General Terms and Conditions

These General Terms and Conditions (“Terms”) govern the delivery of photovoltaic modules, energy storage systems, inverters, components, accessories, spare parts and related technical, logistical and other services by DAS Kraftwerk GmbH (“DAS”).

These Terms are designed as a B2B contractual framework. They presuppose that the customer is an entrepreneur within the meaning of § 1 UGB (Austrian Commercial Code) and that the contract forms part of the operation of the customer's business. Mandatory statutory provisions remain unaffected.

Product-related warranty/guarantee conditions, technical data sheets, installation and safety instructions and an order confirmation may contain supplementary or more specific provisions. In the event of conflict, the order of precedence set out in Clause 1.7 applies.

1.1 These Terms apply to all current and future offers, deliveries and services provided by DAS to customers, provided that the customer is an entrepreneur within the meaning of § 1 UGB (Austrian Commercial Code), a legal entity under public law or a special fund under public law. They also apply where no express reference to them is made again in a subsequent transaction.

1.2 These Terms do not apply to contracts with consumers. If a customer places an order for purposes that are predominantly outside their trade, business or self-employed professional activity, the customer must expressly inform DAS of this before conclusion of the contract.

1.3 “Products” means, in particular, photovoltaic modules of any kind, energy storage systems and batteries, inverters, mounting structures, charging technology, electrical and electronic components, accessories, spare parts, packaging and associated software, firmware and documentation. “Services” means, in particular, consulting, project support, configuration, training, logistics, commissioning, maintenance and other agreed services.

1.4 General terms and conditions of business, purchasing or contract of the customer do not apply, even if DAS does not expressly object to them. They only become part of the contract if DAS has expressly agreed to their applicability in text form.

1.5 Individual agreements in the order confirmation take precedence over these Terms. No verbal side agreements exist unless confirmed by DAS in text form.

1.6 Where reference is made to INCOTERMS®, the INCOTERMS® 2020 of the International Chamber of Commerce apply in the German or English version current at the time of conclusion of the contract.

1.7 In the event of conflict, the following order of precedence applies: (a) written individual agreement; (b) order confirmation; (c) product-related guarantee conditions; (d) technical specification or service description; (e) these Terms; (f) offer by DAS; (g) other contractual documents.

2.1 Offers, price lists, calculations, delivery forecasts and other statements by DAS are subject to change and non-binding unless expressly designated as binding. A binding offer lapses upon expiry of the acceptance period stated therein, otherwise after fourteen calendar days.

2.2 Orders placed by the customer constitute a binding contractual offer. DAS may accept this offer within fourteen calendar days by order confirmation, invoicing, provision or dispatch of the Products or by commencing performance of the Services.

2.3 A contract is only concluded upon acceptance by DAS. Automated receipt confirmations, portal confirmations or status notifications merely document receipt of an order and do not constitute acceptance.

2.4 DAS is entitled to reject orders in whole or in part, in particular in the event of insufficient creditworthiness, missing export clearance, unsecured product availability or technical concerns.

2.5 Changes or cancellations after conclusion of the contract require the consent of DAS. If DAS consents, the customer shall reimburse all costs incurred up to that point, non-cancellable procurement costs, handling and return transport costs as well as a reasonable contribution margin. The customer remains entitled to prove that a lower loss was incurred.

2.6 DAS may render partial services and make partial deliveries, provided this is reasonable for the customer and does not materially impair the intended use.

3.1 The scope of services owed is determined exclusively by the order confirmation and the documents expressly incorporated therein. Information in catalogues, brochures, data sheets, websites, drawings, illustrations, samples or advertising materials serves as a general description and only becomes part of the owed characteristics if expressly agreed.

3.2 DAS owes Products of customary commercial quality and within the tolerances customary in the industry, in applicable standards and in production. Technically unavoidable or minor deviations in dimensions, weight, colour, surface appearance, electrical characteristics, capacity, efficiency or output do not constitute a defect, provided the contractually intended use is not materially impaired.

3.3 DAS is entitled to make changes to design, materials, software and workmanship where these are objectively justified by technical progress, amended standards, availability of components or regulatory requirements and do not materially impair the contractually intended function.

3.4 Calculations of output, yield, capacity, range or amortisation are forecasts based on assumed framework conditions. Actual values depend in particular on location, irradiation, temperature, shading, orientation, grid conditions, system design, mode of operation, ageing, maintenance and components of other manufacturers.

3.5 The customer is responsible for the selection, dimensioning and suitability of the Products for their specific intended use, unless DAS has expressly assumed written responsibility for planning or system design.

3.6 DAS is not obliged to review specifications, plans, calculations or information provided by the customer for completeness, accuracy, technical feasibility or conformity with standards. If DAS identifies obvious concerns, DAS will inform the customer accordingly.

4.1 Technical information and consulting are provided to the best of our knowledge on the basis of the information supplied by the customer. They do not replace site-specific planning, structural calculations, professional electrical engineering design, fire protection planning or official examination, unless expressly commissioned.

4.2 The customer must provide all information required for the performance of the services completely, correctly and in good time, in particular load profiles, grid connection data, ambient conditions, building data, fire protection requirements and official conditions.

4.3 Drafts, system layouts, parts lists, simulations and planning documents are intended only for the specifically designated project. Changes to the project parameters may require a reassessment and additional remuneration.

4.4 DAS only owes official permits, subsidies, grid connection commitments, tax benefits and other public-law prerequisites where this has been expressly agreed in writing. No particular tax treatment or eligibility for subsidies is warranted.

4.5 The customer must check the conformity of the planning documents with the local conditions and approve them before execution. If timely approval is not given, agreed deadlines are extended by a reasonable period.

5.1 Unless otherwise agreed, all prices are net ex works or ex warehouse of DAS, unpackaged, uncleared through customs and exclusive of value added tax, customs duties, levies, packaging, transport, insurance, dangerous goods, disposal and other ancillary costs.

5.2 The prices stated in the order confirmation are decisive. Costs arising from subsequent changes requested by the customer, incorrect information, delays within the customer's sphere or additional official requirements will be invoiced separately.

5.3 If more than three months elapse between conclusion of the contract and the agreed delivery date and material cost factors demonstrably increase thereafter, in particular purchase prices, raw material, energy, freight, insurance, customs, labour or financing costs, DAS may adjust the price in proportion to the actual cost increase. Cost reductions will be taken into account according to the same standards.

5.4 If a price adjustment under Clause 5.3 exceeds ten percent of the originally agreed net price, the customer may withdraw from the contract with respect to the part not yet performed within five working days of notification, unless DAS confirms delivery at the original price. Further claims are excluded.

5.5 If the customer claims a tax exemption, a zero tax rate, an intra-Community supply or another tax benefit, the customer must provide DAS with all necessary evidence before invoicing. If the requirements are not met or taxes are subsequently levied, the customer shall indemnify and hold DAS harmless with respect to tax, interest, surcharges and reasonable advisory costs, insofar as the customer is responsible for the inaccuracy.

6.1 Unless otherwise agreed, the entire invoice amount is due before delivery without deduction. DAS is only obliged to perform after final credit to the specified account.

6.2 Where a payment term has been agreed, invoices must be paid without deduction within the period stated on the invoice. Payments are only deemed made upon irrevocable credit.

6.3 In the event of default in payment, the statutory default interest for business transactions applies. In addition, the customer shall reimburse the statutory flat fee for collection costs and all further reasonable costs of appropriate legal enforcement.

6.4 DAS may, irrespective of any allocation by the customer, first credit incoming payments against costs, then against interest and thereafter against the oldest principal claim.

6.5 If circumstances become known after conclusion of the contract that give rise to justified doubts as to the customer's ability or willingness to pay, DAS may make outstanding deliveries conditional on advance payment, bank guarantee, credit insurance or other appropriate security and may suspend performance until such security is provided.

6.6 In the event of material default in payment, unsuccessful expiry of a grace period or the opening of insolvency proceedings, or their rejection for lack of assets sufficient to cover costs, all outstanding claims become immediately due, unless mandatory insolvency law provides otherwise.

6.7 Early payment discounts require express agreement and are only permissible if all due claims have been settled in full.

7.1 The delivery term, place of delivery and passing of risk are determined by the order confirmation. Unless otherwise agreed, delivery is made EXW (INCOTERMS® 2020) at the works or warehouse named in the order confirmation.

7.2 Where DAS organises transport or insurance, DAS acts, unless expressly assuming its own transport obligation, in the name and for the account of the customer. The carrier is selected with the diligence of a prudent businessperson.

7.3 Risk passes in accordance with the agreed INCOTERMS® clause. In the absence of such a clause, risk passes to the customer upon provision for collection, but at the latest upon handover to the first carrier.

7.4 The customer must inspect transport packaging for visible damage without delay, note any damage on the freight documents, secure evidence and assert claims against the carrier within the applicable time limits. A copy of the damage report must be sent to DAS without delay.

7.5 DAS may choose packaging types customary in the industry. Reusable packaging, racks, containers and transport aids remain the property of DAS or third parties and must be returned in due time and at the customer's expense.

7.6 Partial deliveries may be invoiced separately. Excess or short deliveries within tolerances customary in the trade are permissible insofar as they are reasonable for the customer.

8.1 Delivery dates and delivery periods are only binding if they are expressly designated as fixed dates or as binding in the order confirmation. Other dates are estimated indications.

8.2 Delivery periods only commence once all commercial and technical questions have been clarified, agreed advance payments and securities have been provided, required approvals have been granted and duties to cooperate have been fulfilled.

8.3 In the event of a delay for which DAS is responsible, the customer must set a reasonable grace period of at least ten working days. Only after unsuccessful expiry of this period may the customer withdraw from the contract with respect to the affected part of the performance. Damages are governed by Clause 21.

8.4 Delays due to force majeure or other circumstances for which DAS is not responsible extend deadlines by the duration of the impediment plus a reasonable restart period.

8.5 If the customer is in default of acceptance or breaches duties to cooperate, DAS may store the Products at the customer's risk and expense, engage a forwarding agent, otherwise realise the goods after a reasonable grace period or withdraw from the contract.

8.6 For storage, DAS may charge the costs actually incurred, but at least EUR 8.00 per pallet and calendar day from the fifth working day after notification of readiness. The customer remains entitled to prove that lower costs were incurred.

8.7 Contractual penalties for delayed delivery apply only if expressly agreed in writing and are limited to the demonstrably affected part of the performance.

9.1 The customer must perform all necessary acts of cooperation in good time and at its own expense. This includes, in particular, providing suitable access routes, storage areas, lifting equipment, power and data connections, protective measures, permits and qualified personnel.

9.2 The customer must inform DAS without delay of any particular hazards, contaminated areas, potentially explosive zones, structural restrictions, grid particularities and other safety-relevant circumstances.

9.3 If the customer breaches duties to cooperate, deadlines are extended by a reasonable period. DAS may charge additional expenses at the applicable hourly rates and actual costs.

9.4 The customer warrants that documents and specifications provided by it are free of third-party rights. The customer shall indemnify DAS against third-party claims based on the contractual use of these documents.

9.5 The customer must independently verify the technical, statutory and regulatory requirements applicable to the Products at the place of use, unless DAS has expressly assumed a corresponding obligation.

10.1 Installation, connection, commissioning, maintenance and repair may only be carried out by demonstrably sufficiently qualified and authorised specialist companies in compliance with the technical documentation, standards, grid operator requirements and statutory provisions.

10.2 The customer is responsible for proper system integration, in particular the compatibility of modules, inverters, storage systems, protection systems, mounting structure, cabling, energy management and communication interfaces, unless commissioned from or planned by DAS.

10.3 Products must not be used under impermissible ambient conditions, on unsuitable surfaces or contrary to the installation and safety instructions. In particular, standing water, impermissible mechanical loads, shading, insufficient rear ventilation, incorrect polarity, overvoltage, deep discharge, thermal overload and non-approved system combinations must be avoided.

10.4 DAS is not liable for defects or damage attributable to faulty planning, installation, cabling, parameterisation, commissioning, maintenance, third-party components or interventions by unauthorised persons.

10.5 Commissioning reports, serial numbers, measured values, photos and other records must be retained by the customer and presented on request in the event of a complaint.

10.6 Where DAS undertakes installation or commissioning services, the agreed limits of performance apply. Construction works, scaffolding, foundations, grid connection, fire protection, permits and restoration works are only owed if expressly included.

10.7 The customer acknowledges that necessary voltage shutdowns and reconnections may cause malfunctions, data loss or failures in older, pre-damaged or sensitive electrical, control, KNX, IT and automation components. DAS is not liable for damage attributable to ageing, wear, pre-existing damage, missing data backups, missing documentation or the design-related sensitivity of existing components. Data backups, proper shutdown and any necessary safeguarding and recommissioning measures must be arranged by the customer before work commences.

11.1 Batteries and energy storage systems are safety-critical products. The customer must strictly comply with all transport, storage, installation, operating, fire protection, recycling and disposal regulations as well as manufacturer instructions.

11.2 Batteries may only be stored and operated within the permissible temperature, humidity, state-of-charge and ambient ranges. Protection against short circuit, mechanical damage, moisture, heat, fire and unauthorised access must be ensured.

11.3 The customer must independently comply with dangerous goods regulations, in particular for transport, return and disposal. Returns of batteries are only permitted after prior written RMA approval and in accordance with the packaging and shipping instructions issued by DAS.

11.4 Damaged, swollen, overheated, deeply discharged, leaking or otherwise conspicuous batteries must not be operated further or transported without approval. They must be isolated and handled in accordance with the safety instructions.

11.5 Capacity and usable energy are subject to ageing, cycle count, temperature, state of charge, charging power and operating profile. Normal calendar and cyclical degradation does not constitute a defect, provided warranted limit values are complied with.

11.6 The customer is responsible for fulfilling applicable registration, take-back, disposal, documentation and reporting obligations, unless these mandatorily apply to DAS or have been expressly assumed by DAS.

12.1 For supplied or embedded software and firmware, the customer receives a simple, non-exclusive, non-transferable right of use to the extent necessary for the contractual use of the product.

12.2 Ownership of software, source code, algorithms, user interfaces, data models and documentation is not transferred. Decompilation, reverse engineering, circumvention of technical protection measures or unauthorised modification are only permitted to the extent mandatorily allowed by law.

12.3 DAS or the respective manufacturer may provide updates, security fixes and functional adjustments. The customer must install security-relevant updates promptly and take appropriate cybersecurity measures.

12.4 Cloud, portal, app and communication services may depend on third-party services, internet connections and technical platforms. Uninterrupted availability is only owed if a separate service level agreement exists.

12.5 DAS may make technically necessary changes, provided essential agreed functions are preserved. Non-essential convenience or display functions may be adjusted or discontinued.

12.6 The customer is responsible for secure access credentials, user management, network segmentation, backups and protection against unauthorised access. Security incidents must be reported to DAS without delay.

13.1 The customer must inspect the Products without delay after delivery in the ordinary course of business and notify DAS in text form within a reasonable period of any recognisable defects, incorrect deliveries, quantity deviations and transport damage. § 377 UGB (Austrian Commercial Code) remains decisive.

13.2 Hidden defects must be notified without delay after discovery. The notice must describe the delivery, product, serial number, nature and extent of the defect and the circumstances of its occurrence in sufficiently concrete terms to enable DAS to carry out a proper examination.

13.3 If the customer fails to give proper and timely notice, the goods are deemed approved with respect to the defect concerned; the statutory consequences of § 377 UGB (Austrian Commercial Code) apply.

13.4 The acceptance or examination by DAS of a late or insufficient notice of defects does not constitute a waiver of the defence of lateness.

13.5 The customer must store the Products complained of properly and unchanged until DAS has made its decision and, on request, permit inspection, remote diagnosis or examination.

14.1 DAS warrants that the Products have the expressly agreed characteristics at the time of passing of risk. Public statements by third parties, advertising statements or non-binding product information do not establish any further agreement on characteristics.

14.2 The warranty period vis-à-vis entrepreneurs is twelve months from passing of risk, unless mandatory law or an express individual agreement provides otherwise. For used products, the warranty may be excluded.

14.3 In the case of defects notified in due time, DAS may, at its own discretion, provide rectification or replacement. The customer must grant DAS a reasonable period and opportunity for subsequent performance. Remedying defects itself is only permitted in the event of imminent danger or with the express consent of DAS.

14.4 DAS bears the reasonable direct costs of subsequent performance at the original place of delivery. Additional costs due to relocation to another place, difficult access, dismantling, installation, scaffolding, crane, travel, dangerous goods or system integration are borne by the customer, unless DAS has consented to the relocation or mandatory law provides otherwise.

14.5 If subsequent performance finally fails, is refused or is unreasonable, the customer may demand a price reduction or, in the case of a material defect, withdrawal with respect to the defective part of the performance.

14.6 No warranty exists, in particular, for ordinary wear and ageing, performance degradation within agreed limits, improper storage or use, faulty installation, lack of maintenance, impermissible modifications, third-party components, force majeure, overvoltage, lightning, fire, corrosion, animal damage, vandalism, mechanical damage or non-compliance with documentation and safety requirements.

14.7 The burden of proving that a defect already existed at the time of passing of risk lies with the customer. § 924 ABGB (Austrian Civil Code) is excluded to the extent permitted by law.

14.8 The customer's warranty recourse claims are, to the extent permitted by law, limited to the extent to which DAS itself can take recourse against its upstream supplier; mandatory rights remain unaffected.

15.1 Guarantees exist only where they are expressly designated as a guarantee in writing. They apply exclusively in accordance with the respective guarantee conditions and leave mandatory warranty rights unaffected.

15.2 Manufacturer guarantees are, unless DAS itself is the guarantor, handled in the name and for the account of the respective manufacturer. DAS owes no further guarantee outcome and is not liable for the performance capability of a third-party guarantor.

15.3 Performance or product guarantees for PV modules and capacity guarantees for battery storage systems refer exclusively to the measurement procedures, reference conditions, tolerances and exclusions stated therein.

15.4 Prerequisites for guarantee claims include, in particular, professional installation, registration, documented commissioning, proper operation, performance of prescribed maintenance and timely notification. Serial numbers and type plates must not be removed or altered.

15.5 Guarantee benefits may, at the guarantor's discretion, comprise repair, replacement, a substitute product, a current-value credit or a pro-rata credit. A substitute product may be technically equivalent, refurbished or from a successor series.

16.1 Returns are only permitted after prior written approval and allocation of an RMA number. Unannounced returns may be rejected at the sender's expense and risk.

16.2 The customer must follow the complaint procedure specified by DAS and, in particular, provide proof of purchase, serial numbers, a description of the fault, measurement data, photos, installation and commissioning reports and, where applicable, log files.

16.3 Products must be packaged securely for transport, in an ESD-safe manner, in compliance with dangerous goods requirements and in accordance with the instructions of DAS. The customer bears the risk until the agreed place of return.

16.4 If a complaint proves to be unfounded or the fault is due to circumstances outside the area of responsibility of DAS, DAS may charge inspection, travel, transport, packaging and handling costs according to actual expenditure.

16.5 Replaced parts become the property of DAS upon handover of the replacement, insofar as DAS provides a replacement, unless mandatory law provides otherwise.

17.1 DAS retains title to all delivered Products until full payment of all current and future claims arising from the business relationship.

17.2 The customer must treat goods subject to retention of title with care, insure them adequately and keep them free from third-party access. Seizures, confiscations, insolvency or other risks must be reported to DAS in writing without delay.

17.3 The customer may resell goods subject to retention of title in the ordinary course of business. The customer hereby assigns to DAS all claims arising from the resale, including ancillary rights, up to the amount of the outstanding claims. DAS accepts the assignment.

17.4 The customer remains authorised to collect the assigned claims until revoked. In the event of default in payment or endangerment, DAS may disclose the assignment and demand information and the surrender of the documents required for collection.

17.5 Processing or combination of the goods subject to retention of title is carried out for DAS without any obligations arising therefrom. In the event of combination with other items, DAS acquires co-ownership in the ratio of the invoice value of the goods subject to retention of title to the value of the new item.

17.6 If the realisable value of the securities permanently exceeds the secured claims by more than twenty percent, DAS will release securities of its own choosing on request.

17.7 In the event of default in payment, DAS may, after a reasonable grace period, demand the surrender of the goods subject to retention of title. Repossession only constitutes withdrawal from the contract if DAS expressly declares this.

18.1 All ownership, copyright, patent, trademark, design, database and other intellectual property rights in Products, documents, software, drawings, samples, calculations and know-how remain with DAS or the respective rights holder.

18.2 Documents may only be used for the purpose of the contract and must not be reproduced, published, passed on to third parties or used for replication, tendering or competition.

18.3 DAS reserves all rights in offers and planning documents. If no contract is concluded, confidential documents must be returned on request or demonstrably deleted.

18.4 The customer grants DAS the right to use project-related technical data in anonymised form for fault analysis, product improvement, quality assurance and statistics, provided no personal data or trade secrets are disclosed.

19.1 Each party must treat non-public commercial, technical and organisational information of the other party as confidential and use it only for the performance of the contract.

19.2 The confidentiality obligation does not apply to information that is demonstrably generally known, lawfully obtained from third parties, independently developed or required to be disclosed by law or official order.

19.3 The parties may disclose information to employees, advisors, financiers, insurers and affiliated companies, insofar as these need it for the purpose of the contract and are appropriately bound to confidentiality.

19.4 The confidentiality obligation applies for five years after the end of the contract; for trade secrets, for as long as the requirements for their protection exist.

20.1 DAS processes personal data in accordance with the General Data Protection Regulation (GDPR) and Austrian data protection law. Details are set out in the current Privacy Policy.

20.2 Where one party processes personal data on behalf of the other, the parties shall conclude an agreement pursuant to Art. 28 GDPR before processing begins.

20.3 The customer shall ensure that it lawfully transmits personal data of its employees, customers or other persons to DAS and has provided the required information.

20.4 Operating, performance and diagnostic data may be processed for contract performance, remote maintenance, fault analysis and improvement. References to individuals are avoided or minimised as far as possible.

21.1 DAS is liable without limitation for damage caused intentionally, for personal injury and in cases of mandatory statutory liability.

21.2 In the case of gross negligence, DAS is liable for the typically foreseeable damage. For slight negligence, DAS is only liable in the event of a breach of a material contractual obligation and likewise limited to the typically foreseeable damage.

21.3 To the extent permitted by law, the liability of DAS per claim event is limited to the net value of the order affected by the damage and, in total per calendar year, to twice the net value of that order. This limitation does not apply in the cases set out in Clause 21.1.

21.4 To the extent permitted by law, DAS is not liable for loss of profit, lost savings, loss of production, loss of use, financing costs, loss of data, third-party claims, indirect damage or consequential damage. This does not apply insofar as such damage was expressly recognisable as a typical consequence at the time of conclusion of the contract and was caused by DAS through gross negligence.

21.5 DAS is only liable for damage to items or data provided by the customer if the customer has taken appropriate protective measures and data backups.

21.6 Exclusions and limitations of liability also apply in favour of the corporate bodies, employees, vicarious agents, suppliers and subcontractors of DAS.

21.7 Claims for damages must be asserted in court within twelve months of knowledge of the damage and of the party responsible, and in any event within three years of the event causing the damage, to the extent permitted by law.

21.8 The customer must mitigate damage without delay and give DAS the opportunity to investigate and remedy it. If the customer fails to take reasonable mitigation measures, any claim for compensation shall be reduced accordingly.

22.1 Mandatory claims under the Produkthaftungsgesetz (Austrian Product Liability Act) and other mandatory product safety provisions remain unaffected.

22.2 Insofar as the customer resells Products, it must pass on all product information, warnings, installation and operating instructions in full to its customers and ensure traceability by means of serial and batch numbers.

22.3 The customer must not modify Products, relabel them, combine them with non-approved components or distribute them under the DAS brand in a manner deviating from the approvals.

22.4 In the event of safety risks, official enquiries, accidents or possible serial defects, the customer shall inform DAS without delay and provide reasonable support in investigations, recalls, safety information or corrective measures.

22.5 If a recall or safety measure is based on a circumstance within the customer's sphere, the customer shall bear the reasonable costs arising therefrom and shall indemnify DAS against third-party claims, insofar as the customer is responsible for the circumstance.

23.1 Force majeure is any event beyond reasonable control that materially impedes or prevents performance, in particular natural disasters, fire, flood, epidemic, pandemic, war, terrorism, civil unrest, strike, lockout, cyberattack, energy or raw material shortage, transport disruption, embargo, sanction, official measure or failure of key suppliers.

23.2 The affected party will inform the other party of the event and its expected effects, insofar as this is reasonably possible. Performance obligations are suspended for the duration of the impediment.

23.3 If the impediment lasts longer than ninety calendar days, either party may terminate the part of the contract not yet performed with reasonable notice. Services already rendered shall be settled; no claims for damages arise from the termination.

23.4 In the event of supply shortages, DAS may allocate available quantities among customers according to objective criteria. No particular prioritisation is owed.

23.5 Payment obligations for services already rendered or provided remain unaffected.

24.1 Performance of the contract is subject to the proviso that it is not prevented by any applicable national, EU or international export control, embargo or sanctions provisions.

24.2 The customer must not, directly or indirectly, deliver or make available Products, software, technology or technical support to prohibited countries, to listed persons or for prohibited end uses.

24.3 On request, the customer must provide DAS with end-use, recipient and usage information as well as any required evidence. DAS may suspend performance until clarification.

24.4 If a required authorisation is not granted or performance of the contract would be unlawful, DAS may refuse, suspend or terminate the affected part of the contract without liability.

24.5 The customer shall indemnify DAS against damage, penalties and reasonable legal enforcement costs arising from a breach of these obligations for which the customer is responsible.

25.1 The parties shall comply with all applicable provisions on anti-corruption, prevention of money laundering, competition law, human rights, occupational health and safety, environmental protection and supply chain due diligence.

25.2 The customer must not offer, promise or grant any improper advantages to employees or agents of DAS.

25.3 In the event of a justified suspicion of a significant compliance breach, DAS may demand appropriate information and remedial measures. If a material breach persists despite the setting of a deadline, DAS may terminate the affected contracts for good cause.

25.4 The customer shall provide reasonable support with legally required supply chain and sustainability disclosures, in particular regarding origin, materials, CO2 data, working conditions and disposal, insofar as such information is available and proportionate.

26.1 The customer may only set off counterclaims that have been finally established by a court, expressly acknowledged by DAS or that are legally connected with the claim of DAS.

26.2 Rights of retention may only be exercised on the basis of claims arising from the same contractual relationship.

26.3 The assignment of claims against DAS requires prior consent in text form, unless mandatory law provides otherwise. § 1396a ABGB (Austrian Civil Code) remains unaffected.

26.4 DAS may assign or transfer claims and contractual positions to affiliated companies, financiers or in the course of a business transfer, provided the legitimate interests of the customer are not unreasonably impaired.

27.1 Individual contracts end upon complete performance. Continuing obligations run for the agreed term and may be terminated in accordance with the individually agreed notice periods.

27.2 Either party may terminate extraordinarily for good cause recognised by law or by the courts. Good cause exists, in particular, in the event of a significant breach of contract, repeated default in payment, endangerment of safety or legal compliance, or a serious compliance breach.

27.3 Before termination for a remediable breach of duty, a reasonable grace period must generally be set.

27.4 Upon termination of the contract, services rendered up to that point, ordered or custom-made products, non-cancellable third-party costs and orderly winding-up costs must be remunerated.

27.5 Provisions that by their nature are intended to survive, in particular those on confidentiality, intellectual property rights, liability, retention of title, data protection and choice of law, remain in effect.

28.1 Amendments and supplements to a contract require text form, unless mandatory law requires a stricter form. This also applies to any waiver of this form requirement.

28.2 DAS may amend these Terms for future contracts. For existing contracts, amendments apply only if expressly agreed or if they are necessary due to mandatory statutory or regulatory requirements, objectively justified and reasonable for the customer.

28.3 Legally relevant notices may be sent to the most recently notified postal or e-mail address. The customer must notify any changes to its contact details without delay.

28.4 Electronic signatures and digital contract conclusions are permitted, provided no mandatory form requirement stands in the way.

28.5 A failure to exercise a right, or its delayed exercise, does not constitute a waiver. A waiver requires an unambiguous declaration in text form.

29.1 Austrian substantive law applies exclusively, to the exclusion of its conflict-of-law rules and of the United Nations Convention on Contracts for the International Sale of Goods (CISG).

29.2 The exclusive place of jurisdiction for all disputes arising from or in connection with the business relationship is, to the extent permitted by law, the court with subject-matter jurisdiction for Vienna, Inner City (Wien, Innere Stadt). DAS may also bring proceedings against the customer at the customer's general place of jurisdiction.

29.3 The place of performance for payments is the registered office of DAS. The place of performance for deliveries and services is determined by the agreed delivery term or the expressly agreed place of performance.

29.4 For disputes arising from international contracts, the German version of these Terms is authoritative, even where translations are provided.

30.1 Should any provision be or become invalid, unenforceable or incomplete in whole or in part, the validity of the remaining provisions remains unaffected. The statutory provision applies in place of the invalid or missing provision. A validity-preserving reduction only takes place to the extent permissible under mandatory law.

30.2 Headings serve only for orientation and do not affect interpretation.

30.3 Where “in writing” is used in these Terms, this means a handwritten signature or a qualified electronic signature; “text form” includes, in particular, e-mail.

30.4 Deadlines expressed in working days refer to Monday to Friday, excluding public holidays at the registered office of DAS.

30.5 These Terms enter into force in July 2026 and apply to contracts concluded from that date onwards.