TERMS Mistelhain GmbH & Co. KG General Terms and Conditions of Sale Mistelhain GmbH & Co. KG 1. Applicability (1) Only these terms and conditions of sale, which can be viewed under https://www.mistelhain.com/agb, apply. Unless we have expressly agreed to them in writing, we will not accept any deviating or conflicting conditions. (2) The terms and conditions of sale also apply to all future transactions between the parties. This also applies if we carry out the delivery of the goods in knowledge of deviating or conflicting conditions. (3) These General Terms and Conditions of Sale apply only to entrepreneurs, legal entities under public law or special funds under public law within the meaning of Section 310 (1) of the German Civil Code. 2. Acceptance, Offer By placing an order, the customer makes a binding offer to purchase the product in question. If the order represents an offer within the meaning of § 145 BGB, we are entitled to accept it within a period of two weeks. The offers of Mistelhain GmbH & Co. KG in brochures, on the website or in any other form are non-binding, unless expressly marked as binding. 3. Payment, prices (1) Delivery shall be made at the list/daily prices or agreed sales prices valid for the respective customer group on the day of delivery. Our prices are ex-works, exclusive of the costs for packaging, plus the applicable statutory sales tax, unless expressly agreed otherwise. The entry into force of the latest price list means the loss of validity of all other lists and any other price agreements. Price changes will take effect upon notification to the customer. Prices are net prices. They do not include VAT, any customs duties or other taxes. (2) Unless otherwise agreed, the purchase price shall be due for payment net immediately from the date of invoicing. After maturity, default interest of 5% above the respective base interest rate p.a. will be charged. We reserve the right to assert further damages for delay. 4. Retention, set-off The buyer is only entitled to assert rights of retention on the basis of counterclaims arising from the same contractual relationship. The buyer is only entitled to offset insofar as his counterclaims are undisputed or legally established. 5. Delivery (1) Should there be a default of acceptance or other culpable breach of cooperation obligations on the part of the buyer, compensation for the resulting damage, including any additional expenses, may be claimed. In this case, the risk of accidental loss or accidental deterioration of the goods shall pass to the buyer at the time of default of acceptance or other breach of obligations to cooperate. Further claims are reserved. (2) We reserve the right to raise the objection of non-performance of the contract. Delivery implies the timely and proper fulfilment of the Buyer's obligations. (3) We reserve the right to supply ourselves correctly and on time. In the event of unavailability of the service, we will inform the buyer immediately. The benefit will be refunded immediately. If the customer picks up goods or other goods himself, he is obliged to load them safely on suitable vehicles, even if he is assisted in this by employees of Mistelhain GmbH & Co. KG or affiliated companies. In this respect, the customer indemnifies these companies and their employees from all damages and claims of third parties. (4) Delays in their delivery, industrial disputes, partial or complete failure of product resources, transport obstructions or other events of force majeure entitle Mistelhain GmbH & Co. KG to postpone the delivery in order to postpone the duration of the hindrance or delay plus a reasonable start-up time. The same applies to seasonal excess demand. 6. Transfer of risk, dispatch If the goods are shipped at the request of the buyer, the risk of accidental loss and accidental deterioration of the goods passes to the buyer at the time of dispatch. 7. Retention of title (1) The goods remain our property until all payments have been received in full. In the event of a breach of contract by the buyer, including default of payment, we shall be entitled to recover the goods. (2) The buyer must treat the goods with care, maintain them if necessary and insure them appropriately. (3) The buyer must inform us immediately in writing if the purchase price of the goods has not been paid in full, that the goods are encumbered with the rights of third parties or are subject to other interference by third parties. (4) The buyer shall be entitled to resell the goods subject to retention of title in the ordinary course of business. In this case, however, he already assigns to us all claims arising from such a resale, regardless of whether this takes place before or after any processing of the goods delivered under retention of title. Notwithstanding our authority to collect the claim ourselves, the buyer remains authorised to collect the claim even after the assignment. In this context, we undertake not to collect the claim as long as and to the extent that the buyer meets his payment obligations, no application for the opening of insolvency or similar proceedings has been filed and there is no suspension of payment. (5) Insofar as the above-mentioned securities exceed the claims to be secured by more than 10%, we are obliged to release the securities at our selection at the request of the buyer. 8. Warranty / Quality Beverages and products from Mistelhain GmbH & Co. KG are delivered in impeccable quality. These are manufactured in accordance with existing legal regulations. Complaints about the quantities or prices indicated on the delivery notes and/or invoices – even in the case of delivery of pallets – must be made upon receipt of the goods, but no later than within 8 days. In the event of a late complaint, the customer loses the right to subsequent delivery or credit note. (1) The prerequisite for any warranty rights of the buyer is also the proper fulfilment of all inspection and complaint obligations owed under § 377 HGB. Upon delivery, the buyer must immediately and carefully inspect the goods for defects with regard to the quantity and quality of the delivered and returned containers (full and empties) and means of transport (beverage components; other deposit containers), the types and varieties, including the remaining period guaranteed by us until the best-before date of the delivered goods. A complaint in this regard must be reported immediately; otherwise, the goods shall be deemed to have been approved in this respect. Other defects must be asserted in writing after the expiry of three working days after delivery; exceptions to this are defects that are not recognisable during a proper examination of defects. The latter must be objected to in writing within three working days of their discovery. To meet the deadline, it is sufficient to send the notification in good time. Otherwise, complaints of defects are excluded. (2) Warranty claims can be asserted within 6 months after the transfer of risk. (3) The buyer has a right to subsequent performance in the form of the remedy of the defect or delivery of a defect-free item. This applies to the delivery of defective batches. In the event of failure of subsequent performance, the buyer is entitled to reduce the purchase price or withdraw from the contract. (4) The buyer must check balance confirmations, empties balances and other statements for correctness and completeness. Complaints about these confirmations, balances or statements must be reported immediately, they are excluded 30 days after receipt of the statement. Otherwise, they are considered approved. 9. Empties The empties intended for reuse (e.g. crates, returnable bottles, pallets, etc.) will only be made available to the customer for their intended use and must be returned immediately to Mistelhain GmbH & Co. KG or a third party designated by it. The empties remain the unsaleable property of Mistelhain GmbH & Co. KG. Additional labeling of empties is not permitted. Mistelhain GmbH & Co. KG is entitled to charge a deposit in the usual amount. Empties and pallets must be returned in the same type and quality and in perfect condition. For properly returned empties, a corresponding deposit will be issued. If empties are not returned, a share of 80% of the replacement price for new empties ("deduction new for old") will be charged at the discretion of Mistelhain GmbH & Co. KG, offsetting the deposit. The same applies if there is a negative empties balance at the end of the business relationship. Notwithstanding this, Mistelhain GmbH & Co. KG is only obliged to take back bottles in the crates provided and delivered for this purpose (so-called sorted reusable empties). 10. Liability (1) In the event of intent or gross negligence on our part or on the part of our representatives or vicarious agents, we shall be liable in accordance with the statutory rules; likewise in the event of culpable breach of contractual obligations. Unless there is an intentional breach of contract, our liability for damages is limited to the foreseeable, typically occurring damage. (2) Liability for culpable injury to life, limb or health as well as liability under the Product Liability Act shall remain unaffected. (3) Unless expressly stated otherwise, our liability is excluded. 11. Applicable law, place of jurisdiction; Privacy (1) The place of performance and exclusive place of jurisdiction for all disputes arising from or in connection with this contract is Regensburg. (2) This contract is subject to the laws of the Federal Republic of Germany (to the exclusion of the UN Convention on Contracts for the International Sale of Goods). (3) We hereby inform the buyer in accordance with § 4a para. 1 sentence 2 BDSG and § 4 para. 1 TDDSG and the buyer agrees that we may collect, store, process and use anonymized and/or pseudonymised marketing of our own to third parties and in this respect transfer them to affiliated third-party companies as well as third parties used for the performance of the contract, transport companies in particular. The buyer's consent above also includes the transfer of data to industry-specific credit reference agencies within the scope of the Payment. Consent can be revoked at any time. (As of 08/2024) Mistelhain GmbH & Co. KG, Straubinger Str. 81, 93055 Regensburg Phone: +49 (0) 941 942 914 60 | Fax: +49 (0) 941 942 914 70 District Court of Regensburg, HRA 10138 | VAT identification number: DE331420712 Personal liable partner Mistelhain Verwaltungs GmbH Managing Director: Alena Mehringer Headquarters: Regensburg