GTC

General Terms and Conditions of Sale and Delivery of PSV GmbH

I. General information

1. Our General Terms and Conditions apply to all contracts arising from the business relationship with the contractual partner, even if they are not expressly made the subject of the contract in subsequent transactions.
   of the contract. General terms and conditions of the contractual partner are not recognised.
2. All agreements made between us and the customer for the purpose of executing this contract are set out in writing in this contract.
   are set out in writing in this contract.
3. Our terms and conditions of sale shall apply to all future transactions with the customer.
4. In the fulfilment of the order, PSV GmbH may make use of the cooperation of third parties in whole or in certain parts
   or commission subcontractors.
5. Our offers are subject to change. A contract is only concluded upon written order confirmation.
6. We reserve all property rights and copyrights to samples, cost estimates, drawings and similar information of a physical and non-physical nature – including in electronic form – for all countries. These documents and information may not be made accessible to third parties.

II. Prices and terms of payment

1. Unless otherwise stated in the order confirmation, our prices are “ex works”, excluding packaging, freight and installation.
2. Statutory VAT is not included in our prices; it will be shown separately in the invoice at the statutory rate on the day of invoicing.
3. The deduction of a discount requires a special written agreement.
4. Invoices are payable immediately and do not qualify for a discount. If payment is overdue, we shall be entitled to charge interest on arrears at a rate of 6% above the base rate of the ECB (European Central Bank).

III. Retention of title

1. The Contractor shall retain title to all accessories, spare parts and replacement units used until all payments arising from the repair contract have been received.
2. The Contractor is entitled to a contractual lien on the object of the order due to its claim arising from the order (§ 647 BGB). The contractual lien may also be asserted on account of claims arising from work carried out earlier, deliveries of spare parts and other services, insofar as they have a material connection with the object of the order.

IV. Delivery location/delivery time

1. Unless otherwise agreed in individual cases, all deliveries shall be ex works.
2. Information on delivery times is approximate, unless otherwise expressly agreed in writing in individual cases.
3. We accept no liability for compliance with delivery times. Claims for damages by the contractual partner due to delayed delivery, even after the expiry of any period of grace granted to us, are excluded.
4. Agreed delivery periods shall commence on the date of our order confirmation, but not before complete clarification of all execution details.
5. Events of force majeure shall entitle us to postpone the delivery for the duration of the hindrance and a reasonable start-up time or to withdraw from the contract due to the part not yet fulfilled. Strikes, lock-outs and other circumstances which make delivery significantly more difficult or otherwise impossible for us shall be deemed equivalent to force majeure, irrespective of whether they occur at our premises or those of a subcontractor. The contractual partner may demand a declaration from us as to whether we wish to withdraw from the contract or deliver within a reasonable period of time.

V. Delivery

1. When dispatching the goods, we may select the means of transport and the dispatch route to the exclusion of any liability.
2. All risk shall pass to the contractual partner when the goods are handed over to the forwarding agent or carrier, but at the latest when they leave the factory or warehouse.
3. We shall only be obliged to take out transport insurance at the express request of the contractual partner. The costs shall be borne by the contractual partner.

VI. Liability, exclusion of liability

1. If parts of the item to be repaired are damaged through the fault of the Contractor or its personnel, the Contractor shall, at its discretion, repair or replace them at its own expense. The obligation to pay compensation shall be limited to the contractual repair price.
2. The Contractor shall only be liable for damage that has not occurred to the item to be repaired itself, regardless of the legal grounds:
   a) in the event of intent
   b) in the event of gross negligence on the part of the owner or executive employees
   c) in the event of culpable injury to life, limb or health
   d) in the event of defects which he has fraudulently concealed or the absence of which he has guaranteed
   e) insofar as liability exists under the Product Liability Act for personal injury or property damage to privately used objects
3. In the event of culpable breach of material contractual obligations, the Contractor shall also be liable for gross negligence on the part of non-executive employees. Further claims are thus excluded.

VIII. Statute of limitations

All claims of the client, on whatever legal grounds, shall lapse after 12 months.

IX. Assembly and repair services

1. The assembly site / installation site must be prepared in accordance with our instructions in such a way that the assembly work can be carried out as smoothly as possible. If the contractual partner does not fulfil its contractually agreed obligations to cooperate in good time, all additional costs shall be borne by the contractual partner. This also applies in particular to additional costs in connection with travelling expenses.
2. Water, gas and electrical energy shall be provided free of charge to the extent required. This also applies to the corresponding connections.
3. We are authorised to outsource installation services in whole or in part to third parties at our discretion.
4. The contractual partner is obliged to accept the installation/repair service immediately as soon as it has been notified of its completion and any contractually agreed testing of the installation item has taken place. If the contractual partner does not accept the service within 6 working days of notification, it shall be deemed to have been accepted.

X. Place of fulfilment, place of jurisdiction

1. The place of fulfilment shall be the place to which the item to be repaired is to be delivered in accordance with the order.
2. The place of jurisdiction is the court responsible for the Contractor’s registered office. However, the Contractor shall be entitled to take legal action at the Customer’s headquarters.
3. The law of the Federal Republic of Germany shall apply exclusively, to the exclusion of international private law, standardised international law and the UN Convention on Contracts for the International Sale of Goods.

XI. Concluding provisions

1. Should individual provisions of the above terms and conditions be or become invalid, this shall not affect the validity of the remaining provisions. The invalid provisions shall be replaced by such provisions that come closest to the economic purpose of the contract while safeguarding the interests of both parties.
2. All our previous terms and conditions of sale and delivery are hereby cancelled.

Status: October 2009