General Terms and Conditions (GTC)
of Rosch Computer GmbH, Version v2.3 - January 2026

§ 1 Scope of Application

1. These General Terms and Conditions (hereinafter “GTC”) apply to all contracts concluded between Rosch Computer GmbH, Ostring 13, D-65205 Wiesbaden, Germany (hereinafter “Rosch”) and its customers.
2. These GTC apply exclusively to entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB), legal entities under public law, or special funds under public law.
3. Deviating, conflicting or supplementary general terms and conditions of the customer shall not become part of the contract unless Rosch expressly agrees to their validity in text form (e.g. by email).
4. These GTC shall also apply to all future business relationships with the customer without the need for renewed reference.

§ 2 Entrepreneur Status / B2B Clarification

1. Rosch’s products and services are offered exclusively to entrepreneurs within the meaning of Section 14 BGB.
2. Rosch is entitled to request suitable proof of the customer’s entrepreneur status prior to conclusion of the contract (e.g. VAT ID, commercial register extract).
3. If a customer falsely declares himself to be an entrepreneur, the customer shall indemnify Rosch against all resulting disadvantages, damages and costs (e.g. withdrawal rights, warnings, fines).

§ 3 Subject Matter of the Contract

1. The subject matter of the contract shall be exclusively the deliveries and/or services specified in Rosch’s written order confirmation.
2. Only the technical specifications, documentation and operating conditions stated in the order confirmation shall be binding.
3. Any use beyond the contractually agreed or specified purpose shall be at the customer’s own risk.

§ 4 Conclusion of Contract

1. Product presentations on Rosch’s website or in documentation do not constitute binding offers but invitations to submit an offer (invitatio ad offerendum).
2. A contract shall only be concluded upon Rosch’s written order confirmation (text form).
3. The contract language shall be German only. Translations are provided for information purposes only.

§ 5 Prices, Market Reservation, Delivery Times

1. All prices are ex works/warehouse, excluding packaging, shipping and statutory VAT.
2. Prices and delivery times are subject to market-related changes, in particular in the event of:
   • supplier purchase price increases exceeding 5%,
   • changes in raw material or energy costs,
   • exchange rate fluctuations,
   • governmental measures,
   • supply shortages or force majeure.
3. If the price increases by more than 10%, the customer may withdraw from the contract in writing within 7 calendar days after notification.
4. If an adjustment is economically unreasonable for Rosch, Rosch shall be entitled to withdraw from the contract.

§ 6 Payment Terms

1. Invoices are payable within 14 days from the invoice date without deduction.
2. Rosch reserves the right to require advance payment for new customers or in justified cases.
3. In the event of default, statutory default interest pursuant to Section 288 BGB shall apply.
4. In addition, Rosch may charge a flat reminder fee of up to EUR 40 per reminder stage.
5. In the event of payment default, Rosch is entitled to suspend further deliveries or services until all outstanding claims have been settled.

§ 7 Retention of Title

1. Rosch retains ownership of all delivered goods until full settlement of all claims arising from the business relationship.
2. The customer shall handle the goods with care and insure them at replacement value against theft, fire and water damage at his own expense.
3. The customer is entitled to resell the goods in the ordinary course of business. The resulting claims are hereby assigned to Rosch in the amount of the final invoice total.
4. In the event of processing, mixing or combination, Rosch shall acquire co-ownership in proportion to the respective value shares.
5. Seizures or other third-party interventions must be reported to Rosch immediately in text form.

§ 8 Customer Obligations

1. The customer is responsible for providing a suitable system, device and operating environment.
2. Installation, configuration and operation shall only be carried out by qualified personnel.
3. The customer shall indemnify Rosch against all third-party claims arising from improper or unlawful use.
4. The customer shall inform Rosch without undue delay about any legal disputes in connection with delivered products and grant Rosch the opportunity to comment.

§ 9 Delivery and Transfer of Risk

1. Delivery shall be made ex works/warehouse.
2. Risk shall pass to the customer upon handover to the carrier.
3. In the event of acceptance default or breach of cooperation obligations, the customer shall bear all additional costs.
4. Delivery periods shall be reasonably extended in the event of force majeure or delivery impediments not attributable to Rosch.

§ 10 Packaging

1. Rosch shall accept empty packaging free of charge at its business premises in accordance with the German Packaging Act.
2. The customer shall bear the return transport costs.

§ 11 Warranty

1. The warranty period is 12 months from the transfer of risk.
2. Section 377 of the German Commercial Code (HGB) shall apply.
3. Rosch shall, at its discretion, provide subsequent performance by repair or replacement.
4. No warranty exists in the case of wear and tear, improper use, third-party modifications or removed identification markings.
5. Unjustified defect complaints entitle Rosch to charge inspection and handling costs.
6. Prior to interventions in software, firmware or BIOS, the customer must create a complete backup of all data and configurations. Rosch shall not be liable for data loss.

§ 12 Liability

1. Rosch shall be liable without limitation for intent, gross negligence, and injury to life, body or health.
2. In cases of slight negligence, Rosch shall only be liable for breaches of essential contractual obligations, limited to foreseeable damages, up to a maximum of the order value or EUR 50,000 (whichever is higher).
3. No liability shall exist for indirect damages, loss of profit, or market-related delivery delays.
4. Liability under the German Product Liability Act remains unaffected.

§ 13 Disposal / WEEE (ElektroG)

1. The electrical and electronic equipment supplied by Rosch is intended exclusively for use by commercial customers and not for private households.
2. The customer is obliged to dispose of the delivered devices at its own expense in accordance with the applicable statutory provisions after the end of use.
3. Rosch shall only take back delivered devices if and to the extent that a statutory obligation exists in individual cases or Rosch has expressly agreed to such take-back in text form.
4. Information on obligations under the Electrical and Electronic Equipment Act (ElektroG) shall be provided by Rosch to the customer upon request in text form.
5. In the event of transfer of the delivered devices to third parties, the customer shall obligate such third parties accordingly to comply with statutory disposal and information obligations.

§ 14 Final Provisions

1. Amendments and supplements must be made in text form.
2. German law shall apply to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).
3. Place of performance and exclusive place of jurisdiction is Wiesbaden, Germany.
4. Severability Clause: Should any provision of these GTC be or become wholly or partially invalid or unenforceable, the validity of the remaining provisions shall remain unaffected. The invalid provision shall be replaced by a valid provision that comes closest to the economic purpose. The same shall apply in the event of a contractual gap.