Terms of Service

General Terms and Conditions (GTC)
for the purchase of products via the B2B online shop of
HKS health solutions GmbH Austria

1. Scope

(1) These General Terms and Conditions (“GTC”) apply to all contracts for the purchase of products concluded between

HKS health solutions GmbH Austria
Gewerbestraße 32
5211 Lengau
Austria
Email: info@hks-hs.at
– hereinafter referred to as the “Seller” –

and its customers via the B2B online shop.

(2) The online shop is operated technically and organizationally by

1Q Health GmbH
Gewerbestraße 8
82064 Strasslach-Dingharting
Germany

1Q Health GmbH exclusively provides the technical infrastructure for sales. Purchase contracts for the products offered in the shop are concluded exclusively between the customer and the respective seller company specified during the ordering process.

(3) The offer is directed exclusively at entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB). Products are not sold to consumers.

2. Registration and Entrepreneur Status

(1) An order requires prior registration in the shop.

(2) The customer is obliged to provide truthful information about their company during registration.

(3) The Seller reserves the right to verify the customer’s status as an entrepreneur, for example by checking the VAT ID or by requesting other suitable evidence.

3. Conclusion of Contract

(1) The presentation of products in the online shop does not constitute a legally binding offer.

(2) By submitting the order, the customer makes a binding offer to conclude a purchase contract.

(3) As part of the ordering process, the customer may request a regulatory check of the intended label content. If the customer provides or uploads their own label content, such as labels, logos, layouts or product texts, the performance of a regulatory check is mandatory. In this case, the order will only be accepted after completion of the regulatory check in accordance with Section 4 of these GTC.

(4) If a regulatory check is requested, this check will first be carried out in accordance with Section 4 of these GTC before the order is accepted.

(5) After completion of the regulatory check, the customer will be informed of the result. Where necessary, the customer must adjust the label content accordingly or approve the checked version.

(6) In this case, the purchase contract is concluded only when the Seller expressly accepts the order after completion of the regulatory check and after approval of the label content by the customer, for example by sending an order confirmation.

(7) If no regulatory check is requested, the purchase contract is concluded upon receipt of the order confirmation.

(8) The Seller is entitled to accept the customer’s offer within five working days.

(9) The Seller will only begin production of the goods after the purchase contract has been validly concluded and after full payment has been received in accordance with Section 6 of these GTC.

4. Regulatory Check / Review of Label Content

(1) As part of the ordering process, the customer may optionally request a regulatory check of the intended label content. Label content within the meaning of this provision includes, in particular, labels, layouts, logos, product texts, mandatory labelling information or other labelling elements provided by the customer.

(2) If a regulatory check is requested, the Seller will review the provided label content with regard to essential food law labelling requirements. Production and delivery of the goods will only take place after completion of the regulatory check and approval of the label content.

(3) The regulatory check is carried out to the best of the Seller’s knowledge on the basis of the statutory requirements applicable at the time of the review and the current state of official practice. The regulatory check does not constitute comprehensive legal advice and, to the extent legally permissible, does not include any guarantee that the labelling is fully legally compliant or will remain free from objections in the future.

(4) Irrespective of the regulatory check, the customer remains responsible for:

• the legal permissibility of the label content provided by the customer,

• compliance with food law regulations,

• the accuracy of the information provided, and

• the consistency of the label content with the product actually distributed.

(5) If the regulatory check identifies objections or a need for adjustments, the customer will be informed accordingly. The customer must revise the label content accordingly and resubmit it.

(6) The Seller is entitled to refuse production or delivery of products if, in the Seller’s opinion, the provided label content violates statutory labelling requirements or gives rise to other legal risks.

(7) The costs of the regulatory check, where shown in the online shop, are payable even if objections are identified and the customer does not adjust the label content within a reasonable period.

(8) Before production begins, the customer confirms the final version of the label content. This approval constitutes the binding basis for production and labelling of the products.

Further details regarding product specifications, quality requirements and labelling are set out in the applicable product specifications, label approvals and, where applicable, agreed Quality Agreements.

5. Rights of Use and Responsibility for Uploaded Content

(1) The customer warrants that they hold all rights to the uploaded labels, logos or designs.

(2) The customer ensures that the use of the uploaded content does not infringe any third-party rights.

(3) The customer shall indemnify the Seller against all third-party claims arising from an infringement of third-party rights by the uploaded content.

6. Prices and Payment Terms

(1) All prices are net prices plus the applicable statutory VAT.

(2) The following payment methods are available:

• Advance payment

• Credit card

• PayPal

(3) Payment is due immediately after conclusion of the contract.

(4) The Seller is entitled to begin production only after full payment has been received.

(5) The delivered goods remain the property of the Seller until all claims arising from the respective purchase contract have been paid in full.

(6) The customer is only entitled to offset claims if their counterclaims have been legally established or are undisputed.

7. Delivery and Transfer of Risk

(1) Delivery is carried out by the Seller or by a shipping service provider commissioned by the Seller.

(2) Unless otherwise agreed, delivery is made ex warehouse.

(3) The risk of accidental loss and accidental deterioration of the goods passes to the customer upon handover of the goods to the transport company pursuant to Section 447 BGB.

8. Delivery Delays, Availability and Force Majeure

(1) Delivery dates and delivery periods are only binding if they have been expressly confirmed as binding by the Seller in writing.

(2) The Seller is entitled to make partial deliveries, provided this is reasonable for the customer.

(3) If delivery delays occur due to circumstances beyond the Seller’s control, agreed delivery periods shall be extended appropriately. Such circumstances include, in particular, cases of force majeure, official measures, shortages of raw materials or materials, transport disruptions, operational disruptions, energy shortages, pandemics, strikes or other unforeseeable events.

(4) If delivery is delayed due to such circumstances for a period of more than four weeks, the customer is entitled to withdraw from the contract after setting a reasonable grace period.

(5) In such cases, the Seller is likewise entitled to withdraw from the contract in whole or in part if delivery becomes permanently impossible or economically unreasonable.

(6) Claims for damages due to delivery delays are excluded in cases of force majeure.

(7) Agreed delivery periods only begin once all technical and content-related details required for production have been finally clarified, in particular after approval of the label content and after receipt of full payment.

9. Returns

(1) There is no statutory right of withdrawal, as sales are made exclusively to entrepreneurs.

(2) Returns are made exclusively on the basis of the following provisions and constitute a voluntary right of return. There is no entitlement to such a return.

(3) Returns require the prior written consent of the Seller.

(4) Returns are only permitted if:

• the goods are unused,

• the goods are in their undamaged original packaging, and

• any product seals or safety closures are undamaged.

(5) Returns are excluded for:

• individually manufactured or labelled products,

• customer-specific labels, designs or packaging,

• products specially produced, assembled or compiled for the customer, and

• products that are not suitable for return for reasons of health protection or hygiene if their seal has been removed after delivery.

(6) The customer bears the costs and risk of return shipment.

(7) Returns must be notified within 14 days after delivery of the goods.

(8) If, after prior consent by the Seller, a partial return of the goods is made, the final purchase price will be recalculated on the basis of the order quantity actually remaining after the return. The price tier applicable to this remaining order quantity according to the price scale valid at the time of the order shall be decisive. If the return results in a lower quantity tier, the quantity discount originally granted shall cease to apply. In this case, the customer has no claim to retain the originally granted tiered price. Amounts already paid will be refunded taking into account the price recalculation. The Seller is entitled to retain the difference between the price originally charged and the price applicable according to the remaining order quantity or, where necessary, to claim this difference subsequently.

10. Duty to Inspect and Give Notice of Defects

(1) The customer is obliged to inspect the delivered goods immediately after delivery.

(2) Obvious defects, short deliveries or incorrect deliveries must be reported to the Seller in writing without delay, but no later than within 7 calendar days after delivery.

(3) Hidden defects must be reported in writing without delay after their discovery.

(4) If the customer fails to properly inspect the goods or notify a defect, the goods shall be deemed approved pursuant to Section 377 of the German Commercial Code (HGB).

11. Liability

(1) The Seller is liable for damages only in cases of intent and gross negligence.

(2) In cases of simple negligence, the Seller is liable only for breach of a material contractual obligation, known as a cardinal obligation. In this case, liability is limited to the typical, foreseeable damage.

(3) Material contractual obligations within the meaning of this provision are obligations whose fulfilment is essential for the proper performance of the contract and on whose compliance the customer may regularly rely.

(4) The limitations of liability do not apply to damages arising from injury to life, limb or health.

(5) Liability under the German Product Liability Act remains unaffected.

(6) To the extent that the Seller’s liability is excluded or limited, this also applies to the personal liability of its legal representatives, employees and vicarious agents.

(7) To the extent legally permissible, the Seller’s liability for loss of profit, unrealized savings and other indirect damages is excluded.

12. Final Provisions

(1) The law of the Federal Republic of Germany applies, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG / UN Sales Law).

(2) If the customer 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 the registered office of the Seller.

Version: March 2026