General Terms and Conditions of Business with Customer Information

Table of contents

1. Scope of application
2. Conclusion of contract
3. Prices and terms of payment
4. Delivery and shipping terms
5. Registration of rights of use for digital content
6. Force majeure
7. Delay of performance at the request of the customer.
8. Reservation of title
9. Liability for defects / warranty
10. Liability
11. Termination
12. Retention, Assignment
13. Special conditions for the processing of goods according to certain specifications of the customer.
14. Applicable law, place of jurisdiction

1) Scope

1. 1 These General Terms and Conditions of Business (hereinafter referred to as GTC) of spstiger GmbH (hereinafter referred to as Seller) shall apply to all contracts for the delivery of goods which an entrepreneur (hereinafter referred to as Customer) concludes with the Seller in respect of the goods presented by the Seller in its online shop. The inclusion of the customer's own terms and conditions is hereby objected to, unless otherwise agreed.

1.2 These General Terms and Conditions shall also apply exclusively if the Seller carries out the delivery to the Customer without any special reservation in the knowledge that the Customer's terms and conditions conflict with or deviate from these Terms and Conditions.

1.3 For contracts for the provision of digital content, these GTC shall apply accordingly, unless otherwise expressly agreed.

1.4 An entrepreneur within the meaning of these GTC is a natural or legal person or a legally capable partnership who, when entering into a legal transaction, acts in the course of his commercial or independent professional activity.

1.5 Entrepreneurs within the meaning of these GTC are also authorities or other institutions under public law if they act exclusively under private law when concluding the contract.

2) Conclusion of contract

2.1 The product descriptions presented in the Seller's online shop do not constitute binding offers on the part of the Seller, but serve for the submission of a binding offer by the Customer.

2.2.

2.2 The customer can submit the offer via the online order form integrated in the seller's online shop. After placing the selected goods and/or services in the virtual shopping basket and going through the electronic ordering process, the customer makes a legally binding offer to enter into a contract with regard to the goods and/or services contained in the shopping basket by clicking the button that concludes the ordering process. Furthermore, the customer can also submit the offer to the seller by telephone, fax, e-mail, post or online contact form.

2.3 The seller can accept the customer's offer within five days,

• by sending the customer a written order confirmation or an order confirmation in text form (fax or e-mail), in which case the receipt of the order confirmation by the customer is decisive, or.
• by delivering the ordered goods to the customer, in which case the receipt of the goods by the customer is decisive, or.
• by requesting payment from the customer after the customer has placed the order, or.
• if payment by direct debit is offered and the customer opts for this method of payment by collecting the total price from the customer's bank account, whereby the time at which the customer's account is debited is decisive.

If several of the aforementioned alternatives exist, the contract shall be concluded at the time at which one of the aforementioned alternatives occurs first. The period for acceptance of the offer begins on the day after the customer sends the offer and ends with the expiry of the fifth day following the sending of the offer. If the Seller does not accept the Customer's offer within the aforementioned period, this shall be deemed to be a rejection of the offer with the consequence that the Customer shall no longer be bound by its declaration of intent.

2.

2.4 If a payment method offered by PayPal is selected, the payment will be processed via the payment service provider PayPal (Europe) S.à r.l. et Cie, S.C.A., 22-24 Boulevard Royal, L-2449 Luxembourg (hereinafter: „PayPal“), subject to the PayPal Terms of Use, available at https://www.paypal. com/en/webapps/mpp/ua/useragreement-full or - if the customer does not have a PayPal account - under the terms and conditions for payments without a PayPal account, available at https://www.paypal.com/en/webapps/mpp/ua/privacywax-full. If the customer pays by means of a payment method offered by PayPal that can be selected in the online ordering process, the seller already declares acceptance of the customer's offer at the time the customer clicks the button that completes the ordering process.

2.

2.5 When submitting an offer via the Seller's online order form, the text of the contract shall be stored by the Seller after the conclusion of the contract and communicated to the customer in text form (e.g. e-mail, fax or letter) after the order has been sent. The Seller shall not make the text of the contract accessible beyond this. If the customer has set up a user account in the Seller's online shop before submitting his order, the order data will be archived on the Seller's website and can be accessed free of charge by the customer via his password-protected user account by providing the relevant login data.

2.6.

2.6 Prior to the binding submission of the order üvia the Seller's online order form, the Customer can identify possible input errors by carefully reading the information displayed on the screen. An effective technical means for better recognition of input errors can be the browser's enlargement function, with the help of which the display on the screen is enlarged. The customer can correct his entries during the electronic ordering process using the usual keyboard and mouse functions until he clicks the button which completes the ordering process.

2.7 For the conclusion of the contract, only the German and English languages are available.

2.8 Order processing and contacting usually take place via e-mail and automated order processing. The customer must ensure that the e-mail address provided by him for order processing is correct so that e-mails sent by the seller can be received at this address. In particular, when using SPAM filters, the customer must ensure that all e-mails sent by the seller or third parties commissioned by the seller to process the order can be delivered.

2.

2.9 If the parties have agreed on special conditions, these shall in principle not apply to simultaneously ongoing and future contractual relationships with the customer.

2.10 In the event of the customer's economic inability to fulfil its obligations towards the seller, the seller may terminate existing exchange contracts with the customer by rescission without notice. This shall also apply in the event of an application for insolvency by the customer. 321 BGB and 112 InsO remain unaffected. The customer shall inform the seller in good time in writing of any impending inability to pay.

3) Prices and terms of payment

3.1 Unless otherwise stated in the Seller's product description, the prices quoted are net prices which are subject to statutory value added tax. Packaging and shipping costs, loading, insurance (in particular transport insurance), customs duties and levies shall be charged separately, if applicable.

3.

3.3 The customer has various payment methods at his disposal, which are indicated in the seller's online shop.

3.4 If payment in advance by bank transfer has been agreed, payment shall be due immediately after conclusion of the contract, unless the parties have agreed on a later due date.

3.5 If a payment method offered via the payment service „PayPal“ is selected, the payment will be processed via PayPal, whereby PayPal may also use the services of third party payment service providers for this purpose. If the seller also offers payment methods via PayPal in which he makes advance payments to the customer (e.g. purchase on account or payment by instalments), he assigns his payment claim to PayPal or to the payment service provider commissioned by PayPal and specifically named to the customer. Before accepting the seller's declaration of assignment, PayPal or the payment service provider commissioned by PayPal will carry out a credit check using the customer data provided. The seller reserves the right to refuse the customer the selected payment method in the event of a negative test result. If the selected method of payment is accepted, the customer must pay the invoice amount within the agreed payment period or in the agreed payment intervals. In this case, he can only pay PayPal or the payment service provider commissioned by PayPal with debt-discharging effect. However, the Seller shall remain responsible for general customer enquiries, e.g. regarding the goods, delivery time, shipment, returns, complaints, revocation declarations and deliveries or credit notes, even in the event of the assignment of the claim.

3.6.

3.6 If the payment method delivery on account is selected, the purchase price shall become due and payable after the goods have been delivered and invoiced.

3.7 If the payment method purchase on account is selected, the purchase price is due after the goods have been delivered and invoiced. In this case, the purchase price is payable within 14 (fourteen) days of receipt of the invoice without deduction, unless otherwise agreed. The Seller reserves the right to offer the payment method purchase on account only up to a certain order volume and to reject this payment method if the order volume exceeds the stated volume. In this case, the Seller shall inform the Customer of a corresponding payment restriction in his payment information in the online shop. Furthermore, the Seller reserves the right to carry out a credit check when the payment method purchase on account is selected and to reject this payment method in the event of a negative credit check.

3.8 If the SEPA Direct Debit payment method is selected, the invoice amount shall be due for payment after a SEPA Direct Debit mandate has been issued, but not before the expiry of the period for advance information. The direct debit shall be collected when the ordered goods leave the seller's warehouse, but not before the expiry of the period for the prior information. Pre-notification is any communication (e.g. invoice, policy, contract) from the seller to the customer announcing a debit by SEPA direct debit. If the direct debit is not honoured due to insufficient funds in the account or due to the provision of incorrect bank details, or if the customer objects to the direct debit although he is not entitled to do so, the customer shall bear the charges incurred by the respective bank as a result of the reversal if he is responsible for this. The Seller reserves the right to carry out a creditworthiness check when the SEPA Direct Debit payment method is selected and to reject this payment method in the event of a negative creditworthiness check.

3. <3.9 A payment shall be deemed to have been received as soon as the equivalent amount has been credited to one of the Seller's accounts. In the event of default in payment, the Seller shall be entitled to interest on arrears in the amount of 10 percentage points above the respective base rate. The Seller's other statutory rights in the event of a default in payment by the Customer shall remain unaffected. Insofar as claims are overdue, incoming payments shall first be set off against any costs and interest, then against the oldest claim.

.

3.10 Should unforeseeable cost increases occur (e.g. fluctuations in the currency, unexpected price increases by suppliers, etc.), the Seller shall be entitled to pass on the price increase to the Customer. However, this shall only apply if the delivery is to be made later than four months after the conclusion of the contract as agreed.

4) Terms of delivery and shipment

4.1 Goods shall be delivered by dispatch to the delivery address provided by the customer, unless otherwise agreed. The delivery address specified in the Seller's order processing is decisive in the processing of the transaction.

4.2 In the case of goods delivered by a forwarding agent, delivery shall be "free kerbside", i.e. to the nearest public kerbside to the delivery address, unless otherwise stated in the shipping information in the Seller's online shop and unless otherwise agreed.

4.3 The Seller is entitled to make partial deliveries insofar as this is reasonable for the Customer. In the case of permissible partial deliveries, the Seller shall also be entitled to issue partial invoices.

4.4. 4.6 In the event that the shipment of the goods to the customer is delayed for reasons for which the customer is responsible, the risk shall pass to the customer upon notification of readiness for shipment. Any storage costs incurred after the transfer of risk shall be borne by the customer. <4.7 Collection by the customer is not possible for logistical reasons.

4.8 Digital content will only be provided to the customer in electronic form as follows:

5) Establishment of rights of use for digital content

5.1 Unless otherwise stated in the content description in the seller's online shop, the seller grants the customer the non-exclusive right, unlimited in terms of place and time, to use the content provided for private and business purposes.

5.2.

5.2 The transfer of the contents to third parties or the creation of copies for third parties outside the scope of these GTC is not permitted, unless the Seller has agreed to a transfer of the contractual licence to the third party.

5.2 The transfer of the contents to third parties or the creation of copies for third parties outside the scope of these GTC is not permitted, unless the Seller has agreed to a transfer of the contractual licence to the third party.

5.3 The assignment of rights shall only become effective when the customer has fully paid the remuneration owed. The seller may also provisionally permit the use of the contractual content prior to this point in time. Such prior permission shall not constitute a transfer of rights.

6) Force majeure

In the event of force majeure affecting the performance of the contract, the Seller shall be entitled to postpone delivery for the duration of the impediment and, in the event of prolonged delays, to withdraw from the contract in whole or in part, without this giving rise to any claims against the Seller. Force majeure shall be deemed to be all events unforeseeable by the Seller or events which, even if they were foreseeable, lie outside the Seller's sphere of influence and the effects of which on the performance of the contract cannot be prevented by reasonable efforts on the part of the Seller. Any statutory claims of the customer shall remain unaffected.

7) Delay in performance at the customer's request

If dispatch or delivery of the goods is delayed at the customer's request by more than one month after notification of readiness for dispatch, the customer may be charged storage costs in the amount of 0.5% of the purchase price for each additional month or part thereof, but in no case more than a total of 5% of the purchase price. The contracting parties shall be at liberty to prove a higher or lower damage.

8) Retention of title

8.1 The Seller shall retain title to the goods delivered until the purchase price owed has been paid in full. Furthermore, the Seller retains ownership of the delivered goods until all his claims arising from the business relationship with the Customer have been fulfilled.

8.2 In the event of processing of the delivered goods, the Seller shall be deemed to be the manufacturer and shall acquire ownership of the newly created goods. If the processing is carried out together with other materials, the Seller shall acquire ownership in the ratio of the invoice values of his goods to that of the other materials. If, in the event of the Seller's goods being combined or mixed with an item belonging to the customer, the latter is to be regarded as the main item, co-ownership of the item shall pass to the Seller in the ratio of the invoice value of the Seller's goods to the invoice value or, in the absence of such value, to the market value of the main item. In these cases the customer shall be deemed to be the custodian. <8.3 The customer may neither pledge nor provide security for items subject to retention of title or reservation of rights. The customer shall only be permitted to resell the goods in the ordinary course of business as a reseller on condition that the customer has effectively assigned to the seller its claims against its customers in connection with the resale and the customer transfers title to its customer subject to payment. By concluding the contract, the customer assigns his claims in connection with such sales against his customers to the seller by way of security, who accepts this assignment at the same time. 9) Liability for defects / warranty

If the purchased item is defective, the provisions of the statutory liability for defects shall apply. The following shall apply in derogation thereof:

9.1 Claims for defects shall not arise in the event of natural wear and tear or damage occurring after the transfer of risk as a result of incorrect or negligent handling, excessive strain, unsuitable operating materials or as a result of special influences which are not assumed under the contract. If the customer or third parties carry out improper modifications or repair work, no claims for defects shall exist for these and the resulting consequences, unless the customer can prove that the defect was not caused by these modifications or repair work.

9.2 In the case of new goods, the limitation period for claims for defects shall be one year from delivery of the goods. In the case of used goods, the rights and claims due to defects are excluded.

9.

9.3 The above-mentioned limitations of liability and shortening of the limitation period shall not apply

9.4 In the event of subsequent defect, the seller shall have the right to choose between rectification or replacement.

9.5 If a replacement delivery is made within the scope of the liability for defects, the limitation period shall not recommence.

9.6 If the subsequent delivery is made by way of a replacement delivery, the customer is obliged to return the goods first delivered to the seller within 30 days. The return package must contain the reason for the return, the customer's name and the number assigned for the purchase of the defective goods, which enables the seller to allocate the returned goods. As long as and to the extent that the assignment of the returned goods is not possible for reasons for which the customer is responsible, the seller shall not be obliged to accept the returned goods and to refund the purchase price. The costs of a new shipment shall be borne by the customer. 9.8 If the customer acts as a merchant within the meaning of § 1 of the German Commercial Code (HGB), he shall be subject to the commercial duty of examination and inspection pursuant to § 377 of the German Commercial Code (HGB). If the customer fails to comply with the notification obligations regulated therein, the goods shall be deemed to have been approved.

10) Liability

The Seller shall be liable to the customer for all contractual, customary and statutory claims, including claims in tort, for damages and reimbursement of expenses as follows:

10.1 The Seller shall be liable without limitation for any legal reason

10.2 If the Seller negligently breaches an essential contractual obligation, liability shall be limited to the foreseeable damage typical of the contract, unless liability is unlimited in accordance with the above clause. Material contractual obligations are obligations which the contract imposes on the seller according to its content in order to achieve the purpose of the contract, the fulfilment of which makes the proper performance of the contract possible in the first place and on the observance of which the customer may regularly rely.

10.

10.3 In all other respects, any liability on the part of the Seller is excluded.

10.4 The foregoing liability provisions shall also apply with regard to the liability of the Seller for its vicarious agents and legal representatives.

11) Limitation

The customer's claims against the seller shall become statute-barred - with the exception of the claims regulated under the point "Liability for defects / warranty"; The liability for defects shall be limited to one year from knowledge of the facts giving rise to the claim, at the latest, however, five years after performance of the service, unless liability is unlimited in accordance with the above paragraph.

12) Retention, assignment

12.1 The customer's rights of retention and refusal of performance are excluded, unless the seller does not contest the underlying counterclaims or these have been validly established.

12.2.

12.2 An assignment of claims by the customer arising from the contract concluded with the customer, in particular an assignment of any defect claims by the customer, is excluded.

13) Special conditions for the processing of goods according to certain specifications of the customer

13.1 The customer shall indemnify the seller against claims of third parties which the latter may assert against the seller in connection with an infringement of their rights by the contractual use of the customer's content by the seller. In this case, the customer shall also bear the necessary costs of legal defence, including all court costs and lawyers' fees at the statutory rate. This shall not apply if the customer is not responsible for the infringement. In the event of a claim by a third party, the customer is obliged to provide the seller immediately, truthfully and completely with all information required for the examination of the claim and a defence.

13.2. <13.2 The Seller reserves the right to refuse processing orders if the content provided by the Customer for this purpose violates statutory or regulatory prohibitions or offends common decency. This applies in particular to the provision of anti-constitutional, racist, xenophobic, discriminatory, insulting, youth endangering and/or violence glorifying content.

14) Applicable law, place of jurisdiction

14.1 All legal relations between the parties shall be governed by the laws of the Federal Republic of Germany, excluding the laws on the international sale of movable goods.

14.2.

14.2 If the customer is a merchant, a legal entity under public law or a special public-law entity with its registered office in the territory of the Federal Republic of Germany, the exclusive place of jurisdiction for all disputes arising from this contract shall be the registered office of the seller. If the customer has its registered office outside the territory of the Federal Republic of Germany, the place of business of the seller shall be the exclusive place of jurisdiction for all disputes arising from this contract if the contract or claims arising from the contract can be attributed to the professional or commercial activity of the customer. In the aforementioned cases, however, the Seller shall in any case be entitled to bring the matter before the court at the Client's place of business.