Preamble

For the use of ORDERMATCH full registration at IndustryArena GmbH is necessary. By registering as a User of ORDERMATCH, you accept the following terms and conditions (hereafter "GTC") for the use of ORDERMATCH.

The GTC apply to any User of the IndustryArena GmbH and its platform https://www.industryarena.com/ordermatch as well as its sub-level domains and sub-sites. Deviating terms and conditions of the users do not in any way apply.

The offer and use of the ORDERMATCH platform exclusively aims at sellers or suppliers and not at private individuals. Each User can find, print, download and save the GTC at any time, even after signing the contract, under the link "GTC" accessible on every ORDERMATCH website. The GTC regulate the contractual relationship between the User and the IndustryArena, regardless on which of the ORDERMATCH websites the User registers or logs in.

Registration

The User must register on the IndustryArena website before using the services of the IndustryArena GmbH. The User warrants that the data provided in the registration is true and complete. The User is required to immediately indicate changes regarding User data to the IndustryArena. The User shall not use pseudonyms, company names or stage names.

Registration is only permitted for legal entities, partnerships and individuals who act on behalf of a legal entity or partnership. During registration the User assures that he is acting either on behalf of a legal entity or partnership.

Registration of a legal entity may be conducted only by an individual authorized to represent who must be appointed by name. When registering, only individual persons may be specified as the owner of the User account (i.e., no departments, such as "purchasing" or "production").

During registration the User chooses a password. He is required to keep his password secret. The IndustryArena GmbH will not disclose the password to any third party and will not ask the User for the password at any time.

By completing the registration process, the User submits an offer to enter into a contract regarding the use of services of the ORDERMATCH platform. The IndustryArena GmbH accepts this offer by activating the User for the services of the ORDERMATCH platform. Through this acceptance the contract between the User and IndustryArena is realized. Each User may register only once and create only one User profile.

The IndustryArena GmbH cannot technically determine with certainty whether a logged-on User on the ORDERMATCH platform is actually the person who claims to be the User. The IndustryArena therefore does not assume any liability for the actual identity of a User. Each User has to confirm the actual identity of another User by himself. Users are liable for all activities that occur in context to their User account. If the User is not responsible for the misuse of his User account because due diligence was not violated, the User shall not be liable.

The documents and data (e.g. drawings, material information, sketches, photographs) provided on the platform must be free of third parties' rights. The IndustryArena GmbH has no influence on whether patent or other property rights are infringed by the representation on the platform and cannot accept any responsibility. The upload and representation of data and documents is at your own risk and are solely the responsibility of the User. It is not possible for the IndustryArena GmbH to prevent abuse by other users.

It is expressly not permitted to use the ORDERMATCH platform other than the registered persons. The IndustryArena GmbH reserves the right to delete User accounts with incomplete registrations or profiles within a reasonable time.

Subject Matter

Any use of the services and content offered on ORDERMATCH websites with the exception of the opportunities provided by ORDERMATCH requires prior written consent of IndustryArena.

The IndustryArena makes data and information provided by other users available over ORDERMATCH only to the extent that such data or information does not violate any laws or the GTC. The IndustryArena has the right to remove any illegal content from the ORDERMATCH platform and its sub-sites without prior notice.

The User acknowledges and agrees that it is technically impossible to achieve 100% availability of the ORDERMATCH platform. The IndustryArena shall nonetheless endeavour to keep the ORDERMATCH platform available without interruption. Events related to maintenance, security or capacity requirements, and/or events beyond IndustryArena's control (e.g. disruptions in public communication networks, power failures etc.), may result in brief malfunctions or temporary interruptions of the services provided on ORDERMATCH web sites.

The IndustryArena GmbH, by means of ORDERMATCH, solely provides Users with a platform to to meet other Users, and only provides those technical applications that allow general contact between the Users and to exchange documents and data. The IndustryArena GmbH does not take part in the communication between Users. If Users conclude contracts via the ORDERMATCH platform with each other, neither the ORDERMATCH platform nor IndustryArena GmbH participates in them and will not, at any time, become contracting party. Solely the Users are responsible for the execution and fulfillment of contracts concluded among each other. The IndustryArena GmbH shall not liable if no contact between Users is established via the ORDERMATCH platform. The IndustryArena GmbH shall not be liable for breaches of duty by Users resulting from the agreements or contracts concluded between Users.

Details regarding the fees of the individual services are set forth on the ORDERMATCH platform. The fees listed are binding. The fees for the entire period are due for payment immediately after billing.

The IndustryArena GmbH offers its Users different variety of uses, i.e. services on the ORDERMATCH platform. The exchange of information and contact details and especially contact at User level is reserved exclusively for registered Users. The scope and quality of the information and contact information that can be exchanged and used depends on the type of the selected service.

Subject and Scope of the License Agreement

The IndustryArena GmbH provides Users with the described functions on the ORDERMATCH platform after complete registration. The IndustryArena GmbH can make the use of the ORDERMATCH platform, or individual functions of the ORDERMATCH platform, or the extent to which individual functions and services can be used subject to certain preconditions, such as verification of registration data, duration of use, type of assessment or payment history.

The IndustryArena GmbH can take the following measures if there is sufficient indication that a User has violated statutory provisions, the rights of third parties, the GTC or the ORDERMATCH principles, or if the IndustryArena GmbH has another legitimate interest, especially to protect others Users from fraudulent activities:

• Deletion of offers or other contents
• Reprimanding Users
• Limit or restrict the use of functions
• Temporary Blocking
• Permanent Blocking

In selecting a measure, the IndustryArena GmbH, considers the legitimate interests of the affected User, especially if there is an indication that the User is not responsible for the violation. Use is subject to the laws of the Federal Republic of Germany. Information and contributions provided either in the User profile or for general communication shall comply with these laws.

In particular, the following content is not permitted:

• Racist or other discriminatory content
• Pornographic content
• Content related to non-tradable goods or questionable services
• Content, which violates copyright, trademark or patent protection
• Content relating to goods or services that violate the national import or export regulations or other national regulations
• Content relating to products that may not be sold or purchased without constraints such as chemicals, medical supplies, food or animals
• Content suitable to influence the market value of a company or to harm its reputation
• Excessive advertising
• Content that is not seriously and honestly meant

User's Obligations

The User is obliged to

• provide only true and not misleading information in his profile and in communication with other Users and refrain from using any pseudonyms, company names, or stage names
• ensure the public representation of submitted photos, drawings, plans, descriptions or similar documents on the ORDERMATCH platform is permitted and free of third party copyrights
• comply with applicable laws and rights of third parties when using the content and services on the ORDERMATCH platform
• use content protected by law (e.g. copyright, trademark, patent, design patent or utility model rights) without being entitled to advertise, offer, or distribute goods or services protected by law

The User is specifically prohibited to harass other Users (for example through unsolicited advertising or spam), the following actions are prohibited to the User:

• use of mechanisms, software or scripts when using of the ORDERMATCH platform.
• Blocking, overwriting, modifying and copying, unless said actions are necessary for the proper use of the services on the ORDERMATCH sites. Copying by means of "Robot/Crawler" search engine technology is for example not required for the proper use of the services of the ORDERMATCH sites and therefore expressly prohibited,
• distribute and publicly disclose the contents of the ORDERMATCH platform or of other Users
• perform any action which may impair the operability of the ORDERMATCH infrastructure, particularly actions which may overload said infrastructure.

Privacy Policy

The IndustryArena GmbH is liable provide User information only for the use and purpose of the platform. Any disclosure of information outside of the platform is excluded. Any registered User of the platform agrees that personal and company-related information is disclosed to other registered Users for processing and execution of the proposed transaction with prior consent.

Each User agrees that the IndustryArena GmbH processes and uses personal and company-related information for internal marketing purposes such as sending e-mails with general information or advertisements (newsletter). This information can be canceled at any time.

When it is necessary in individual cases, the User agrees that the IndustryArena GmbH collects, processes and may use inventory and usage data to reveal and prevent submitted offers with wrong intentions or other unlawful behaviour or use of services of ORDERMATCH in violation of contract. With the collection, processing and use of personal and company-related data and cookies ORDERMATCH pursues the goal to provide Users with a user-friendly, productivity enhancing and secure platform. The use of cookies can be prohibited at any time.

The separate privacy policy is an indispensable part of the GTC.

Hyperlinks

On the platform https://www.industryarena.com/ordermatch and the corresponding sub-domains consists of links to other sites on the Internet. The IndustryArena GmbH explicitly declares that it has no influence on the design and content of the sites that the links lead to. The IndustryArena GmbH assumes no responsibility for the topicality, correctness, completeness or quality of the available information and hereby distances itself expressly from all contents of these sites. This declaration applies to all links to external websites on https://www.industryarena.com/ordermatch and their sub-sites and the contents of the sites to which they lead.

Changes to the services on the ORDERMATCH platform

The IndustryArena GmbH reserves the right to change the services offered on the ORDERMATCH sites or to offer different services, unless this is not reasonable for the User.

Symbols of Trust

On the User's own pages, such as on the "About Us" page, no rating symbols, warranty characters or other symbols of third parties shall be used that will reinforce the impression of reliability of Users and shall not be provided by its third parties, unless ORDERMATCH authorizes such symbols.

Exemption

The User exempts the IndustryArena GmbH from any claims made by other users or third parties against the IndustryArena GmbH for violation of their rights by means of pictures, documents, offers and content submitted on the ORDERMATCH platform by the User or other uses of the ORDERMATCH platform. The User assumes the cost of legal defense of the IndustryArena GmbH, including all court costs and attorney fees, if any. This does not apply if the infringement is not the responsibility of the User. The User is required to immediately, truthfully and completely provide the IndustryArena GmbH with all information needed to examine the claims and defenses in the event of a claim by a third party.

General Principles

Users are required to follow the applicable laws when using the ORDERMATCH platform and other services of the IndustryArena GmbH. It is the personal responsibility of each User to ensure that their offers or contents are legal and do not violate any rights of third parties.

Users are responsible for the information viewable on the ORDERMATCH platform and stored by the IndustryArena GmbH that is archived for purposes of preserving evidence, bookkeeping, etc. on a storage medium independent of the IndustryArena GmbH.

Users may not use addresses, contact details and e-mail addresses they have obtained by using the ORDERMATCH platform for any purpose other than for contractual and pre-contractual communication. In particular, it is prohibited to resell the data or use it for sending advertising.

The IndustryArena GmbH reserves the right to change the order on their websites within its principles, as far as this is reasonable to the Users considering the legitimate interests of the IndustryArena GmbH.

Termination of the Contract

The contract period is at least 12 months and is not renewed automatically. In the event of expiry of the contract period for the paid Premium version, the User is automatically re-classified into the free Basic version. Regardless of contract period and the selected version, he has the right to terminate at any time, with a period of 4 weeks and considering the legitimate interests of both parties, and to demand the deletion of his data. The use shall terminate in writing by post or e-mail to [email protected]. The User is not entitled to any claims for refund of fees already paid.

The regulations shall not affect the right of both parties to terminate the agreement for good cause. A good cause is defined as an event which makes it unacceptable for IndustryArena GmbH to continue the agreement to the end of the termination period, taking into account all circumstances of the individual case and weighing the interests of IndustryArena GmbH and the respective platform against the User's. A good cause includes any the following events:

• the User fails to comply with any applicable legal provisions
• the User breaches its contractual obligations
• the User advertises associations or communities - or their methods or activities - which are watched by security or child protection authorities;
• the User damages one or more other User(s)

The IndustryArena GmbH is liable for damages, except in case of breach of contract, only if IndustryArena GmbH, its legal representatives, executives or other agents are charged with intent or gross negligence. Except for intent or gross negligence of legal representatives, executives or other agents of IndustryArena GmbH, the amount of liability is limited to the typically foreseeable and provable damages at contract conclusion.

Written Form, Applicable law and Jurisdiction

All statements that are transmitted as part of the concluded license agreement with IndustryArena GmbH must be in writing or by e-mail. The postal address and e-mail address of a User is the one specified in the User's current User account.

Place of performance for the services of the IndustryArena GmbH and the User is the seat of the IndustryArena GmbH

For all disputes arising out of or in connection to the contract and the GTC, the jurisdiction is the seat of the provider. Mandatory jurisdiction shall remain unaffected.

Other

For the contract and the GTC, the applicable law for domestic businesses of the Federal Republic of Germany applies.

Verbal agreements do not exist. Amendments and supplements to the contract and the GTC need to be in written form. This also applies to an amendment or repeal of the requirement of written form.

If any provision of the GTC are or become invalid, the remaining provisions of the GTC shall continue to be valid. The invalid provision is replaced with a valid provision which most closely approximates the intent and economic effect of the invalid provision. This also applies to the contractual loopholes of the GTC.

Changes to the GTC, Severability Clause

The IndustryArena GmbH may change these terms and conditions (GTC) according to its reasonable discretion, with due regard for the interests of Users. Any such change will be announced by posting the amended GTC on its website two weeks earlier. User of services that require registration will be informed about the changes by the IndustryArena GmbH at their next login and ask for permission, Users are otherwise informed two weeks prior to the changes taking effect via e-mail and the consequences of non-occurring objection are indicated separately. The user can object in writing within two weeks of such change terminate the contract to the effective date of the change.