GENERAL TERMS AND CONDITIONS

1. SCOPE OF APPLICATION

1.1. These General Terms and Conditions (hereinafter “GTC”) apply to all legal transactions (in particular purchase, work, and work-supply contracts) and to all deliveries and services of Team Sport Marchl & Neumaier GmbH (hereinafter “Team Sport”), even if not expressly referenced. Deviating GTCs of the contractual partner shall only apply with the express consent of Team Sport. 1.2. The GTC shall also apply if they formed the basis of a first order and are not expressly made the basis of a subsequent order or of an ongoing business relationship or recurring services and call-off orders. 1.3. For consumer transactions within the meaning of § 1 para. 1 KSchG (Consumer Protection Act; hereinafter: “consumer transactions”), these GTC apply with the deviations stipulated for consumer transactions. Customers who are consumers are requested to pay particular attention to Section 9 of these GTC. 1.4. The GTC are available at the business premises of Team Sport or its distribution partners and are made available at www.team-sport.at/agb for viewing and downloading. 1.5. Where these GTC refer to the price list, this means the price list of Team Sport valid on the day of delivery.

2. CONCLUSION OF CONTRACT

2.1. A contract is only concluded upon written order confirmation within two weeks or delivery by Team Sport. 2.2. The content of the order confirmation must be reviewed by the contractual partner. The contractual partner is obliged to immediately notify any deviations from the message transmitted by them in writing. Otherwise, the legal transaction is concluded with the content confirmed by Team Sport. 2.3. In the event that no specific delivery or performance deadline has been agreed, the contract is also concluded without an order confirmation, provided that the delivery or performance by Team Sport takes place within six weeks of the order being placed. 2.4. The contractual partner is expressly informed that the representatives of Team Sport are not authorised to make agreements that deviate from these GTC. Such arrangements require written confirmation by a managing director of Team Sport. 2.5. Information in catalogues, brochures, websites, etc. is non-binding and only becomes part of the contract if expressly referenced in the order confirmation. 2.6. For consumer transactions, Team Sport must send the order confirmation to the contractual partner within a reasonable period, but no later than four weeks from placing the order; otherwise, the contractual partner is no longer bound by the order or offer.

3. DELIVERY, TRANSFER OF RISK, DEFAULT OF ACCEPTANCE

3.1. The risk passes to the contractual partner as soon as the goods have been handed over to the contractual partner or to a third party commissioned by them (e.g. a freight forwarder), and in the event of default of acceptance by the contractual partner, from the time the goods are ready for dispatch. This also applies if partial deliveries are made or if Team Sport itself carries out transport to the destination on behalf of the contractual partner. 3.2. The contractual partner or the third party commissioned by them (e.g. a freight forwarder) must arrange for proper loading and/or securing of the goods themselves. Team Sport is not liable for defects in loading or securing. 3.3. Goods not accepted by the agreed delivery or performance date will be stored at the risk and expense of the contractual partner for a maximum of eight weeks. Storage costs shall be borne by the contractual partner. Team Sport is simultaneously entitled to insist on performance or, after setting a reasonable grace period, to withdraw from the contract and dispose of the goods elsewhere. In the event of disposal, a contractual penalty of 25% of the value of the goods (excl. VAT) is deemed to have been agreed. 3.4. For consumer transactions – where Team Sport dispatches the goods – the risk of loss or damage only passes to the contractual partner upon delivery to the contractual partner or a third party designated by them (other than the carrier). If the contractual partner concluded the transport contract themselves without using an option proposed by Team Sport, risk passes upon handover to the carrier. Ownership does not transfer simultaneously with the risk; Team Sport retains title pursuant to Section 8 (Retention of Title) of these GTC until the goods are fully paid for.

4. DEFAULT

4.1. In the event of a delay attributable to Team Sport, the contractual partner is entitled to withdraw from the contract, provided they set a reasonable written grace period for delivery after the delay has occurred and simultaneously threaten withdrawal upon its expiry. The grace period is reasonable if it amounts to at least 50% of the original delivery or performance period. 4.2. In the event of a delay attributable to Team Sport and justified withdrawal by the contractual partner, the latter is only entitled to compensation if Team Sport or its agents caused the delay intentionally or through gross negligence. Liability for delay damages in cases of gross negligence is limited to 1% of the value of the delayed delivery, but no more than 10% of the value of the portion not delivered on time. Any further claims are excluded. This limitation does not apply to consumer transactions.

5. WARRANTY

5.1. The agreed deliveries and services are provided by Team Sport in accordance with the specification sheet underlying the offer and/or the order confirmation. 5.2. Minor deviations from a sample and/or brochure that do not affect the intended use (e.g. regarding dimensions, weight, quality, colour and texture, in particular due to the printing technique selected by the customer) are immaterial defects and are deemed approved in advance. 5.3. Modifications and improvements to the agreed deliveries and services based on new experience and/or new scientific and technical findings are expressly reserved by Team Sport. 5.4. The contractual partner must inspect deliveries and services immediately upon acceptance and must report any apparent defects, shortfalls, or incorrect deliveries in writing no later than one week after acceptance; hidden defects must be reported within one week of their discovery. The complaint must be adequately substantiated and supported by evidence. 5.5. The warranty period is a maximum of twelve months from acceptance. The existence of defects must be proven by the contractual partner. §§ 924 and 933b ABGB do not apply. 5.6. In the case of justified defects, Team Sport is entitled, within a reasonable period and at its discretion, to remedy the defect, supply missing items, or replace the goods. Multiple rectifications and replacement deliveries are permissible. In the event of timely rectification or replacement, any further claims such as rescission or price reduction are excluded. 5.7. The warranty shall lapse if the contractual partner or an unauthorised third party has made alterations or repairs to the goods. 5.8. Any guarantee commitment in the offer or order confirmation does not cover wear parts or damage caused by inappropriate or improper use, natural wear and tear, improper or negligent handling (including incorrect washing/cleaning by the contractual partner), or storage. The guarantee covers defects — excluding the cases listed above — that occur and are claimed within the agreed guarantee period after handover. 5.9. For consumer transactions, the statutory warranty provisions of §§ 922ff ABGB and § 9 KSchG apply.

6. LIABILITY

6.1. To the extent this does not conflict with mandatory law and to the extent not otherwise regulated in these GTC, Team Sport is only liable for damages caused by gross negligence or intent. In cases of gross negligence, liability is limited to the contract value, but no more than the sum covered by Team Sport’s public liability insurance. These limitations do not apply to personal injury. 6.2. Team Sport is not liable for indirect damages, lost profits, loss of interest, unrealised savings, consequential and financial losses, third-party claims, or damages resulting from inappropriate or improper use, natural wear and tear, or negligent handling or storage.

7. PRICES, PAYMENT TERMS, AND DEFAULT OF PAYMENT

7.1. Agreed prices are stated exclusive of VAT. If the contractual partner is a consumer, all prices are displayed inclusive of VAT and all other charges and surcharges (gross prices) pursuant to § 9 para. 1 PrAG. 7.2. Invoices are due for payment within 10 days without deduction, inclusive of VAT and all other charges and surcharges. 7.3. Team Sport is entitled to demand an advance payment of the entire order amount before delivery of the goods. This is payable within eight days of receipt of the order confirmation. Failure to pay on time releases Team Sport from any delivery or performance obligation. 7.4. All claims of Team Sport become immediately due if the contractual partner falls into default or ceases payments. Team Sport is also entitled to withdraw from the contract immediately in such cases. 7.5. In the event of default of payment, Team Sport is entitled to: › Commercial transactions: charge default interest per § 456 UGB, plus any further damages separately. › Consumer transactions: at its discretion, claim actual damages or statutory default interest at 4% p.a. › Claim reminder, debt collection, and legal costs necessary for appropriate legal enforcement. For commercial transactions this includes a flat rate of EUR 40 per § 458 UGB. › Demand compound interest from the date of handover of the goods. › Allocate incoming payments first to reminder/collection costs, then to accrued default interest, and finally to the outstanding principal. 7.6. In the event of default, Team Sport may make further deliveries contingent on advance payments or security deposits, demand compensation for non-performance, or withdraw from the contract without prejudice to any damage claims. 7.7. Team Sport is entitled to allocate incoming payments on its own initiative in the event of multiple outstanding liabilities of the contractual partner. 7.8. The contractual partner is not entitled to offset alleged counter-claims against claims of Team Sport or to refuse payment unless these have been finally established by a court. The prohibition on offsetting and the exclusion of the right of retention do not apply to consumer transactions. 7.9. Only goods in perfect condition will be accepted back and compensated at 90% of the value of the goods. Collection costs will be charged separately.

8. RETENTION OF TITLE

8.1. Goods delivered by Team Sport remain its property until the goods have been paid for in full, including any ancillary costs, and the contractual partner has fully fulfilled all obligations arising from this contract. 8.2. The contractual partner must store goods delivered by Team Sport with due care on behalf of Team Sport until ownership transfers. The contractual partner bears all risk for the reserved goods, including the risk of destruction, loss, or deterioration. 8.3. In the event of resale of the reserved goods, the contractual partner hereby assigns — without the need for a further declaration of assignment or notification — all claims arising from such resale against their buyer to Team Sport in satisfaction of all claims including ancillary claims up to the value of the delivered goods. The same applies to processing, combination, or mixing of the delivered goods. In this case, Team Sport acquires co-ownership of the items produced through processing in proportion to the delivery value of its goods relative to the newly produced items. 8.4. If delivered goods become essential components of a third party’s property through inseparable connection, the contractual partner hereby assigns all claims against that third party together with all ancillary rights to Team Sport, to the value of the goods delivered and installed by Team Sport. 8.5. In the event of default, the contractual partner must, at Team Sport’s request, notify its debtors of the assignment, provide all necessary information, and hand over the required documents. 8.6. The contractual partner is not entitled to pledge or transfer as security any goods subject to retention of title. In the event of attachment or other third-party claims, the contractual partner must assert Team Sport’s ownership rights, notify Team Sport immediately, and take all necessary steps to protect Team Sport’s interests. 8.7. For deliveries of goods on running account, the retention of title serves to secure the outstanding balance.

9. PLACE OF PERFORMANCE, JURISDICTION, APPLICABLE LAW, SEVERABILITY

9.1. The place of performance for all services under this contract is the registered office of Team Sport in Siezenheim. 9.2. For all disputes arising from this contract, the jurisdiction of the competent ordinary court of the state capital Salzburg is agreed upon pursuant to § 104 JN. 9.3. The parties agree on the application of Austrian law, excluding conflict-of-law rules (IPRG, Rome I Regulation) and the UN Convention on Contracts for the International Sale of Goods (CISG). In relation to consumers, the choice of law applies only insofar as it does not restrict mandatory statutory provisions of the consumer’s country of domicile or habitual residence. 9.4. Should any provision of these GTC be or become legally invalid or void, this shall not affect the remaining provisions. The invalid provision shall be replaced by a valid provision corresponding as closely as possible in its economic effect.

10. CONSENT

10.1. Data related to the business relationship (in particular name, address, telephone and fax numbers, e-mail addresses, order, delivery, and billing addresses, order date, ordered or delivered products or services, quantities, prices, delivery dates, payment and reminder data, etc.) are stored and processed by Team Sport. The contractual partner declares their consent to this. Our responsibility with respect to data protection is of the highest priority. Personal data is processed in compliance with the GDPR, the Austrian Data Protection Act 2018 (DSG 2018), and the Telecommunications Act (TKG). Full details are available in the Privacy Policy at https://www.team-sport.at/datenschutz.htm or will be sent upon request.

11. RESTRICTIONS ON APPLICATION OF GTC IN CONSUMER TRANSACTIONS

11.1. If the contractual partner is a consumer within the meaning of § 1 para. 1 KSchG, the following provisions do not apply in relation to them: Section 1.1 last sentence and Section 2.4 last sentence (written consent), Sections 5.3 to 5.7 (limitation of warranty), Sections 6.1 and 6.2 (limitations of liability), Section 7.8 (prohibition on offsetting and exclusion of right of retention), Section 9.2 (jurisdiction clause), and Section 9.4 (partial invalidity).

12. CONCILIATION BODIES FOR CONSUMER TRANSACTIONS

12.1. Team Sport is obliged to refer to the conciliation body “VERBRAUCHERSCHLICHTUNG” (Consumer Arbitration), Mariahilfer Straße 103/1/18, 1060 Vienna, Phone: +43 1 890 63 11, office@verbraucherschlichtung.at, www.verbraucherschlichtung.at, as an out-of-court dispute resolution body. Team Sport will not participate in such conciliation proceedings. The European Commission provides its own platform for online dispute resolution. You can access it directly at http://ec.europa.eu/consumers/odr/ (external link).