the defect, we are entitled to invoice the customer for the costs incurred through the examination and, where applicable, the remedy.

6. For damage caused by defectiveness of the delivery item, we are liable only within the limits set out in Section IX.

VIII. Revocation, Returns

1. The customer has no statutory right of revocation.

2. In the case of returns by the customer that are not due to defects in the product, we decide on a case-by-case basis whether to take the products back. This depends primarily on the product ordered and its condition. If we decide to take back a product, we are entitled to charge the customer a flat-rate amount of 5 % of the purchase price of the returned product for the necessary inspection measures and repackaging. If we decide against taking a product back in an individual case, we shall inform the customer accordingly. At the customer's request and expense, the products will then be shipped to the customer again after receipt of payment.

IX. Liability

1. We are liable in accordance with the statutory provisions
- in the event of intent or gross negligence,
- for injury to life, body or health,
- under the provisions of the German Product Liability Act (Produkthaftungsgesetz), and
- within the scope of a guarantee assumed by us.

In the event of a slightly negligent breach of a material contractual obligation (so-called cardinal obligation), i.e. an obligation whose fulfilment is essential for the proper performance of the contract in the first place and on whose observance the customer may regularly rely, our obligation to pay damages is limited in amount to the damage typical for the contract and foreseeable.

In all other cases of liability, claims for damages arising from a breach of an obligation under the contractual relationship, as well as from tort, are excluded.

2. Insofar as our liability is excluded or limited pursuant to the foregoing provisions, this also applies to the personal liability of our employees, workers, staff, representatives and vicarious agents.

X. Applicable Law, Place of Jurisdiction, Severability Clause

1. All legal relations between us and the customer are governed exclusively by the law of the Federal Republic of Germany, to the exclusion of the provisions on the international sale of goods (CISG, UN Convention on Contracts for the International Sale of Goods).

2. The place of jurisdiction for all rights and obligations of the contracting parties arising from transactions of any kind is 78532 Tuttlingen (Federal Republic of Germany). However, we are also entitled to sue the customer at the customer's general place of jurisdiction.

3. Should any of the foregoing provisions be or become invalid or unenforceable, the validity of the remaining provisions shall not be affected thereby. In such a case, the invalid or unenforceable provision shall be replaced by a valid and enforceable provision that comes closest to the regulatory objectives pursued by the invalid or unenforceable provision. The same applies to the filling of any gaps in the contract.

February 2025