General Terms and Conditions of Business

of the company

gebana AG, Ausstellungsstrasse 21, 8005 Zurich, Switzerland
Contact telephone number: +41 (0)43 366 65 00 or email [email protected]
Managing Director: Christophe Schmidt

(hereinafter referred to as "we").

These General Terms and Conditions of Business (hereinafter referred to as "GTC") apply to all orders (online, fax, telephone, post) submitted to the direct mail service of gebana AG (hereinafter referred to as the "gebana Shop") and all services provided on the access-to-market platform in Switzerland as well as to www.angry-gorilla.com, the Principality of Liechtenstein and the European Union (hereinafter referred to as the "EU").

The gebana Shop, the access-to-market platform abd angry-gorilla.com are used by natural persons and organisations who order products (hereinafter referred to as "Customers"), natural persons and organisations who offer projects on the platform (hereinafter referred to as "Project Owners") and natural persons and organisations who support the projects offered on the platform materially or with ideas (hereinafter referred to as "Supporters") as well as the users of angry-gorilla.com.

Customers, Project Owners and material Supporters (hereinafter together referred to as "users") can only be legally competent natural persons (minimum age 18 years) and legal entities.

1. Scope of application

We provide our deliveries and services in the gebana Shop, angry-gorilla.com and on the access-to-market platform exclusively in accordance with the following GTC. The version of the GTC that is in force on the date of the order applies. We reserve the right to update these GTC when necessary. By using our website, users agree to accept the current GTC. Use is defined as calling up gebana.com in an internet browser.

2. Offers, conclusion of contract and contract performance

The national provisions on sales contracts and the other relevant laws and ordinances apply. In Switzerland, this is in particular the Swiss Code of Obligations (OR).
The following special provisions apply:

In the gebana Shop

Our price lists, brochures and publications in the gebana Shop and our electronic media are non-binding.
The contract is concluded when the order is accepted. You will find the details of the order conditions, including various discounts, special mailing conditions and detailed instructions on how to cancel orders, on the respective sub-pages, accessible via the menu at the end of our website.

The following conditions apply to discount codes:

• Discount codes cannot be combined, except in the case of codes given as compensation.
• A maximum of three discount codes may be used per order.
• Discount codes cannot be used in purchases of gift cards.

We are entitled to withdraw from the contract if there are obvious typing and calculation mistakes.
Our confirmation is binding with regard to the scope and execution of the order. Unless expressly agreed otherwise or derived from the nature of the transaction, the risks and rewards are transferred to the buyer when the goods leave our warehouse. The goods remain our property until full payment is received.

Deliveries, products or services requested by our Customers that are not included in our offer are billed by us.

On the access-to-market platform:

We offer the access-to-market platform to Project Owners and Supporters. Project Owners can use the platform to manage their market access projects and Supporters can browse the platform to discover market access projects that they can support materially or with ideas. The Project Owner is responsible for the content of projects, the rewards offered and realisation. Supporters decide whether they wish to support a project entirely at their own volition. We are not liable either for the successful funding of the projects or for its realisation.

An agreement specifying the details of the project and the rights and obligations of us and the Project Owner is concluded between us and the Project Owner for each market access project. Project Owners can only assert claims against us on the basis of this supplementary agreement. Failure to achieve the project or funding objectives is not sufficient reason to withdraw from the agreement.

Market access projects can be rejected without citing any reasons.

3. Right of return / right of withdrawal

Customers have the right to return goods within 14 days of their receipt. The right of return is exercised by sending the goods back; no reason has to be given.

Upon receipt of the goods, we will repay the purchase price including the delivery cost to the Customer within 14 days of receiving the notice of cancellation of the purchase. Repayments are credited to the account used by the Customer to make the original payment. The Customer bears the cost of returning the goods.

The right to make a deduction from the purchase price or to issue a bill for any damage, excessive wear and tear or goods already consumed is reserved. No deduction will be made if the loss in value or consumption of goods is due to an attempt to identify the type, condition and functionality of the goods.

The cancellation policy in the version that is legal in Germany is available at Right of Withdrawal.

Supporters are entitled to recall a payment within 14 days by sending a written notice to gebana AG, Ausstellungsstrasse 21, 8005 Zurich, Switzerland, without citing any reasons. Repayments are credited to the account used by the Supporter to make the original payment.

Supporters do not have the right to withdraw from a project because the funding objective has not been reached. The Project Owner has the right to decide whether the project can still be realised or whether the contributions should be returned to the Supporters.

4. Prices

Prices are published in the gebana Shop Switzerland in Swiss francs (CHF) and in the gebana Shop EU in euro (EUR). Prices include the statutory sales tax or value-added tax.

Delivery costs may be payable in addition to the published prices depending on the delivery address, quantity of goods and articles. The Customer can see the exact delivery costs during the order process. Additional costs are not incurred for the delivery.

There is a price list for resellers for a limited selection of our products. This price list can be ordered from us.

5. Terms of delivery

Deliveries are only sent to addresses in Switzerland, the Principality of Liechtenstein and member states of the European Union.

Unless indicated otherwise in the product catalogue, the standard delivery period is two to six working days. If the order has not been delivered within the maximum delivery period of ten days, the Customer has the right to cancel the contract.

We are entitled to make partial deliveries if all the products ordered are not in stock. The Customer will not incur any additional costs for partial deliveries. Any deadlines only start to run upon receipt of the final partial delivery.

If the delivery contract includes the delivery of perishable goods, the following applies: the Customer must take suitable measures to ensure that perishable goods can be received on the agreed delivery date, for example, by taking personal receipt of the goods or instructing someone else to receive the goods at the delivery address indicated.

If three attempts to deliver the goods to the Customer fail, we can withdraw from the contract. Any payments made in advance will be refunded.

6. Incoming and outgoing payments and payment terms

Payment is made against invoice, by credit or debit card or by sending money to a payment provider through an e-payment gateway. We reserve the right to refuse to send an invoice in individual cases or to new customers.

Credit balances resulting from advance payments or returns are transferred to the user as soon as we receive the necessary account details. Credit balances for previous transactions are deducted directly from the invoice. It is not permitted to deduct credit balances from unacknowledged Customer claims or claims that have not been confirmed to have legal effect.

Unless stated otherwise, the purchase price for goods delivered against an invoice falls due 30 days after delivery of the goods. Failure to make payment before this deadline means that the Customer is in arrears. gebana will charge an administrative fee of CHF/EUR 10 starting from the 2nd reminder.

Unpaid invoices will be referred to an external debt collection agency if there is no response to our reminder. In addition to settling the invoice amount, the customer is also obliged to reimburse all costs (in particular collection fees) incurred as a result of late payment. The collection fees depend on the amount of the claim. They correspond at most to the recommendations of Inkasso Suisse.

Payments from Supporters that are collected by us for Project Owners are paid out to the Project Owner when the project closes. The funds are usually transferred within 30 days of the closure of the project.

7. Copyright

All copyrights and other rights to content, pictures, photos and other files on the website are the exclusive property of gebana AG or other legal owners mentioned by name. The prior written consent of the copyright holder must be obtained before any elements are reproduced.

8. Special obligations of the users

Users undertake to refrain from abusing our services, and in particular to refrain from:

• Disseminating illegal material or information (e.g. pornographic, racist, inciting or similar content).
• Introducing any data to the system containing a computer virus or other harmful software that could damage our hardware and software.
• Publishing any data that is protected by copyright law, unless the user holds the copyright.

Users also undertake to indemnify us against all kinds of costs, complaints, damage, loss or other claims that can be incurred as a result of their registration for or participation in our services.

Users are obliged to treat information about other users in confidence and to only make such information available to third parties with the explicit prior consent of the sender. This applies in particular to names, telephone and fax numbers, addresses, email addresses and URLs. By providing us with content, the Project Owner grants us a non-exclusive, worldwide, indefinite and free right to use the project information. The Project Owner grants us the right to store, publish and forward this project information (texts, pictures, videos) to third parties for publication if this should serve to advertise the project, the Project Owners or our services. In doing so, we are entitled to use or forward the project information as a whole or in amended form, on its own or in combination with our own content.

By uploading pictures and graphics on the angry-gorilla.com website, you grant us the exclusive, worldwide, perpetual and royalty-free right to use this content. You grant us the right to store and publish this content (texts, pictures) and forward it to third parties for publication insofar as this serves the purposes of gebana AG. Furthermore, we have the right to use or forward the content in whole or in modified form, on its own or in combination with our own content.

9. Liability

All offers are non-binding. We reserve the right to change, expand, remove or discontinue parts or the full range of products or parts or the full service without a separate announcement.

Liability for delivery of products from the gebana Shop:

We are liable in accordance with product liability law and also without restriction for intentional and gross negligence. We are only liable for slight negligence if we violated a material contractual obligation. Except for injury to life, body or health, our liability for slight negligence is restricted to damage that was foreseeable upon conclusion of the contract, the regular occurrence of which is taken into account.

We accept no liability for products delivered on behalf of Project Owners as part of a "test run" in a market access project. Project Owners remain responsible for such deliveries, even though we act as an advisor to them.

We will take back damaged or perished products within 14 days and send the recipient a replacement at our cost. If this is impossible, the Customer has the right to cancel the purchase or expect us to reduce the purchase price.

If the Customer resells the products, the Customer is responsible to the buyers, to us and to third parties for compliance with domestic and foreign regulations on trading in foodstuff and any other laws, such as export regulations, and is exclusively liable for any damage. The provisions of the product liability law are reserved.

Liability for the services of the access-to-market platform and websites:

We accept no responsibility or liability for the current relevance, accuracy, completeness or quality of the information provided by Project Owners or for the misuse of such information.

We explicitly exclude any liability for economic or intangible loss or damage or bodily harm arising from the use of the access-to-market platform.

We are not liable for the unauthorised misuse of user data by third parties.
We are not liable for any references and links to the websites of third parties we cannot influence directly. Any responsibility for such websites is refused. Users access and use such websites at their own risk. If we should become aware that a link refers to an illegal website, we will remove this link as soon as possible.

10. Final provisions

If any provisions of these GTC should be or become invalid in full or in part, this shall not affect the validity of the remaining provisions and the rest of the contract. The parties must replace the ineffective provision by a valid provision that comes as close as possible to the intention of the original provision. The same applies for any loopholes in the contract.
These GTC and all other agreements between us and the users are exclusively subject to Swiss law, without regard to the United Nations Convention on Contracts for the International Sale of Goods. The place of jurisdiction is Zurich.
If the national law at the place of residence of a user does not allow the application of Swiss law, the national law at the user's place of residence applies. In this case, the Customer's place of residence is the place of jurisdiction.
The parties will do their best to settle any disputes amicably.
In case of doubt, the German version of these GTC apply.

Zurich, Status as of: 27 February 2023