General Terms and Conditions of av Bechtle GmbH, Robert-Bosch-Str. 16, 74906 Bad Rappenau, Germany

I. General
Our terms and conditions apply to all contracts, deliveries, and services. Deviations only apply to individual cases and require our written confirmation. Our terms and conditions shall also apply if we carry out the delivery to the customer with knowledge of deviating terms and conditions of the customer. Our terms and conditions also apply to all future business with the customer.

II. Offer and acceptance of order
1. Our offers are subject to change without notice.
2. the illustrations, brochures, directories, advertising literature, drawings, etc. relating to our goods and the data and technical characteristics contained therein are only approximate if they are not expressly designated by us as binding. We reserve the right to make changes to the design and execution.
3. the customer is bound to his order for three weeks.
4. a contract is concluded with our acceptance of the order or by execution of the delivery.

III. Prices
The prices stated in our price lists, offers and order confirmations are current prices. Our prices are ex warehouse. The statutory sales tax is not included in the price. In the case of a shipment purchase, the freight costs, the packaging costs, as well as the costs of an insurance concluded at the request of the customer are to be borne additionally by the customer.

IV. Delivery, transfer of risk
1. Delivery and shipment shall be made ex warehouse at the risk of the customer, even if carriage paid delivery has been agreed. The risk shall pass to the customer upon dispatch or, if collection has been agreed, upon provision. At the customer's request, we shall take out transport insurance at the customer's expense in the amount of the value of the goods.
2. We are entitled to make partial deliveries.
3. If we have guaranteed a delivery date or a delivery period and/or if we are in default with the delivery, the customer must set us a reasonable grace period in writing with a threat of refusal. After fruitless expiry of this grace period, the customer shall be entitled to withdraw from the contract in respect of those quantities which have not been notified as ready for dispatch by the expiry of the grace period.
4. Claims for compensation of damages due to delay in delivery are excluded.

V. Complaints, warranty, liability
1. Obvious defects and complaints due to incomplete delivery shall be notified to us in writing within one week of receipt of the goods at the latest. In all other respects, the customer shall comply with the obligation to examine the goods and to give notice of defects pursuant to §§ 377, 378 HGB (German Commercial Code).
2. In the event of justified complaints, we shall be entitled, at our discretion, to remedy the defect or to make a replacement delivery. If we are not able to remedy the defect or make a replacement delivery within a reasonable period of time or if the remedy of the defect or the replacement delivery fails, the customer shall be entitled to withdraw from the contract or to demand a reduction of the purchase price. The warranty period is 12 months.
3. Claims for compensation for damages which have not occurred to the delivery item itself shall be excluded; this shall not apply insofar as liability is mandatory in cases of intent, gross negligence, or the absence of warranted characteristics.

VI. Payment, exclusion of set-off and defense, consequences of default
1. Invoice amounts are payable within 10 days with a 2% discount or without deduction within 60 days of the invoice date; the customer shall pay interest on outstanding invoice amounts at the statutory interest rate from the 31st day after the invoice date, unless otherwise agreed.
2. offsetting with counterclaims, assertion of the defense of non-performance of the contract or the right of retention shall be excluded; this shall not apply if the counterclaims underlying the offsetting or the assertion of the defense of non-performance of the contract or the right of retention are undisputed or have been finally determined by a court of law.
3. If the customer is in arrears with the payment of a due invoice in whole or in part or if we become aware of circumstances which make our claim against the customer appear to be at risk, we shall be entitled to make any further delivery dependent on the advance payment or security of the purchase price. In this case, furthermore, all outstanding invoices shall become due immediately, we shall be entitled to prohibit the customer from reselling goods delivered by us and to take possession of or secure the goods still available at the customer's premises. The customer is obliged to inform us about the stock of our goods still in his power of disposal and to allow us to inspect his warehouse. The taking back of the goods by us does not constitute a withdrawal from the contract. After taking back the goods, we shall be entitled to sell them by private contract. The proceeds of the sale, less reasonable costs of sale, shall be credited against the customer's liabilities.

VII. Retention of Title
1. We retain title to the goods delivered by us until all claims against the customer to which we are entitled from the business relationship, including future claims, have been settled. This shall also apply if individual or all claims have been included in a current account and the balance has been struck and accepted. In the case of the acceptance of bills of exchange or checks, performance shall only take effect upon their redemption.
2. The customer shall be entitled to resell the reserved goods in the ordinary course of business only against assignment of all claims accruing to him from the resale against his customers or against third parties. The customer hereby assigns to us the full amount of the claims accruing to him from the resale, insofar as goods subject to retention of title are sold unprocessed or after processing or combination with items which are the exclusive property of the customer. If goods subject to retention of title are sold by the customer - after processing/combination together with goods not belonging to us - the customer hereby assigns to us the claims arising from the resale in the amount of the value of the goods subject to retention of title with all ancillary rights and priority over the rest. The customer is authorized to collect the claims assigned to us until revoked. This shall not affect our authority to collect the claims ourselves, but we undertake not to collect the claims as long as the customer duly meets his payment and other obligations. We have the right to demand that the customer discloses to us the assigned claims and their debtors, provides all information necessary for collection, hands over the relevant documents and informs the debtors of the assignment.
3. The customer shall carry out any processing or treatment of the goods subject to retention of title on our behalf without any obligations arising therefrom for us. In the event of processing, combining, mixing, or blending of the reserved goods with other goods not belonging to us, we shall be entitled to co-ownership of the new item in the ratio of the value of the reserved goods to the other processed goods at the time of processing, combining, mixing or blending. If the customer acquires sole ownership of the new item, we and the customer agree that the customer shall grant us co-ownership of the new item in proportion to the value of the processed or combined, mixed or blended goods subject to retention of title and shall store the new item for us free of charge.
4. The customer shall notify us in writing without delay of any seizures or other interventions by third parties in the goods subject to retention of title.
5. the customer is obliged to insure the reserved goods adequately against fire, water and theft damage at his own expense.

VIII. Place of Performance, Place of Jurisdiction, Choice of Law
1. place of performance and place of jurisdiction is our place of business. This shall also apply to disputes in proceedings involving documents, bills of exchange or checks.
2. The contractual relationship with the customer shall be governed exclusively by the laws of the Federal Republic of Germany. The application of the UN Convention on Contracts for the International Sale of Goods (CISG) is excluded even if the customer is domiciled abroad.

IX. Final Provisions
Should individual provisions of these Terms and Conditions of Sale be or become invalid in whole or in part or contain a gap, this shall not affect the validity of the remaining provisions. In place of the invalid provision or to fill the gap, an appropriate provision shall be made which comes closest in economic terms to what the parties intended or would have intended if they had considered the point.