GTC

I. General

1. the following General Terms and Conditions (hereinafter: GTC) only apply to deliveries and services to entrepreneurs (hereinafter referred to as customers) who are acting in the exercise of their commercial or independent professional activity when concluding a legal transaction.
2. our GTC apply to all current and future business relationships with our customers. General terms and conditions of our customers that deviate from our general terms and conditions will not become part of the contract, even if they are known, unless White Lion has expressly agreed to their validity in writing.

II Offer and conclusion of contract

1. cost estimates, drawings and other documents remain the property and copyright of White Lion; they may not be made accessible to third parties. Our offers for repairs and services represent cost estimates and are subject to change and non-binding; they serve to place an order. The information on anticipated costs and the estimated sum may be exceeded
2. A contract is only concluded when White Lion has confirmed the customer’s order in writing. At the latest upon receipt of the goods.
3. Changes in form, color, weight and technical nature remain reserved within the scope of what is reasonable.
4. Verbal side agreements or assurances by White Lion employees that go beyond the content of the written contract require the written confirmation of the management to be effective.
5. A cancellation fee in the amount of 33% of the order value is due for the cancellation of placed orders. As long as the cancellation fee has not been paid, the order shall be deemed to be valid and we shall not accept the cancellation.

III Terms of payment (prices and default)

1. the prices quoted by us shall apply in EURO plus value added tax at the time of delivery. They apply ex works/warehouse. Additional costs for requested express delivery shall be borne by the customer.
2. Unless other payment arrangements have been agreed in writing, the customer is obliged to pay the agreed purchase price in EURO, without any deductions, within 14 days of receipt of the goods. After expiry of this period, the customer shall be in default of payment (§286 II No. 2 BGB). During the period of default, interest of 5% above the base interest rate is to be paid on the continued payment. White Lion reserves the right to prove and assert a higher damage caused by default (§288 BGB).
3. All claims of White Lion become due immediately in the event of a default of payment by the customer. This also applies if we become aware of circumstances that give rise to considerable doubts about the solvency or creditworthiness of the customer. In these cases, White Lion is entitled to carry out outstanding deliveries only against advance payment or provision of security. If an advance payment or security deposit is not made within 2 weeks, White Lion can withdraw from the contract without setting a new deadline. Further claims remain unaffected in this case.

IV. Offsetting and right of retention

1. the withholding of payments due to or offsetting against counterclaims by the customer is only permitted if these counterclaims are undisputed or have been legally established.
2. the customer may only exercise a right of retention if his counterclaim is based on the same contractual relationship.

V. Retention of title and assignment by way of security

1. we shall remain the owner of the sold and delivered goods until full payment of all claims arising from the business relationship with the customer.
2. processing and transformation shall always be carried out for us as the manufacturer, but without any obligation for us. If our co-ownership expires due to mixing, it is hereby agreed that the customer’s co-ownership of the uniform goods shall pass to us in the amount of the invoice value in proportion to the value of the goods.
3. The customer may process and sell the goods subject to retention of title in the ordinary course of business. The customer hereby assigns any resulting claims and rights to us in full by way of security. We hereby accept the assignment. After the assignment, the customer is authorized to collect the claim until our written revocation.
4. If the customer is in default of payment, we are entitled to withdraw from the contract and to take back the reserved goods at the customer’s expense or to demand assignment of the customer’s claims for return against third parties. If the value of the assigned claim exceeds the customer’s liabilities to us by more than 10%, the excess amount shall be assigned back to the customer after we have been fully satisfied.
5. The customer is obliged to notify us immediately of any access by third parties to the goods in the event of seizure, as well as any damage to or destruction of the goods.

VI Delivery time and delivery (force majeure)

1. the written order confirmation from White Lion is authoritative for the scope of the delivery, but not before clarification of all execution details. The delivery deadlines are considered met with the notification of readiness for shipment to the customer. Additional agreements and/or changes are only recognized if White Lion subsequently agrees to them in writing.
2. We ship ex works/warehouse. We reserve the right to correct and timely self-delivery by our suppliers insofar as we are not responsible for the non-delivery, in particular when concluding a congruent hedging transaction with our supplier.
3. the risk of accidental loss and accidental deterioration of the goods shall pass to the customer as soon as the goods have left our factory/warehouse or the subcontractor’s premises and, in the case of sale to destination, upon delivery of the goods to the forwarding agent, carrier or other third party designated to carry out the shipment.
4. if the goods are ready for dispatch and dispatch or acceptance is delayed for reasons for which we are not responsible, the risk shall pass to the customer upon receipt of the notification of readiness for dispatch.
5. cases of force majeure or other events over which we have no influence
and which make our performance obligation significantly more difficult or impossible temporary obstacles, but only for the duration of the hindrance and a reasonable activity. If the original delivery time is exceeded by more than two
weeks as a result, the customer has the right to withdraw from the contract.
Claims for damages on the part of the customer are excluded.

6. if the delivery, the shipment, is delayed at the request of the customer (buyer), the customer will be charged the costs incurred by storage, beginning one month after notification of readiness for shipment, in the case of storage ex works, by White Lion, however, at least 50% of the invoice amount for each month. However, White Lion is entitled to otherwise dispose of the delivery item after the statute and fruitless expiration of an appropriate
deadline and to supply the customer with an appropriately extended deadline.
7. The type of shipment, transportation and means of protection are at our discretion. Shipment shall be made carriage forward at the customer’s expense.
8. The shipment shall only be insured against transport damage and other risks at the customer’s written request and for the customer’s account. The customer must report any transport damage and losses immediately upon receipt of the goods and have them certified by the carrier on the consignment note.
9. Reasonable partial deliveries and partial services are permitted to a reasonable extent.
10Compliance with the delivery period presupposes that the customer (ordering party) has fulfilled its contractual obligations.
11. The following applies to dry ice deliveries: Dry ice is subject to natural sublimation in the atmosphere, i.e. there is a loss of material due to sublimation from the solid to the gaseous state. These values vary depending on the outside temperature, transport box and logistics. From a commercial point of view, the quantities in kilograms that leave our production facilities apply. Sublimation losses are not borne by us and are not taken into account.

VII Warranty

1. The customer must notify us in writing of obvious defects within a period of two weeks from receipt, otherwise warranty claims are excluded.
2. The customer must check for himself whether the goods ordered from us are suitable for the intended purpose.
3. A defect in this respect shall only exist if we have confirmed suitability to the customer in writing.
4. We shall initially provide warranty for defects in the goods at our discretion by repair or replacement delivery. If we are unwilling or unable to do so, the customer may, at his discretion, demand a reduction in payment or withdraw from the contract; however, the latter and the claim for damages in lieu of performance shall not apply in the event of only a minor breach of contract.
5. the customer’s right to claim damages shall be governed by Section VIII.
6 The warranty period is 1 year from delivery of the goods to the customer, unless the customer has not notified us of the defect in good time.
7. used machines and accessories shall be sold by us in the condition in which they are at the time of conclusion of the contract and shall be deemed to have been accepted and approved in accordance with the conditions upon completion of inspection, collection or loading without any current or subsequent warranty or material defects. Claims for rescission, reduction or damages are expressly excluded.
8. The customer does not receive any guarantees from us in the legal sense. Manufacturer warranties remain unaffected by this. If we violate non-performance-related obligations in accordance with §241 para. 2 BGB, the customer shall be entitled to a right of withdrawal and a claim for damages instead of performance beyond the statutory requirements in the event of a prior written warning and repeated breach of duty by us.

VIII Compensation and limitation of liability

1. in the event of slightly negligent breaches of duty, our liability shall be limited to the foreseeable, contractually typical, direct average damage according to the type of goods. This also applies to slightly negligent breaches of duty by our legal representatives or vicarious agents. This limitation of liability does not apply to claims of the customer arising from product liability.
2. in the case of production according to drawings, samples or other instructions of the customer, we assume no warranty and liability for the functionality of the product and for other defects, insofar as these are based on the customer’s instructions. The customer shall indemnify us against any third-party claims, including those arising from product liability, against us due to damage caused by the goods, unless we have caused the damage intentionally or through gross negligence.
3. The customer’s claims for damages due to a defect shall expire one year after delivery of the goods. This shall not apply if we can be accused of gross negligence.

IX. Place of jurisdiction

1. the law of the Federal Republic of Germany shall apply to all legal relationships between the customer and us. The UN Convention on Contracts for the International Sale of Goods(CISG) shall not apply.
2. The place of jurisdiction for all disputes and legal actions arising from legal relationships with our customers shall be our registered office, at our discretion. Statutory regulations on exclusive jurisdiction remain unaffected.

X. Severability clause

1. should individual provisions of the contract with our customer, including these General Terms and Conditions, be or become invalid in whole or in part, this shall not affect the validity of the remaining provisions. The wholly or partially invalid provisions shall be replaced by a provision whose economic success comes as close as possible to that of the invalid provision.

XI. Federal data protection

1. we are entitled to store all customer data received in connection with the execution of the contract for our own purposes in compliance with the Federal Data Protection Act.

XII Other

1. these terms and conditions also apply abroad, insofar as legally permissible there. This does not apply to warranty and liability, which must be agreed separately in each case. German law shall apply to all unregulated legal issues.

Status: 03/2025