General Terms and Conditions (GTC)

of KraftCom GmbH

Status: June 2025

1. Scope and Conclusion of Contract

1.1 These GTC apply to all contracts, deliveries, and services of KraftCom GmbH to entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB) as well as legal entities under public law, unless differing conditions have been expressly agreed in writing.

1.2 Our offers are non-binding and subject to change. A contract is only concluded upon written order confirmation or upon execution of delivery.

1.3 For project-related services, individual agreements are required, in particular regarding acceptance, cooperation obligations, and contract terms.

1.4 Collateral agreements, amendments, supplements, and agreements pursuant to Clause 1.1 or Clause 1.3 must be in written form. A waiver of the written form requirement must be made in text form.

2. Prices and Payment Terms

2.1 The net prices stated in the respective offer are decisive. These apply plus statutory taxes and, if applicable, shipping or service costs, unless expressly included in the offer.

2.2 Invoices are payable within 10 days from the invoice date without deduction. No cash discounts will be granted.

2.3 In the event of payment default, statutory default interest pursuant to Section 288 BGB shall apply without the need for a reminder after expiry of the payment period under Clause 2.2.

3. Delivery Period and Delay

3.1 Delivery periods are agreed individually and are only binding if confirmed in text form.

3.2 Delivery periods begin upon receipt of the down payment or, if no down payment is required, with order confirmation, provided that all necessary information is available.

3.3 Our delivery obligation is subject to correct and timely self-supply by our suppliers, unless non-delivery is attributable to us.

3.4 Delays due to force majeure or circumstances beyond our control shall result in a corresponding extension of delivery periods.

4. Shipping and Transfer of Risk

4.1 The risk of accidental loss and accidental deterioration of the goods shall pass—unless otherwise expressly agreed in text or written form—upon handover of the goods to the carrier or any other person or institution designated to carry out the shipment. If the goods are delivered by us directly to the customer or to the construction site, risk passes upon handover to the customer or its vicarious agents.

4.2 Partial deliveries are permissible if reasonable for the purchaser.

4.3 Transport damages must be reported immediately to the carrier and notified to KraftCom GmbH in writing.

5. Returns

The return of delivered goods is generally excluded. Exceptions require an express written agreement. Statutory provisions remain unaffected.

6. Default of Acceptance

Refusal to accept properly delivered goods is not permitted. In the event of refusal or delay of acceptance by the customer, the risk of accidental loss passes to the customer. Any additional costs for storage, return transport, reshipment, or other costs resulting from the delay in acceptance shall be borne by the customer.

7. Retention of Title

7.1 The goods remain the property of KraftCom GmbH until full payment of all claims against the customer, regardless of the legal basis.

7.2 In the event of resale prior to full payment, the customer hereby assigns its claims against third parties to us in advance.

8. Warranty and Liability

8.1 Statutory warranty rights apply. For B2B customers, the warranty period is limited to 12 months.

8.2 Complaints by merchants must be made immediately in accordance with Section 377 of the German Commercial Code (HGB).

8.3 Our liability is limited to intent and gross negligence. Claims for damages—regardless of the legal basis—are excluded unless we or our vicarious agents have acted intentionally, with gross negligence, or have violated a cardinal obligation. This does not apply to damages resulting from injury to life, body, or health caused by negligent breach of duty by us, our legal representatives, or our vicarious agents.

8.4 We accept no liability for damages caused by improper use, third-party interference, or external influences (e.g., power surges, lightning, fire) beyond our control.

8.5 KraftCom GmbH shall not be liable for security breaches, cyberattacks, malware, or other security-related issues unless caused by proven intentional or grossly negligent conduct by KraftCom GmbH. Warranty rights for defects remain unaffected.

8.6 Liability for consequential damages is excluded unless they are typically foreseeable or caused by intentional or grossly negligent conduct by KraftCom GmbH, its agents, or result from injury to life, body, or health.

8.7 Liability for data loss is excluded unless caused by intent or gross negligence on the part of KraftCom GmbH and the customer proves that regular data backups have been performed. This does not affect damages resulting from injury to life, body, or health.

9. Withdrawal Due to Deterioration of Assets

In addition to statutory cases, we are entitled to withdraw from the contract in the event of a significant deterioration in the customer’s financial situation (e.g., suspension of payments, insolvency).

10. Software and Licenses

10.1 For software solutions provided by KraftCom GmbH, the customer receives a simple, non-transferable right of use for its own business operations. The license terms, particularly regarding scope of use and support, are specified in the respective offer and form part of the contract. Ownership and copyrights remain with KraftCom GmbH.

10.2 For delivery of third-party hardware and software products, only the license terms of the respective manufacturer apply. The customer accepts these by concluding the contract or using the software. KraftCom GmbH assumes no liability for functional defects or license violations of such third-party software, unless caused by its own fault. Statutory provisions regarding damages from injury to life, body, or health remain unaffected.

10.3 Integration of third-party software into existing customer systems is only carried out within the technical possibilities and based on the system environment specified at project start. KraftCom GmbH accepts no liability for compatibility issues due to subsequent changes in the customer’s systems.

10.4 The customer is obliged to regularly update the provided software with security updates and patches unless otherwise contractually agreed for maintenance by KraftCom GmbH. Liability for security vulnerabilities caused by omitted updates is excluded.

11. Data Protection

11.1 Customer data is collected, stored, and processed in accordance with applicable data protection regulations.

11.2 Data will only be disclosed to third parties where necessary to fulfill the contract or where the customer has consented.

11.3 Withdrawal of consent for data storage and use is subject to statutory provisions.

12. Export and Import Regulations

12.1 The customer is solely responsible for compliance with export and import regulations and for obtaining any required permits.

12.2 KraftCom GmbH assumes no liability for delays or costs [or damages] resulting from denied export permits.

13. Subsidized Installation Fee, Compensation Payment & Customer’s Right to Change Provider

13.1 Subsidized Installation

If the customer receives installation services at a subsidized price because a service contract with a contractually agreed minimum term is concluded at the same time, the term is defined individually in the respective offer or contract.

13.2 Compensation Payment in Case of Early Termination

a) If the customer terminates [or changes] the service contract before the end of the agreed minimum term, the customer is obliged to pay a proportional compensation amount calculated as follows:

(Regular price – Subsidized price) × (Remaining term in months / agreed minimum term in months)

b) Early termination or change can only be requested once the compensation amount for the subsidized installation has been paid in full to KraftCom GmbH. The notice period for early termination is regulated individually per contract.

c) Upon request for settlement of the compensation amount or for change/termination, KraftCom GmbH will issue an invoice within 14 days, payable immediately, so that change or termination can be completed within a maximum of 2 months.

13.3 Right to Change Provider

a) Customers who have not chosen a subsidized installation or have paid the compensation amount may change their service provider at any time without unreasonable technical, contractual, or economic barriers. Collected, processed, and stored data shall be made available to them no later than 30 days (= transition period) after their request in the most suitable form possible and in compliance with the GDPR. KraftCom GmbH shall support security and functionality compatibility to the extent technically possible.

b) KraftCom GmbH will inform the customer if the transition period is insufficient and, with justification, set a new transfer period not exceeding 7 months.

c) Data will be available for retrieval for 30 days; the customer may extend this once by up to 60 days if necessary and justified.

d) After the change has been completed, KraftCom GmbH will confirm the change in writing within 30 days and delete the transferred data.

e) The detailed arrangement of data transfer shall be regulated individually by contract.

13.4 No Unlawful Change Restrictions

The compensation payment regulated in Clause 13.2 does not constitute an unlawful lock-in clause within the meaning of Art. 23 et seq. EU Data Act, because:

a) the subsidization of the initial investment is disclosed transparently prior to contract conclusion,

b) the customer can always choose to commission the installation at the full regular price,

c) the compensation amount is calculated clearly and fairly based on the formula stated,

d) the compensation amount merely offsets the difference for the subsidized installation granted in view of the minimum term agreed at contract conclusion.

14. Confidentiality

All confidential information obtained during the cooperation shall be treated confidentially by both parties. This applies in particular to technical documents, system concepts, and configuration data.

15. Final Provisions

15.1 The place of jurisdiction for all disputes is Kaufbeuren, provided the customer is a merchant or a legal entity under public law. German law shall apply to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).

15.2 Should any provision of these GTC be or become invalid, the validity of the remaining provisions shall not be affected. The invalid provision shall be replaced by a statutory provision that comes closest to the economic purpose of the invalid provision.

KraftCom GmbH

Dorfstraße 17, D-86869 Oberostendorf

Managing Directors: Heiko Kraft, Anja Reuter