General Terms and Conditions of Delivery and Payment of Camba Bavaria GmbH (GTC)
As of 1 March 2023

§ 1 Scope
1. Our General Terms and Conditions of Delivery and Payment shall apply exclusively. Any terms and conditions of the Buyer that deviate from our terms and conditions of sale shall not be valid.
2. If our General Terms and Conditions of Delivery and Payment were not provided to an entrepreneur with the offer or on another occasion, they shall apply if the entrepreneur knew or should have known of them from a previous business relationship.

§ 2 Conclusion of the Contract
1. The order constitutes a binding offer. At our discretion, we may accept this offer within 2 weeks by sending an order confirmation or by dispatching the ordered goods to the Buyer within this period. Deliveries made by us shall not give rise to any legal entitlement to subsequent deliveries.
2. Our external sales representatives are not authorized to conclude contracts.

§ 3 Prices
1. Unless otherwise stated in the order confirmation, our prices are ex loading ramp.
2. Our payment terms are as follows: The Buyer is required to pay the purchase price within 14 days of the invoice date. If the Buyer issues a SEPA direct debit mandate, we grant a 2% discount for collection within 7 days. Upon expiry of this period, the Buyer shall be in default of payment. In this case, all outstanding claims shall become immediately due. If the Buyer is in default of payment, we shall be entitled to charge default interest at a rate of 8% above the applicable base rate. If we can prove that we have suffered greater loss as a result of the default, we shall be entitled to claim such loss.
3. For contracts with an agreed delivery period of more than 4 months, we reserve the right to increase prices in line with cost increases resulting from collective bargaining agreements or increases in material prices. If the increase exceeds 5% of the agreed price, the customer shall have the right to terminate the contract.
4. The Buyer shall only be entitled to set-off if its counterclaims have been legally established, are undisputed, or have been acknowledged by us.

§ 4 Delivery, Delivery Time
1.Deliveries within the region, within a radius of approx. 100 km, are subject to the currently applicable flat delivery charge. All other deliveries are made ex brewery by forwarding agent and charged according to the actual costs incurred.
2. All deliveries are made at the Buyer’s risk as soon as the goods have left our premises. This also applies if the goods are shipped carriage paid.
3. If we are in default, the Buyer may only assert any rights arising therefrom after first having given us written notice allowing a grace period of 10 days, which has expired without result. In cases of slight negligence, our liability for damages shall be limited to 30% of the foreseeable loss. Any further claims for damages shall only exist if the delay is due to intent or gross negligence.
4. Our compliance with our delivery obligations is subject to the Buyer’s timely and proper fulfillment of its obligations.

§ 5 Warranty
1. If the purchase is a commercial transaction for both parties, the Buyer must inspect the goods immediately upon delivery and notify the Seller of any defect within 8 working days. Once the notification and inspection period has expired, the goods shall be deemed approved, unless the defect is hidden. We will not accept returns without our permission.
2. If the Buyer is an entrepreneur, we shall, at our discretion, initially provide a remedy for defects in the goods by repair or replacement delivery. If the defect is remedied, we shall bear all expenses necessary for remedying the defect, in particular transport, travel, labor, and material costs, unless these costs are increased because the purchased item has been taken to a location other than the place of performance.
3. If the defect cannot be remedied, or if we are unwilling or unable to remedy the defect or provide a replacement delivery, or if this is delayed beyond a reasonable period for reasons for which we are responsible, the Buyer shall be entitled to withdraw from the contract or demand a reduction in the purchase price.
4. Any further claims by the Buyer, in particular claims for damages, including loss of profit or other financial losses incurred by the Buyer, are excluded.
5. The above limitation of liability shall not apply if the cause of the damage is due to intent or gross negligence. Nor shall it apply if the Buyer is not an entrepreneur and claims damages due to the absence of a warranted characteristic.
6. If a material contractual obligation is breached through negligence, our liability shall be limited to the foreseeable loss.
7. For deliveries to entrepreneurs, the limitation period for warranty claims shall be one year from delivery of the purchased item. The same period shall also apply to claims for compensation for consequential damage caused by a defect, unless claims in tort are asserted. The shortening of the warranty period shall not apply if the Buyer is not an entrepreneur.

§ 6 Retention of Title
1. In contracts with entrepreneurs, we shall retain title to the goods until all claims arising from an ongoing business relationship have been paid in full.
2. In the event of conduct by the Buyer in breach of contract, particularly in the event of default in payment, we shall be entitled to take back the goods after issuing a reminder, and the Buyer shall be obliged to surrender them.
3. The assertion of retention of title and the seizure of delivered items by us shall not be deemed a withdrawal from the contract, unless the provisions of the Consumer Credit Act apply or we expressly declare otherwise in writing. The following shall also apply when these terms are used in contracts with entrepreneurs:
4. The Buyer is entitled to resell the delivered items in the ordinary course of business; however, the Buyer hereby assigns to us all claims arising from such resale in the amount of the purchase price agreed between us and the Buyer (including VAT), regardless of whether the delivered items are resold without or after processing. The Buyer is authorized to collect these claims after their assignment. This shall not affect our authority to collect the claims ourselves; however, we undertake not to collect the claims as long as the Buyer duly meets its payment obligations and is not in default of payment. If this is not the case, we may require the Buyer to disclose the assigned claims and the debtors thereof, provide all information necessary for collection, hand over the relevant documents, and notify the debtors (third parties) of the assignment.
5. Any processing or transformation of the goods by the Buyer shall always be carried out on our behalf. If delivered items are processed together with other items not belonging to us, we shall acquire co-ownership of the new item in proportion to the value of the delivered items relative to the other items processed at the time of processing.
6. If delivered items are inseparably mixed with other items not belonging to us, we shall acquire co-ownership of the new item in proportion to the value of the delivered items relative to the other mixed items. The Buyer shall hold our co-ownership in safekeeping for us.
7. The Buyer may neither pledge the delivered items nor transfer them by way of security. In the event of seizure, confiscation, or other dispositions by third parties, the Buyer shall notify us immediately and provide us with all information and documents necessary to safeguard our rights. Enforcement officers or third parties must be notified of our ownership.
8. At the Buyer’s request, we undertake to release the securities to which we are entitled to the extent that their value exceeds the claims to be secured, insofar as these have not yet been paid, by more than 20%.

§ 7 Place of Performance, Place of Jurisdiction
The place of performance is Seeon. The exclusive place of jurisdiction for all disputes arising out of this contract for fully qualified merchants, legal entities under public law, or special funds under public law shall be Traunstein. The same shall apply if the Buyer has no general place of jurisdiction in Germany or if its domicile or habitual residence is unknown at the time the action is brought.

§ 8 Applicable Law
The contractual relationship shall be governed exclusively by the laws of the Federal Republic of Germany.

§ 9 Severability Clause
Should any individual provisions of the contract with the customer, including these General Terms and Conditions of Delivery and Payment, be or become wholly or partially invalid, this shall not affect the validity of the remaining provisions. The wholly or partially invalid provision shall be replaced by a provision whose economic effect comes as close as possible to that of the invalid provision.