1. CONTRACTUAL BASIS

Orders must be made in writing. Verbal and telephone agreements are only legally valid if they are confirmed in writing.

2. ORDER CONFIRMATION

The supplier must object to the conditions stated in the order within 5 days of receipt of the order if he does not wish to accept all or individual conditions. After expiry of this period, the contract is concluded unless we declare that we are cancelling the order within 5 days of receipt of the order by the supplier. In the event of cancellation, the supplier shall have no claims whatsoever, for whatever reason.

3. PRICES

The agreed prices are fixed prices for the duration of the respective contract, unless otherwise agreed in writing in deviation from these Terms and Conditions of Purchase. The prices include all ancillary costs, such as insurance freight, delivery customs costs and the like. The applicable value added tax shall be shown separately. The agreed prices also include the costs for packaging and the disposal of packaging.

4. DELIVERY PERIOD

The delivery dates are binding and are to be understood as arriving. If delays in delivery are foreseeable, we must be informed immediately, stating the causes and new deadlines. Upon expiry of the agreed delivery date, the supplier shall automatically be in default of delivery. In the event of default, we shall be entitled to the statutory claims. In addition, we shall be entitled to a contractual penalty for each calendar day of delay. The amount of the contractual penalty shall be mutually agreed by the parties; it shall be in the range of 0.2% per calendar day up to a maximum of 5% of the net value of the delayed delivery.

5. PROVISION OF MATERIALS

Material provided shall remain our property and shall be stored separately free of charge. If our provided material is lost or damaged or if the supplier produces rejects with it, the supplier shall be obliged to pay compensation in the amount of our cost price for the respective provided material.

We are entitled to demand the return of the material provided at any time without the supplier being entitled to a right of retention or set-off. This also applies to tools provided on loan for production.

6. OWNERSHIP AND STORAGE OF TOOLS, ETC.

If costs or cost shares are paid for the manufacture of tools, moulds, devices or test equipment, we shall become the owner of the items.

The supplier undertakes to keep these items ready for use at all times and to ensure proper property labelling, storage and care. We are entitled to demand surrender at any time without the supplier being entitled to a right of retention or set-off.

7. PRODUCTION RELEASES

Approvals shall be made without prejudice to our right to assert warranty claims and claims for damages in the event of defective delivery. After approval has been given, changes of any kind may only be made with our written authorisation.

8. CONFIDENTIALITY

The supplier undertakes to treat all technical or operational knowledge that becomes known in connection with the fulfilment of the contract as a business secret and to oblige his employees and subcontractors accordingly.

9. HEALTH AND ENVIRONMENTAL PROTECTION - DISPOSAL

The supplier undertakes to deliver only goods that comply with the requirements of health and environmental protection as well as the relevant standardised and applicable statutory provisions.

A certificate for this is to be sent on request. Recommendations/guidelines for the proper handling and disposal of permissible pollutants in the goods or their packaging must also be supplied.

10. SAFETY REGULATIONS

All deliveries and services must be provided in such a way that the statutory health and safety and accident prevention regulations are complied with. The supplier shall be liable for any damage caused by non-compliance with these regulations.

11. WARRANTY

The warranty period is 12 months from the transfer of risk. We have no obligation to inspect incoming goods and to give immediate notice of defects. In the event of defects, we have the right, at our discretion, to demand rectification of defects. replacement delivery or compensation. In urgent cases or if the supplier does not fulfil his warranty obligations immediately, we shall be entitled to replace or repair defective parts and remedy any damage incurred at the supplier's expense. The supplier is obliged to reimburse us for the costs of downtime, reworking, sorting, damage assessment costs and other consequential damage incurred by us or our customers.

The supplier is also obliged to bear the costs of any recall action if the cause of the recall lies in the defectiveness of the supplier's product. If claims are made against us or our customer by third parties on the basis of the Product Liability Act, the supplier is obliged to indemnify us against these claims.

12. PROPERTY RIGHTS

The supplier shall be liable for ensuring that the delivery and use of the purchased goods does not infringe the industrial property rights of third parties.

13. DESIGN PROTECTION

All information, drawings, tools, samples, gauges, etc. which are provided for the quotation and manufacture of the delivery item, as well as the drawings etc. produced by the supplier according to special specifications, may not be used by the supplier for other purposes, reproduced or made accessible to third parties.

All documents and objects created in connection with the order shall automatically become our property. We reserve the right to reclaim them at any time. Offer and delivery to third parties is not permitted without our prior authorisation.

14. PREVENTION OF ACCEPTANCE

Events of force majeure shall release us from the obligation to take delivery for the duration of the hindrance.

15 SHIPPING

Dispatch is always at the expense and risk of the supplier. The risk shall only pass to us upon acceptance at our works. A delivery note with the order data must be enclosed with each consignment.

16 PAYMENT

Payment shall be made net 30 days after receipt of the invoice and goods, or after completion of the service, or by special agreement using the means of payment of our choice.

17. DATA COLLECTION

We are authorised to process the data received in connection with the business relationship for our own purposes in compliance with the provisions of the Federal Data Protection Act. Claims for damages due to the storage and processing of this data are excluded.

18. RETENTION OF TITLE

The contractual products shall become our unrestricted property upon delivery to us or to the location specified by us. Retention of title of any kind whatsoever in favour of the supplier is excluded.

19. VALIDITY OF THE CONTRACT

If individual provisions of these terms and conditions are or become invalid, this shall not affect the validity of the remaining provisions. The parties shall endeavour to find a replacement provision that comes as close as possible to the invalid provision.

20. PLACE OF FULFILMENT AND JURISDICTION

For the legal relationship between the contracting parties, German/Bulgarian law applies. The place of performance is Postbauer-Heng/Veliko Tarnovo, the place of jurisdiction is Postbauer-Heng/Veliko Tarnovo.

**All country and location designations mentioned in the above-listed paragraphs are dependent on the location of the contractor (CVEP GmbH or its affiliates). CVEP OOD)