TERMS AND CONDITIONS OF SALE

§ 5 Prices:

1. The price of goods/services is that figure agreed between PGG and the Buyer. The price may be calculated using the current catalogue price less the agreed discount or a net agreed price for this product
2. The price excludes Value Added Tax
3. The price is ex-works Paderborn unless previously agreed in writing by PGG.
4. Specifically quoted prices are valid for 30 days from the date quoted (unless otherwise agreed) after which (if not accepted by the Buyer) the price defaults to the catalogue price less the Buyer’s agreed standard discount for that part.
5. PGG will endeavor to give reasonable notice of price increases but reserves the right to increase prices immediately and adequately due to any external factors outside its influence such as foreign exchange fluctuations which impact upon material costs or any other influences upon the cost of manufacture/supply

§ 6 Delivery:

1. While all efforts are made to maintain delivery dates, all dates quoted for delivery of the goods are approximate only. PGG shall not be liable for any delay in delivery of the goods however caused. Observation of binding delivery dates and deadlines presuppose that the Buyer will properly and promptly fulfill his contractual cooperation and other obligations, and PGG itself is delivered correctly and in time. PGG reserves the right to object to unfulfilled contracts.

2. Force majeure such as storm, fire, flood or other damage to the environment as well as stoppages due to energy shortage in the operations of PGG or his supplier, delays in the delivery of critical components and other materials, import difficulties, operating or traffic delays, strikes or lockouts, which temporarily prevent PGG, through no fault of his own, from being able to deliver the goods at the agreed time stated in the contract or within the agreed period, dates and deadlines shall be extended for the duration of the deficiencies caused by these conditions.

3. If the Buyer accepts goods with delay or if he culpably violates any other obligations of participation, PGG may assert any damage it suffered in this respect, including additional expenses, if any. The right to make any further demands is reserved. To the extent that these conditions exist, the risk of incidental destruction or incidental deterioration of the goods shall devolve on the Buyer at the time that the Buyer has fallen into acceptance or payment default.

4. If the goods are sent to the Buyer at the Buyer's request, the risk of accidental loss or accidental deterioration of the goods transfers to the Buyer upon dispatch to the Buyer, but no later than the point in time at which the respective goods leave the factory/warehouse. This applies regardless of whether shipment is made from the place of performance or regardless of who bears the freight costs.

§ 7 Warranty:

1. The warranty rights of the Buyer shall only be deemed to exist if he has satisfied the obligations in terms of examination and notification of defects in a proper manner in accordance with § 377 HGB (German Commercial Code).

2. If in spite of all due care, should the shipped product have a defect, which was already present at the time of the transfer of the risk, PGG will provide replacement or a credit as per § 7.6, provided the claim was raised according to the rules defined in § 7.5. In all cases, PGG must be granted the opportunity of subsequent fulfillment in accordance with the statutory regulations within an appropriate deadline. If subsequent fulfillment fails, the Buyer has the right to choose whether to reduce payments or withdraw from the contract.

3. Claims for defects shall not exist in the event of slight deviations from the agreed condition, of slight impairment to use, of natural wear and tear or damage which was incurred after the transfer of risk as a result of faulty or negligent treatment inordinate use, unsuitable operational means or which arise owing to special external influences which are not stipulated under the agreement. PGG shall not be liable for any defects caused by construction, drawings or instruction of the Buyer, as well as abnormal operating conditions, misuse or usage in non-standard applications.

4. PGG warranties shall not apply to any products, accessories, parts or material which have not been produced by PGG, except for the warranty PGG itself was conceded by the manufacturers of those products. If modifications, maintenance or repairs are carried out improperly by the Buyer or third parties, there is no claim to warranty for these or for the effects of the same.

5. Complaints will only be considered if submitted within eight (8) days from receipt of the respective goods, or immediately upon detection thereof for latent defects, but no later than six (6) month after delivery of the goods. PGG has the right to have claimed defects checked at the Buyers' premises or at PGG's premises in the event the belts are received by PGG against reimbursement of transportations costs. PGG's consent must be obtained prior to any return of goods.

6. If a claim for defects is considered valid by PGG, then the entire liability of PGG shall not exceed the price of the goods found to be defective.

§ 8 Payment Terms

Payment shall be made by the Buyer, in full, within the agreed period from the date of invoice, in the agreed currency, at the address/bank account shown on the invoice. If the Buyer fails to make payment by the due date then, without precluding any other action available to PGG, PGG shall be entitled to suspend further deliveries to the Buyer; and charge the Buyer interest, from the date of default, on the amount unpaid at a rate of 9 % per annum above the European Central Bank base rate. This will be calculated and charged monthly with part months being treated as full; and take all action appropriate to recover monies owed using whatever agencies as necessary. Such costs will be charged to the Buyer. The Buyer will be charged for any dishonored cheques submitted for payment. Currently such a charge is €30 (thirty Euros) or its equivalent in the currency of the invoice. PGG reserves the right to claim further costs, should the costs related to non-payment exceed the compensation parameters stated above.

§ 9 Title of goods:

1. The seller reserves the ownership of the goods which are delivered by him until complete payment of the purchase price. PGG will be entitled to take back the goods, if the Buyer is in breach of the contractual agreement.

2. The Buyer is obliged, until such time as the property ownership has been transferred, to treat the delivered goods carefully. He agrees in particular to insure them adequately at his own cost at the original value against damage by fire, water and theft. If maintenance and inspection work has to be carried out, the Buyer must do this at its own expense.

3. The Buyer is entitled to resale of goods subject to retention of title in regular business connections. The Buyer hereby already assigns to the Vendor its rights to the payment of the purchase price in respect of such goods resold by the Buyer in the amount of the price (including VAT) of such goods agreed with the Vendor. This transfer applies irrespective of whether the purchased goods are resold before or after processing. The Buyer will remain entitled to enforce the claim after assignment. PGG's authority to collect the receivables ourselves remains unaffected therefrom. However, the supplier will not enforce the debt collection providing the Buyer meets his payment liabilities to the supplier from the subsequent sale, is not in delay of payment and no application for opening of an insolvency process has been made, or there has been a notice to suspend payment issued.

4. The Buyer is not entitled to other dispositions of the goods under reservation, in particular not to pawn these or assign security. In the event of third party seizures of the goods subject to reservation of title, the Buyer shall be obliged to point out our firm's ownership rights to the third parties and inform our firm immediately of the seizure. The Buyer is obliged on his part to further sell the reserved goods subject to reservation of title only. The authorization to resell shall become null and void if the Buyer ceases to make payments.

5. The retention of title covers the products resulting from the processing, mixing or connecting of our goods up to the resulting products' full value, and PGG shall be deemed to be the manufacturers. If third-party ownership rights extinguish after processing, mixing or combining with goods from those parties, we shall acquire joint ownership at a ratio of the objective value of those goods. In the case of breaches of duty by the client, particularly in the case of default or delayed payment, we are entitled to demand the surrender of the delivered property without delay and rescind the contract. The request for return of the conditional commodities shall only represent withdrawal from the contract if it is expressly declared. Reclamation costs shall be borne by the partner to the contract. The conditioned property is conditioned in that way, that with the full payment of all the claims of the seller resulting from the business connection the property is taken over immediately by the Buyer who has got all the subrogated claims now.

§ 10 Data Protection:

The Buyer is aware and in agreement that personal data required for the execution of the relevant order may be stored on data storage devices. The data are only used to the answer inquiries, for the preparation of business relations, for contract processing, and for the technical administration. This occurs in strict accordance with legal guidelines particularly those of the German Data Protection Act and the German Telemedia Act, and therefore in the strictest confidence and solely for the purpose identified at the time. Use for any other purpose or a data transfer to third parties without the consent of the Buyer will not take place, except if necessary to process orders or to enable contracts to be performed - in particular transfer of order data to suppliers for accounting. Furthermore, our data protection regulations are published on https://www.pixgermany.de/

§ 11 Final Clause:

1. Business relations between the Buyer and PGG resulting from and in association with the contract shall be governed solely by the law of the Federal Republic of Germany with exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG). Place of performance for all obligations of both contracting parties shall be Paderborn. The legal venue is Paderborn, Germany, for all disputes stemming from the contractual relationship, when the person ordering is a merchant, a legal entity of the public sector or a separate estate under public law. The EU Commission has installed an internet platform (so-called "OSPlatform") for online dispute settlements. The platform is applied as a focal point for Out-of-court dispute settlements concerning contractual obligations resulting from online sales contracts. The platform can be reached by the Buyer on the following link: http://ec.europa.eu/consumers/odr/

2. All agreements that are made between the parties for the purpose of the execution of this contract are stipulated in this contract. If any provision of these conditions is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of these Conditions and the remainder of the provision in question shall not be affected.