I. RANGE OF VALIDITY

1. The following General Terms and Conditions of Business and Delivery apply for all business relations between JCM and the purchaser. In case of orders placed on the internet website of JCM, the purchaser hereby confirms, that he has read and accepted the General Terms and Conditions of Business and Delivery.
   
   
2. Any diverging or supplementary agreement to these General Terms and Conditions of Business and Delivery, even if known by JCM, will not become part of the contract, except that we explicitly confirm its validity in writing or by electronic data transfer. References or reconfirmations of the business partner (purchaser) with respect to his general terms and conditions are hereby expressivley rejected.
   
   
3. Our General Terms and Conditions of Business and Delivery only apply for companies and corporate bodies under public law.

II. OFFER AND ACCEPTANCE

1. The conditions for our deliveries and works are free and not binding. The prices quoted are valid for a period of 30 days, unless otherwise indicated in the quotation. Pictures of our goods placed in the internet are not an offer, but only an non-binding invitation of the purchaser to place an order. Technical changes as well as changes in form, colour or weight remain reserved within a reasonable framework.
   
   
2. With his order the purchaser declares his binding contract offer.
   
   
3. JCM is entitled to accept the contract offer lying in this order within 2 weeks. The purchaser's orders will only become valid after a written confirmation of JCM. In case of absence of such a written confirmation, the agreement will also become valid by accepting the goods and the invoice of JCM without rejection.
   
   
4. JCM retains the right to refuse a purchaser's order. This applies especially in case of payment difficulties and of orders coming via internet from countries outside of Germany.

III. DELIVERY

1. All deliveries are effected in accordance with the agreed specifications respectively with the usual specifications of JCM. The product specifications listed in catalogues, gazettes, bulletins, advertisements and price lists are only binding, if this is agreed upon specifically in writing. JCM reserves the right to make modifications due to technical improvement.
   
   
2. Partial deliveries may be effected without special agreement.
   
   
3. The delivery periods stated or confirmed by JCM are not fixed deadlines, unless this has been agreed upon explicitly in writing. Delivery periods (including fixed deadlines) can only be observed, if the purchaser has submitted all necessary documents, lincences and releases in good time, has clarified and approved the product specifications in good time, and observed the payment conditions and any credit lines granted internally by JCM.
   
   
4. If the delivery period is exceeded, the purchaser has to grant JCM an appropriate prolongation of at least six weeks. After the expiry of this prolongation period, he has the right to rescind the contract. Further claims are excluded, unless otherwise stated in the following regulations.

IV. DISPATCH/TRANSFER OF RISKS

1. Dispatch is effected on the purchaser's account and at his risk, unless a different agreement is made. The risk of coincidental loss respectively of a deterioration of the goods is transferred to the purchaser as soon as the goods have been handed over to the purchaser, or in case of dispatch, to the carrier, or have left our company for the purpose of dispatch. INCOTERMS (EXW) apply in the latest amended version.
   
   
2. JCM reserves the right to choose the most economical form of dispatch.
   
   
3. If the dispatch is delayed for reasons, for which the purchase is responsible, the risk is transferred to him at the moment, when he is informed that the goods are ready for dispatch or collection. In this case, JCM is entitled to charge the purchaser with the costs for storage and financing.
   
   
4. JCM is only obliged to take out a transport insurance, if this is explicitly demanded in writing by the purchaser. The purchaser will be charged with the costs.

V. PRICES

1. JCM's prices are quoted for delivery EXW Düsseldorf, including customs duties and packaging, plus the valid value added tax.
   
   
2. All prices are quoted in EURO. The individual purchaser is exclusively obliged to pay all taxes and contributions, if he is not a citizen of a country belonging to the EU.
   
   
3. If there is any increase in costs beyond JCM's control within 4 months after the contract has been concluded, due to circumstances such as increase in material, wages, energy and transport costs, customs duties, taxes, exchange rates or official measures, JCM reserves the right ot adjust the prices accordingly.

VI. CONDITIONS OF PAYMENT

1. Payments have to be made solely net to JCM without any deduction within 30 days from the date of invoice, unless otherwise agreed upon. The credit to JCMs account is relevant for the value on JCM's account. In case of orders placed via Internet, JCM reserves the right to effect deliveries only, if payment ist effected cash on delivery or by advance payment.
   
   
2. Cheques and bills of exchange are only accepted subject to due collection of the cash equivalent, any bank charges and fees incurred are to be borne by the purchaser. Payment by bill of exchange may only be made with JCM's prior consent.
   
   
3. If the purchase in in arrears with his payments, if the purchaser's economic situation deteriorates, or if his obligations due exceed JCM's internal credit limit, JCM is entitled to revoke all egreements on extensions of the period of payment with immediate effect, to accelerate maturity of all outstanding amounts, regardless of the duration of any acceptance of bills, to demand securities for all outstanding deliveries, and to effect deliveries only on a cash in advance basis. If the purchaser does not settle all the arrears within a ten day period set by JCM, JCM is entitled to cancel wholly or partially all delivery obligations and to demand compensation for non-performance from the purchaser.
   
   
4. For amounts due, the purchaser has to pay interest in the amount of 8 percent points above the Basic Interest rate from the date of maturity on. JCM reserves the right to assert further claims for compensation.
   
   
5. The purchaser can only set off such accounts receivable that are undisputed or have become final and absolute by court decision. The purchaser has no right of retention.

VII. RETENTION OF TITLE

1. The goods remain in the property of JCM until all claims arising from the respective contract and, if legally allowed, arising out of the business relationship, have been settled. Such conditionally sold goods may not be pledged or assigned by way of security. If a third party seizes these goods, JCM has to be notified immediately.
   
   
2. The purchaser, who is not in arrears with his payments toward JCM, is revocably entitled to process the conditionally sold goods and/or to sell them in the normal course of business. Any sales transaction may only be effected, if the retention of title is transferred accordingly. The purchaser hereby assigns all his accounts receivable from and claims against his customer to JCM in the value of the reserved goods. JCM accepts the assignment. In case the purchaser is in arrears with his payments, he is obliged to name his customer and to inform JCM about all the necessary data and to hand over all documents used for the collection of the accounts receivable.
   
   
3. The purchaser is obliged to treat the conditionally sold goods carefully as long as the retention of title lasts on the goods. As far as maintenance and inspection work is necessary, the purchaser has to carry them out regularly and at his own costs.
   
   
4. The purchaser is obliged to allow an authorized representative of JCM to enter his premises during normal business hours in order to inspect the reserved goods. If the conditionally sold goods are treated or processed in any way, JCM acquires a partial ownership of the new product in relation to the value of the conditionally sold product to the new product.
   
   
5. The purchaser bears all the costs incurred by JCM in asserting JCM's right of ownership. The purchaser is obliged to insure the conditionally sold goods against loss through theft, fire and water until ownership passes on to him finally and, upon request, submit an evidence of this insurance to JCM.

VIII. GUARANTEE AND COMPLAINTS

1. The purchaser is obliged to immediately check the goods on delivery for defects or damages and on short quantities, and to inform JCM in writing within a period of 1 week after receipt of goods about visible defects or damages; Otherwise the enforcement of guarantee claims is excluded. Invisible defects or damages have to be notified in writing to JCM within 1 week after their discovery. The purchaser bears the full burden of proof for all preconditions of claim, especially for the defect of damage itself, for the moment of time, when the defect or damage has been discovered, and for the punctuality of complaint. JCM undertakes to guarantee for any defects, including the absence of warranted characterisitics for a period of 12 months starting from the date of delivery. In case of a justified complaint, JCM can decide either to remedy the defect or to replace the parts free of charge within an appropriate period. Should the remedy/replacement fail, the purchaser is able to either cancel the contract or to demand a redcution of the purchase price.
   
   
2. In case of a complaint, the purchaser immediately has to send JCM a reference sample and a complaint report. Whole consignments can only be returned on request of JCM with the return number given by JCM.
   
   
3. Any complaints based on short quantities, damages to the goods or to the packaging have also immediately to be reported to the carrier under submission of the respective insurance documents. If the purchaser does not fulfil his obligations toward the carrier, JCM is not liable for any substituted compensation.

IX. LIABLITY/FORCE MAJEURE

1. So far as the following is not contradictiory, JCM is not liable for damage claims, regardless their legal basis, unless the claim of the business partner arises from JCM violating a cardinal duty of the contract. JCM is not liable for material damages, for consecutive damages and especially not for loss of profit or possibilty to use, decrease in value and other financial damage of the business partner, unless the damage arises from gross negligence of intent on behalf of JCM or ist vicarious agent. In any case, JCMÄs liability is restricted to the damage foreseeable. A liability with regard to a criminal abuse of JCM's products is excluded.
   
   
2. If JCM is unable to fulfil its contractual obligations or is in undue difficulty to perform due to causes arising from force majeure, such as mobiliziation, war, riots, strikes, hold-ups in production or traffic or other comparable events, for which JCM is not responsible, JCM is able to partially or wholly rescind the contract or demand to perform at a later date, however, at the latest within a period of 6 months, without the business partner being able to raise damage claims.

X. EXPORT REGULATIONS

Products and technology supplied by JCM may possibly be subject to embargo regulations under the Foreign Trade Law of the country, to which the purchaser is importing the product. The purchaser is obliged to acquaint himself fully with the laws and regulations that apply to him and, if necessary, obtain any import and export licences. If a licence is not granted, the purchaser is not entitled to cancel or change the contract.

XI. DISCRETION

In case of an order via internet website, the purchaser authorizes JCM to collect personal data, which are exclusively used for intern processes (such as treatment of orders, dispatch or marketing).

XII. LAPSE OF OWN CLAIMS

JCM's claims for payment will only lapse within 5 years deviating from § 195 BGB. With regard to the begin of the lapse period, § 199 BGB is applicable.

XIII. FINAL REGULATIONS

1. German Law is exclusively applicable, also in case of contracts with foreign connections, with the exception of the UN Convention on Contracts on the international sale of goods.
   
   
2. Düsseldorf is agreed upon as place of performance for delivery and payment as well as only place of jurisdiction for all disputes arising from the contractual relationship. Hoever, JCM retains the right, to sue the purchaser at the purchaser's place of business or the place of his branch.
   
   
3. In case the German and the English version of JCM's General Terms of Business and Delivery are contradictory, the German version is applicable.
   
   
4. If individual regulations of this contract with the purchaser, including these General Terms of Business and Delivery, are or will become partially or wholly invalid, the validity of the other regulations remain uneffected. The wholly or partially invalid regulation should be replaced by a regulation, whose economic success corresponds as closely as possible to that of the regulation concerned.