General Terms and Conditions of Sale Allegro Capital, Logistics, Services & More GmbH

(As of February 2025)

1. General / Scope of Application
1.1. These General Terms and Conditions of Sale (hereinafter referred to as "GTC") apply exclusively to contracts with companies within the meaning of Section 14 of the German Civil Code (Bürgerliches Gesetzbuch – BGB) and not to consumers within the meaning of Section 13 BGB.
1.2. They govern all contracts for the delivery of goods by Allegro Capital, Logistics, Services & More GmbH (hereinafter "Seller") to the customer.
1.3. Deviating or conflicting terms and conditions of the customer are not recognised, unless the seller expressly agrees to their validity in writing.
1.4. Amendments or supplements to these GTC must be made in writing and must be expressly agreed.

2. Subject matter of the contract and nature
2.1. The essential nature of the goods sold is set out in the written agreements and the associated product descriptions.
2.2. The information contained in catalogues, brochures or other sales documents is non-binding unless it has been expressly made part of the contract.
2.3. Natural products are subject to natural fluctuations due to external influences such as temperature and humidity. Such customary deviations do not constitute a defect..
2.4. The buyer is obliged to use the delivered goods exclusively for the specified purposes.

3. Reservation of title
3.1. The goods remain the property of the seller until all claims arising from the business relationship have been paid in full.
3.2. The customer is obliged to treat the goods with care and to insure them appropriately against fire, water and theft.
3.3. Resale of the goods subject to retention of title is permissible in the ordinary course of business. However, the customer remains obliged to fulfil all payment obligations to the seller in full. A separate assignment of the claims is not required in this contex.
3.4. In the event of seizures or other interventions by third parties, the customer is obliged to inform the seller immediately in writing.

4. Prices and payment terms
4.1. The stated prices are net ex works and exclusive of the applicable statutory value added tax.
4.2. Shipping costs, packaging costs and other ancillary costs will be invoiced separately.
4.3. The purchase price is payable within 30 days of the invoice date without deduction. Cash discounts require a separate written agreement.
4.4. If the customer falls into arrears, the seller is entitled to demand default interest at the statutory rate in accordance with § 288 BGB.
4.5. The seller is entitled to make deliveries only against advance payment or security if there are justified doubts about the customer's ability to pay.

5. Delivery conidtions
5.1. Delivery times are only binding if they have been confirmed in writing.
5.2. The seller is entitled to make partial deliveries, provided that these are reasonable for the customer.
5.3. The delivery time shall be extended appropriately if the customer violates obligations to cooperate or force majeure occurs.
5.4. If the customer is in default of acceptance, the risk of loss or deterioration of the goods shall pass to the customer at this point in time.

6. Transfer of risk and shipping
6.1. The risk of accidental loss or deterioration of the goods passes to the customer when the goods are handed over to the transport service provider.
6.2. If the customer requests special packaging or shipping, the customer shall bear the additional costs incurred for this.
6.3. If the shipment of the goods is delayed for reasons for which the customer is responsible, the risk shall pass to the customer from the time of readiness for shipment.

7. Liability for defects and warranty
7.1. The customer is obliged to inspect the goods immediately upon receipt and to report any defects in writing within 7 days.
7.2. If there is a defect, the seller will, at his discretion, provide subsequent performance by either rectifying the defect or making a replacement delivery. The period for subsequent performance is 14 days, unless a longer period is necessary due to the nature of the defect.
7.3. Further claims, in particular for damages, shall only exist in accordance with Section 8.
7.4. If the customer or a third party carries out inappropriate modifications or repairs to the goods, the claims for defects shall become void.

8. Liability
8.1. The seller shall be liable without limitation for intent and gross negligence.
8.2. For slight negligence, the seller shall only be liable in the event of a breach of material contractual obligations and in this case shall be limited to typically foreseeable damage.
8.3. Further liability is excluded, in particular for indirect damage or loss of profit.
8.4. Liability under the Product Liability Act and for damages resulting from injury to life, limb or health remains unaffected.

9. Limitation
9.1. Claims of the customer due to defects shall become time-barred within 12 months after the transfer of risk.
9.2. Rights of recourse according to § 478 BGB shall remain unaffected.

10. Datenschutz
10.1. The seller processes personal data of the customer exclusively within the framework of the statutory data protection provisions.
10.2. Further information can be found in the seller's data protection declaration.

11. Final provisions
11.1. These terms and conditions are governed exclusively by the laws of the Federal Republic of Germany, excluding the UN Sales Convention.
11.2. The place of performance and jurisdiction is the seller's place of business, provided that the customer is a merchant.
11.3. Should any individual provisions of these General Terms and Conditions be invalid, the validity of the remaining provisions shall remain unaffected. The invalid provision shall be replaced by a provision that most closely approximates the economic purpose of the original provision.