Terms and Conditions of Use for the "TEKU® Portal" online platform for customers General information The TEKU® Portal is a web-based online platform ("Portal") which serves as a central customer platform exclusively for selected customers ("Customer") of Pöppelmann GmbH & Co. KG Kunststoffwerk-Werkzeugbau ("Pöppelmann"), who act as companies in the exercise of their commercial or independent professional activity (Sect. 14 of the German Civil Code (BGB)), within the business relationship as a supplement to personal customer support. Access by consumers within the meaning of Sect. 13 of the BGB is excluded. The Customer Portal and the information and functionalities contained therein are intended exclusively for use by individuals authorised by the Customer ("User") in the context of a business relationship, communication and information between the Customer and Pöppelmann. 1. Scope of the Terms and Conditions of Use These Terms and Conditions of Use govern access to and the use of the Portal. The contract shall be drawn up in German. Where versions in other languages are available on the Portal, these shall merely apply for information purposes. The legally binding version is the German one. Pöppelmann shall have the authorisation to unilaterally amend and/or supplement the Terms and Conditions of Use with effect for the future insofar as this is necessary to safeguard the legitimate interests of Pöppelmann provided that the amendments or supplements do not constitute an unreasonable detriment, in particular in the event of the introduction of new functions in the TEKU® Portal. Pöppelmann shall inform the Customer of any amendments or supplements with a reasonable period of notice. If no objection is made within two weeks of notification (objection period), the amended provisions shall be deemed accepted. Pöppelmann shall point out the right of objection and the significance of the objection period in the notification. In the event of an objection, Pöppelmann shall be authorised to terminate the usage relationship without notice for good cause and/or to block corresponding access to the Customer Portal. Any terms and conditions of the Customer that conflict with, supplement or deviate from these Terms and Conditions of Use are excluded. The currently valid Terms and Conditions of Use can be viewed in the user account and can also be downloaded and printed out from there. 2. Prerequisites for use The prerequisite for using the Portal is the approval of the Customer by Pöppelmann and the proper registration of the employees who are authorised to use the Portal and have been designated by the Customer. The right of use is restricted to the Customer and the individuals who are authorised by the Customer and who have been duly registered as users. For natural persons, the minimum age is 18 years. No entitlement to use or register exists. The respective user can access the Portal via the Internet using the correct login details. The Customer must provide Pöppelmann the name of a natural person in its company as an authorised user to act as its own administrator for its Portal use. This administrator is responsible for assigning, managing and setting the scope of access authorisations for other employees of the Customer as Portal users and defines their framework and scope within the Portal with regard to queries and services. All users must duly register on the Portal and agree to the Terms and Conditions of Use by providing their personal data required for handling the business relationship with the Customer – in particular the surname, first name, e-mail address, business telephone number. Anyone who identifies himself to Pöppelmann on the Portal by means of the registered access details shall be deemed to be authorised to receive and make legally binding declarations on behalf of the Customer in the relationship between the Customer and Pöppelmann, irrespective of the internal relationship between the User and the Customer. The Customer assures that the authorised users are appropriately authorised to do so. Pöppelmann is not obliged, but shall be entitled, to carry out a check on the legitimacy of the Customer's respective users. 3. Responsibilities The Customer and its associated users are obliged to use the TEKU® Portal only in a lawful manner in accordance with the agreed Terms and Conditions of Use and only within the scope of the Customer's business relationship with Pöppelmann. The respective access details are personal, must be treated confidentially, stored carefully, protected from unauthorised access by third parties and not passed on to third parties. It is prohibited to allow third parties to access the Portal under one's own user account. When using the website, the User undertakes to observe applicable law (e.g. criminal law, competition law) and not to infringe any third-party rights (e.g. rights to a name, trademark, copyright and data privacy law). It is prohibited for users to post any content on the Portal which, due to its content or form, violates applicable law or morality. The same applies to the placement of external links. The User shall refrain from any activity which is likely to disrupt, impair or place an excessive load on the operation of the Portal or the technical infrastructure behind it or which could lead to an impairment in any other way. It is forbidden to use software, scripts or databases in connection with the use of the Portal; to automatically read out, block, overwrite, modify, copy data and/or other contents (unless this is necessary for the proper use of the Portal); to carry out attacks, in particular attempts to circumvent or overcome protective or security mechanisms of TEKU® Portal. The same applies to attempts to gain possession of other people's access details, for example by means of brute force attacks. The Customer is also responsible for ensuring that they and the authorised users use up-to-date and appropriate technical protection measures to prevent the aforementioned harm by third parties. Likewise, the Customer is responsible for ensuring that his IT infrastructure is always kept up to date and technically adequate with regard to the dangers associated with the use of the Internet. Should faults occur while using the Portal or its functionalities, the User shall inform the website operator of this fault without delay. Passwords must be changed regularly. If an unauthorised third party is suspected of having gained knowledge of the access details, the User must change the registered password immediately. If misuse of the access details by a third party is suspected or if misuse is detected, the User is obliged to inform Pöppelmann of this without delay. The User must immediately cease using the Customer Portal as soon as it is no longer authorised to use it. The User is liable for ensuring that the information provided during registration is true and complete. This applies equally to both required and voluntary information. Changes to user data must be updated independently without delay. The Customer shall be responsible for any use of the Portal and use of the access points by the Customer itself or by third parties attributable to it, in particular its employees, as well as for the content of the information transmitted by the Customer or the processing thereof. This applies in particular to proper data storage, recording and archiving obligations and the implementation of legally required duties on the part of the Customer. In particular, Pöppelmann shall not assume any legally required or contractual obligations of the Customer to archive or keep records by providing settlement documents or delivery notes through the Portal. The Customer is liable for the negligence of the users authorised by it as if it were its own negligence. 4. Availability and access costs The Portal shall be made available for use by Pöppelmann free of charge in the form and to the extent and/or functionality determined by Pöppelmann. Pöppelmann may add further content and services to the Customer Portal at any time. All new content and services are also subject to these Terms and Conditions of Use. There is no entitlement to individual customisation of the Portal. The Customer shall bear the responsibility and costs for the provision, maintenance and costs of the technical requirements and infrastructure for its own access to and use of the Portal and those of the users authorised by it, in particular the necessary hardware and software plus appropriate Internet access and telecommunications resources. The Customer is also responsible for adapting the technical requirements within its sphere of influence to changes in the requirements of the Portal or the general technical environment. Pöppelmann shall have the authorisation to set up or change the Customer Portal at any time, to delete content or to change it in any other way. No guarantee is given to constant uninterrupted, complete or trouble-free availability of the TEKU® Portal or to usability or maintenance of individual functionalities thereof. Pöppelmann is nevertheless committed to the trouble-free operation of the Portal. This is naturally limited to services over which Pöppelmann has an influence, in particular through maintenance work. Force majeure, in particular customer-internal telecommunication problems, disruptions of the Internet or other technical malfunctions may lead to a temporary restriction of the usage capability at any time. Pöppelmann shall be entitled to restrict access to TEKU® Portal temporarily or permanently due to maintenance work, capacity issues and/or other events beyond its control. Pöppelmann reserves the right to permanently or temporarily block access to the Portal or to individual contents at any time for factual reasons, in particular in the event of disruptions, security risks, improper use or suspicion that the use violates applicable law or the rights of third parties. The blocking may affect the Customer and/or authorised users. The Customer is obliged to immediately block or delete access authorisations of users who are no longer its employees. 5. Functionalities A range of goods presented on the TEKU® Portal is subject to change and only represents a non-binding invitation for the Customer. The Customer can select the items of interest from the displayed range of goods, make a non-binding reservation in a shopping basket and determine or have the value of the goods displayed. If the Customer intends to place an order with Pöppelmann for the goods listed in the shopping basket, the Customer may submit a request for the preparation of a quotation by Pöppelmann directly from the shopping basket by clicking on the button provided for this purpose. Corrections with regard to the quantity can be made in the shopping basket by entering a different number and with regard to the selection of the product by deleting the item and, if necessary, re-selecting the product together with the desired quantity. The selection process can be cancelled at any time by closing the browser window. By clicking on the "Send" button, the Customer does not yet submit any binding purchasing offer, but merely a declaration of intent to request a quotation to conclude a contract on the part of Pöppelmann for the products in the shopping basket. The confirmation of receipt of this declaration of intent shall be made by Pöppelmann after it has been sent. The Customer can view the requests already sent in the Portal. Upon receipt of the Customer's request, Pöppelmann shall review the request and determine the additional costs incurred for delivery based on the cost arrangements agreed with the Customer for the quotation. Depending on the check result, a quotation for the conclusion of a purchase contract (order confirmation) is sent to the Customer at the e-mail address stored for the respective requesting user. The Customer has to acknowledge the quotation – in whatever form – in order to conclude the contract. Pöppelmann reserves the right to deviate from or make changes to the data provided in the enquiry, in particular with regard to quantity, price, delivery date and costs. If a purchase contract is concluded with regard to this offer, the General Terms and Conditions of Sale of Pöppelmann shall additionally apply to this purchase (https://www.poeppelmann.com/en/company/Downloads.html). Notwithstanding the communication via the Portal, the Customer shall have the option to place an order via the usual communication channels. Note on price and cost details in the Portal: Product prices and/or costs shown on the TEKU® Portal are non-binding and subject to deviating agreements with the Customer, in particular excluding service and shipping costs, packaging, insurance and any material price surcharges or other costs to be borne by the Customer. All prices quoted are net prices. Value added tax shall be added at the respective statutory rate. Expenses that must be borne by the Customer in addition to the price of the goods for a delivery to the Customer's address and as price or expense elements that are not automatically displayed in the Portal shall result from the respective regulations agreed outside the Portal between the Customer and Pöppelmann or, if not available, in accordance with Pöppelmann's General Expense Price List. Insofar as such expenses are not already expressly shown in the Portal together with the value of the goods, they shall be determined and taken into account in the course of the individual preparation of the quotation and shown in full in the quotation. If the goods are shipped abroad, taxes, customs duties and other expenses for customs clearance may be incurred, which are additionally to be borne by the Customer. Notes on packaging material: In accordance with Sentence 1 in Sect. 15 (1) of the German Packaging Act, we are obliged to take back the following packaging materials free of charge: - transport packaging (transport packaging is packaging that facilitates the handling and transport of goods in such a way as to avoid direct contact and transport damage and is typically not intended to be passed on to the final consumer, such as pallets, large packaging, etc.), - sales and secondary packaging that typically does not accumulate as waste at private final consumers after use, - sales and secondary packaging for which system participation is not possible due to system incompatibility pursuant to Sect. 7 (5), - sales packaging of filling material containing pollutants - reusable packaging (reusable packaging is packaging that is designed and intended to be reused several times for the same purpose after use and whose actual return and reuse is made possible through adequate logistics and promoted by suitable incentive systems, such as a refundable deposit). Consequently, if the aforementioned packaging material is used by us for the delivery of a product, we shall accept the used, empty packaging of the same type, shape and size as the packaging placed on the market by us at the place of actual delivery or in its immediate vicinity free of charge. In the context of repeated deliveries, the return can also take place with one of the next deliveries. This way, we ensure that the packaging material is returned to the recycling loop. 6. Rights of use The TEKU® Customer Portal contains digital material belonging to Pöppelmann or third parties. This includes in particular all information, materials and media published in the Customer Portal under any form – in particular the textual-graphical design, images, graphics, texts, audio and other material. The digital content is protected by copyright, trademark rights, database rights and other intellectual property rights. Rights of use granted to the Customer are non-exclusive, revocable, not sub-licensable and not transferable and are granted in accordance with these Terms and Conditions of Use and only for the performance of the business relationship. It is prohibited to reproduce or otherwise use the content of this document, e.g. in other electronic or printed publications, without prior express permission. The User is not granted any right of use. 7. Warranty Pöppelmann does not assume any warranty for permanent/uninterrupted access to the Portal or for the content published on the Customer Portal being accurate, up-to-date and complete. There is no obligation to remedy defects and other faults in TEKU® Portal within a definite period of time. During this time, TEKU® Portal is either completely or partially unavailable. Pöppelmann shall endeavour to limit the frequency and duration of such temporary interruptions or restrictions to the extent necessary in each case. The User is aware that the free use of the website does not grant access to any further claims. Claims due to lack of or limited availability of TEKU® Portal, in particular a possible claim for initial defects regardless of fault, are excluded altogether, unless Pöppelmann has fraudulently concealed a defect. The warranty for defective goods shall arise in accordance with the purchase contract agreements between the User and Pöppelmann. Differences in the colour and material properties of coloured plastics are inherent to the manufacturing process. If within the agreed or customary tolerances or in the event of negligibility, they shall not constitute a defect. All details about our products, especially information about quality, colour, dimensions, fit, equipment and weight, are only approximate values and do not constitute quality details. Our actual products may differ from the details and images on the online platform. We expressly reserve the right to make any changes in construction and legally prescribed changes – especially minor changes – along with technically unavoidable changes in quality, colour, design or dimensions. The condition, suitability, qualification and function as well as the intended use of our goods shall be solely determined in accordance with our product specification and/or performance description. Public statements, promotions or advertising by us or third parties do not represent quality details of the goods. References to technical or legal standards, or details from catalogues are for descriptive purposes only and do not constitute guarantees of quality or durability, warranted characteristics or agreements on quality. Guarantees regarding the quality or durability of our goods must be identified as such; this also applies to deliveries of samples and specimens. All details and information regarding our products and services are provided carefully and to the best of our knowledge. The Customer shall be solely responsible for the application, suitability and processing of the products purchased for the specific purpose intended by the Customer. Especially if the product is to be used in the medical, pharmaceutical or food sector, it is the Customer's responsibility to test its suitability in advance at its own expense. Even details and information about suitability and application do not exempt the Customer from carrying out its own inspections and tests for the respective individual purposes. We carefully select recycling raw materials. Regenerated plastics may nevertheless be subject to major variations in surface finish, colour, purity, odour and physical or chemical properties between batches; this does not entitle the Customer to give notice of defects to us. However, upon request, we shall cede any claims against upstream suppliers to the Customer; the supplier does not assume any warranty for the existence of such claims. Free sample parts are only for viewing, information and initial testing purposes by the Customer. These sample parts are expressly not suitable, intended or approved by us for the resale or use of such free sample parts within the scope of the Customer's own series production. 8. Liability Pöppelmann shall be liable without limitation to the User for intent and gross negligence in accordance with the general statutory provisions; in all other respects, liability shall be limited or excluded in accordance with the following provisions. In the event of slight negligence, Pöppelmann shall only be liable in the event of a breach of a material contractual obligation – the fulfilment of which is a prerequisite for the proper performance of the contract and on which the User may regularly rely (cardinal obligation). The liability for slight negligence is limited to the amount of damages foreseeable at the time the contract was concluded and which can typically be expected to occur. Any further claims are excluded. Liability is excluded for indirect or consequential damage, or for damage caused by interruption of business or loss of profit. Liability is further excluded if the damage due to loss of data would not have occurred if the data had been properly backed up. In the event of data loss, liability shall be limited to the typical recovery costs that would have been incurred if back-up copies had been made regularly in a manner consistent with the respective risk. The limitations and/or exclusions of liability shall not apply in the case of guarantees, injury to life, limb or health, or claims under the German Product Liability Act. The liability of guarantees assumed by Pöppelmann shall remain unaffected. The liability regardless of fault for any initial material defects of the TEKU® Portal is excluded. All limitations of liability shall also apply in favour of Pöppelmann's vicarious agents. 9. Force Majeure In the event of non-delivery or non-performance or non-timely delivery or performance by our upstream suppliers for which we are not responsible, despite proper and sufficient coverage prior to the conclusion of the contract with the Customer in accordance with the quantity and quality arising from our supply agreement with the Customer (congruent coverage), or if events of force majeure occur, we shall inform the Customer in good time of the impediment. In such a case, we shall be entitled to postpone our delivery or service by the duration of the impediment with the addition of a reasonable start-up period, or to withdraw completely or partially from the contract due to the unfulfilled part with reimbursement of any consideration already provided for the unfulfilled part, provided that we have complied with our aforementioned duty to inform and have not assumed any procurement risk in accordance with Sect. 276 of the German Civil Code (BGB) or assumed a delivery guarantee. In particular, force majeure shall be deemed to include: strike, lockout, official interventions, official travel warnings, epidemics, pandemics, energy and raw material shortages, operational disruptions of all kinds through no fault of our own, e.g. due to fire, water, machine damage and transport delays for which we are not responsible, as well as all other impediments which, viewed objectively, have not been culpably caused by us. This shall also apply accordingly if such events occur at our upstream suppliers, our subcontractors or vicarious agents. If it is objectively not reasonable for the Customer to adhere to the contract as a result of the impediment due to the aforementioned events, the Customer shall be entitled to withdraw from the contract due to the unfulfilled part after a reasonable grace period has elapsed. In this case, further claims of the Customer (in particular for damages) are excluded. We do not assume the risk of having to procure ordered goods (procurement risk). This also applies to orders for goods that are only described in terms of their type and characteristics (generic goods). We are only obliged to deliver from our stock of goods and the goods ordered by us from our suppliers. 10. Personal data The use of the Portal makes it inevitable for us to collect, process and use personal data. Pöppelmann processes personal data exclusively in accordance with the applicable data protection regulations, in particular the EU General Data Protection Regulation (GDPR) and the German Federal Data Protection Act (BDSG). Especially during registration, Pöppelmann provides information on the type, scope and purpose of the processing of personal data in a data protection declaration in accordance with Art. 13 of the GDPR. Art. 6 (1) (a) of the GDPR serves as the legal basis for processing personal data relating to the data subject insofar as we obtain the consent of the data subject. When the processing of personal data is necessary for the performance of a contract to which the data subject is a party, Art. 6 (1) (b) of the GDPR serves as the legal basis. This also applies to processing operations that are necessary for the performance of pre-contractual activities. Insofar as the processing of personal data is necessary for the fulfilment of a legal obligation to which our company is subject, Art. 6 (1)(c) of the GDPR serves as the legal basis. In the event that life-critical interests of the data subject or another natural person make it necessary to process personal data, Art. 6 (1) (d) of the GDPR serves as the legal basis. If it is necessary to process the data to protect a legitimate interest of our company or a third party and the interests, fundamental rights and freedoms of the data subject do not outweigh the former interest, Art. 6 (1) (f) of the GDPR serves as the legal basis for the processing. Further information on the data protection declaration can be found at: https://www.poeppelmann.com/en/company/Privacy-policy.html. The Customer expressly agrees to the transfer or comparison of data with other customer data stored by Pöppelmann and/or its subsidiaries in Pöppelmann's internal ERP system. This data transfer and comparison is necessary to enable the functionalities of the TEKU® Portal, especially price determination and price history, because it is only through a comparison and transfer of the data that information can be obtained. If users revoke the consent to the processing of their personal data, their right of use shall expire with effect for the future upon receipt of the revocation by Pöppelmann, and Pöppelmann shall block access without delay. 11. Term of Contract/Cancellation The use of the Portal is granted revocably at any time for an indefinite period in accordance with these Terms and Conditions of Use. Should Pöppelmann terminate the usage relationship or discontinue the Portal, Pöppelmann shall inform the Customer of this at least 14 days in advance. The right of all users authorised by Pöppelmann to use the TEKU® Portal shall expire with the end of the usage relationship between Pöppelmann and the Customer. Pöppelmann shall be entitled to block all accesses altogether with the end of the usage relationship. The Customer and every user can terminate their use of TEKU® Portal at any time without giving reasons or notice, and may delete their accounts. The Customer is responsible for deleting the users authorised by the Customer. Pöppelmann reserves the right to delete or block the accounts itself. The Customer is responsible for backing up all data and documents required for its business transactions from the Portal in good time and in full, in particular in the event of termination, blocking or deletion of an account. Pöppelmann shall not assume any archiving obligations. The right to extraordinary termination without notice for good cause remains unaffected. Good reason shall be deemed to exist especially if it is unreasonable to expect one of the parties to adhere to the usage relationship until the expiry of the ordinary notice period, taking into account the notice period. For Pöppelmann, good cause shall be deemed to exist especially if the Customer or a user repeatedly or seriously breaches its contractual obligations and/or these Terms and Conditions of Use. If a user authorised by the Customer violates the Terms and Conditions of Use, Pöppelmann shall be entitled, but not obliged, to block the corresponding account. Pöppelmann shall notify the Customer and the User of any such blocking without delay. If users revoke the processing of their personal data, their right of use shall expire with effect for the future and Pöppelmann shall block their account without delay. 12. Compliance As a company active in the plastics industry, we have committed ourselves to the Code of Conduct of the German Association of the Plastics Converters (Gesamtverband der Kunststoffverarbeitenden Industrie e.V. – GKV) and thus take a stand on important issues such as antitrust and competition law requirements, ethical and social principles and global guidelines. The codex is available at https://www.gkv.de/de/service/compliance-verhaltenskodex.html and our certificate in this regard is available at https://www.poeppelmann.com/en/company/Downloads.html. 13. Final provisions Should individual provisions of these General Terms and Conditions of Use be or become invalid or unenforceable, the validity of the remaining provisions shall remain unaffected. The law of the Federal Republic of Germany shall apply to the exclusion of the UN Convention on the International Sale of Goods (CISG). The place of performance and exclusive place of jurisdiction in business transactions with traders, legal entities under public law or special funds under public law shall be the registered office of Pöppelmann. Legally required places of jurisdiction remain unaffected.