General Terms and Conditions (GTC)

General Terms and Conditions of Delivery and Payment (GTC)

(Valid for the sale of PV packages without third-party services)

Your dream PV & westmünsterland SOLAR - company of GAP.TEL GmbH

(hereinafter referred to as GAP.TEL)

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Status: January 2023

I. Scope
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A contract is only concluded on the basis of the general terms and conditions of GAP.TEL GmbH, Neutor 6, 46325 Borken, hereinafter referred to as "GAP.TEL". The general terms and conditions of GAP.TEL also apply if GAP.TEL carries out the delivery to the customer without reservation despite knowing that the customer has conflicting or deviating terms and conditions of sale.

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II. Conclusion and content of the contract

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1. The buyer is bound to his order for four weeks. The contract is concluded by the order confirmation made by GAP.TEL within this period or by a delivery made immediately after the order. Order confirmation via web-based means and/or fax are sufficient in writing. GAP.TEL is entitled to communicate any deviations from the order in the order confirmation that are reasonable for the buyer. These deviations are binding for both parties if the buyer does not object to the content of the order confirmation in writing within twelve days of its being sent. In the event of such an objection, GAP.TEL is entitled to withdraw from the contract within a further period of twelve days by sending a corresponding written declaration, excluding any claims for damages.
2. Contractual changes after an order has been effectively concluded are only permitted with mutual consent.
3. GAP.TEL is entitled to immediately withdraw from the contract in whole or in part, a) if the implementation of the contract is permanently disrupted by force majeure (natural disaster, unrest, war, official measures, transport disruptions, strikes, lockouts, operational disruptions); b) if an application for the opening of insolvency proceedings or similar proceedings under local law is filed against the customer's assets.
4. The contractual language for all contracts concluded with GAP.TEL is German.
5. Contracts relating to the purchase process are stored digitally at GAP.TEL. Invoices are saved as PDFs.

III. Purchase at 0% VAT rate

1. The 0% sales tax rate according to Section 12, Paragraph 3 of the VAT Act from January 1, 2023 for solar modules and the components essential for the operation of a photovoltaic system, including the storage system used to store the electricity generated with the solar modules, applies exclusively to operators of a photovoltaic system if the photovoltaic system is installed on or near private homes, apartments and public and other buildings that are used for activities serving the common good. In order to meet the requirement, the system size must not exceed a gross output of 30 kW (peak) according to the market master data register.

2. By concluding the purchase contract at a sales tax rate of 0%, the buyer declares that he is not buying commercially, but as a photovoltaic system operator, and that he meets the requirements described in paragraph (1). GAP.TEL reserves the right to demand the statutory sales tax if this is not the case.

IV. Place of performance

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The general legal regulations apply.

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V. Delivery time and cancellation

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1. Compliance with agreed delivery deadlines requires the timely receipt of all documents to be provided by the customer, necessary approvals and releases, in particular plans, as well as compliance with the agreed payment terms by the customer. If these requirements are not met in a timely manner, the deadlines will be extended accordingly, unless GAP.TEL is responsible for the delays.

2. If acceptance does not take place on time due to the fault of the customer, GAP.TEL has the right, at its discretion, after setting a grace period of ten days, to either demand immediate payment of the purchase price without the payment deadline (arrears invoice) or to withdraw from the contract and demand compensation for non-performance.

3. Agreed delivery periods will be extended appropriately in the event of force majeure, industrial action and other operational disruptions for which we are not responsible, or in the event of a delay in the delivery of essential raw materials, if the duration of the disruption lasts longer than one week. The delivery period will be extended by the duration of the disruption, but by a maximum of five weeks plus the grace period for delivery. GAP.TEL is obliged to inform the customer immediately of the reason for the disruption as soon as it becomes apparent that the agreed delivery periods cannot be met. If the disruption lasts longer than five weeks, there is a mutual right of withdrawal. However, the customer's right of withdrawal must be announced in writing at least two weeks before it is exercised.

VI. Deadline for delivery and damages for delay

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1. After the agreed delivery period has expired, a grace period of twelve days will begin without any further declaration. After this grace period has expired, the buyer is entitled to set GAP.TEL a grace period of four weeks in writing. After this period has expired, the buyer is only entitled to withdraw from the contract if he threatened to do so when setting the grace period. If such a declaration is not made when setting the grace period, GAP.TEL will be released from the obligation to deliver at its discretion after this period has expired if the customer does not respond to a request within the grace period as to whether he insists on fulfilling the contract.

2. No fixed-term transactions are carried out.

3. GAP.TEL is only liable for damages claimed by the customer in the event of a delay in delivery, which also includes claims for reimbursement of expenses in accordance with Section 284 of the German Civil Code (BGB), if the delay in delivery was caused intentionally or through gross negligence. This limitation of liability does not apply in the event of injury to life, body or health, in the event of a breach of legally binding assurances, or in the event of fraudulent conduct or gross negligence. In addition, claims for compensation in the event of a breach of essential contractual obligations are limited to the damage that is typical for the contract and foreseeable; in the event of slight negligence, to 50 percent of the foreseeable damage, unless GAP.TEL was informed of the possibility of further damage when the order was placed.

VII. Obligation to accept delivery

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If the customer does not accept the goods, has already announced the refusal to accept them before delivery or returns delivered goods without justification or GAP.TEL is entitled to non-delivery in accordance with XI., GAP.TEL has the right to request the customer to fulfil the contract within twelve days. After this period has expired, GAP.TEL is entitled to dispose of the goods in another way and to calculate the damage incurred as a flat rate of one third of the agreed purchase price or, at its discretion, to claim the verifiably actually incurred shortfall in proceeds. The customer is entitled to prove that the damage actually incurred was less.

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VIII. Warranty and defect rights

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1. Claims for material defects do not apply in the case of natural wear and tear of the purchased item or damage that occurs after the transfer of risk as a result of incorrect or negligent handling, improper installation, excessive use, unsuitable operating materials or due to special external influences that are not assumed under the contract. If improper modifications or repairs are carried out by the customer or third parties, there are also no claims for material defects for these and the resulting consequences. This also applies in particular if the installation of inverters and solar storage systems is not carried out by an approved electrical company.

2. The purchaser's claims for reimbursement of expenses due to the costs required for the purpose of subsequent performance, in particular transport routes, labour and material costs, are excluded to the extent that the expenses have arisen or increased because the object of the delivery has been moved to a location other than the place of handover; unless the transfer corresponds to contractual use.

3. If the buyer has not fulfilled his payment obligations to GAP.TEL arising from the defective delivery, GAP.TEL is entitled to refuse subsequent performance.

4. GAP.TEL provides information on the function and application of new and used goods or other technical information to the best of its knowledge and based on existing experience.

IX. Limitation of Liability

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1. Any further claims by the buyer beyond those granted in VII. are excluded, regardless of the legal basis - including tort. GAP.TEL is not liable for damages that did not occur on the delivery item itself, nor for lost profits or other financial losses suffered by the buyer.

2. To the extent that GAP.TEL’s liability is excluded or limited, this also applies to the personal liability of a legal representative, employee, worker, staff member, representative and vicarious agent of GAP.TEL.

3. If GAP.TEL introduces the buyer to entrepreneurs who install the goods delivered by GAP.TEL based on a separate agreement with the buyer, this third party shall not be considered a vicarious agent of GAP.TEL.

4. The limitation of liability according to sections 1 and 2 does not apply to injuries to life, body or health if damage was caused intentionally or through gross negligence and if GAP.TEL has given a guarantee for the quality of the goods or assured their properties. It also does not apply to claims under sections 1, 4 and 14 of the Product Liability Act. If GAP.TEL has negligently breached a primary obligation or a contractually essential obligation, the obligation to pay compensation is limited to the foreseeable damage typical for the contract; in the case of slight negligence, to 50 percent of the foreseeable damage. Section 2 also applies in this case.

X. Cancellation & Cancellation Form

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Consumers have a right of withdrawal in accordance with the following provisions:

IX.I. Cancellation policy

Right of withdrawal

You have the right to withdraw from this contract within 14 days without giving any reason.

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The cancellation period shall be 14 days from the day on which you or a third party other than the carrier designated by you takes possession of the last good.

To exercise your right of withdrawal, you must

GAP.TEL GmbH,

Neutor 6,

46325 Borken, Germany

Fax: 02861902022

Email: widerruf@gap-tel.com

by means of a clear statement (e.g. a letter sent by post, fax or e-mail) of your decision to withdraw from this contract. You can use the attached model withdrawal form for this purpose, but this is not mandatory.

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To meet the cancellation deadline, it is sufficient for you to send your communication concerning your exercise of the right of cancellation before the cancellation period has expired.

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IX.II Consequences of revocation

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If you cancel this contract, we will refund all payments that we have received from you, including delivery costs (with the exception of additional costs resulting from your choosing a different type of delivery than the cheapest standard delivery offered by us), promptly and at the latest within fourteen days from the day on which we received notification of your cancellation of this contract. For this refund, we will use the same means of payment that you used for the original transaction, unless something else was expressly agreed with you; under no circumstances will you be charged any fees for this refund. We may refuse to refund until we have received the goods back or until you have provided proof that you have returned the goods, whichever is earlier.

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You must return or hand over the goods to us promptly and in any event no later than fourteen days from the date on which you notify us that you have cancelled this contract. This deadline is met if you send the goods before the expiry of the fourteen-day period.

You will bear the direct cost of returning the goods. The direct cost of returning goods is estimated at a maximum of 250 euros for each such item for goods that cannot normally be returned to us by post due to their nature (freight forwarding goods).

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You only have to pay for any loss of value of the goods if this loss of value is due to handling of the goods which is not necessary to check their quality, properties and functioning.

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IX.III Cancellation form

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If you want to cancel the contract, please fill out this form and send it back.

To

GAP.TEL GmbH
westmünsterland SOLAR​

New Gate 6

46325 Borken

Germany

Fax: 02861902022

Email: widerruf@gap-tel.com

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I/we (*) hereby revoke the contract concluded by me/us (*) for the purchase of the following goods (*)/the provision of the following service (*)

____________________________________________________

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_____________________________________________________

_____________________________________________________

Ordered on (*) ____________ / received on (*)

Name of consumer(s):

_____________________________________________________

Address of the consumer(s):

_____________________________________________________

Signature of the consumer(s) (only if notification is on paper)

_________________________

Date

(*) Delete as appropriate

- End of cancellation policy -

XI. Payment

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1. Unless otherwise agreed, the invoice will be issued on the day of delivery or provision of the goods. Invoices are payable within ten days of the invoice date without deduction.
2. For payments by check, the date of cashing the check is decisive; for transfers, the date of crediting the money to GAP.TEL's account is decisive. Acceptance of bills of exchange requires a special agreement.
3. Price changes are permitted if more than four months pass between the conclusion of the contract and the agreed delivery date. If wages, material costs or market purchase prices increase between then and the completion of the delivery, GAP.TEL is entitled to increase the price appropriately in line with the increase in costs. The customer is only entitled to withdraw if the price increase exceeds the increase in the general cost of living between the order and delivery by more than an insignificant amount.

XII. Default in payment

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2. In case of late payment, GAP.TEL is entitled to demand default interest of five percentage points above the base interest rate or a demonstrably higher damage caused by default.
3. In the event of late payment due to exceeding the payment deadline, GAP.TEL is entitled to the following additional rights: a) GAP.TEL is entitled to refuse further deliveries from current contracts. Delivery periods for current, not yet fulfilled contracts will be interrupted retroactively for the period from the late payment until full payment, without the need for special notification. b) GAP.TEL is entitled to demand immediate payment before delivery of the goods for outstanding deliveries from all current contracts, with the payment deadline no longer applicable. c) GAP.TEL can exercise the rights agreed in XIII. (retention of title) and/or withdraw from all existing contracts in whole or in part.
4. GAP.TEL shall have the same rights if the financial situation of the buyer deteriorates significantly (e.g. cessation of payments, filing for insolvency, compulsory enforcement measures, protests of checks or bills of exchange, cessation of business).
5. In the event of late payment, the buyer must bear the costs and fees incurred by GAP.TEL. In addition, the buyer must pay all costs incurred by GAP.TEL in engaging a German or foreign lawyer, including a correspondent lawyer.

XIII. Set-off and retention

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The buyer can only offset undisputed or legally established counterclaims. The same applies to a right of retention if the buyer is a merchant. If this is not the case, a right of retention can only be asserted if the counterclaim is based on the same contractual relationship.

XIV. Retention of title

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2. The goods of the respective order remain the property of GAP.TEL until they have been paid for in full.

3. The customer carries out any processing or working for GAP.TEL without this creating an obligation for GAP.TEL. If the reserved goods are processed, used or mixed with other goods that do not belong to GAP.TEL, GAP.TEL is entitled to a co-ownership share in the new item in proportion to the factor value of the other processed goods at the time of processing, use or mixing. If the customer acquires sole ownership of the new item, the contracting parties agree that the customer grants GAP.TEL a co-ownership share in the new item in proportion to the factor value of the processed, combined or mixed reserved goods and stores them for GAP.TEL free of charge.
4. The buyer is entitled to resell the goods in the ordinary course of business. However, he hereby assigns to GAP.TEL the claim with all ancillary rights from the resale of the reserved goods. GAP.TEL accepts this assignment. The buyer remains authorized to collect the assigned claim.
5. The customer/buyer is not entitled to use the reserved goods as part of global assignments to financial institutions or similar institutions or to pledge them in any other way. In the event of seizures or other interventions by third parties, the customer/buyer must notify GAP.TEL immediately in writing so that they can assert their rights in accordance with Section 771 of the Code of Civil Procedure. If the third party is unable to reimburse GAP.TEL for the legal or extrajudicial costs of a lawsuit in accordance with Section 771 of the Code of Civil Procedure, the customer is liable for any damages resulting from this.
6. If the customer/buyer breaches the contract, in particular if payment is delayed, GAP.TEL is entitled to withdraw from the contract and take back the purchased item. The buyer hereby agrees to this. After taking back the purchased item, GAP.TEL is entitled to dispose of it, whereby the damage incurred can be calculated in accordance with the provisions in XI.
7. If the value of GAP.TEL’s securities exceeds the actual claims by more than 20 percent, GAP.TEL will release excess securities at its discretion upon request from the buyer.

XV. Severability Clause

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Should one (or more) conditions of this set of conditions be ineffective or

the legal validity of the other conditions remains unaffected. Instead of

the invalid condition, the relevant statutory provisions shall apply insofar as they

are not legally binding through the remaining conditions.

XVI. German Law

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The law of the Federal Republic of Germany is deemed to apply to all legal transactions.