General terms and conditions

General terms and conditions of beroNet GmbH, Gartenstr. 10, 79183 Waldkirch, Germany (“beroNet”). Version: September 2026.

§ 1 Scope

(1) These terms apply to all deliveries and services provided by beroNet to entrepreneurs within the meaning of § 14 of the German Civil Code, to legal persons under public law and to special funds under public law. No contract is concluded with consumers.

(2) Terms of the customer that deviate from, conflict with or supplement these terms do not become part of the contract, even if beroNet does not expressly object to them or delivers without reservation in the knowledge of them. Deviations require text form.

(3) These terms also apply to all future business with the customer without needing to be referred to again.

(4) Orders placed through the beroNet online shop and beroCloud subscriptions are additionally governed by the terms published there.

§ 2 Offer and conclusion of contract

(1) Offers made by beroNet are without obligation unless expressly designated as binding. An offer designated as binding applies for the period stated in it.

(2) The customer’s order is a binding offer. The contract is concluded when beroNet issues an order confirmation in text form or delivers the goods.

(3) The order confirmation determines the content and scope of the service. Statements in catalogues, data sheets, on the website and in the documentation are descriptions of performance, not guarantees of quality.

§ 3 Prices

(1) Prices are ex warehouse Waldkirch and exclude packaging, freight, insurance and customs duties; statutory VAT is added.

(2) If the agreed delivery date is more than six weeks after conclusion of the contract and material, freight or customs costs change significantly in the meantime, beroNet may adjust the price appropriately. The customer may object to a notified adjustment within two weeks; in that case beroNet may withdraw from the contract.

§ 4 Payment and default

(1) Invoices are due without deduction within the period stated on the invoice, or within 30 days of the invoice date if no period is stated.

(2) beroNet may make deliveries wholly or partly subject to advance payment, in particular at the start of a business relationship or where there is justified doubt about the customer’s solvency. Partial deliveries may be invoiced separately.

(3) In the event of default the statutory provisions apply, in particular § 288 of the German Civil Code. beroNet reserves the right to claim further damages.

(4) The customer may set off or withhold payment only where its counterclaim is undisputed or has been established with final legal effect, or arises from the same contract.

§ 5 Delivery and delivery time

(1) Delivery times are binding only if expressly designated as binding in text form. Otherwise, dates are estimates made to the best of our knowledge.

(2) The delivery period starts on the order confirmation, but not before all technical and commercial questions are settled and not before any agreed advance payment is received. It is met if the goods have left the warehouse by its expiry or readiness for dispatch has been notified.

(3) Partial deliveries are permitted where reasonable for the customer.

(4) Events of force majeure and unforeseeable disruptions for which beroNet is not responsible — including failures of upstream suppliers, component shortages, industrial action, energy and transport disruption and official measures — extend the delivery period by the duration of the impediment. If the impediment lasts longer than three months, either party may withdraw from the affected part of the contract. No further claims arise.

§ 6 Dispatch and passing of risk

(1) beroNet chooses the method of dispatch at its reasonable discretion unless otherwise agreed.

(2) Risk passes to the customer as soon as the goods are handed to the forwarder, carrier or other person designated to carry out the shipment, and at the latest when they leave the warehouse. This applies irrespective of who bears the freight costs.

(3) beroNet takes out transport insurance only at the customer’s express request and expense.

§ 7 Inspection and notice of defects

The customer shall inspect the goods immediately on delivery and give notice in text form of apparent defects, incorrect deliveries and deviations in quantity without undue delay, and at the latest within two weeks of delivery. Hidden defects must be notified without undue delay after discovery. § 377 of the German Commercial Code applies in all other respects.

§ 8 Liability for defects

(1) Claims for defects become time-barred two years after delivery, and one year after acceptance in the case of work performed. Statutory periods for recourse claims, fraudulently concealed defects and injury to life, body or health remain unaffected.

(2) In the event of a defect, beroNet will provide subsequent performance by repair or replacement at its own choice. beroNet is entitled to two attempts at subsequent performance. Only after these have failed may the customer assert its further statutory rights.

(3) There are no claims for defects arising from normal wear, improper handling, installation or configuration, operation outside the specified conditions, intervention by third parties, or the use of unreleased firmware or third-party software, to the extent the defect results from these.

(4) For third-party products resold by beroNet, the warranty and support terms of the respective manufacturer apply.

§ 9 Liability

(1) beroNet is liable without limitation for intent and gross negligence, for injury to life, body or health, under the German Product Liability Act and to the extent of any guarantee given.

(2) In cases of simple negligence beroNet is liable only for breach of a material contractual obligation — an obligation whose fulfilment makes the proper performance of the contract possible in the first place and on whose observance the customer may regularly rely — and limited to the foreseeable damage typical of this type of contract.

(3) Any further liability is excluded, in particular for lost profit, business interruption and loss of data. The customer is responsible for backing up its data and configurations regularly.

(4) The limitations in this section also apply for the benefit of beroNet’s legal representatives, employees and agents.

§ 10 Retention of title

(1) Delivered goods remain the property of beroNet until all claims arising from the business relationship have been paid in full.

(2) The customer may resell the goods subject to retention of title in the ordinary course of business. It hereby assigns to beroNet the claims arising from such resale up to the invoice value of those goods; beroNet accepts the assignment. The customer remains authorised to collect them as long as it meets its payment obligations.

(3) Where goods are processed, combined or mixed, beroNet acquires co-ownership in the ratio of the invoice value of its goods to the value of the other items. The customer stores the property or co-ownership free of charge.

(4) The customer shall inform beroNet without delay if third parties seize the goods subject to retention of title.

§ 11 Software and licences

(1) For firmware and software supplied with the products, the customer receives a non-exclusive, non-transferable right to use it with the delivered device. No rights to the source code are acquired.

(2) Session and feature licences are tied to the device or to the agreed licence carrier and may not be transferred separately.

(3) The products contain open-source components. The respective licence terms take precedence for those components. beroNet provides the licence texts and source code offers on request. Liability for defects in these components is governed solely by § 9.

§ 12 Industrial property rights and documents

beroNet retains ownership and copyright in drawings, circuit diagrams, descriptions, test data and other documents. They may not be made available to third parties or used for other purposes without consent, and must be returned on request.

§ 13 Returns, RMA and waste equipment

(1) Returns require prior authorisation by beroNet and an RMA number. The procedure is described under returns and RMA. Shipments delivered without an RMA number may be refused.

(2) Taking back faultless goods as a gesture of goodwill is not an obligation of beroNet and may be made subject to a deduction in value.

(3) The devices supplied are electrical equipment for exclusive use by businesses. The customer assumes the obligation to dispose of them properly under the German Electrical and Electronic Equipment Act and indemnifies beroNet against third-party claims in that respect, unless otherwise agreed.

§ 14 Export control

Deliveries are subject to the export and re-export control rules of the European Union, the Federal Republic of Germany and, where applicable, the United States. The customer undertakes to comply with the applicable rules and not to supply the goods, directly or indirectly, to countries, persons or uses for which an authorisation is required and has not been granted. If a required authorisation cannot be obtained, beroNet may withdraw from the contract without any claims arising from this.

§ 15 Confidentiality and data protection

(1) Both parties treat non-public information received in the course of the business relationship as confidential.

(2) beroNet processes the customer’s personal data in order to establish, perform and settle the contractual relationship. Details are set out in the privacy policy.

§ 16 Final provisions

(1) The law of the Federal Republic of Germany applies, excluding the UN Convention on Contracts for the International Sale of Goods (CISG).

(2) The place of performance for delivery and payment is Waldkirch.

(3) The exclusive place of jurisdiction for all disputes arising from or in connection with the contractual relationship is Freiburg im Breisgau. beroNet is also entitled to sue at the customer’s general place of jurisdiction.

(4) Should any provision be or become invalid, the validity of the remaining provisions remains unaffected.

(5) These terms exist in German, English and French. In the event of discrepancies between the versions, the German version prevails.

Provider details and register data are given in the imprint.