General Terms and Conditions These General Terms and Conditions (“GTC”) form an essential and integral part of every offer and every agreement concluded with us (Company: VEM – Vertrieb exklusiver Marken Rainer Eckmann, Dieselstraße 34, 84056 Rottenburg a. d. Laaber, Germany, hereinafter also referred to as the “Seller”). Special terms and conditions applicable only in commercial transactions are expressly identified as such in each case. Any general purchasing conditions of the Buyer that conflict with these GTC shall not be binding on us unless we have expressly acknowledged them in writing in advance. Verbal ancillary agreements, amendments, or modifications to these GTC shall only be valid if confirmed by us in writing. Our offers are subject to change and non-binding. In commercial transactions, our sales conditions shall also apply if we perform delivery to the Buyer without reservation while being aware of conflicting or deviating terms and conditions of the Buyer. All agreements made between us and the Buyer for the purpose of executing this contract are set out in writing in this contract. Our sales conditions apply exclusively to entrepreneurs, legal entities under public law, or special funds under public law within the meaning of Section 310 (1) of the German Civil Code (BGB) and also apply to all future transactions with the Buyer insofar as they concern related legal transactions. § 1 Definitions The Buyer is a Consumer if the legal transaction is concluded for purposes that predominantly cannot be attributed to the Buyer’s commercial or self-employed professional activity. An Entrepreneur is any natural or legal person or legally capable partnership who, when concluding the contract, acts in the exercise of their commercial or self-employed professional activity. § 2 Conclusion of Contract For goods not kept in stock, the Buyer shall be bound to the order (offer to contract) for three weeks. Upon expiry of this period, the contract shall be concluded unless the Seller has rejected the offer in writing beforehand. Deviating from subsection (2), the contract shall be concluded prior to expiry of the three-week period if the contract is signed by both parties, or the Seller declares acceptance of the order (offer) in writing, or the Seller accepts advance payments on the purchase price. If the Buyer places an order online via the Seller’s website (“Website”), the contract shall be concluded as follows: a) Orders via the Online Shop The products displayed or configured on the Seller’s Website do not constitute binding contractual offers. The Buyer may select products and place them in a virtual shopping cart using the “Add to Cart” button. By clicking the “Buy” button, the Buyer submits a binding offer to purchase the goods in the shopping cart. Before submitting the order, the Buyer may review and amend the data at any time. Submission is only possible if the Buyer accepts these GTC by clicking “Accept GTC”. Upon payment, the Seller sends an automatic order confirmation by email, which merely confirms receipt of the order and does not constitute acceptance. The contract is concluded only upon the Seller’s declaration of acceptance, sent by separate email within three business days. If the product is no longer available, acceptance will be rejected within the same period and no contract will be concluded. b) Orders via the Configurator Configured products manufactured according to Buyer specifications constitute custom-made products pursuant to § 21. By clicking “Request,” the Buyer submits a non-binding inquiry. The Seller will submit a binding offer by email, including reference to these GTC. The Buyer may accept the offer within 14 days. Upon contract conclusion, an order confirmation and, if applicable, a deposit invoice will be issued. c) Orders of Configured Products by Entrepreneurs or Dealers Registered dealers may log into the configurator and access dealer-specific pricing directly. d) Orders of Non-Configured Products by Entrepreneurs or Dealers If the order qualifies as an offer pursuant to § 145 BGB, the Seller may accept it within two weeks. All documents provided to the Buyer in connection with the order (e.g. illustrations, drawings, calculations) remain the property of the Seller and are protected by copyright. § 3 Prices Prices are final prices including VAT unless explicitly stated as net prices. Additional services not included in the purchase price shall be invoiced separately. § 4 Prices and Payment Terms in Commercial Transactions Unless otherwise stated, prices apply “ex works”. VAT is not included and will be shown separately on the invoice. Payment is due within 14 days of invoice date without deduction. Set-off and retention rights exist only for undisputed or legally established claims. § 5 Right to Make Changes Customary deviations in color, grain, dimensions, materials, and technical data are permissible and do not constitute defects. § 6 Installation and Assembly Seller’s staff are not authorized to perform services beyond contractual obligations. § 7 Delivery and Shipping Costs Shipping costs are borne by the Buyer as specified during the ordering process. Stationary trade deliveries are made curbside. § 8 Delivery Period Delivery periods are agreed individually. Delays due to force majeure or supplier disruptions extend delivery time accordingly. § 9 Delivery Time in Commercial Transactions The Seller’s liability for delay is governed by statutory provisions, with limitations as specified. § 10 Retention of Title Goods remain the Seller’s property until all obligations are fulfilled. § 11 Retention of Title Security (Commercial Transactions) Extended retention of title applies, including assignment of receivables. § 12 Transfer of Risk – Consumers Risk passes upon delivery to the Consumer. § 13 Transfer of Risk – Commercial Transactions Risk passes upon dispatch or ex works delivery. § 14 Default of Acceptance The Buyer shall compensate damages caused by default of acceptance. § 15 Exclusion of Right of Withdrawal No right of withdrawal exists for custom-made goods or for Entrepreneurs. § 16 Release from Obligation to Deliver Seller may withdraw if delivery becomes impossible due to force majeure or production discontinuation. § 17 Return of Goods Depreciation and usage compensation apply according to statutory provisions and agreed lump sums. § 18 Warranty Statutory warranty rights apply; warranty for Entrepreneurs is limited to 12 months. § 19 Liability for Defects (Commercial Transactions) Defect claims require proper inspection and notification pursuant to § 377 HGB. § 20 Liability (Commercial Transactions) Liability is limited to statutory minimum requirements. § 21 Custom-Made Products No warranty applies to defects resulting from Buyer specifications. § 22 Final Provisions and Information Duties German law applies, excluding the UN Convention on Contracts for the International Sale of Goods (CISG). Contract language is German. Place of jurisdiction is the Seller’s registered office. § 23 Place of Jurisdiction and Place of Performance (Commercial Transactions) The Seller’s registered office is the place of jurisdiction and performance unless otherwise agreed.