§ 1 Scope and General Principles

(1) These General Terms and Conditions of Purchase apply to all orders for goods and services placed by DeFraWater GmbH (hereinafter referred to as the "Buyer").

(2) Any deviating or conflicting terms and conditions of the Supplier shall not be recognized unless the Buyer expressly agrees to their validity in writing.

§ 2 Orders and Order Acknowledgement

(1) Orders placed by the Buyer are only binding if issued in writing or text form (e.g., via email directly from the ERP system).

(2) The Supplier must confirm the order in writing within 3 business days; otherwise, the Buyer reserves the right to cancel the order.

§ 3 Prices, Delivery, and Terms of Payment

(1) The prices stated in the purchase order are fixed prices including packaging, excluding statutory VAT where applicable.

(2) Unless agreed otherwise, delivery shall be made DDP (Incoterms 2020) to the shipping address specified by the Buyer.

(3) Unless otherwise agreed, payments shall be made within 30 days net following receipt of a proper invoice and full, defect-free delivery.

§ 4 Warranty and Liability

(1) The Supplier guarantees that all delivered goods and provided services comply with all statutory regulations, the current state of technology, and the agreed specifications.

(2) Statutory warranty rights shall apply. The warranty period is 24 months from the transfer of risk.

§ 5 Sustainability, Environmental Protection, and Social Responsibility

(1) The Supplier commits to strictly complying with all applicable laws and regulations regarding environmental protection, labor rights, occupational health and safety, and human rights.

(2) In particular, the Supplier guarantees:

• Full compliance with environmental laws, minimizing resource consumption and emissions, and ensuring professional waste disposal.
• The prohibition of any form of child labor, forced labor, and discrimination within its operations in alignment with the ILO Core Labor Standards.
• The provision of safe and healthy working conditions, as well as the payment of fair wages to its employees.
• Adherence to strict anti-corruption and anti-bribery policies.

(3) Chemical and Product Compliance (REACH / CLP):

The Supplier expressly guarantees and warrants that all delivered goods fully comply with applicable European and national safety and environmental regulations. In particular, the Supplier commits to strict adherence to:

• Regulation (EC) No 1907/2006 (REACH Regulation), as amended, concerning the Registration, Evaluation, Authorization, and Restriction of Chemicals.
• Regulation (EC) No 1272/2008 (CLP Regulation) on classification, labeling, and packaging of substances and mixtures. The Supplier shall ensure that all relevant Safety Data Sheets (SDS) and official transport, handling, and storage documentation are provided to the Buyer proactively in digital format.

(4) The Buyer reserves the right to verify the Supplier's compliance with these standards. Any material breach of these sustainability, environmental protection, and compliance clauses constitutes a material cause entitling the Buyer to terminate or rescind all open purchase orders without notice.

§ 6 Final Provisions

(1) This contract shall be governed exclusively by the laws of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods (CISG).

(2) The place of performance and exclusive venue for all disputes shall be the registered place of business of the Buyer.