General Terms and Conditions (GTC)

Version: March 2026

1. Scope
These General Terms and Conditions (GTC) apply to all deliveries, services, and offers of ACME Portable Computer GmbH (hereinafter “ACME”) to entrepreneurs within the meaning of § 14 BGB, as well as comparable commercial customers located in the Europe, Middle East, and Africa (EMEA) region (hereinafter “Buyer”).
Deviating, conflicting, or supplementary terms and conditions of the Buyer shall only become part of the contract if ACME has expressly agreed to their validity in writing.

2. Conclusion of Contract
Offers by ACME are non-binding and subject to change.
A contract is only concluded upon written order confirmation.
Technical changes as well as changes in shape, color, and/or weight are reserved within reasonable limits.

3. Prices and Payment Terms
All prices are net, plus statutory taxes, duties, fees, and packaging, shipping, and insurance costs, unless otherwise agreed.
For international deliveries, the Buyer bears all import duties, customs, and local taxes.
Unless otherwise agreed, payment shall be made T/T in advance.
In the event of late payment, statutory default interest (§ 288 BGB) applies. Further claims remain reserved.
Payments must be made in the agreed currency. Exchange rate risks are borne by the Buyer.

4. Delivery and Delivery Time
Delivery periods begin only after all technical and commercial questions have been fully clarified and after receipt of any agreed prepayments.
Partial deliveries are permissible if reasonable for the Buyer.

5. Transfer of Risk and Shipping (International)
Unless otherwise agreed, deliveries shall be made in accordance with Incoterms® 2020.
Risk passes to the Buyer according to the agreed Incoterms.

5a. Force Majeure
Neither party shall be liable for non-performance or delay of contractual obligations to the extent caused by events of force majeure.
Force majeure events include, in particular: natural disasters, war, terrorism, riots, pandemics, governmental measures, strikes, lockouts, energy or raw material shortages, transport and logistics disruptions, supply chain interruptions, supplier failures, and cyberattacks.
The affected party is obliged to inform the other party immediately and to take all reasonable measures to mitigate damages.

6. Export Control and Compliance
Deliveries are subject to the condition that no national or international foreign trade regulations, in particular export control regulations or embargoes, prevent performance.
The Buyer undertakes to comply with all applicable export, re-export, and sanctions regulations.

7. Retention of Title
Delivered goods remain the property of ACME until all claims arising from the business relationship have been fully paid.
In the event of resale or processing at the Buyer’s expense, ownership of the manufactured products remains with ACME.

8. Warranty
The statutory warranty rights apply, unless otherwise regulated below.
The warranty period is 12 months from delivery.
Obvious defects must be reported in writing immediately, and no later than 7 days after delivery.
In the case of justified defects, ACME shall, at its discretion, remedy the defect or provide a replacement delivery.

9. Voluntary Guarantee
ACME grants, unless otherwise agreed, a voluntary 24-month guarantee from delivery on the products it supplies.
The guarantee covers free rectification or replacement of defective parts.
The product vMix is excluded from the guarantee.
The guarantee supplements statutory warranty rights without replacing or limiting them.

10. Liability
ACME is fully liable in cases of intent and gross negligence.
For simple negligence, ACME is only liable for the breach of essential contractual obligations (cardinal obligations) and limited to foreseeable, typical damage.
As far as legally permissible, ACME’s liability is limited to the order value of the respective delivery or service (maximum liability).
Liability for indirect damages, loss of profit, production downtime, or data loss is excluded to the extent legally permissible.
Liability under the Product Liability Act and for damages arising from injury to life, body, or health remains unaffected.

11. RMA / Returns
All returns of defective or faulty goods are made exclusively via the bring-in procedure.
The Buyer bears all shipping and transport costs to the agreed ACME service or repair center.

12. Data Protection
ACME processes personal data exclusively in accordance with applicable data protection laws, in particular the GDPR.
Further information is provided in the privacy policy.

13. Returns, Refunds, and Exchanges
The sale of portable systems and custom-made products is final.
Returns, refunds, or exchanges of delivered goods are excluded, except for statutory warranty claims.

14. Electrical Equipment Act / Disposal
The Buyer is obliged to comply with legal requirements for the disposal of electrical waste.

15. Jurisdiction and Applicable Law
German law (Federal Republic of Germany) applies, excluding the UN Convention on Contracts for the International Sale of Goods (CISG).
If the Buyer is a merchant, a legal entity under public law, or a special fund under public law, the exclusive place of jurisdiction for all disputes arising from or in connection with this contractual relationship shall be Karlsruhe, Germany.
However, ACME is entitled to sue the Buyer also at its general place of jurisdiction.

16. Final Provisions
Should individual provisions of these GTC be or become invalid, the validity of the remaining provisions shall remain unaffected.