General Terms and Conditions

valid from March 1, 2025

1. fundamentals

These General Terms and Conditions ("GTC") govern the contractual relationship between the customer and Gehrig Group AG ("Gehrig"). The GTC apply in particular to purchase contracts, rental contracts, subscription contracts for cleaning agents, maintenance contracts and all-inclusive rental contracts. The GTC cover in particular the sale, delivery and/or provision of dishwashers and coffee machines, appliances for cooking and water treatment (hereinafter "machines"), as well as accessories, spare parts, consumables, cleaning agents including installation services (hereinafter "material", whereby machines and material are jointly referred to as "products"), as well as the performance of installation, maintenance, service and/or repair work (hereinafter "services").

They apply to all products and services ("services") that the customer purchases from Gehrig, without reference having to be made to them in individual cases. The customer's general terms and conditions are excluded.

The GTC replace all previous agreements, assurances, discussions or negotiations, regardless of whether these were made in writing, orally, by tests or samples or in any other way.

2 Conclusion of contract and contract components

All offers that do not indicate a period of validity on the offer are to be understood as non-binding indicative offers.

Unless otherwise agreed, a contract ("Contract") is concluded as follows:

1. either by accepting an offer from Gehrig or
2. in the case of an order without a prior offer, by Gehrig issuing an order confirmation or
3. by both parties signing (including electronic signature) a contractual document.

If an official permit is required for the provision of services by Gehrig, the contract shall only enter into force when the permit has been granted, unless otherwise agreed in the contract.

After conclusion of the contract, Gehrig shall draw up the execution plans based on the customer's documents, which must be signed by the customer.

Signing the "Good for execution" confirms agreement with the design, assembly and dimensions of the product.

Details in plans, drawings and technical documents are only binding if expressly referred to in the contract. Information in brochures and catalogs is for guidance only and is not binding.

The quotations and associated documents, such as drawings and performance specifications, shall remain the property of Gehrig and may not be disclosed or passed on to third parties without the written consent of Gehrig.

A contract concluded in accordance with this clause 2 shall take precedence over the GTC.

3. services provided by Gehrig

Gehrig's services are set out in the contract.

The following services are NOT part of the contract, unless expressly included:

• Water treatment devices (e.g. Brita etc.), descaling devices and partial and full demineralization
• Software updates
• Modifications or retrofits
• Change of machine location
• Fundamental changes to the basic programming at the customer's request
• Services in accordance with Wirtetreuhand for a manual change of machines
• External billing, cash register systems, token and coin validators and external interfaces
• Accessories such as baskets, pre-brewing showers, external dosing devices and the like
• External coffee grinders, milk frothers, external refrigerators and all types of side equipment
• Total or partial overhauls of machines
• Services that are not covered by the warranty and/or guarantee
• Products not covered by the warranty and/or guarantee
• Additional travel costs and time if the location of the machine cannot be reached by service vehicle

In connection with the services, Gehrig undertakes to regularly maintain the machine(s) listed in the maintenance contract and to rectify faults as quickly as possible and proportionately.

Services shall be provided from Monday to Friday, 7 a.m. to 5 p.m., excluding public holidays, at Gehrig's registered office and/or at the location of the machine ("Specified Business Hours"), unless otherwise agreed. Work requested by the customer outside the Specified Business Hours shall be subject to a charge, including a surcharge, in accordance with the applicable tariff.

4 Obligations of the customer

As a prerequisite for claims arising from the contractual scope of services, the customer must create the conditions in good time to enable Gehrig to perform the services.

If the customer fails to meet its obligations, Gehrig may withdraw from the contract and claim damages (including compensation for loss of profit) after setting a grace period in writing (including e-mail). In the event of a breach of duty by the customer that cannot be remedied, Gehrig shall be entitled to withdraw from the contract and claim damages (including compensation for loss of profit) without setting a grace period.

For the installation of machines, work must be carried out on site: Plumbing, electrical and gas installations as well as steam vents, chimneys, tank lines and all other necessary on-site work, as well as the necessary scaffolding and equipment for the installation of the products.

If necessary, auxiliary personnel and the required transportation equipment must be provided free of charge for the unloading of products.

For safety reasons, the Gehrig employee must be accompanied by a person when working outside the specified business hours.

When purchasing services, the customer shall ensure Gehrig's access to the operating site and the product as well as the provision of the building infrastructure such as electricity, water, steam, IT network, etc. and (if required) cleaning agents and disinfectants of the required quality in accordance with Gehrig's technical specifications.

The products must be in operational condition and cold at the start of the work.

If Gehrig is unable to start work immediately after arrival, Gehrig shall invoice the waiting times (from a waiting time of 0.5 hours) separately.

The customer is responsible for carrying out such maintenance work on products that is required at short, regular intervals and can be carried out without special knowledge and tools (e.g. cleaning of all removable parts, cleaning of filter screens, etc.) in accordance with the operating and maintenance instructions. Even during the warranty period, preventive maintenance must be carried out in accordance with the machine usage (cycles) and the recommended Gehrig guidelines, otherwise the warranty is excluded.

The products must be regularly maintained and serviced by the customer in accordance with Gehrig's specifications. Repairs and maintenance may only be carried out by appropriately trained personnel and using original Gehrig spare parts.

The customer is obliged to have any relocation of machines (even the shortest distances) carried out by Gehrig's specialist personnel.

A water filter for water purification must be installed upstream of a machine. If the water hardness and total hardness exceed the following limit values (French degrees of hardness, fH), a partial demineralization system or another system that reduces the total hardness must also be used:

• Dishwashers: 15° fH
• Combi steamers: 2° fH
• Osmosis systems 15°fH

Damage caused by too much lime (total hardness) in the water will be charged in full to the customer by Gehrig Group AG.

5. prices

Unless otherwise agreed, the prices for products are quoted in Swiss francs (CHF) net, excluding applicable VAT, EXW (Incoterms 2020), without insurance, packaging, handling, unloading and without discounts or deductions.

The prices for products confirmed by Gehrig shall remain valid until the confirmed date, but for no longer than 35 months from receipt of the order. After this period, the valid daily prices shall apply unless a special price adjustment, e.g. sliding price formula, has been agreed.

Services (including travel flat rate, travel flat rate, expenses, on-call flat rate, hourly billing rate, spare parts costs, small material surcharge, surcharges for work performed outside normal working hours, additional expenses at the customer's request or similar) shall be invoiced on a time and material basis at Gehrig's applicable rates, unless otherwise agreed in the contract.

6. price adjustment

Gehrig reserves the right to adjust the offer and prices in the event of changes to the agreed delivery periods and dates by the customer.

If Gehrig's costs increase after conclusion of the contract and before delivery of the products, e.g. for raw materials, wages, energy, public charges or other costs beyond Gehrig's control, Gehrig reserves the right to impose one or more surcharges on the price to compensate for this increase.

During the term of the contract, both parties have the option - unless otherwise agreed - to review and change the prices for services if a hyperinflation event occurs. A hyperinflation event would be triggered if there is an extraordinary price increase in Switzerland compared to the previous year using the national consumer price index as a benchmark. If inflation in Switzerland exceeds 3% in any 12-month period during the term of the contract, both parties agree to a price adjustment of no less than 3% to compensate for the additional costs incurred. The agreed price adjustment in this scenario may not exceed the inflation rate.

Any changes or introduction of new statutory taxes or duties (such as the VAT rate) will be passed on to the customer.

7. terms of payment

Payments shall be made at Gehrig's registered office without deduction of discounts, expenses, duties, taxes, fees and customs duties and the like.

Unless otherwise agreed, payment for Gehrig services shall be made by payment of the invoice. Services in connection with cleaning agent subscriptions can only be paid by direct debit, invoice, credit card or Twint. The prerequisite for payment by direct debit, credit card and Twint is that the customer master data is up-to-date and complete.

Invoices are due immediately unless otherwise agreed. If the customer is in arrears with his payments, default interest of 5% per year will be charged. In addition, all costs incurred in connection with the delay in payment must be reimbursed. The reminder fee is CHF 50 per reminder. If the customer does not settle his invoice in full within 10 days of the reminder being sent, Gehrig may withdraw from the contract or terminate the contract with immediate effect, retroactively charge for any benefits received and demand compensation (including compensation for loss of profit).

The invocation of defects or delays in delivery and/or installation caused by the customer shall not release the customer from the obligation to comply with the terms of payment.

If Gehrig is unable to commence and perform its services as agreed due to a delay in construction, Gehrig shall be entitled to demand further partial payments corresponding to the value of the installations already produced. If the partial payments to be made by the customer are not made on time, Gehrig shall be entitled to suspend the services until payment has been received and to assert claims for damages in addition to claims for default interest. The agreed deadlines are thereby canceled and must be rescheduled. If no agreement can be reached in this respect within a reasonable period, Gehrig may withdraw from the contract and claim damages (including compensation for loss of profit).

8. delivery period

Deadlines and delivery periods are merely approximate unless they are expressly designated as binding in the contract.

If unforeseeable obstacles arise that are beyond Gehrig's control, the delivery periods and deadlines shall be extended to a reasonable extent. These include in particular

• delays in the provision of necessary technical or other essential information by the customer or third parties or failure to create the prerequisites for obtaining the same in good time (e.g. building materials)
• inadequate conditions for delivery such as insufficient infrastructure, e.g. water and electricity supply
• failure to obtain necessary permits, government import restrictions or similar measures
• force majeure events

In the event of a delay in the acceptance of goods ready for dispatch by the customer, Gehrig reserves the right to store the goods at the customer's expense and risk. Reasonable charges shall be levied for storage.

If agreed partial payments are not made on time, Gehrig shall be entitled to adjust the delivery deadlines accordingly.

Delays in delivery do not entitle the customer to withdraw from the contract or to demand compensation for any resulting damages.

9. reservation of title

The delivered or installed products shall remain the property of Gehrig until all claims arising from the business relationship between the customer and Gehrig have been paid in full. Products that Gehrig makes available to the customer as part of an all-inclusive rental contract are and remain the property of Gehrig (even in the event of the customer's bankruptcy). Ownership of these products shall not be transferred to the customer at any time.

In the event of seizures or other interventions by third parties prior to the transfer of ownership, the customer must notify Gehrig immediately in writing so that Gehrig can assert its rights. The customer shall be liable for the loss incurred by Gehrig. The customer agrees that the product may be entered in the retention of title register of the competent debt enforcement office.

10 Transfer of risk and place of performance

Unless otherwise agreed, the transfer of risk shall take place upon delivery of the products EXW (Incoterms 2020).

If the shipment of the products is delayed at the customer's request or for other reasons for which Gehrig is not responsible, the risk shall pass to the customer at the time originally intended. From this time onwards, products shall be stored at the customer's expense and risk.

Unless otherwise agreed, the place of performance for services shall be Gehrig's registered office.

11. transportation and insurance

Gehrig reserves the exclusive right to choose the supplier, whether Gehrig, Swiss Post or another shipping service provider. Gehrig must be notified in good time of any special requests regarding shipment, transportation and insurance of the products and will be taken into account where possible and proportionate.

The products are transported at the customer's expense and risk.

Insurance against damage of any kind is the responsibility of the customer.

Complaints by the customer in connection with the shipment or transportation of the products must be addressed by the customer to the last carrier immediately upon receipt of the delivery or the freight documents.

Delivery generally takes place during the specified business hours, unless otherwise agreed.

If the delivered products cannot be installed immediately, space must be provided on site for proper storage. The customer shall be liable for all costs resulting from damage caused by other construction site personnel and due to inadequate space conditions as well as water, fire and collapse damage and theft. Once the components have been installed, the customer must provide adequate protection against impact, soiling and damage. Gehrig expressly rejects any liability for the consequences of non-compliance with these regulations.

Unless otherwise agreed, confirmed orders will be delivered to the address stated in the order confirmation. If the customer is not present at the time of delivery, the delivery will be handed over to an authorized person. In addition, the customer can provide a secure storage location where the order will be deposited. If neither the customer nor an authorized person is present or a secure storage location has been agreed, delivery shall be deemed impossible. All delivery and return costs will be charged to the customer.

12. return and disposal fee

At the customer's request, Gehrig shall take back and/or dispose of machines. Gehrig shall be entitled to invoice the customer for the return and/or disposal at the current rates.

Cleaning agents from Gehrig that are unopened, unused and undamaged can be returned at the customer's expense up to 30 days after receipt. Any payments for the returned cleaning products will be refunded by Gehrig.

13. changes in performance

Both parties may request changes to the services. If such changes result in additional costs or expenses, Gehrig reserves the right to invoice the customer for the additional work at the current rates.

14. testing and acceptance

The customer shall inspect services immediately after receipt or provision, unless a special inspection period has been agreed. Any defects must be reported in writing within ten days. If the customer fails to do so, the services shall be deemed approved.

A special acceptance test shall only be carried out if it is contractually agreed or customary. In this case, the acceptance test must be recorded.

Only defects that significantly impair the use of a product shall entitle the customer to refuse acceptance. Gehrig shall be given the opportunity to rectify such defects within a reasonable period of time.

Minor defects shall not entitle the customer to refuse acceptance. However, they shall be remedied by Gehrig within the scope of the warranty.

Acceptance is also deemed to have taken place in the following cases:

1. if an agreed acceptance test is not carried out on the agreed date for reasons for which Gehrig is not responsible
2. if the customer refuses acceptance without being entitled to do so
3. if the customer refuses to sign a properly prepared acceptance report without good reason, even though the requirements for acceptance have been met
4. if the customer uses a Gehrig product

15 Digital services and intellectual property

Insofar as the services include the cloud-based customer/IoT platform GG+connect (the "Platform") or Gehrig's services are connected to the Platform, the customer shall be granted the time-limited, non-exclusive, non-sublicensable, revocable and non-transferable right to use the Platform for the contractually intended purpose (the "Right of Use"). The customer is not permitted to use the platform in any way that goes beyond the right of use. In particular, the customer shall not be entitled to make changes to the platform in order to open up the source code or to make the platform accessible to third parties without prior agreement with Gehrig. The license terms of third-party software shall apply exclusively.

The data protection declaration (DSG) applies to the processing of personal data by Gehrig. Gehrig accepts fault reports from the customer. The customer authorizes Gehrig to read out the necessary machine data for the purpose of troubleshooting and remote maintenance and to carry out software configurations on the machine. Where possible, maintenance windows shall be announced to the customer with reasonable advance notice and scheduled for off-peak times when the deliveries and services are rarely used. This does not apply to maintenance windows that have to be set up on an emergency basis, for example to carry out security updates. The customer must be notified of such maintenance windows at the latest at the time the work begins. If Gehrig has to install additional hardware in order to be able to provide platform-related services, this shall be made available to the customer free of charge, but shall remain the property of Gehrig.

Gehrig is only able to provide all platform-related services in full if (1) the Gehrig service has a corresponding connectivity module or (2) a Gehrig gateway with LAN, WLAN, SIM is installed. In addition, a stable and continuous Internet connection with the required activated firewall settings must be available.

All intellectual property rights, in particular to the platform, remain the property of Gehrig.

16. warranty

This clause conclusively regulates Gehrig's warranty obligations and the customer's warranty rights. Gehrig makes no other express or implied warranties, including, without limitation, any implied warranties of merchantability or fitness for a particular purpose. All additional or statutory warranties or warranty rights are excluded to the extent permitted by applicable law. Unless otherwise agreed in writing by the parties, the warranty extends only to the Customer and is not transferable to or assumable by any subsequent purchaser in whole or in part, and any attempt at such transfer shall void all warranties contained herein.

Gehrig guarantees that products have the agreed properties and that services are provided with due care.

The warranty is excluded for used products and for consumables and wearing parts.

The warranty does not apply,

1. if the product, the component or a (replacement) part was not manufactured by Gehrig or is covered by the warranty of another manufacturer
2. if a defect or damage was caused or contributed to by the customer, by third parties or by a fortuitous event or by accident or negligence, in particular in the following cases
   • unauthorized or improper assembly (unless Gehrig has carried this out) of the product or of attachments, repairs or modifications
   • unauthorized or improper use (in particular in cases of non-compliance with the operating instructions, use of untrained or inadequately trained personnel, excessive strain and use of unsuitable equipment or accessories, use of softened water from an ion exchanger for combi-steamers)
   • omitted or inadequate maintenance
   • improperly carried out repairs
   • use of unsuitable spare parts
   • chemical or electrolytic influences
   • unauthorized or improper installation of attachments, repairs or modifications
   • unauthorized relocation of machines
   • normal wear and tear
   • use of water that is too hard (total hardness)
   • other misuse or abuse

The customer must notify Gehrig in writing (incl. e-mail) of any defects found no later than ten days after discovery of a defect and immediately take all appropriate measures to minimize the damage. Otherwise, warranty claims shall be excluded.

Unless otherwise specified in the contract, the warranty period for products is 12 months. It shall commence upon delivery of the products. If Gehrig is responsible for assembly, the warranty period shall commence upon acceptance. If dispatch, assembly or acceptance are delayed for reasons for which Gehrig is not responsible, the warranty period shall end 18 months after notification of readiness for dispatch. For services provided by Gehrig, the warranty period shall be six months from the date on which the service was delivered or provided, unless otherwise agreed in writing.

The warranty period for rectified defects and spare parts is six months.

During the warranty period, the customer shall be entitled to rectification of defects, i.e. Gehrig shall repair or replace the defective part within a reasonable period of time at its own expense at Gehrig's factory or at the location of the product. In the event of repair at Gehrig's factory, the defective parts must be sent to Gehrig. Returned spare parts shall become the property of Gehrig. Defective detergent containers can be returned to Gehrig. Gehrig shall reimburse the purchase price of the cleaning agents upon receipt if this was due to a delivery defect. If Gehrig has neither carried out an installation test nor supported the customer in functional testing and if the defective product is not maintained by Gehrig, the customer's claim shall be limited to free delivery of the spare parts required for the repair. The replaced parts must be returned to Gehrig at Gehrig's expense.

If Gehrig is unable to remedy an identified defect, the customer shall be entitled to demand a price reduction corresponding to the reduced value in the case of proven defects after setting a reasonable grace period in writing, or to withdraw from the contract in the case of significant defects that impair the utility value to such an extent that the customer cannot reasonably be expected to accept them.

The customer's warranty rights for third-party products exist exclusively vis-à-vis the third-party manufacturers and are governed by their warranty provisions. Gehrig excludes any warranty of its own in this respect. Instead, Gehrig shall exercise the warranty rights vis-à-vis the third-party manufacturers in the interests of the customer, insofar as this is expedient and reasonable.

17. liability

Gehrig expressly excludes any claims or rights of the customer or third parties other than those listed in clause 16 arising from or in connection with actual or alleged defects and/or damage to the products, including any claims for rescission and/or price reduction.

Gehrig shall be liable to the customer for the rectification of defects resulting from normal use during the warranty period and also for damage to components if this can be proven to have been caused by Gehrig's installation. Gehrig shall not be liable for malfunctions or failures caused by misuse, neglect, fire, limescale, excessive water hardness, irregular power supply or modifications by unauthorized persons or other items listed in clause 16. Gehrig shall in no event be liable to the customer for indirect or direct damages, third-party damages and/or damages or reimbursement of expenses of any kind, such as for business interruptions, loss of use, loss of profit, financing costs, loss of data and information and consequential damages. Gehrig shall not be liable for auxiliary persons that Gehrig engages to fulfill its contractual obligations. Gehrig's liability towards the customer shall be limited to the amount corresponding to the price under the contract. The exclusion of liability shall not apply in cases in which Gehrig is liable under the Product Liability Act or in cases of intent or gross negligence.

Gehrig reserves the right to rescind its obligations under this contract in the event of malfunctions of the machines due to misuse, neglect, fire, faulty power supply or modifications by unauthorized persons without the prior express consent of Gehrig, or other points listed in clause 16.

18 Force majeure

Force majeure refers to events over which the parties have no influence and which are unforeseeable. Force majeure events include in particular Disruptions to the public power supply, communications infrastructure and transport routes, government measures, virus or hacker attacks, labor disputes, fire, extraordinary weather conditions, nuclear and chemical accidents, earthquakes, war, mobilization or call to arms on the same scale, terrorist attacks, strike and sabotage, natural disasters, requisition, confiscation, currency and trade restrictions, insurrection and civil unrest, transportation restrictions, general material restrictions, restrictions on energy consumption as well as defects and delays at suppliers that are attributable to such circumstances.

If a party is prevented from fulfilling its contractual obligations in whole or in part due to force majeure, the party concerned shall be released from its liability for non-performance for as long as the force majeure situation persists.

If force majeure persists for more than three months, either party may terminate the contract retroactively from the date on which the force majeure occurred. Services rendered up to this point in time shall be compensated.

19. final provisions

Amendments or additions to the contract must be made in writing and signed (including DocuSign or Kofax PDF) by both parties in order to be valid.

Gehrig reserves the right to amend these GTC at any time. The version of the GTC valid at the time of the order shall apply, which cannot be changed unilaterally for this order.

No part of this contract may be assigned without the prior written consent of Gehrig. The sale of Services by Gehrig under these Terms shall not create any rights against third parties. All notices or demands required or permitted under these Terms shall be in writing, in the case of the Customer to the Customer's address in Gehrig's file and in the case of Gehrig to Gehrig's address.

The customer shall have no right of set-off unless its claims have been recognized in writing by Gehrig or established by a court.

The customer acknowledges that information on order or payment processing may be forwarded to the Swiss Creditreform Gen Association.

The invalidity or contestability of one or more provisions of a contract shall not invalidate the validity of the remaining provisions. In such a case, the parties shall endeavor to replace the invalid or voidable provision with another valid and enforceable provision that comes as close as possible to the legal and economic content of the invalidated provision.

All legal relationships between Gehrig and the customer shall be governed exclusively by substantive Swiss law. The applicability of the United Nations Convention on Contracts for the International Sale of Goods of April 11, 1980 and the Swiss Federal Act on Private International Law is excluded.

The ordinary courts at the registered office of Gehrig shall have exclusive jurisdiction to hear all disputes in connection with the contract between the customer and Gehrig.