Terms

Note: The following content is provided as a translation for convenience only. The German version is legally binding.

General Terms and Conditions (GTC) – Services of Ovatics GmbH

1. Scope

(1) These General Terms and Conditions apply to all offers, contracts and services of Ovatics GmbH, Von-Kleist-Str. 13a, 86415 Mering (hereinafter the 'Contractor'), which exclusively services concern.

(2) These General Terms and Conditions are directed exclusively at business customers (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) Conflicting or deviating conditions of the Client will not be recognized unless the Contractor expressly agrees to their validity in writing.

2. Subject Matter of the Contract

(1) The Contractor provides services in the areas [e.g. 'marketplace distribution, white-label consulting, EU brand representation'].

(2) There is no sale of physical products or goods.

(3) The type and scope of services result from the individual offer of the Contractor.

3. Conclusion of the Contract

(1) The Contractor's offers are non-binding and without obligation.

(2) A contract is only concluded by written order confirmation or by actual performance of the service.

4. Performance Period and Duties to Cooperate

(1) Deadlines for performance are agreed individually.

(2) The Client is obliged to provide all information and documents required for the provision of services in good time and in full.

5. Remuneration

(1) The remuneration is agreed individually and is subject to statutory VAT.

(2) Payments are due without deduction within 14 days of invoicing, unless otherwise agreed.

6. Warranty and Liability

(1) The Contractor performs its services to the best of its knowledge and belief.

(2) No guarantee of success is given.

(3) The liability of the Contractor is limited to intent and gross negligence.

(4) Liability for loss of profit, indirect or consequential damages is excluded, unless caused intentionally.

7. Confidentiality

(1) Both parties undertake to keep all confidential information obtained in the course of cooperation secret and to use it only for the execution of the contract.

(2) For each project, a separate NDA (non‑disclosure agreement) signed by both parties is additionally concluded, which sets out the confidentiality provisions for the respective project in detail.

8. Final Provisions

(1) Amendments and supplements to these General Terms and Conditions must be in writing.

(2) The law of the Federal Republic of Germany applies, to the exclusion of the UN Convention on Contracts for the International Sale of Goods.

(3) The place of jurisdiction is the Contractor's registered office.