General Terms and Conditions of My Solar Systems UG (as of February 21, 2019)

My Solar Systems UG, Charlottenstraße 51, 40210 Düsseldorf

Tel. +49 (0) 211 / 976 342 09, Fax +49 (0) 211 / 542 245 56, E-Mail:  info@mysolarsystems.de

1. General Our terms and conditions apply exclusively; We do not recognize conflicting or deviating conditions of the other contracting party (= customer). Our terms and conditions shall apply even if we unconditionally execute the contract with the customer in the knowledge of conflicting or deviating conditions of the customer. All agreements, including ancillary agreements, changes and additions made between us and the customer must be made in writing. In particular, our contracting agents, whether they are field sales or authorized representatives, are only authorized to make written commitments before and at the time the contract is concluded. Verbal commitments therefore require written confirmation to be valid. Our terms and conditions apply only to companies in the sense of §310 Abs. 1 BGB. Our terms and conditions also apply to all future business between the parties, even if they are not expressly agreed again.

2. Quotation, conclusion of contract Quotes contained in brochures, advertisements, etc. are not binding – also with regard to the prices. Our offers are always non-binding, ie they are to be understood as an invitation to submit an offer by the customer. The contract is concluded only by written order confirmation or delivery by us. The offer in the form of the order or the order of the customer we can accept in stock within one week, otherwise within four weeks. If the customer has yet to submit documents to his offer, the acceptance period begins one week after submission of the documents by the customer. Drawings, illustrations, dimensions, weight and other services are only binding if this is expressly agreed in writing.

3. Delivery item Changes in design or shape resulting from improvements in technology or legal requirements are reserved during the delivery period unless the delivery item is significantly changed and the changes are reasonable for the customer. If the ordered delivery item is no longer available, we reserve the right to substitute another equivalent product. We reserve the rights of ownership and copyrights to illustrations, drawings, calculations and other documents. This also applies to such written documents, which are designated as “confidential”. Before being passed on to third parties, the customer requires our express written consent. Delivery does not include installation and commissioning of the item.

4. Delivery period, transfer of risk, default The delivery period begins with the dispatch of the order confirmation, but not before the provision of the documents, approvals, clearances, if any, to be provided by the customer and before receipt of an agreed down payment. The delivery period or the delivery date is met if the readiness for shipment has been notified by the end of the delivery or the delivery item has left the factory. The delivery period is extended, or the delivery date shifts in action in the context of labor disputes, in particular strike and lawful lockout and the occurrence of unforeseen obstacles that are beyond our control, eg breakdowns, delays in the delivery of essential materials, force majeure, insofar as such obstacles can be shown to have a significant influence on the delivery of the delivery item. This also applies if the circumstances occur with suppliers or subcontractors. The delivery period is extended, or the delivery date shifts according to the duration of such measures and obstacles. The above-mentioned circumstances are also not responsible for us, if they arise during an existing default. We will inform the customer as soon as possible of the beginning and end of such obstacles. If the hindrance lasts more than four months, the customer is entitled, after a reminder and a grace period, to withdraw from the part of the service that has not yet been fulfilled. Other rights of withdrawal remain unaffected. Extends the delivery time, or If the delivery date shifts or if we are released from the obligation, the customer can not derive any claims for damages. We can only rely on the circumstances mentioned if we notify the customer immediately. The customer can ask us to deliver 6 weeks after exceeding a non-binding delivery date or a non-binding delivery time. With the receipt of the request, we are in default. If the customer wants to withdraw from the contract or assert claims for damages, he must set us a reasonable period for delivery after expiry of the 6 weeks. Partial deliveries are permitted within the delivery times or dates specified by us, insofar as there are no disadvantages for the customer. Shipping route and means are up to our choice. Unless otherwise stated in the contract, delivery is agreed “ex works”. The risk of accidental loss or deterioration passes to the customer when the goods are handed over to a freight forwarder or carrier, at the latest when leaving the warehouse, even if the delivery is made by our trucks. This also applies if carriage paid delivery is agreed and for partial services. If the shipment is delayed on request or for the fault of the customer, the goods are stored at the risk of the customer. In this case, the display of readiness for shipment is the same as the shipping. We are liable for delay of performance in cases of intent or gross negligence on our part or of a representative or vicarious agent in accordance with the statutory provisions; However, our liability in cases of gross negligence is limited to the contractually typical, foreseeable damage. Outside the cases of the preceding sentence, our liability is limited to 1% for performance of damages for damages and 1% for damages instead of performance to 1% of the value of the part of the delivery affected by the delay. Further claims of the customer are – even after expiry of a deadline set by the customer for performance – excluded. The above limitation does not apply to liability for injury to life, limb or health. A change in the burden of proof to the detriment of the customer is not associated with the above provisions. They also apply to the claim for compensation for futile expenses. limited predictable damage. Outside the cases of the preceding sentence, our liability is limited to 1% for performance of damages for damages and 1% for damages instead of performance to 1% of the value of the part of the delivery affected by the delay. Further claims of the customer are – even after expiry of a deadline set by the customer for performance – excluded. The above limitation does not apply to liability for injury to life, limb or health. A change in the burden of proof to the detriment of the customer is not associated with the above provisions. They also apply to the claim for compensation for futile expenses. limited predictable damage. Outside the cases of the preceding sentence, our liability is limited to 1% for performance of damages for damages and 1% for damages instead of performance to 1% of the value of the part of the delivery affected by the delay. Further claims of the customer are – even after expiry of a deadline set by the customer for performance – excluded. The above limitation does not apply to liability for injury to life, limb or health. A change in the burden of proof to the detriment of the customer is not associated with the above provisions. They also apply to the claim for compensation for futile expenses. Outside the cases of the preceding sentence, our liability is limited to 1% for performance of damages for damages and 1% for damages instead of performance to 1% of the value of the part of the delivery affected by the delay. Further claims of the customer are – even after expiry of a deadline set by the customer for performance – excluded. The above limitation does not apply to liability for injury to life, limb or health. A change in the burden of proof to the detriment of the customer is not associated with the above provisions. They also apply to the claim for compensation for futile expenses. Outside the cases of the preceding sentence, our liability is limited to 1% for performance of damages for damages and 1% for damages instead of performance to 1% of the value of the part of the delivery affected by the delay. Further claims of the customer are – even after expiry of a deadline set by the customer for performance – excluded. The above limitation does not apply to liability for injury to life, limb or health. A change in the burden of proof to the detriment of the customer is not associated with the above provisions. They also apply to the claim for compensation for futile expenses. Further claims of the customer are – even after expiry of a deadline set by the customer for performance – excluded. The above limitation does not apply to liability for injury to life, limb or health. A change in the burden of proof to the detriment of the customer is not associated with the above provisions. They also apply to the claim for compensation for futile expenses. Further claims of the customer are – even after expiry of a deadline set by the customer for performance – excluded. The above limitation does not apply to liability for injury to life, limb or health. A change in the burden of proof to the detriment of the customer is not associated with the above provisions. They also apply to the claim for compensation for futile expenses.

5. Prices, terms of payment Unless otherwise stated in the contract, our prices are “ex works”, excluding packaging; this will be invoiced separately, as well as the costs of freight, customs and insurance. If the customer so wishes, we will cover the delivery at his expense by a transport insurance.

Reasonable price changes due to changed currency parities, customs duties or other costs such. B. Wage, material, purchase or distribution costs for deliveries that occur due to the contract or due to circumstances for which the customer is responsible for later than 8 weeks after conclusion of the contract, are reserved. The statutory sales tax is not included in our prices; it will be shown separately in the bill at the statutory rate on the date of invoicing. For service orders, the services are calculated according to time and effort. The costs for working time and travel time as well as any agreed surcharges and the consumption of components / materials will be charged separately. If a repair can not be performed due to lack of fault description, the customer has to bear the resulting test costs. The charge rates for working and driving time are offered and calculated according to the respective valid prices. Unless otherwise stated in the contract, the purchase price must be paid immediately in cash upon delivery of the goods. The customer is in default without further explanation on the day after the due date, as far as he has not paid. We charge default interest at 10% pa above the respective base interest rate. They are to be set higher or lower (at least 5% above the base rate) if we prove a charge with a higher interest rate or if the customer proves a lower burden (§247 BGB). The rejection of checks and bills of exchange we reserve ourselves expressly. Acceptance is always only on account of performance. The customer can only offset with such claims, recognized by us, undisputed or legally binding. He is only authorized to exercise a right of retention insofar as his counterclaim is based on the same contractual relationship. The counterclaim must also be recognized, undisputed or legally established. We are entitled, despite contrary provision of the customer, first to count on its older debts. We will inform the customer immediately about the settlement. If costs and interest have already arisen, we are entitled to offset the payment first against the costs, then against the interest and then the main service. be undisputed or legally established. We are entitled, despite contrary provision of the customer, first to count on its older debts. We will inform the customer immediately about the settlement. If costs and interest have already arisen, we are entitled to offset the payment first against the costs, then against the interest and then the main service. be undisputed or legally established. We are entitled, despite contrary provision of the customer, first to count on its older debts. We will inform the customer immediately about the settlement. If costs and interest have already arisen, we are entitled to offset the payment first against the costs, then against the interest and then the main service.

6.Self-delivery reservation We assume no procurement risk and are liable for timely delivery only for our own fault and that of our vicarious agents in accordance with clauses 4 and 11. We are entitled to rescind the contract, as far as we agree with a corresponding purchase contract (congruent hedging transaction) have completed the necessary care, we have not received the delivery item. The customer is informed immediately about the non-timely availability of the delivery item. If we wish to withdraw, we will exercise the right of withdrawal immediately and refund the corresponding consideration to the customer without delay.

7. Cancellation, Cancellation Costs The customer can only withdraw within the framework of the statutory provisions if we are responsible for the breach of duty; in the case of defects, however, it remains with the legal requirements. In the case of breaches of duty, the customer must declare himself within a reasonable period of time after our request whether he withdraws from the contract due to the breach of duty or insists on the delivery. If the customer withdraws unjustified from an order, we can, without prejudice to the possibility, assert a higher actual damage, demand 15% of the sales price for the costs incurred by the processing of the order and for the lost profit. The customer is free to prove minor damage. The customer is obliged to pay for the goods immediately upon receipt of the advance invoice and to accept them. The maximum acceptance period is two weeks. If the customer does not pay for the goods within the period of two weeks, My Solar Systems reserves the right to cancel the order and claim 15% of the sales price.

8. Storage fees, acceptance delay, packaging If the delivery of the deliveries is delayed by more than 2 weeks after the agreed delivery date or, if no exact delivery date was agreed, after our notification of readiness for shipment, we can charge a flat rate for each month (if applicable). pro rata temporis) a storage fee of 2% of the net price of the delivery item, but not more than 10% in total. The customer is allowed to prove that we did not incur any damage or significantly lower damage. We are allowed to prove that higher damage has occurred. If the customer does not comply with his obligation to accept delivery within 2 weeks of the delivery date or, if no exact delivery date has been agreed, according to our notification of readiness for shipment, so we can set a grace period for the acceptance of 8 calendar days. If the customer does not accept the delivery item within this period, we are entitled to withdraw. Our claim for damages due to non-performance amounts to 15% of the net price of the delivery item not accepted. The parties are free to prove that the damage has been higher or lower. The packaging arrangement provides for a takeback and no obligation to return, ie costs for the return transport are not taken on our part. Non-free packaging returns will not be accepted. Our claim for damages due to non-performance amounts to 15% of the net price of the delivery item not accepted. The parties are free to prove that the damage has been higher or lower. The packaging arrangement provides for a takeback and no obligation to return, ie costs for the return transport are not taken on our part. Non-free packaging returns will not be accepted. Our claim for damages due to non-performance amounts to 15% of the net price of the delivery item not accepted. The parties are free to prove that the damage has been higher or lower. The packaging arrangement provides for a takeback and no obligation to return, ie costs for the return transport are not taken on our part. Non-free packaging returns will not be accepted.

9. Liability for defects We are not responsible for material defects of the deliveries which we receive from third parties and pass on unchanged to the customer; the responsibility for intent and negligence remains unaffected. As a condition of the goods basically only the properties that result from the technical product description apply. Public charges or advertising of the manufacturer do not constitute a condition of the goods. Claims for defects of the customer presuppose that he has duly fulfilled his duties of inspection and complaint according to §377 HGB. Claims for defects do not exist in the case of insignificant deviation from the agreed quality or only insignificant impairment of the usability. They also assume that the installation of the system is carried out in accordance with the installation instructions of My Solar Systems. Please note the assembly instructions in their current version at the time of delivery. Any updates communicated after delivery but prior to installation must be observed. Another prerequisite for claims for defects is compliance with the specifications in project-related material planning. Compliance with the assembly instructions is also a prerequisite for any performance guarantees granted by the manufacturer. If the customer receives a faulty assembly instruction, we are only obligated to deliver faultless assembly instructions, this only if the faulty instructions correspond to the proper installation. Claims for defects do not exist in the case of insignificant deviation from the agreed quality or only insignificant impairment of the usability. Insofar as there is a defect in the delivery item for which we are responsible, we shall be entitled, at our discretion, to remedy the defect in the form of a remedy of the defect or to supply it with a new defect-free item. In the case of removal of defects, the expenses necessary for the purpose of remedying the defect, in particular transport, travel, labor and material costs are excluded, insofar as these increase as a result of the fact that the object of delivery was moved to a place other than the place of destination. Unless otherwise agreed in an individual contract, the place of intended use lies within Germany. A remedy shall be deemed to have failed with the unsuccessful second attempt unless otherwise determined by the nature of the item or the defect or other circumstances. If the supplementary performance has failed or if we have refused it altogether, the customer may, at his discretion, demand the reduction of the purchase price or declare the withdrawal from the contract. For claims for damages, clause 11 applies. Unless otherwise stipulated, liability is excluded.

10. Industrial Property Rights and Copyrights We are obligated to provide the delivery free of proprietary rights and copyrights of third parties (in the following: property rights) only in the country of the place of delivery. Insofar as a third party raises justified claims against the customer due to an infringement of property rights by the deliveries made by us according to the contract, we shall be liable to the customer within the limitation periods according to clause 12 as follows: We shall obtain a right of use according to our choice and costs for the respective delivery They change so that the property right is not violated or exchange. Any liability for damages is governed by clause 11. The above obligations on our part exist only as far as the customer informs us of the claims asserted by the third parties immediately in writing, an infringement is not recognized and all defensive measures and settlement negotiations remain reserved. If the customer suspends the use of the delivery for reasons of mitigation or other important reasons, he is obliged to inform the third party that the cessation of use does not entail an acknowledgment of the infringement of property rights. Claims of the customer are excluded insofar as he is responsible for the infringement of property rights. Claims of the customer are further excluded, as far as the infringement of property rights is caused by special requirements of the customer, by an application that is not foreseeable by us or by that the delivery is modified by the customer or used together with products not supplied by us. In case of other legal defects, the provisions of clause 9 apply accordingly. Further or other than the clause 10 regulated claims of the customer against us or our vicarious agents due to lack of rights are excluded.

11. Disclaimer (1) We are liable in cases of intent or gross negligence on our part or of a representative or vicarious agent in accordance with the statutory provisions. Incidentally, we are only liable under the Product Liability Act, because of injury to life, limb or health or because of culpable violation of essential contractual obligations. However, the claim for damages for the breach of essential contractual obligations is limited to the contractually typical, foreseeable damage, unless there is another exceptional case listed in sentence 1 or 2 of this paragraph. Even in cases of gross negligence, our liability is limited to the foreseeable damage typical of the contract, unless another exceptional case listed in sentence 2 of this paragraph 1 exists. (2) The provisions of paragraph 1 above shall apply to all claims for damages (in particular for damages in addition to performance and damages instead of performance), regardless of the legal grounds, in particular due to defects, breach of obligations under the obligation or tort , They also apply to the claim for compensation for futile expenses. However, the liability for default is determined by clause 4. (3) A change in the burden of proof to the detriment of the customer is not connected with the above provisions. (4) Claims for recourse of the customer against us in accordance with §478 BGB (recourse of the entrepreneur) exist only insofar as the customer has not made any agreements with his customer in excess of the legal claims for defects. 1 shall apply to all claims for damages (in particular for damages in addition to performance and damages instead of performance), regardless of the legal grounds, in particular due to defects, breach of obligations under the obligation or tort. They also apply to the claim for compensation for futile expenses. However, the liability for default is determined by clause 4. (3) A change in the burden of proof to the detriment of the customer is not connected with the above provisions. (4) Claims for recourse of the customer against us in accordance with §478 BGB (recourse of the entrepreneur) exist only insofar as the customer has not made any agreements with his customer in excess of the legal claims for defects. 1 shall apply to all claims for damages (in particular for damages in addition to performance and damages instead of performance), regardless of the legal grounds, in particular due to defects, breach of obligations under the obligation or tort. They also apply to the claim for compensation for futile expenses. However, the liability for default is determined by clause 4. (3) A change in the burden of proof to the detriment of the customer is not connected with the above provisions. (4) Claims for recourse of the customer against us in accordance with §478 BGB (recourse of the entrepreneur) exist only insofar as the customer has not made any agreements with his customer in excess of the legal claims for defects.

12. Limitation period (1) The period of limitation for claims and rights due to defects in deliveries for whatever legal reason – is one year. However, this does not apply in the cases of §438 para. 1 no. 1 BGB (legal defects in immovable property), §438 para. 1 no. 2 BGB (buildings, objects for buildings), §479 para. 1 BGB (right of recourse of the entrepreneur) or §634a (1) No. 2 BGB (buildings or works whose success in the provision of planning or monitoring services consists of this.) The periods specified in the second sentence above are subject to a limitation period of three years (2) Limitation periods according to paragraph 1 also apply to all claims for damages against us which are related to the defect – irrespective of the legal basis of the claim. Insofar as claims for damages of any kind against us exist, 1). (1) The limitation periods according to para. 1 and para. 2 shall apply with the following proviso: a) The periods of limitation shall generally not apply in the case of intent or in the case of fraudulent silence of a defect or insofar as we have assumed a guarantee for the quality of the delivery item. b) In addition, the limitation periods for claims for damages do not apply in cases of injury to life, limb or health or freedom, claims under the Product Liability Act, gross negligence or breach of essential contractual obligations. (4) The period of limitation begins with the delivery for all claims, and for work orders upon acceptance. (5) Unless expressly determined otherwise, the statutory provisions on the commencement of the limitation period, the suspension of proceedings, the inhibition and the new start of time limits remain unaffected. (6) A change in the burden of proof to the detriment of the client is not connected with the above regulations.

13. Retention of title retention We reserve title to the purchased item until receipt of all payments from the delivery contract. In case of breach of contract by the customer, in particular in case of default of payment, we are entitled to take back the purchased item after a reminder. The customer then loses the right to own the goods in our ownership. We are entitled, if necessary, to enter the customer’s business and take the goods away, the customer is obliged to surrender. We can also prohibit the removal of the goods. The contractual claims of the customer on the transfer of the goods and property purchase remain, ie in the withdrawal of the purchased goods by us is not a withdrawal from the contract, unless we have explicitly stated in writing. In the garnishment of the purchased item by us is always a withdrawal from the contract. After the return of the object of sale, we are entitled to their utilization, the proceeds of sale shall be credited towards the liabilities of the purchaser – less reasonable exploitation costs. The customer is obliged to handle the purchased goods with care; in particular, he is obliged to insure these at his own expense against fire, water and theft damage sufficiently to the replacement value. If maintenance and inspection work is required, the customer must carry it out on time at its own expense. If maintenance and inspection work is required, the customer must do so on time at its own expense. In the event of seizure, seizure or other interference by third parties, the customer must notify us immediately in writing, and to provide us with all information and documents necessary to safeguard our rights. Insofar as the third party is not in a position to reimburse us for the legal and extrajudicial costs of a claim in accordance with §771 ZPO, the customer is liable for the loss incurred by us. Enforcement officials or third parties should be informed of our ownership. During the period of retention of title, the customer is prohibited from pledging or assigning security. The customer is entitled to resell the purchased item in the ordinary course of business; however, it hereby assigns all claims in the amount of the final invoice amount (including VAT) of our claim arising from the resale against its customers or third parties, irrespective of whether the purchased item has been sold without or after processing. To collect this claim, the customer remains authorized even after the assignment. Our authority to collect the claim itself remains unaffected. However, we undertake the
Claim not to collect as long as the customer meets his payment obligations from the proceeds received, not in arrears and in particular no application for the opening of bankruptcy or settlement or insolvency proceedings is filed or payment cessation exists. However, if this is the case, we can demand that the customer notify us of the assigned claims and their debtors, provide all information necessary for collection, hand over the associated documents and notify the debtor (third party) of the assignment. The processing or transformation of the purchased item by the customer is always made for us. If we process the purchased item with other items that do not belong to us, we acquire the co-ownership of the new item in the ratio of the value of the purchased item (final invoice amount, including VAT) to the other processed items at the time of processing. Incidentally, the same applies to the goods resulting from processing as for the purchased goods delivered under reserve. If the purchased item is inseparably mixed with other items not belonging to us, we acquire the co-ownership of the new item in proportion of the value of the purchased item (final invoice amount, including VAT) to the other mixed items at the time of mixing. If the mixing takes place in such a way that the customer’s item is to be regarded as the main item, it shall be deemed agreed that the customer assigns proportional co-ownership to us. The customer keeps the resulting sole ownership or co-ownership for us. The customer also assigns to us the claim to secure our claims against him, which arise from the connection of the purchased object with a piece of land against a third party. We undertake to release the securities to which we are entitled on request of the customer to the extent that the realizable value of our securities exceeds the claims to be secured by more than 20% if these have not yet been settled. The selection of the securities to be released is our responsibility.

14. Jurisdiction, place of fulfillment, partial nullity If the customer is a merchant, a legal entity under public law or a special fund under public law, our place of business is the place of jurisdiction; however, we are entitled to choose the domicile or domicile of the customer as place of jurisdiction. The law of the Federal Republic of Germany; the validity of the UN sales law is excluded. Unless otherwise stated in the order confirmation, our place of business is the place of performance. If any provision of these terms and conditions or any other part of the contract should be ineffective or later lose their validity, this shall not affect the validity of the remaining provisions. In place of the ineffective condition, an appropriate provision shall be deemed to be closest to