AGB

All sales agreements and purchase orders entered into by Chipline Trading Group GmbH (hereinafter referred to as "Seller") are binding only upon Seller's written confirmation.

Any cancellation of an accepted order by the Purchaser ("Purchaser") requires the Seller's express prior written consent. The Seller reserves the right to withhold such consent at its sole discretion.

As a condition of such cancellation, the Purchaser agrees to compensate the Seller for all costs and losses incurred as a result of the cancellation, including but not limited to reasonable restocking fees, supplier cancellation penalties, administrative costs, and any non-recoverable third-party charges.

Quotations issued by the Seller are non-binding and based, in some cases, on third-party offers available to the Seller at the time of quotation. The Purchaser shall have no legal claim based solely on a quotation unless and until the Seller has issued a written Order Acknowledgement.

Order Acknowledgements are issued subject to the availability of goods at the time of shipment.

Unless otherwise explicitly stated in both the Purchaser's purchase order and the Seller's Order Acknowledgement, partial shipments may be made by the Seller and shall be deemed performance under the contract.

Due to territorial or manufacturer-specific restrictions, lot codes or part numbers may be removed from original packaging. If the Purchaser requires the preservation of these identifiers, this must be explicitly stated in the Purchaser's order and acknowledged in writing by the Seller.

Unless otherwise agreed in writing, all deliveries are made EXW (Ex Works) Seller's or its sub-supplier's facility in accordance with Incoterms® 2020. The risk of loss or damage to the goods passes to the Purchaser upon transfer of the goods to the first carrier.

Any freight, insurance, packaging, special handling, customs duties, or other charges related to shipment shall be borne solely by the Purchaser, unless otherwise agreed in writing.

The Seller reserves the right to suspend or withhold shipment if any outstanding payment is due, whether under this agreement or under any other commercial arrangement between the parties.

Delivery dates are estimates only. The Seller shall not be liable for any delays in delivery, nor shall such delay entitle the Purchaser to cancel the order or claim damages.

The Seller may deliver the goods in one or more partial shipments.

Return Material Authorization (RMA) requests must be submitted in writing and must include a detailed test report indicating the nature of the defect, the number of tested units, defective quantities, method of testing, and the conclusion of the examination. RMAs will only be considered if such documentation is provided in full.

The Purchaser shall make full payment by the due date stated on the invoice without any deduction, withholding, or offset unless expressly authorized by the Seller in writing.

In the event of late payment, the Seller is entitled to charge interest at the rate of 1.5% per month on the overdue balance, compounded monthly.

In the event of default by the Purchaser, the Seller may exercise all legal and contractual remedies available.

Failure to enforce any right or remedy shall not constitute a waiver of subsequent enforcement.

No claim by Purchaser may be brought more than one year after the cause of action arose.

The Purchaser shall reimburse the Seller for all legal, collection, and expert costs incurred in enforcing its rights.

This agreement constitutes the entire agreement between the parties and supersedes all prior negotiations and understandings.

Any modifications must be made in writing and signed by both parties.

Purchaser may not assign or transfer this agreement without prior written consent from the Seller.

All quotations are valid for 24 hours from issue unless otherwise stated and subject to stock availability.

These Terms govern all transactions with the Seller. Any conflicting or additional terms proposed by the Purchaser are hereby rejected.

Commencement of performance or delivery by the Seller shall not constitute acceptance of Purchaser's terms. Acceptance of goods constitutes acceptance of these Terms.

All prices are exclusive of taxes and duties. The Purchaser is responsible for all applicable taxes, levies, and government charges unless valid exemption documentation is provided.

The Seller disclaims all liability related to patent, trademark, or copyright infringement. Purchaser assumes full responsibility for any such claims.

The Seller shall not be liable for any failure or delay in performance due to events beyond its reasonable control, including but not limited to: natural disasters, strikes, labor disputes, shortages, war, civil unrest, governmental restrictions, pandemics, or transportation failures.

These Terms shall be governed exclusively by the laws of the Federal Republic of Germany.

The place of jurisdiction for all disputes arising from or in connection with these Terms shall be Hamburg, Germany.

These Terms bind both parties and their legal successors.

Should any clause be found invalid, the remaining provisions shall remain enforceable.

Clause headings are for reference only and shall not affect interpretation.

These Terms do not create any rights for third parties.

For clarification or dispute resolution, the Purchaser is encouraged to contact Chipline Trading Group GmbH without delay.