Imprint

Road-Center Austria Michael-Haydn-Weg 15 A-5112 Lamprechtshausen Austria Tel.: +43 (0) 6274 / 47 44 Fax: +43 (0) 6274 / 44 92 E-Mail: info@road-center.com Commercial Register no: FN 250021 d VAT number: ATU51156109 Executive Director: Alfred Gerner

Road-Center Germany Liegnitzer Str. 1 D-83395 Freilassing Germany Tel.: +49 (0) 8654 / 77 50 41  Fax: +49 (0) 8654 / 7750 42 E-Mail: info@road-center.com Commercial Register no: HRA 7876  VAT number: DE813685226 Executive Director: Alfred Gerner

GTC, Delivery & Dispatch Terms and Conditions and data security

General terms of sale 1. Validity All deliveries, services and offers provided by our company are subject to these General Terms and Conditions of Business. Contrary regulations or those of our customers are not recognised by us, unless expressly agreed to in writing. Fulfilment of contract on our part can not be classified as acceptance of terms and conditions of business that differ from ours. These terms and conditions of business must be considered a framework agreement for all further legal transactions between the contractual parties. 2. Formation of a Contract In order for a customer to enter a contract written confirmation is required. The dispatching of goods ordered by the customer is tantamount to the closure of a contract. Should we be sent an offer, it is binding for the tenderer for an adequate period: at least 8 days after receiving the offer. 3. Price All prices stated by us, unless otherwise indicated, do not include Austrian purchase tax/VAT. Should wage costs rise due to collective agreement regulations in the sector or internal company agreements, or should other costs, which are relevant for pricing calculations, or costs necessary for carrying out services such as materials, energy, transport, externally contracted work, financing etc. change, we are entitled to increase or decrease the prices accordingly 4: Terms of Payment, Default Interest Unless otherwise agreed, we require cash payment upon delivery. Cash discount must be specifically agreed upon in advance. Should delayed payment occur, this includes part payment, any pre-agreed cash discounts become null and void. Payment is considered effected when the money arrives on our business account. Should a customer delay or default in payment, we are entitled to choose whether we demand compensation for the actual damages caused or, as long as it is not a case of a credit transaction with a customer, charge default interest at 4% above the secondary market yields/Federal Government according to the monthly statistical report of the Austrian National Bank. 5. Cancellation of Contract In the case of default of acceptance (item VII) or other serious reasons such as customer bankruptcy or bankruptcy rejection due to lack of assets or default of payment by the customer we are entitled to withdraw from the contract as long as the transaction has not been fully carried out by either party. Should it come to a cancellation of contract for which the customer is to blame, we are entitled to either; claim set damages at 15% of the gross invoice total or compensation for the actual amount of the damages occurred. Should a customer delay in paying, we are released from any further services or delivery obligations and we are entitled to hold back deliveries and services and to demand advance payment and/or sureties or, after an appropriate period of grace, to withdraw from the contract. Should the customer cancel the contract or request a cancellation without a legitimate reason, we have the right to either insist on the fulfilment of the contract or we can agree to the cancellation; in the case of the latter, the customer is obliged to either pay damages at 15% of the gross invoice total or compensation for the actual amount of the damages occurred in accordance with our demands. 6. Reminder Fees and Expenses for Collection Should a payment default occur, the customer is obliged to compensate us for the reminder fee at a set rate of ÖS 150,-- per reminder sent and the sum of ÖS 50,-- per half year for as long as the customer is in default. Should the second reminder not be successful we are entitled to commission a dept collecting agency whose costs, to the maximum sum stipulated by the BMWA regulation BGBI 1196/141 (in the currently valid edition), must be paid for by the customer. 7. Delivery, Transport and Default of Acceptance Our sales prices do not include costs for delivery, assembly or installation. On request however, these services can be provided or organised by us and will be charged separately. Transport costs, including an appropriate contracting and organisation fee, will hereby be charged. The contracting and organisation fee will be charged according to the freight and carriage rates for the chosen means of transport effective on the day of delivery as a minimum. Assembly work will be charged at an hourly rate, whereby the usual man-hour rate for the appropriate sector applies. Should the client not accept the delivery as agreed (default of acceptance), we are entitled, when an appropriate period of grace proves unsuccessful, to either store the goods on our premises, whereby a storage fee of 0,1% of the gross invoice total per commenced calendar day will be charged, or to have the goods stored by an appropriately vested company at the cost and risk of the customer. At the same time, we are also entitled to insist on the fulfilment of the contract, or after and appropriate period of grace (at least 2 weeks) to withdraw from the contract and to make ulterior use of the goods. 8. Delivery Terms We are not obliged to carry out the agreed services until all the measures necessary for the successful completion of said services have been made by the customer. In particular these measures include all the technical and contractual details, preparation and pre-operational work. We are entitled to exceed the agreed delivery time limits by up to a week. Only after this additional time limit is over is the customer entitled, after respecting a further appropriate period, to withdraw from the contract. 9. Place of Performance Place of performance is our company’s registered office. 10. Minor Deviations In the case non-consumer business minor deviations or reasonable changes in our services, e.g. delivery commitments, will be preliminarily considered acceptable for our customers. This applies in particular to measurements, colour, texture and structure). 11. Guarantee In consumer business in the case of “obligation in kind” we can free ourselves from our customer’s demands for a cancellation of the contract or for suitable compensation by exchanging the faulty product for a defect-free product within an appropriate time period. Moreover, when it is not a case of “obligation in kind” we can oblige our customers, in a way acceptable to our customers, to grant us an appropriate time period in which to carry out improvements or to reinstate what is lacking. In the case of non-consumer business, we can choose to meet guarantee claims from our customers for remediable faults by either exchange or repair within an appropriate period of time or with a price reduction. Compensation claims by the customer, based on the rectification of the defect, can only then be claimed when we default in the implementation of the guarantee claim. In the case of non-consumer business, in-keeping with the terms of the §§377 f HGB (commercial code) it is vital to inspect the goods immediately after delivery or within 6 workdays of delivery at the latest. We should be informed in writing of any defects or shortcomings, giving details of type and extent of the defect, immediately after discovery or within 3 workdays at the latest. Concealed defects should be reported in writing immediately or within 3 days of discovery at the latest. Should a customer fail to make a defect claim or should the claim not be made in due time, the goods will be considered as approved. 12. Reservation of Title and Assertion Thereof We reserve the right of property for all goods delivered by us with the goods remaining our property until they have been paid for in full. In asserting the reservation of title cancellation of the contract must be expressly stated. If goods are returned to us, we are entitled to charge the customer for any transport or handling costs occurred. Should a third party try to gain access to the goods on which a reservation of title rests – in particular execution – the customer is obliged to inform the third party of our ownership and to inform us immediately. Should the customer be a consumer or not a company whose business operation includes dealing with goods purchased by us, then these goods on which a reservation of title rests are not at his disposal and in particular can not be sold, impawned or given away until the purchase price has been paid in full. The customer bears full risk and responsibility for the goods on which a reservation of title rests, in particular for the dangers of demise, loss or deterioration. 13. Release of Covenant For delivery of goods on which a reservation of title rests the customer already surrenders his receivables from a third party, as long as these occur due to sale or processing of our goods, until payment of our demands has been made in full. On the recipient’s request the customer must inform him of our identity and must inform the recipient of the assignment in due time. The assignment must be made apparent in the recipient’s accounting records, delivery notes, invoices etc. Should a default in payment to us on the part of the customer arise, any sales revenue received are to be separated and can only be kept by the customer in our name. Within the parameters of the § 15 VerVG (administrative court) possible claims against an insurer have already been relinquished to us. Claims against us can only be agreed upon with our explicit permission. 14. Choice of Law, Jurisdiction Austrian law applies. The application of UN Convention on Contracts for the International Sale of Goods is barred. The contractual language is German. The contract parties agree to Austrian domestic jurisdiction. The courts responsible for the company’s registered office are soly responsible for adjudications of disputes deriving from this contract. 15. Data Protection, Changes of Address and Copyright The customer gives his permission for us to automatically store and use the personal data included on the agreement of sale in order to fulfil the contract. The customer is obliged to inform us of changes to his home or business address, until the contractual transaction has been fully completed by both parties. Should this fail to happen, explanations as to why the goods were delivered to the last known address are considered hereby given. Plans, sketches or other technical records as well as samples, catalogues, brochures, drawings and so on remain our literary property: the customer obtains no utilization or patent rights.