General Terms and Conditions of Sale, Delivery and Payment

Last updated: Jul 16, 2026 · Rev. 1

These General Terms and Conditions of Sale, Delivery and Payment apply exclusively to entrepreneurs (Unternehmer) within the meaning of § 14 BGB, legal entities under public law, and special funds under public law. They apply to all sales, deliveries and services provided by Bock Maschinenbau GmbH, unless expressly agreed otherwise.

---

§ 1 Scope of Application, Order of Precedence, Contract Language

1.1 These General Terms and Conditions of Sale, Delivery and Payment (hereinafter “GTC”) apply to all sales, deliveries and services of Bock Maschinenbau GmbH (hereinafter “Bock”). They apply exclusively to entrepreneurs within the meaning of § 14 BGB, legal entities under public law, and special funds under public law. No contracts are concluded with consumers within the meaning of § 13 BGB on the basis of these GTC.

1.2 These GTC apply to the entire business relationship, including all future contracts, without the need for renewed inclusion, unless expressly agreed otherwise.

1.3 Defence clause: The customer's business or purchasing terms do not become part of the contract, even if Bock does not expressly object to them or delivers or performs without reservation while aware of such terms. They shall apply only if Bock has expressly agreed to them in text form in the individual case.

1.4 Precedence of individual agreements: Individual agreements made in a specific case (including collateral agreements, supplements and amendments) shall always take precedence over these GTC.

1.5 Governing language: Only the German-language version of these GTC and of the contract is legally binding. Translations serve solely for comprehension purposes; in the event of discrepancies, the German version shall prevail.

1.6 Definition: For the purposes of these GTC, business days are Monday to Friday, excluding statutory public holidays at Bock's registered office.

§ 2 Offer and Formation of Contract

2.1 Offers made by Bock are non-binding and subject to change, unless expressly designated as binding.

2.2 The customer's order constitutes a binding contractual offer. The contract is concluded only upon Bock's order confirmation (in text form) or upon performance of the delivery or service. The content and scope of the service are governed by an order confirmation issued by Bock; if no such confirmation exists, the content and scope shall be determined by the remaining contractual documents in the order of precedence set out in § 2.4.

2.3 Bock reserves all proprietary, copyright and industrial property rights in cost estimates, drawings, technical documents, samples and other offer documents (see also § 10). These may not be made accessible to third parties without Bock's consent and must be returned upon request.

2.4 Order of precedence of documents: In the event of contradictions between contractual documents, the following order of precedence shall apply unless expressly agreed otherwise: (1) individual agreement, (2) Bock's order confirmation, (3) approved drawing with a clearly identified revision status, (4) technical specification or quality agreement, (5) the customer's order, (6) Bock's Technical Delivery and Manufacturing Conditions (TLB), (7) these GTC. Later drawing revisions become binding only after express confirmation by Bock; the customer must clearly mark or withdraw superseded drawing revisions.

2.5 Subcontractors: Bock is entitled to engage suitable subcontractors for the performance of the order (for example for heat treatment, surface treatment, inspection or transport). Bock's responsibility for contractual performance remains unaffected.

§ 3 Prices and Terms of Payment

3.1 All prices are quoted in euros ex works (73547 Lorch), plus statutory value added tax at the applicable rate. They do not include packaging, freight, postage, insurance, customs duties, or installation and commissioning, unless expressly agreed otherwise.

3.2 Price adjustment: If, after conclusion of the contract, the costs relevant to the calculation (in particular raw material, material, energy or labour costs) change substantially, Bock shall be entitled, for deliveries made later than four months after conclusion of the contract, to adjust the price appropriately in line with the change in these costs and their proportion of the total price. An upward adjustment is limited to the extent of the actual cost increase; cost reductions shall be passed on using the same standard. An upward price adjustment is excluded where the delivery is made later than four months after conclusion of the contract due to circumstances for which Bock is responsible, or where the claimed cost increase results from such a delay. If the price increase exceeds 10 %, the customer is entitled to withdraw from the contract with respect to the part not yet performed.

3.3 If, in the course of repair or diagnostic orders, additional services by a third-party company become necessary that are not covered by the originally agreed scope of services, these shall be invoiced separately and charged to the customer's account, subject to the customer's prior consent; any contractor surcharge as well as value added tax, shipping and other incidental costs shall be itemised. In the event of imminent danger, prompt subsequent notification of the customer shall suffice. This applies only insofar as the additional need is not attributable to Bock. The engagement of subcontractors for the regular performance of the order is governed by § 2.5 and does not give rise to separate invoicing.

3.4 Invoices are payable within 30 days of the invoice date without deduction. Amounts under 50,00 € as well as repair services are due immediately and strictly net upon receipt of the invoice. Deviating payment terms require agreement in text form.

3.5 Default: The statutory provisions shall apply to the occurrence of payment default. If the customer is in default, Bock is entitled to charge default interest at a rate of 9 percentage points above the base rate (§ 288 Abs. 2 BGB) as well as a lump sum of EUR 40 (§ 288 Abs. 5 BGB). In the event of not insignificant payment default, all deferred claims arising from the business relationship shall become immediately due for payment upon the unsuccessful expiry of a reasonable grace period. The assertion of further damages remains unaffected.

3.6 Set-off / right of retention: The customer is entitled to rights of set-off or retention only insofar as its counterclaims have been finally and non-appealably established, are ready for decision, are undisputed, or have been acknowledged by Bock. This restriction does not apply to counterclaims and rights of retention of the customer arising from the same contractual relationship.

3.7 If, after conclusion of the contract, it becomes apparent that the payment claim is jeopardised by a deterioration in the customer's ability to pay (e.g. suspension of payments, filing for insolvency), Bock is entitled to perform any outstanding deliveries only against advance payment or the provision of security, and to withdraw from the contract after a reasonable grace period has expired without result.

3.8 Payments shall be deemed made only upon final and unconditional credit to an account of Bock.

§ 4 Delivery, Delivery Time, Impediments to Performance and Cancellation of Orders

4.1 Delivery dates and delivery periods are binding only if Bock has expressly designated them as binding in text form in the order confirmation or another individual agreement, unless individually agreed otherwise in a specific case. Other dates are anticipated planning dates.

Even delivery dates agreed as binding do not constitute fixed delivery dates within the meaning of § 323 Abs. 2 Nr. 2 BGB or § 376 HGB, unless the specific date and the legal consequence of its non-observance have been expressly agreed in text form as a fixed transaction (Fixgeschäft).

The commencement of a delivery period presupposes that (a) all technical and commercial questions have been conclusively clarified, (b) Bock has received in full all documents, drawings, data, approvals, items to be provided by the customer and other information owed by the customer, (c) any agreed down payments or security have been provided, and (d) any other performance prerequisites to be created by the customer are in place. If these prerequisites are not fulfilled in time, the delivery period shall commence only upon their complete fulfilment.

4.2 Customer cooperation, changes and interruptions: If the performance or delivery is delayed due to late, incomplete or defective acts of cooperation by the customer, in particular due to missing drawings, approvals, decisions, items to be provided, information or payments, the agreed delivery periods shall be extended by the duration of the resulting delay, plus a reasonable period for rescheduling, procurement of replacements and resumption of production. During this period, Bock shall not be in default.

The same applies if, after conclusion of the contract, the customer requests changes to the scope of services, the design, the materials, the testing requirements, the documentation or other execution specifications. Bock is entitled to suspend the affected work until the change has been clarified technically and commercially.

Changes and additional services, as well as any additional costs caused thereby, shall be remunerated separately. Bock will notify the customer of the effects of a change on price and delivery date in an appropriate manner.

4.3 Partial deliveries: Bock is entitled to make partial deliveries and render partial performance, insofar as these can be used independently by the customer or are reasonable for the customer having regard to the interests of both parties. Partial deliveries and partial performance may be invoiced separately.

A delay in a severable part of the performance does not entitle the customer to withdraw with respect to parts of the performance already rendered in conformity with the contract or capable of timely delivery, unless the customer proves that it has no objective interest in these parts without the delayed part of the performance.

4.4 Impediments to performance not attributable to Bock, force majeure and failure of supply to Bock: If manufacture or delivery is materially impeded, temporarily rendered impossible or delayed by an event that was unforeseeable at the time of conclusion of the contract and for which Bock is not responsible despite exercising the care required and reasonable in the circumstances, the delivery dates and delivery periods shall be extended by the duration of the impediment, plus a reasonable period for procurement of replacements, rescheduling and resumption of production. Bock shall not be in default during this period. Such events include, in particular: (a) natural disasters, war, terrorist attacks, riots and sabotage, (b) epidemics, pandemics and related official measures, (c) lawful industrial action, (d) governmental interventions, import or export restrictions, and other sovereign measures, (e) energy, raw material, transport or supply chain disruptions not attributable to Bock, provided the case of failure of supply to Bock governed in paragraph 2 below does not apply, (f) extraordinary operational or machine breakdowns not attributable to Bock, (g) significant cyberattacks or failures of information and communication systems essential to operations, and (h) other comparable events beyond Bock's reasonable sphere of influence.

By way of derogation from the requirement of unforeseeability under paragraph 1, the following applies to improper, incomplete or untimely supply to Bock by its own suppliers: If Bock is not properly supplied by a supplier, even though Bock has entered into a congruent covering transaction matched to the specific customer order in good time, the delivery time shall be extended by the duration of the resulting impediment, plus a reasonable resumption period, provided Bock is not responsible for the improper supply to it.

This provision does not apply if, at the time the covering transaction was concluded, Bock was aware of specific circumstances, or should have recognised them applying the commercial care customary in the industry, giving serious grounds for doubt that proper, complete or timely supply would occur.

Bock will notify the customer without delay of the occurrence of a material impediment to performance and its anticipated effects on the delivery date. Bock will, to the extent economically and technically reasonable, take measures to limit the duration and consequences of the impediment.

4.5 Impediments to performance of extended duration: If the relevant extension of the delivery time results from the failure of supply to Bock under § 4.4 paragraph 2, and the resulting extension of the delivery time exceeds six weeks, the customer may set Bock a final deadline, reasonable having regard to the circumstances of the specific order, for rendering the affected part of the performance. In determining this deadline, particular account shall be taken of the originally agreed delivery time, the production stage reached, the availability of replacement material, any necessary inspections, and the required resumption time. Only after the unsuccessful expiry of this deadline is the customer entitled to withdraw with respect to the affected part of the performance.

Bock is entitled to withdraw with respect to the affected part of the performance if it is established, on the basis of objective circumstances, that proper procurement of a replacement will not be possible within a period reasonable having regard to the specific order despite reasonable efforts, and Bock cannot reasonably be expected to adhere to the contract, having regard to the anticipated further duration, the production stage and the interests of both parties. Bock will notify the customer without delay beforehand of the relevant circumstances and the anticipated effects.

If any other impediment to performance under § 4.4 lasts longer than four months, and a party cannot reasonably be expected to adhere to the contract with respect to the affected part of the performance, having regard to the anticipated further duration, the production stage and the interests of both parties, either party is entitled to withdraw from the contract with respect to the affected part of the performance.

The right of withdrawal is limited to the part of the performance affected by the impediment. Withdrawal from the entire contract is permissible only if the withdrawing party demonstrably no longer has any objective interest in the remaining parts of the performance.

Partial performance already rendered in conformity with the contract, that is severable and can be used independently by the customer, shall be invoiced at the contractually agreed prices. The customer may refuse such invoicing insofar as it proves that the partial performance is unusable for it without the outstanding remaining performance.

Bock will promptly refund any consideration already received for parts of the performance not rendered. The statutory provisions on permanent impossibility of performance remain unaffected.

4.6 Delay in delivery attributable to Bock: If Bock falls into a delay in delivery attributable to Bock with respect to a due performance, the customer may withdraw from the contract with respect to the delayed part of the performance only after having unsuccessfully set Bock a reasonable grace period, in text form, for performance. Cases in which a grace period is exceptionally dispensable under the statutory provisions remain unaffected.

In determining the grace period, particular account shall be taken of (a) the technical complexity of the custom-made product, (b) the production stage already reached at the time the deadline is set, (c) the necessary procurement of replacement material or spare parts, (d) necessary quality inspections and acceptances, and (e) the time required for the proper resumption of the production process.

Withdrawal is limited to the part of the performance affected by the delay, unless the customer proves that it has no objective interest in the remaining parts of the performance without the delayed part.

In the event of a delay in delivery attributable to Bock, the customer's claim for compensation for delay damages — outside the cases under § 9.1 — is limited to 0,5 % of the net order value of the delayed part of the performance for each completed week of delay, but in total to no more than 5 % of that value.

Contractual penalties, liquidated damages for delay or comparable third-party obligations assumed by the customer towards its own principals or other third parties will be assumed by Bock only if Bock has expressly agreed to such risk allocation in text form prior to conclusion of the contract.

In all other respects, claims for damages and reimbursement of expenses due to delayed performance are governed by § 9.

4.7 Cancellation and free termination by the customer: The customer has no general right to cancel a placed order free of charge at any time.

A statement by the customer that it wishes to cancel, rescind or discontinue the order shall — unless the customer has a statutory or contractually agreed right of withdrawal or termination — be deemed an offer to conclude a cancellation agreement. The contract shall remain in force for as long as Bock has not expressly accepted this offer in text form.

Insofar as the customer has a right of free termination under the legal classification of the specific contract, in particular under § 648 BGB directly or in conjunction with § 650 BGB, Bock retains the claim to the agreed remuneration. Bock must set off against this whatever Bock saves in expenses as a result of the early termination of the contract, or acquires, or maliciously fails to acquire, through alternative use of its labour or production capacity.

In the settlement of accounts, the following shall in particular be taken into account and, upon request, itemised in a traceable manner: (a) design, planning, programming and work services already rendered, (b) manufacturing, processing, testing and documentation services already performed, (c) set-up, preparation and preliminary costs already incurred, (d) third-party services already ordered or performed, (e) supplier orders that can no longer be cancelled and other obligations already entered into, (f) materials, blanks, cut pieces and components procured specifically for the order, and (g) customer-specific parts already manufactured or partially processed.

Insofar as customer-specific materials, parts, fixtures or unfinished products cannot otherwise be economically utilised by Bock, no account shall be taken of a merely theoretical alternative use in this respect. Actually realisable residual value, scrap or recovery proceeds shall be taken into account in the settlement of accounts.

After full settlement of the account, the materials and parts charged to the customer shall, at the customer's request, be made available for collection, provided no third-party rights conflict with this. The customer shall bear the costs of packaging, transport, insurance and other costs of release.

The same costs or services shall not be charged twice.

If Bock agrees to any other consensual cancellation of the contract, Bock may make its consent conditional upon a settlement of the services rendered, costs incurred, obligations that can no longer be avoided, and the lost contribution margin up to the time of cancellation. Expenses saved and actually available alternative uses shall be credited.

This provision does not apply in the case of a justified withdrawal by the customer due to a breach of duty attributable to Bock, or on the basis of an expressly granted statutory or contractual right of withdrawal.

4.8 Unjustified refusal of acceptance: An unjustified final refusal of acceptance by the customer does not constitute a free cancellation or rescission of the contract.

If the customer refuses acceptance without justifying reason, Bock may set a reasonable deadline for acceptance. After the unsuccessful expiry of this deadline, Bock shall be entitled to the statutory and contractual rights arising from default in acceptance and other breaches of duty.

These include, in particular, the storage of the goods concerned at the customer's expense and risk, the charging of the agreed storage costs pursuant to § 5.4, and — where the relevant statutory requirements are met — the claim to the agreed remuneration, damages, or withdrawal from the contract.

Further statutory and contractual claims of Bock remain unaffected.

§ 5 Passing of Risk, Shipment, Default in Acceptance

5.1 The place of performance is Bock's registered office, 73547 Lorch, Maierhofstraße 38.

5.2 If the customer requests that the goods be shipped to a place other than the place of performance, the risk of accidental loss and accidental deterioration passes to the customer as soon as Bock has handed over the goods to the freight forwarder, carrier or other person or entity designated to carry out the shipment; if shipment is carried out by Bock's own personnel, the risk passes as soon as the goods leave the works for the purpose of shipment. Bock's liability for damage for which Bock or its vicarious agents — including in the case of transport by Bock's own personnel — are responsible is governed by § 9. If shipment is delayed for reasons attributable to the customer, the risk passes already upon notification of readiness for shipment.

5.3 At the customer's request and expense, Bock will insure the delivery against the usual transport risks. Any such request must be communicated to Bock expressly in text form.

5.4 Default in acceptance: If the customer does not accept the goods within the agreed period, or if shipment is delayed for reasons attributable to the customer, Bock is entitled to store the goods at the customer's expense and risk and to charge a lump sum of 0,5 % of the net invoice amount of the affected delivery for each commenced week, subject to a maximum of 5 % in total, as storage costs. Both parties remain free to prove higher or substantially lower storage costs. The assertion of further statutory rights arising from default in acceptance (§§ 293 ff. BGB) remains unaffected.

§ 6 Retention of Title

6.1 Bock retains title to the delivered goods (“goods subject to retention of title”) until full payment of all claims arising from the ongoing business relationship.

6.2 The goods subject to retention of title may not be pledged or assigned as security by the customer. In the event of seizure or other third-party access, the customer must point out Bock's title and notify Bock without delay. The customer is obliged, upon request, to inform Bock of the whereabouts of the goods subject to retention of title.

6.3 Extended retention of title: The customer is entitled to resell the goods subject to retention of title in the ordinary course of business, for as long as it is not in default towards Bock. The customer hereby already assigns to Bock, by way of security, the claims arising from such resale, including any ancillary and security rights, in the amount of the invoice value of the goods subject to retention of title (including value added tax); this shall also apply, to the extent of Bock's co-ownership share, to claims arising from the sale of items created by processing, combining or mixing the goods subject to retention of title. Bock accepts the assignment. The customer remains authorised to collect the claim for as long as it meets its payment obligations; in the event of default in payment or a material deterioration in the customer's financial circumstances, Bock is entitled to revoke the collection authorisation. In this case, the customer must, upon request, name to Bock the assigned claims and their debtors, provide all information and documents required for collection, and notify the debtors of the assignment.

6.4 Processing: Any processing or transformation of the goods subject to retention of title by the customer shall always be carried out for Bock. If the goods subject to retention of title are processed, combined or inseparably mixed with other items not belonging to Bock, Bock shall acquire co-ownership of the new item in proportion to the invoice value of the goods subject to retention of title relative to the other processed items at the time of processing.

6.5 Release: If the realisable value of the security exceeds Bock's claims by more than 20 %, Bock will, at the customer's request, release security of its own choosing.

6.6 In the event of conduct by the customer in breach of contract, in particular default in payment, Bock is entitled, in accordance with the statutory provisions, to withdraw from the contract and demand the return of the goods subject to retention of title; the demand for return presupposes a declaration of withdrawal. In such case, the customer must enable Bock to repossess the goods subject to retention of title. Bock is entitled to realise repossessed goods subject to retention of title by private sale to the best possible advantage; the proceeds of realisation shall be credited against the customer's liabilities, after deduction of reasonable realisation costs.

§ 7 Claims for Defects (Warranty)

7.1 The statutory provisions shall apply to the customer's rights in the event of material and legal defects, unless otherwise provided below. Statements as to quality shall constitute a guarantee of quality only if expressly designated by Bock as a “guarantee” in text form.

7.2 Quality, tolerances: The contractual documents, in the order of precedence under § 2.4, shall be authoritative for the quality of the performance. General tolerances shall apply to all dimensions and characteristics for which no individual tolerance is specified. If the contract specifies a particular standard, edition, or tolerance or quality class for a manufacturing process (for example machining, welded assemblies or thermal cutting), these shall apply; if Bock has issued Technical Delivery and Manufacturing Conditions for a manufacturing process and these were effectively incorporated before or upon conclusion of the contract, the general tolerances specified therein shall apply with priority. Otherwise, the general tolerance standards applicable to the respective process, in the version valid at the time of conclusion of the contract, shall apply in the commercially customary tolerance or quality class suitable for the purpose contractually presupposed. Dimensional deviations within the tolerances so determined do not constitute a defect. Commercially customary deviations in material surface and structure remain reserved, insofar as usability for the purpose contractually presupposed is not impaired.

7.3 Duty of inspection and notification (§ 377 HGB): The customer must inspect the goods promptly after delivery and notify Bock in text form of any recognisable defects without delay, but no later than within ten business days of delivery. Hidden defects must be notified without delay after discovery. Timely dispatch of the notice of defect shall suffice to preserve the deadline. If the customer fails to give timely notice, the goods shall be deemed approved in this respect.

7.4 Subsequent performance: In the event of a justified and timely notice of defect, Bock shall, insofar as legally permissible, provide subsequent performance at its own discretion, either by remedying the defect (repair) or by delivering or manufacturing a defect-free item (replacement delivery).

7.5 Expenses of subsequent performance (§ 439 Abs. 3 BGB): Bock shall bear the expenses necessary for the purpose of subsequent performance in accordance with the statutory provisions. Necessary removal and installation costs shall be reimbursed insofar as the customer has installed the defective item into another item, or attached it to another item, in accordance with its nature and intended purpose. No reimbursement shall be made for expenses whose assumption or reimbursement Bock may refuse under the statutory provisions on grounds of disproportionality, costs of third-party firms not coordinated with Bock — unless the requirements of § 7.8 are met or prior coordination with Bock was impossible or unreasonable —, expenses for improvements going beyond the original condition, and avoidable additional costs.

7.6 If subsequent performance fails, is unreasonable, or is refused by Bock, the customer may, in accordance with the statutory provisions, withdraw from the contract or reduce the purchase price or the agreed remuneration. Claims for damages and reimbursement of expenses exist only in accordance with § 9.

7.7 Limitation period: Claims for defects become time-barred twelve months after the passing of risk, or, in the case of work performance, after acceptance. This shortening does not apply to claims for damages arising from intent or gross negligence, in the case of fraudulent concealment of a defect, for damages resulting from injury to life, body or health, or in cases where the law mandatorily prescribes longer periods — in particular § 438 Abs. 1 Nr. 2 and § 634a Abs. 1 Nr. 2 BGB (buildings and items for buildings) as well as §§ 445a, 445b, 478 BGB (supplier recourse); the statutory periods shall apply in these respects.

7.8 Self-remedy: In principle, the customer may only remedy defects itself, or have them remedied by third parties, after the unsuccessful expiry of a reasonable period for subsequent performance; Bock must first be given the opportunity to inspect and provide subsequent performance. This does not apply in cases of urgent danger prevention or to avert disproportionate damage, where prior consultation with Bock is not possible. The statutory requirements for a claim to reimbursement of expenses or costs, in particular under § 637 BGB for work performance, remain unaffected.

§ 8 Customer-Supplied Material, Contract Work

8.1 If Bock carries out contract work and materials, material parts, semi-finished products or fixtures are supplied by the customer for this purpose, Bock shall process these with the care of a prudent businessman.

8.2 Bock is obliged to carry out an incoming inspection of the supplied material only if this has been expressly agreed and the inspection costs are borne by the customer.

8.3 If supplied parts become unusable due to material defects of the customer, unsuitable customer specifications or other circumstances not attributable to Bock, the customer has no claim to free replacement delivery or reimbursement; the processing costs incurred up to that point must be reimbursed to Bock. If supplied parts become unusable due to a processing error attributable to Bock, Bock shall carry out the agreed processing on a replacement item to be sent carriage-free, without additional charge; claims relating to the value of the item that has become unusable, necessary transport costs and other damages shall be governed exclusively by § 9. The customer must inform Bock, at the latest when placing the order, of any unusually high material or preliminary-work value of the supplied parts.

8.4 Acceptance of work performance: If Bock's performance is legally to be classified as work performance (in particular the processing of material supplied by the customer), Bock may, upon completion, call upon the customer to accept the work by setting a reasonable deadline, which shall regularly be twelve business days. The performance shall be deemed accepted if the customer does not refuse acceptance within this deadline, stating in text form at least one specific defect, or if it puts the performance to use or processes it further, unless it is apparent that such use is merely for testing purposes or is subject to an express reservation. The duty of inspection and notification under § 7.3 applies to contracts for the sale and supply of goods to be manufactured, insofar as § 377 HGB is applicable; for pure work performance, the statutory provisions on acceptance and the foregoing provisions of this § 8.4 shall continue to apply. The limitation period for claims for defects begins, in the case of work performance, upon acceptance.

8.5 Manufacture to customer specifications: If Bock manufactures or processes items according to drawings, models, samples or other specifications of the customer, responsibility for the correctness, completeness and design suitability of these specifications lies with the customer; execution in conformity with the specifications shall in this respect be deemed in accordance with the contract. Bock assumes no warranty for the function and suitability of the part for the purpose of use intended by the customer, insofar as the execution complies with the specifications. Bock owes a design review or functional test of the customer's specifications only if expressly commissioned; the duty to point out obvious inconsistencies or execution risks recognisable in the course of customary order processing remains unaffected. The customer shall indemnify Bock against third-party claims arising from the infringement of intellectual property rights or other rights through execution in accordance with its specifications, unless the customer is not responsible for the infringement.

8.6 Offcuts and residual material: Offcuts, processing waste and residual material arising from the processing of supplied material shall pass into Bock's ownership without remuneration, unless return to the customer has been agreed. The customer may demand the return of valuable residual pieces; any such request must be communicated in text form at the latest when the order is placed. Residual pieces to be returned shall be made available for collection, or returned, at the customer's expense.

8.7 Inspections, certificates, documentation: Bock owes material certificates (for example under DIN EN 10204), welding and inspection documentation, dimensional and inspection reports, non-destructive testing, and other evidence, and the retention thereof, only insofar as these have been expressly ordered and paid for, or insofar as they are owed in any event due to mandatory statutory provisions or the expressly agreed quality or certification.

§ 9 Liability

9.1 Bock shall be liable without limitation

• in cases of intent and gross negligence;
• in cases of fraudulent concealment of a defect;
• for damages resulting from injury to life, body or health, arising from a negligent breach of duty by Bock or an intentional or negligent breach of duty by a legal representative or vicarious agent of Bock;
• under any guarantee or quality guarantee assumed by Bock;
• under the Product Liability Act (Produkthaftungsgesetz) and other mandatory statutory liability provisions.

9.2 In the case of ordinary negligence, Bock shall be liable — except in the cases under § 9.1 — only for breach of a material contractual obligation (cardinal obligation), that is, an obligation the fulfilment of which is essential to the proper performance of the contract in the first place and on the observance of which the customer may regularly rely. In this case, liability is limited to the foreseeable damage typical for contracts of this kind at the time of conclusion of the contract.

9.3 Notice of extraordinary risk of damage: Prior to conclusion of the contract, the customer must notify Bock in text form of any extraordinary risk of damage not recognisable to Bock, in particular impending production or operational interruptions, loss of use, or extraordinarily high consequential damages, and must state their anticipated maximum extent.

Notification of such a risk does not extend Bock's liability. Any liability for particular risks of damage going beyond the provisions of this § 9 requires an express agreement in text form. Liability in the cases under § 9.1 remains unaffected.

9.4 In all other respects, Bock's liability is excluded. In particular, Bock shall not be liable, in cases of ordinary negligence, for breach of non-material contractual obligations.

9.5 The foregoing liability provisions apply to all contractual and non-contractual claims for damages and reimbursement of expenses, irrespective of their legal basis. They also apply for the benefit of Bock's legal representatives, employees and vicarious agents.

9.6 The foregoing provisions do not involve any change in the statutory burden of proof to the detriment of the customer.

§ 10 Intellectual Property Rights, Confidentiality

10.1 Bock reserves all proprietary, copyright and industrial property rights in drawings, models, tools, fixtures, technical documents and other know-how created or developed by Bock. These may not be reproduced, made accessible to third parties, or used for purposes other than those contractually agreed, without Bock's prior consent.

10.2 The parties undertake to treat as confidential, as trade secrets within the meaning of the German Trade Secrets Act (Geschäftsgeheimnisgesetz, GeschGehG), all non-public commercial and technical information of the other party obtained in the course of the business relationship, and to take appropriate confidentiality measures. The confidentiality obligation does not apply to information that (a) is generally known or becomes generally known without breach of this obligation, (b) was already lawfully known to the receiving party beforehand, (c) was independently developed by it or lawfully obtained from a third party without any obligation of confidentiality, or (d) must be disclosed by virtue of law or an official or judicial order. Disclosure to employees, affiliated companies and subcontractors is permissible insofar as they require the information for the performance of the contract and are themselves bound to confidentiality. This obligation shall also continue to apply after termination of the contract.

§ 11 Export Control and Sanctions

11.1 Bock's deliveries and services may be subject to export control provisions, in particular the German Foreign Trade and Payments Ordinance (Außenwirtschaftsverordnung, AWV), the EU Dual-Use Regulation (Verordnung (EU) 2021/821), the EU sanctions regulations, and, where applicable, US (re-)export provisions.

11.2 The customer undertakes to comply with the applicable national and international export control, embargo and sanctions provisions. Without prejudice to Bock's own statutory review, due diligence and cooperation obligations, any onward supply of the goods to third parties, with or without Bock's knowledge, is the customer's responsibility.

11.3 The customer warrants that it is not listed on any relevant sanctions list and that the goods are not intended for any end use prohibited under the applicable provisions; insofar as any use, export or onward supply requires authorisation, it shall be carried out only after the necessary authorisation has been obtained.

11.4 Bock's performance of the contract is subject to the proviso that no obstacles arise from export control or sanctions provisions. Bock shall not be responsible for delays resulting from required official authorisations, provided Bock has properly and timely submitted the necessary applications and cooperated as required.

11.5 Re-export restriction (Art. 12g VO (EU) Nr. 833/2014): Insofar as a contractual re-export restriction under Art. 12g of the Verordnung (EU) Nr. 833/2014 or comparable sanctions provisions is prescribed for the delivered goods or technologies, the customer undertakes not to sell, export or re-export them, whether directly or indirectly, to Russia or for use in Russia. The customer shall use its best efforts to ensure that the purpose of this obligation is not frustrated by downstream customers or resellers, shall establish suitable control mechanisms for this purpose, and shall notify Bock without delay of any breach that comes to its knowledge. A breach shall be deemed a material breach of an obligation essential to the contract; Bock is entitled, in particular, to suspend or refuse outstanding deliveries and to terminate the contract for good cause or withdraw from the part not yet performed. Further statutory claims, in particular for damages, remain unaffected.

11.6 Indemnification: The customer shall, to the extent legally permissible, indemnify Bock against justified third-party claims and reimburse Bock for the direct financial losses incurred as well as the reasonable costs of legal defence, arising from a breach attributable to the customer of applicable export, embargo or sanctions provisions, or of obligations under this § 11. This shall apply to fines and other administrative sanctions only insofar as their contractual allocation is legally permissible. Any contributory negligence on Bock's part shall be taken into account in accordance with the statutory provisions.

§ 12 Final Provisions

12.1 The place of performance for all obligations arising from the business relationship is Bock's registered office, 73547 Lorch, Maierhofstraße 38, unless expressly provided otherwise.

12.2 Place of jurisdiction: If the customer is a merchant, a legal entity under public law, or a special fund under public law, the court having jurisdiction over Bock's registered office (Amtsgericht Schwäbisch Gmünd or Landgericht Ellwangen (Jagst)) shall have exclusive — including international — jurisdiction over all disputes arising from the business relationship. Bock is, however, entitled to bring an action at the customer's general place of jurisdiction as well. This shall also apply to documentary proceedings (Urkundenprozess).

12.3 Applicable law: The law of the Federal Republic of Germany shall apply exclusively, to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG) and German private international law insofar as it would lead to the application of foreign law.

12.4 Severability clause: Should individual provisions of these GTC be or become wholly or partly invalid or unenforceable, the validity of the remaining provisions shall not be affected. The invalid or unenforceable provision shall be replaced by the applicable statutory provision.

12.5 Form: Unless a stricter form is prescribed by law or otherwise individually agreed, amendments to the contract, collateral agreements and statements made in connection with the business relationship shall require at least text form (§ 126b BGB); transmission by email shall suffice. The precedence of individual contractual agreements (§ 305b BGB) remains unaffected.

12.6 Governing language: Only the German-language version of these GTC is binding. Any translations serve solely for comprehension purposes; in the event of contradictions, the German version shall prevail.