These General Terms contain a German and an English language version. In case of doubt or discrepancies the German language version shall prevail.

Preamble

These General Terms and Conditions govern the contractual relationship between Marketing Press d.o.o., Mis Irbijeve 58, 11000 Belgrade, Serbia or its sister company Marketing Press UG, Borkumer Str. 10A, 30163 Hannover, Germany (hereinafter referred to as the „Seller“) and the customer (hereinafter referred to as the „Buyer“).

§ 1 General information, scope

1.The General Terms and Conditions apply to present and future business relations with businesses persuant to § 14 of the German Civil Code (BGB), legal persons under public law and special funds under public law.

2.The General Terms and Conditions apply exclusively. Deviating, supplementary or contradictory General Terms and Conditions of the Buyer shall become an integral part of the contract only if and to the extent that the Seller has expressly consented to the application thereof. This requirement of consent applies in any event, for example even if the Seller, acknowledging the Buyer’s General Terms and Conditions, executes delivery to it without reservation.

3.If the Buyer accepts the service/delivery from the Seller without reservation, this shall also imply acknowledgement of these General Terms and Conditions.

4.Any legally relevant declarations and notices which are to be made to the Seller by the Buyer after conclusion of the contract (e.g. setting of deadlines, notices of defect, declarations of withdrawal or abatement) must be made in written form to be valid.

§ 2 Conclusion of contract

1.The offers on the websites and in the catalogues of the Seller are subject to change and non-binding.

2.By placing the order the Buyer makes a binding offer to purchase the goods specified in the order.

3.The quality of the ordered goods corresponds to the respective product descriptions. The illustrations may only offer an approximate reflection of the products; in particular, colours can differ substantially for technical reasons. Images are provided for illustration purposes only and can deviate from the product. Technical data, weight, dimensions and the performance specification are indicated as precisely as possible, but can exhibit the usual deviations. Deviations from the characteristics described here do not constitute defects in the products supplied by the Seller.

4.In the case of special productions, the Seller reserves the right to make technical and design changes which may differ from the descriptions and information provided. The same applies in the case of deviations in material, dimensions, weight, colour, structure, construction and/or model type (these are only reference values) which are due to the manufacturer or the supplier, in addition to printing errors and mistakes. If no substantial change is made and the change or deviation is reasonable for the customer, the customer cannot derive any rights from the deviation or change.

5.Unless stated otherwise in the order, the Seller is entitled to accept this contractual offer within two weeks of receiving it.

6.The contract only becomes effective once the Seller confirms the order with the Buyer or once the goods are dispatched to the Buyer.

§ 3 Delivery period and delay in delivery

1.Goods are exclusively delivered upon invoice payment, advance payment or PayPal. Deliveries abroad are exclusively made upon advance payment.

2.Individually agreed partial deliveries as well as additional equipment delivered subsequently upon the Buyer’s request shall be invoiced separately in each case.

3.Delivery dates and delivery periods which can be agreed in a binding or non-binding manner must be stated explicitly. If binding delivery terms have not been explicitly agreed upon, all delivery dates and periods (including those specified in writing) shall be understood as not binding. Should future contractual changes in respect of the affected goods be agreed upon, then all previously agreed delivery schedules and dates shall simultaneously thereby lapse.

4.The Seller shall only be liable for failure to comply with the delivery period if a delivery period is explicitly approved and to the extent that the Seller can be held responsible. Initially, however, a reasonable extension of at least 3 weeks must be granted in each case.

5.The Seller is entitled to make partial deliveries unless partial delivery is unreasonable for the Buyer.

6.Unforeseeable circumstances affecting delivery, in particular due to natural catastrophes, wars, blockades, unrest, riots, official measures, transport disruptions, labour disputes, difficulties in the procurement of raw materials or delivery parts for which the Seller is not responsible, operational disruptions, etc. for which the Seller is not responsible and which impair timely or appropriate delivery, shall cause the delivery periods to be extended by the duration of the impairing conditions.

7.The dispatch route and mode shall be chosen by the Seller. However, the Seller does not guarantee that the cheapest means of transportation will be selected.

§ 4 Delivery, transfer of risk, acceptance, default in acceptance

1.Delivery is ex warehouse, which is also the place of performance. At the request and expense of the Buyer the goods may be shipped to another destination (sale by dispatch).

2.The risk of coincidental loss and coincidental deterioration of the goods shall pass to the Buyer no later than upon their handover. In the event of sale by dispatch, however, the risk of coincidental loss and coincidental deterioration of goods as well as the risk of delay is transferred as soon as the goods are handed to the carrier, forwarder or the person or organisation charged with dispatch of the goods. Insofar as acceptance is agreed upon, this shall be decisive for the transfer of risk. Default in acceptance by the Buyer shall be equivalent to handover or acceptance.

3.If the Buyer is in default of acceptance, if it fails to provide assistance, or if the delivery is delayed for other reasons for which the Buyer is responsible, then the Seller is entitled to request compensation for the damages thus arising, including additional expenses (e.g. storage costs).

§ 5 Prices and payment

1.Unless otherwise agreed in individual cases, the prices valid at the time of contract conclusion apply plus statutory value added tax.

2.In the case of sale by dispatch (§ 4 para. 1) the Buyer shall bear the transport costs. Any customs duties, fees, taxes and other public charges shall likewise be borne by the Buyer.

3.Unless otherwise agreed in writing, all invoice amounts are immediately due. Default interest shall be charged at a rate of 9 percent over and above the prevailing base interest rate. The interest is immediately due. The right to assert a higher damage claim caused by default shall be reserved. Possible foreign exchange losses are also considered damage caused by default.

§ 6 Retention of title

1.The Seller retains title of ownership to all supplied delivery articles (hereinafter referred to as reserved goods) until all outstanding claims, irrespective of the legal basis, including future or contingent claims and those from contracts entered into concurrently and thereafter, have been settled. This also applies if payments are made towards specifically designated claims.

2.Should there be evidence indicating that the Buyer is unable to pay or that such inability is impending, the Seller shall be entitled to terminate the contract without notice and to demand restitution of the reserved goods.

3.Treatment and processing of the reserved goods shall be carried out for the Seller within the meaning of § 950 of the BGB, without obliging it. The processed goods shall be considered reserved goods within the meaning of § 6 para. 1. In the event of the Buyer processing, combining and mixing the reserved goods with other goods, the Seller shall be entitled to co-ownership of the new goods in the proportion of the invoice value of the reserved goods to the invoice value of the other used goods. If the Seller’s ownership expires as a result of combining or mixing, the Buyer shall transfer ownership rights to the Seller now for the new stock or item in the amount of the invoice value of the reserved goods and shall hold them in safe custody for the Seller at no charge. The co-ownership rights resulting therefrom shall be considered reserved goods within the meaning of § 6 para. 1.

4.Where the Buyer uses the reserved goods in such a manner as to form part of real estate within the meaning of § 946 of the BGB, the Buyer shall assign to the Seller, by way of security, without any special declarations being required, any claims the Buyer might have for payment of the combination, including all ancillary rights, in the ratio of the value of the combined reserved goods to the remaining combined goods or to the value of the overall performance at the time of the combination.

5.The Buyer shall only be entitled within the ordinary course of business and as long as it is not in default to resell the reserved goods, process or combine them with other items or otherwise incorporate them. Any other disposal of the reserved goods is inadmissible. The Seller must be informed immediately of any third-party seizure or other access to the reserved goods. All costs for intervention shall be borne by the Buyer, insofar as they cannot be collected from the third party and the third-party proceeding has been filed justifiably. If the Buyer defers the purchase price for its customer, it must reserve title to the reserved goods in relation to the latter at the same conditions under which the Seller has reserved title on delivery of the reserved goods. However, the Buyer is not obliged to also retain title of ownership in relation to its customer with respect to claims that arise in the future. In all other respects, the Buyer is not entitled to dispose of the reserved goods.

6.The Buyer’s claims arising from disposal of the reserved goods are hereby assigned to the Seller. They shall serve as security to the same extent as the reserved goods. The Buyer is only entitled and authorised to dispose of the reserved goods if it is guaranteed that the claims arising from this are transferred to the Seller.

7.If the reserved goods are disposed of by the Buyer in conjunction with others not delivered by the Seller at a total price, then the assignment of the claims from this sale is equal to the amount of the invoice value of the reserved goods sold.

8.If the claim assigned is included in a current account, the Buyer immediately assigns to the Seller that part of the balance which is equivalent to the amount of this claim, including the final balance from current account operations.

9.The Buyer is entitled to collect the assigned claims until the Seller revokes this authorisation. The Seller is entitled to revocation if the Buyer does not duly fulfil its payment obligations from the business relationship or circumstances become known which substantially reduce the credit standing of the Buyer. If the prerequisites for exercising the right of revocation are given, the Buyer shall, at the Seller’s request, promptly notify the Seller of the assigned claims and their debtor, furnish all data required for collection of such claims, hand over all related documentation to the Seller, and advise the debtor of such assignment. The Seller is also entitled to inform the debtor of the assignment itself. The Buyer is otherwise not entitled to assign the claims, even on the basis of the Seller’s collection authorisation.

10.In the event that the nominal value (invoice amount of the goods or nominal amount of the receivables) of the securities existing for the Seller exceed the claims secured by more than 10% in total, the Seller shall to such extent be obliged, at the Buyer’s request, to release securities at its discretion.

11.If the Seller asserts the retention of title, then this shall only be considered to be a withdrawal from the contract if this is expressly declared by the Seller. The right of the Buyer to possess the reserved goods expires if it does not fulfil its obligations arising from this or another contract.