Terms and Conditions of Sale

I. GENERAL – AREA OF APPLICATION

The following Terms and Conditions of Sale are applicable to the entire business relation between the company Glock G.m.b.H., hereinafter referred to in short as GLOCK, and the customer. The valid version of the Terms and Conditions of Sale at the time when the respective contract is concluded shall respectively be relevant.

GLOCK and the customer agree that these Terms and Conditions of Sale in their respectively valid version shall not only be applied to the present business case, but also to all future business cases, even if no explicit reference to these is made in the individual case.

Any terms and conditions of the customer that are inconsistent with these Conditions of Sale, that supplement these Conditions of Sale, or the deviate from these Conditions of Sale, shall not be considered to have been added and agreed upon, even if they are known, and they are hereby explicitly rejected. This shall also be applicable if GLOCK, in a later contract document or other documents, in which the customer refers to other terms and conditions, fails do reject these explicitly.

The Terms and Conditions of Sale shall also be applicable to future transactions of the customer with GLOCK abroad.

II. CONCLUSION OF CONTRACT

Any notices prior to the contract, in particular offers, descriptions, quotations and the like of GLOCK are subject to confirmation and without obligation.

With his order – even if it is placed electronically – the customer declares his contract offer in a binding manner.

The contract is concluded upon dispatch of the order confirmation by GLOCK to the customer. Such order conformation is the basis for the contract and relevant to the contents and scope of the delivery.

Up to three days from receipt of the order confirmation, the customer may specify in writing any changes to the contract, otherwise the contents and scope of the order confirmation shall be considered as accepted. Any requests for changes shall only be effective once they have been reconfirmed by GLOCK.

Any later changes shall not be taken into account as a matter of principle. Should, in spite of this, GLOCK carry out the delivery according to the belated change requests of the customer, this will only be done for reasons of goodwill, with no obligation on the part of GLOCK. In order to be effective, any changes and amendments of the customer are subject to our explicit confirmation in writing.

III. PRICE

Unless otherwise agreed upon in writing, the prices shall be EXW according to Incoterms 2000, and the indicated prices are exclusive of value added tax. GLOCK reserves the right to effect price adjustments in the event that the bases of the calculation have changed.

IV. DELIVERY

The delivery shall be EXW according to Incoterms 2000.

All specifications of the delivery data on the part of GLOCK are without obligation. Any claims of the customer for damages because of late fulfilment shall be ruled out. In the event of any impediments, in particular due to Force Majeure, the delivery period shall be extended. These shall also include action within the framework of industrial conflict, in particular strike and lockout, as well as the non-granting of the relevant export permits. The extension of the delivery period shall also be applicable in the event of any unpredicted impediments and circumstances at a subcontractor. GLOCK shall be authorised to postpone the manufacture and delivery by the duration of the impediment plus a reasonable start-up period, or to withdraw from the contract.

The deadlines for the delivery as originally stated by GLOCK may also change because of late and/or amended orders on the part of the customer.

Partial deliveries and early deliveries on the part of GLOCK are permissible, in which regard each partial delivery may be invoiced separately.

V. TRANSPORT

For reasons of safety and unless otherwise agreed upon in writing, transports shall be organised by GLOCK. The transport costs are to the account of the customer and shall be invoiced to him separately. This clause shall have no influence of whatsoever nature on Point IV above.

VI. CONDITIONS OF PAYMENT

Unless otherwise agreed upon in writing, the customer undertakes that he will pay the full amount of the purchase price not later than ten days prior to the date of delivery. Otherwise, GLOCK will postpone the delivery date. The customer shall only be entitled to offset any amounts with GLOCK if his counterclaims have been ascertained in a legally binding manner, or have been accepted by GLOCK in writing. The customer is not entitled to withhold payments.

VII. RETENTION OF TITLE

The goods shall remain the property of GLOCK until paid for in full.

The customer shall be entitled to resell the goods in the due course of business. The customer hereby cedes all claims to the amount of the invoiced amount that he receives out of the sale to a third party and undertakes that he will record such sale accordingly in his books or enter it on his invoices. GLOCK hereby accepts such cession. Following the cession, the customer shall be entitled to collect the debt. GLOCK explicitly reserves the right to collect the debt.

The assertion of retention of title shall only constitute a withdrawal from the contract if this has explicitly been declared in writing.

VIII. WARRANTY

Immediately following the transfer, the customer must inspect the goods with the diligence as demanded in Sections 377, 378 of the Commercial Code. GLOCK must immediately be notified of any faults that were detected during this, stating the type and scope of the fault. Any hidden defects must immediately be complained of when they are detected. If a complaint of a defect is not submitted or not submitted in time, the goods shall be considered as accepted. In such event, assertion of any warranty or damage claims, the right of rescission on the ground of error, as well as any similar legal remedies because of defects shall be ruled out.

Section 933b of the Austria Civil Code shall not be applicable.

In the event of a complaint, the customer must store the rejected goods without charge and with the care demanded from an orderly businessman, and shall keep them available for GLOCK until the complaint has been solved.

The warranty period shall be 6 months from delivery. In the event of a case of warranty, GLOCK shall be entitled to determine the type of warranty (improvement, exchange, price reduction, or rescission). The onus of proof of the defective condition at the time of transfer shall always lie with the customer. Application of Section 924 of the Austrian Civil Code has been ruled out by mutual agreement.

IX. LIABILITY

Beyond the area of application of the product liability law, GLOCK’s liability shall be restricted – except for personal injury – to highly gross negligence or malicious intent.

Any liability in terms of compensation for lost profit as well as other consequential damage or financial loss, lost savings, lost interests, and damage resulting from third party claims against the customer have been ruled out by mutual agreement.

At any rate, GLOCK shall only be liable to pay compensation up to the amount that was invoiced for the goods, excluding the additional charges mentioned under Point III. Any claims for compensation shall elapse after 6 months from the date on which the damage and the causing party became known, at the latest, however, 3 years following the date on which the delivery was provided.

X. RESALE

The customer undertakes that he will exclusively sell the purchased GLOCK products to customers in his sales area as has been agreed upon in writing with GLOCK beforehand, while ensuring that those customers are in possession of all the required legal authorisations. Re-export to third countries is hereby explicitly prohibited, and the customer explicitly agrees to the prohibition of re-export.

XI. PARTIAL INEFFECTIVENESS

Should individual clauses of these Terms and Conditions of Sale be ineffective or inapplicable, this shall not affect the remaining clauses; this shall also be applicable in the event that only individual provisions have been amended in writing by mutual agreement in a concrete cases. The invalid provisions shall be replaced by such provision that comes closest to the economic purpose that had been pursued by the invalid provision.

XII. JURISDICTION

The stipulations of Austrian law, with the exception of reference norms and the UN Convention on Contracts for the International Sale of Goods, shall exclusively be applicable to all present and future contract relations between GLOCK and the customer at home and abroad. Depending on the value in dispute, the Provincial Court in 2100 Korneuburg or the District Court in 2220 Gänserndorf shall be the competent court in the event of any disputes resulting directly or indirectly from the present and future contract relations at home and abroad.