of Thonet GmbH – Private Customers (Consumers) –

Section 1. Scope

1.1 The following General Terms and Conditions (GTC) apply to all business transactions with consumers (hereinafter referred to as ”the buyer”). The buyer is a consumer (pursuant to Section 13 of the German Civil Code, BGB) if placing the order exclusively for private purposes and not for the buyer’s trade, business or profession.

1.3 The online shop is intended solely for customers in Germany, the Netherlands and Denmark.

1.4 Unless directly amended or expressly excluded by these General Terms and Conditions, the statutory provisions shall apply.

Section 2. Conclusion of the contract

2.1 Offers are subject to confirmation and are non-binding. We reserve the right to make any reasonable technical changes, as well as to adapt the products to meet any future standards.

2.2 The buyer’s order is a binding offer. We may accept this contractual offer within two weeks of the date of receipt. Acceptance may occur either in written or text form or by shipping the ordered goods.

2.3 If the buyer’s order is placed through our website (www.thonet.de), the buyer can choose products on our website and select them by clicking the button “Order”. By clicking the button “Order”, the buyer makes a binding offer to purchase the products in the shopping cart. Before submitting the order, the buyer can change and view the data at any time. The offer is submitted and transmitted only if the buyer has previously accepted these General Terms and Conditions by clicking the “Accept General Terms and Conditions” button.

2.4 If the buyer orders goods electronically, we will send the buyer an automatic, printable acknowledgement of receipt by e-mail. This acknowledgement will list the order details and the General Terms and Conditions again. It does not constitute acceptance of the offer. Acceptance is carried out manually in the form of another e-mail (order confirmation) or is implied by the shipping of the ordered goods.

2.5 In the event of accidentally providing incorrect information about the product or the price, we reserve the right to contest the contract.

2.6 The buyer may assign claims arising from the contract only with our prior consent in text form and only if our interests are not unreasonably impaired by the assignment.

2.7 The conclusion of the contract is subject to correct and timely delivery by our suppliers. If, due to circumstances beyond our control, we are not supplied by our upstream supplier, we have the same right to withdraw from the contract as the buyer. This shall apply only in the event that we are not responsible for the failure to deliver. In particular, we shall not be responsible for non-delivery if a proper, congruent covering transaction has been entered into.

Section 3. Delivery period, right of withdrawal, delay in delivery

3.1 The delivery period essentially depends on the type and scope of the order.

A basic distinction must be made between goods in stock, which are expressly marked as such and are available immediately, and goods that are prepared according to the customer’s special requirements (customised goods), and thus represent a unique item that is usually ready for dispatch in 6-10 weeks. The precise delivery period in each case and the shipping costs are provided in the order confirmation.

3.2 In the event of failure to meet a binding delivery deadline due to negligence, the buyer shall grant us a reasonable grace period for delivery of the goods. If we also fail to meet this deadline, the buyer has the right to withdraw from the purchase contract.

3.3 If we are unable to meet a binding delivery deadline for reasons for which we are not responsible, we shall inform the buyer immediately of the new delivery deadline.

In particular, we shall not be responsible for a failure to deliver on time if we have entered into a congruent covering transaction and we ourselves are not supplied on time, or in the event of delayed delivery and performance due to force majeure and to events that make delivery significantly more difficult or impossible for us (e.g. strikes, lockouts, regulatory action, etc.), even if they occur at our suppliers or their suppliers.

These factors give us the right to postpone the delivery or service for the duration of the disruption plus a reasonable start-up period, or to withdraw from the contract in whole or in part in respect of the part of the contract not yet performed. If the goods have already been paid for, we will refund the purchase price.

If the buyer cannot reasonably be expected to accept the goods as a result of the delay, he/she may withdraw from the contract by means of an immediate declaration in text form (letter, fax or e-mail). This shall not affect the right of the buyer to enforce other statutory claims.

Section 4. Delivery, default in acceptance

4.1 The place of performance for all obligations arising from the contract shall be the Thonet GmbH site in 35066 Frankenberg (Eder), Germany. At the buyer’s request, we shall ship the goods to a place specified by the buyer (sale to destination according to buyer’s instructions) and shall determine the type of shipment, in particular the shipping route, packaging and transport company.

4.2 We may make partial deliveries if the buyer can use a partial delivery for the intended purpose and the delivery of the remaining goods is assured. In the event of partial deliveries we calculate the shipping costs proportionally. The buyer will not incur any additional costs.

4.3 If our performance is delayed for reasons for which the buyer is responsible (e.g. default in acceptance), we are entitled to demand compensation for the resulting damage and any additional expenses (e.g. storage costs).

Section 5. Prices, default in payment, offset

5.1 The quoted prices are subject to change and non-binding, unless fixed prices have been expressly specified. All prices are ex works Frankenberg (Eder), Germany. Our prices in effect at the time of the order being placed shall apply. The prices refer to the items depicted and described in the online shop, but not to their contents, accessories or decorations.

For deliveries that are to be made more than four (4) months after entering into the contract, the price list in force on the delivery date shall apply.

5.2 The prices include VAT. They do not include packaging and transport/shipping costs. They apply ex warehouse. We inform the buyer of the shipping and packaging costs on our website on www.thonet.de/versandkosten and in our offers or the order confirmation. The total shipping costs depend on the weight of the order.

5.3 Special deliveries (e.g. early or late delivery times, or deliveries on Saturdays) will be invoiced separately. The goods are not insured. At the buyer’s request, indemnity insurance may be taken out at the buyer’s expense.

5.4 We charge shipping costs of EUR 15.00 to ship seat repairs.

5.5 Default occurs 30 days after invoicing (Section 286(3) of the German Civil Code). During the period of default, we have the right to charge interest on the purchase price at the respective statutory default interest rate. We reserve the right to claim further damage caused by delay.

Section 6. Terms of payment

6.1 Unless otherwise agreed, our invoices are payable immediately, and at the latest within 30 days, net, without deduction.

6.2 All payments must be made using one of the means of payment specified in the online shop. Thonet is not obliged to accept other means of payment, in particular bills of exchange, assignments of claims, or similar. A payment shall only be deemed to have been made when the amount is at our disposal. In the event of payment by cheque, which we reserve the right to accept in individual cases, payment shall only be deemed to have been made when the amount is at our disposal. The buyer shall bear the associated costs and expenses.

6.3 If an agreement is made between the customer and us to collect the amount due, the customer shall issue a SEPA basic mandate to us. The advance notice period for SEPA direct debits (pre-notification) is reduced to three (3) days in this case.

 The buyer pledges to maintain adequate funds in the account. Costs incurred due to non-payment or chargeback of the direct debit shall be borne by the customer, provided the non-payment or chargeback was not caused by Thonet.

6.4 If the customer does not meet his/her payment obligations or if, after entering into the contract we become aware of other circumstances which call into question the creditworthiness of the customer to an extent that is significant for the business relationship, we shall be entitled to make the entire remaining debt due and payable, even if we have accepted cheques. In this case, we are also entitled to demand advance payment or the lodging of security. If the customer does not comply with the request for advance payment or the lodging of security, we may demand damages for non-performance or withdraw from the contract. In this case, the customer shall not have any claims against us, in particular any right to demand delivery.

Section 7. Product quality, rights of the buyer in respect of defects

7.1 Due to technical circumstances, product representations in catalogues or other documents (including in electronic form) may deviate slightly from the product, particularly in shades of colour.

7.2 If there is a defect in the goods, the buyer may, at his/her discretion, demand subsequent performance either by correcting the defect (rectification) or delivering a non-defective article (replacement). If the assembly instructions alone are faulty, we shall only be obliged to deliver an additional set of assembly instructions that are not defective.

7.3 The buyer must grant us a reasonable period of time for subsequent performance. If we have unsuccessfully tried to rectify the defect twice, this will be regarded as having failed.

7.4 If the subsequent performance has failed, or has been delayed beyond a reasonable period, or can be rejected pursuant to the statutory provisions, a reduction may be made in the purchase price or, in the event of a not insignificant defect, the buyer may withdraw from the purchase contract.

7.5 If we deliver non-defective goods to the buyer for the purpose of subsequent performance, the buyer is obliged to return the defective goods to us within 30 days. We shall bear the costs of the return shipment.

7.6 We do not accept any responsibility or give any warranty whatsoever for designs produced by the buyer using THONET products in combination with products and accessories from third party manufacturers. This does not apply to defects in the THONET product if the buyer proves that defects or damage are not due to the use of such third party products.

7.7 We do not give any warranties beyond those described in this Section; in particular, we do not give any warranties or assume any liability for public statements by third parties.

7.8 The buyer’s claims for damages and for reimbursement of expenses exist only to the extent set out in Section 8.

Section 8. Other liability

8.1 We shall be liable for damages – irrespective of the legal basis – in the event of intent and gross negligence.

8.2 In the event of ordinary negligence, we shall only be liable for damages arising from the breach of an essential contractual obligation, limited to compensation for foreseeable, typically occurring damage. An essential contractual obligation is an obligation that must be fulfilled as a prerequisite for achieving the purpose pursued by entering into the contract and on the fulfilment of which the buyer may regularly rely.

8.3 The limitation of liability pursuant to Section 8.2 does not apply to damages resulting from death, physical injury or harm to health. Furthermore, it shall not apply if we have fraudulently concealed a defect or assumed a guarantee for the quality of the goods or if the customer has claims under the German Product Liability Act (Produkthaftungsgesetz).

8.4 In the case of a breach of duty that has not led to a defect, the buyer may only withdraw or terminate the contract if we are responsible for the breach of duty. In all other cases, the statutory provisions shall apply.

8.5 Inasmuch as our liability is excluded or limited, this shall also apply to the personal liability of our employees, workers, staff, representatives and vicarious agents.

Section 9. Ownership, retention of title

9.1 We are entitled to the exclusive copyright to catalogues and other product descriptions – including in electronic form.

9.2 We shall retain ownership of the delivered goods until full settlement of all claims arising from this contract.

9.3 In the event of breach of contract by the buyer, in particular default in payment, we shall be entitled to withdraw from the contract and to demand the return of the goods subject to retention of title after we have set the buyer a reasonable deadline for performance.

9.4 In the event of seizures by third parties of the goods subject to retention of title, in particular in the event of seizure, the buyer is obliged to refer to our ownership thereof and to notify us immediately.

Section 10. Resale

The buyer is not entitled to resell commercially the goods that we deliver.

Section 11. Withdrawal policy for distance contracts

11.1 Right of withdrawal

– Start of withdrawal policy –

You have the right to withdraw from this contract within 14 days without giving any reason. The withdrawal period is 14 days from the day on which you, or a third party named by you, who is not the carrier, have or has taken possession of the final goods.

To exercise your right of withdrawal, you must inform us (Thonet GmbH, Michael-Thonet-Strasse 1, 35066 Frankenberg, Germany, Tel. +49 (0) 6451 5080

Fax +49 (0) 6451 508 108, info@thonet.de) of your decision to withdraw from this contract by means of a clear declaration in text form (e.g. a letter sent by post, fax or e-mail).

To this end, you can also complete the statutory standard withdrawal form that is available on our website www.thonet.de/widerrufsformular pursuant to Annex 2 to Article 246a, Section 1, Paragraph (2), Sentence 1, Number 1 and Section 2, Paragraph (2), Number 2 of the Introductory Act to the German Civil Code (EGBGB), and return it to us. If you make use of this option, we will send you immediate confirmation of receipt of your withdrawal (e.g. by e-mail). To comply with the withdrawal period, it is sufficient that you send notification that you are exercising your right to cancel before the end of the withdrawal period.

11.2 Consequences of withdrawal

If you withdraw from this contract, we must refund all payments that we have received from you, including delivery costs (with the exception of additional costs resulting from you having chosen a type of delivery other than the cheapest standard delivery offered by us), without delay, and at the latest within fourteen days of the day on which we receive notification of your withdrawal from this contract.

For this repayment, we will use the same means of payment that you used for the original transaction, unless expressly agreed otherwise with you; in no case will you be charged for this repayment. We may refuse to make the repayment until the goods have been returned to us or the customer has provided proof that he/she has sent back the goods, whichever is the earlier.

You must return or give the goods to us, Thonet GmbH Michael-Thonet-Strasse 1, 35066 Frankenberg, Germany, without delay and in any case no later than fourteen days from the day on which you notify us of your withdrawal from this contract. The deadline is met if you send the goods before the expiry of the fourteen-day period.

You shall bear the costs of returning goods by the same transport means as by which they were delivered, provided they can be returned in this way. The costs within Germany are estimated at around EUR 20.00 by DHL, from the Netherlands and Denmark up to EUR 60.00.

For goods that cannot be shipped by DHL (orders weighing more than approx. 31.5 kg), we will collect the goods or arrange for them to be collected, and will bear the costs of the return shipment.

You shall pay for any loss in value of the goods only if this loss in value is due to a handling of the goods that is not necessary for the inspection of the condition, properties and functioning of the goods.

– End of the withdrawal policy –

11.3 Right of withdrawal for customised goods within the meaning of Section 3.1

The right of withdrawal granted under Section 11.1 does not apply, unless otherwise agreed by the parties, pursuant to Section 312g, Para. 2, No. 1 of the German Civil Code, to contracts for the supply of goods that are not prefabricated and the production of which is governed by an individual choice of or decision by the consumer, or that are clearly tailored to the personal needs of the consumer.

This is particularly the case if we suffer considerable economic disadvantages as a result of taking back customised goods that are specifically related to and arise from the fact that the goods were only made to order for the customer according to his/her specifications making any resale almost impossible.

Section 12. Return shipping

Please avoid damage or soiling when handling the products. Please return the goods to us in their original packaging if possible and with all packaging components. If necessary, use protective outer packaging.

If you no longer have the original packaging, please use suitable packaging that will provide sufficient protection against transport damage to avoid any claims for compensation as a result of damage due to inadequate packaging.

Please notify us of the return shipment (Tel. +49 6451 5080, Fax +49 6451 508 108, info@thonet.de), to enable a quick allocation of the products.

Please note that the procedures set out in the preceding paragraphs are not a prerequisite for the effective exercise of the right of withdrawal.

Section 13 Place of performance and place of jurisdiction

13.1 The place of performance for all deliveries and payments shall be the Thonet GmbH site at Michael-Thonet-Strasse 1, 35066 Frankenberg (Eder), Germany.

13.2 These General Terms and Conditions and all legal relations between us and the buyer shall be governed exclusively by the laws of the Federal Republic of Germany to the exclusion of all international and supranational (contractual) legal systems, in particular the UN Convention on Contracts for the International Sale of Goods.

12.3 The place of jurisdiction for all disputes arising from the contract shall be the registered office of Thonet GmbH, insofar as the customer is an entrepreneur (Section 14 of the German Civil Code), a legal person under public law or a special fund under public law.

This also applies to claims relating to bills of exchange and cheques. The right of each contracting party to sue the other contracting party at its general place of jurisdiction remains unaffected.

Section 14. Website provider

Thonet GmbH

Michael-Thonet-Strasse 1

35066 Frankenberg

Germany

Tel. +49 6451 5080

Fax +49 6451 508108

Email info@thonet.de

Trade Register Marburg/Lahn District Court: HRB 4118 VAT ID No: DE 113070466

Managing directors:

Brian Boyd, Norbert Ruf

Last updated: March 2021