1.1. These General Terms and Conditions of Purchase (“GTP”) apply to all transactions with suppliers who are i) entrepreneurs within the meaning of Section 14 of the German Civil Code (“supplier”) and ii) the sale and / or delivery of movable items (“goods”) to RKF (as defined below).

1.2. Inquiries, orders, commissions and the acceptance of delivered goods are carried out by RKF exclusively in accordance with these GTP. In the context of ongoing business relationships, they also apply to all future business with the supplier.

1.3. Conflicting or deviating conditions of the supplier only apply if RKF has expressly agreed to their validity. All agreements made between RKF and the supplier for the purpose of implementing these GTP are set out in writing in these GTP. There are no side agreements. The unconditional acceptance of an offer or the order or the acceptance of the delivery expressly does not constitute acceptance of deviating and supplementary terms and conditions of the supplier.

1.4. If there is a framework agreement between the supplier and RKF which also applies to the sale and / or delivery of movable property by the supplier to the respective RKF, the provisions of the framework agreement take precedence over these GTP.

2.1. Orders are orders for the delivery of goods by the supplier to RKF. They are issued to the supplier in writing, by telephone, fax, email or via an electronic trading system.

2.2. If the supplier does not expressly object to an order from RKF within five (5) business days of receipt, the order is deemed to have been accepted by the supplier, provided that RKF has pointed this out to the supplier in the order without a separate declaration of acceptance by Supplier towards RKF. The supplier will send an acknowledgment of receipt within two (2) business days of receiving the order. RKF can revoke the order until it is accepted by the supplier.

3.1. If RKF does not specify any prices in the order, the last prices communicated to RKF by the supplier will be used as the basis for the order. A price increase after the order has been placed is excluded.

3.2. The prices communicated by the supplier are valid for at least two (2) months from the date of communication to RKF. This means that there will be no price increase during this period. Price reductions and discounts remain possible at any time.

3.3. Unless otherwise expressly stated in the offer, the prices stated by the supplier are understood to be the prices DDP (Incoterms 2010) to the place of delivery specified in the order, in euros (EUR) and excluding VAT. They include other taxes, duties and fees, delivery and government duties that are incurred for the delivery of the goods and the associated services.

3.4. The prices include all services and ancillary services of the supplier (e.g. assembly, installation) as well as all ancillary costs (e.g. proper packaging).

3.5. Any further fees and costs require the prior express approval of RKF in any case. Fees and costs for which no written approval is available cannot be charged.

3.6. If the offer does not show prices in euros (EUR), these will be converted into euros (EUR). The conversion is based on the last average reference exchange rate (at the time the order is placed with the supplier) of the European Central Bank (ECB) for EUR in the respective local currency as published online at http://sdw.ecb.europa.eu for the previous calendar quarter. If the ECB does not publish an exchange rate for a particular country, the average exchange rates (mean values) that OANDA Inc. published online for this country for the previous calendar quarter at http://www.oanda.com will be used. If one of these Internet addresses is no longer valid, the corresponding new Internet address of the ECB or of OANDA, Inc. must be used. If no new internet address is available, RKF and the supplier agree on a comparable exchange rate regulation.

3.7. After delivery of the goods, at the latest at the end of a month, the supplier will send RKF an invoice for all deliveries of goods in the respective month.

3.8. Payments are made after delivery and receipt of a verifiable invoice. Payment is made by cashless transfer to an account of the supplier to be specified on the invoice.

3.9. RKF has a right of set-off and retention as well as the objection of the non-fulfilled contract to the legal extent. In particular, RKF is entitled to withhold payments due as long as RKF is still entitled to claims against the supplier for incomplete or defective services.

3.10. The supplier may only assert a right of retention with regard to the goods to be delivered if and to the extent that it is based on undisputed, decision-ready or legally established claims from the same

Contractual relationship is based. Offsetting by the supplier is only possible if the supplier's claim is undisputed, ready for a decision or has been legally established.

3.11. In the event of default in payment by RKF, the statutory regulations apply.

4.1. The transfer of ownership of the delivered goods is based on the statutory provisions, subject to the following provisions:

a) Processing, mixing or combining (further processing of items provided by RKF) by the supplier is carried out for RKF. The same applies to further processing of the delivered goods by RKF. In both cases, RKF is considered the manufacturer and acquires ownership of the goods at the latest with further processing in accordance with the statutory provisions.

b) The transfer of ownership of the goods to RKF must take place unconditionally and regardless of the payment of the price. However, if RKF accepts an offer of transfer of ownership conditional on the payment of the purchase price in individual cases, the supplier's retention of title expires at the latest with the payment of the purchase price for the delivered goods Would. In the normal course of business, even before the purchase price is paid, RKF remains authorized i) to consume and ii) to resell the goods with advance assignment of the resulting claim (alternatively, application of the simple retention of title extended to resale). Are thus excluded

in any case, all other forms of retention of title, in particular the extended, forwarded and extended retention of title for further processing.

5.1. The delivery dates specified in the order are binding. If no delivery dates are specified, the supplier will deliver the goods within three (3) working days of receipt of the order by 12 noon, otherwise within four (4) working days of receipt of the order by the supplier.

5.2. Advance deliveries and partial deliveries are only permitted with the prior consent of RKF. The supplier shall notify RKF in writing as soon as possible of a possible delay in a delivery, stating the reasons and the expected duration of the delay.

5.3. In the event of a faulty or incomplete delivery, RKF is entitled to withhold payment in proportion to the value until proper fulfillment, without losing any rebates, discounts or similar payment benefits. If payments have already been made for defective deliveries, RKF is entitled to withhold other payments due up to the amount of the payments made.

5.4. If the supplier is in default with the delivery of goods, the supplier pays RKF a contractual penalty in the amount of one percent (1%) of the purchase price for the goods in question per day of delay, but not more than ten percent (10%) of the purchase price in total the goods. RKF reserves the right to provide evidence of greater damage; the supplier reserves the right to prove that RKF incurred no or only minor damage. This contractual penalty does not affect other rights or claims of RKF under these GTP or under applicable law. RKF is entitled to offset such a contractual penalty against the purchase price for delayed goods or with another amount payable from the business relationship.

5.5. The goods are delivered DDP (Incoterms 2010) to the delivery address specified in the order at the risk and expense of the supplier, whereby the transport to the storage room of the respective delivery location counts in addition to the transport obligations of the supplier. The risk is not transferred to RKF until receipt of the acceptance of the delivery at the delivery location specified by RKF.

5.6. A delivery note must be enclosed with each delivery. An acceptance without a delivery note is excluded.

5.7. In the case of dispatch, the relevant transport, packaging and labeling provisions for the type of transport must be complied with, in particular customs and dangerous goods regulations. The goods are to be packed in such a way that transport damage is avoided. Packaging materials are only to be used to the extent necessary to achieve this purpose. The supplier must take back packaging materials at the request of RKF.

5.8. The statutory provisions apply to the occurrence of a delay in acceptance by RKF. However, the supplier must also expressly offer its services to RKF if a specific or determinable calendar time has been agreed for an act of cooperation by RKF (e.g. provision of material). If RKF is in default of acceptance, the supplier can demand reimbursement of its additional expenses. If the order concerns an unjustifiable item to be manufactured by the seller (one-off production), the supplier is only entitled to further rights if RKF has undertaken to cooperate and is responsible for the failure to cooperate.

6.1. Warranty claims are based on the statutory provisions, subject to the following regulations:

a) RKF checks the delivered goods for obvious defects. Obvious defects exist if the visual inspection reveals missing quantities or damage to the outer packaging. All other defects are considered hidden defects. RKF will inform the supplier in writing (e.g. by email) of all obvious defects within fourteen (14) days of receipt of the goods. RKF will inform the supplier in writing (e.g. by email) of all latent / hidden defects (i.e. defects other than obvious) that are not yet known to the supplier within thirty (30) days of their discovery. Within the aforementioned periods, RKF has the right to fully or partially reject a delivery that contains defective goods, as well as all goods from the same batch or from related batches. The payments or the acceptance of the goods by RKF or a company commissioned by RKF do not constitute recognition that the goods are free from defects.

b) Regardless of all other claims arising from applicable law, RKF has the right to reject a batch of goods that contain defective products or product parts. If a batch of goods contains defective products or product parts, the Supplier shall, at RKF's option, either (i) send the batch of goods containing defective products (or, at RKF's request, parts thereof) as soon as possible, but no later than five (5) Days after notification of the defect by RKF or a RKF company, to replace it with defect-free goods at the supplier's expense (subsequent performance) or (ii) to credit RKF's account with an amount corresponding to the purchase price of the defective products. For reagents for laboratory use, this period is reduced from five to two (2) days. For clarification, it should be noted that the exercise of its rights under this section does not prevent RKF from asserting other claims to which RKF is entitled.

c) In the case of a replacement delivery or removal of defects, the warranty period for the replaced parts begins anew.

6.2. The statute of limitations for claims for defects is governed by the statutory provisions.

7.1. The supplier complies with the applicable laws, guidelines, regulations, notifications and orders of the official and similar bodies as well as the currently applicable CE, CE IVD, DIN, EN and ISO standards

which apply to the respective goods and the associated services of the supplier. The GDPR must be observed in the business relationship.

7.2. The supplier informs RKF immediately as soon as it becomes aware of a defect with regard to the delivered goods or of a violation of the previous paragraph. Furthermore, the supplier informs RKF immediately about all serious safety, health and / or environmental problems with regard to the goods.

7.3. Within fourteen (14) days of receiving a written request, the supplier shall submit written evidence to RKF that it has fully complied with all legal requirements and regulations in connection with the delivery of the goods and the associated services.

7.4. Upon written request from RKF, the supplier will provide RKF free of charge with any reasonable support (including documentation) that RKF or other RKF companies need in order to fulfill their regulatory obligations and in particular the certifications DIN EN ISO 15189, DIN EN ISO 17020 and DIN EN ISO 17025 for themselves and / or for laboratories that have been equipped or supplied with goods by RKF.

7.5. The supplier undertakes to provide RKF with all necessary product information, in particular on the composition and shelf life of the goods, e.g. safety data sheets, processing instructions, labeling regulations, etc., including any changes to the same, in good time before delivery.

8.1. Unless otherwise regulated in these GTP, the supplier is liable in accordance with the statutory provisions. Limitations and exclusions of liability by the supplier are not recognized. The statute of limitations is subject to Clause 6.2 according to the statutory provisions.

8.2. Insofar as the supplier is responsible for product liability damage, it will release RKF from third-party claims upon first request insofar as the cause is within its sphere of control and organization and it is itself liable in external relationships.

8.3. The supplier exempts RKF from all violations of third party rights and in connection with the use of the goods and guarantees the unrestricted usability of the goods delivered.

8.4. The supplier is liable for its representatives and vicarious agents to the same extent as for its own culpable actions.

9.1. The supplier grants RKF the non-exclusive, irrevocable, spatially, temporally and content-unrestricted right to use the delivered goods for normal use, in particular to integrate them into other products, to change them, to process them or to carry out other redesigns and to use the delivered goods in the original or in a modified, edited or redesigned form. RKF is entitled to grant sub-licenses within the aforementioned framework.

9.2. The supplier guarantees that the goods it supplies do not have any third party property rights in countries of the European Union, the European Economic Area, Switzerland or in countries in which it manufactures or manufactures the goods can be made, hurt.

9.3. RKF and the supplier will inform each other immediately if claims are made against the supplier due to the infringement of contract-relevant property rights.

10.1. All information received by the supplier from RKF in the context of the business relationship is to be classified as confidential information.

10.2. Illustrations, plans, drawings, calculations, execution instructions, product descriptions and other documents received by the supplier from RKF are also to be classified as confidential information. RKF reserves the right of ownership and copyright to these. Such documents are to be used exclusively for the contractual service and returned to RKF after the contract has been completed.

10.3. Confidential information is to be kept secret from third parties, even after the respective contract has ended. This confidentiality obligation does not apply to confidential information that (i) is or becomes generally known without breach of law, that (ii) is already known to the supplier when the business relationship with RKF is commenced, or that (iii) is disclosed to the supplier by third parties without breaching an obligation of confidentiality become.

10.4. Confidential information may only be passed on by the supplier on a need-to-know basis to employees and third parties who have been informed of the confidentiality of the information by the supplier and have been obliged to maintain confidentiality.

11.1. These GTP and the relevant contractual relationships between RKF and the supplier are subject to German law to the exclusion of the UN Sales Convention (CISG).

11.2. The exclusive place of jurisdiction for all disputes arising from the GTP and the contractual relationships between RKF and the supplier is Munich if the supplier is a merchant, a legal entity under public law or a special fund under public law, or if it does not have a general place of jurisdiction in Germany. In all cases, however, RKF is also entitled to take legal action at the place of fulfillment of the delivery obligation in accordance with these GTP or a priority individual agreement or at the general place of jurisdiction of the supplier. If something else has been agreed, the place of performance for the delivery obligation is that of RKF

specified delivery address. The place of performance for payments is the registered office of RKF.

11.4. In particular, the obligation of the RKF to i) payment of sanctions, ii) exclusivity, iii) restrictions in resale (e.g. also export), iv) the obligation of secrecy or confidentiality as well as v) obligations that go beyond what is legally required are required in each case an express individual agreement.

11.5. If a provision of these GTP is wholly or partially ineffective, the validity of the remaining provisions remains unaffected.