Led N More Ltd.

1096 Budapest, Thaly Kálmán utca 40. 2nd floor 2.

Registration number:  01-09-950486

Tax number: 23047822-2-43

Community tax number: HU23047822

Bank account number: UniCredit Bank Hungary Zrt 10918001-00000105-45710005

1. GENERAL PROVISIONS

1. These General Terms and Conditions of Sale apply between Led N More Ltd. and its customers and form an integral part of all offers made by Led N More Ltd., acceptance of orders placed and all contracts entered into by Led N More Ltd. for the sale of goods and/or services (hereinafter referred to as „Products”), unless Led N More Ltd. decides otherwise by written or electronic notice to the Buyer.

2. Where these GTC refer to the „Buyer”, this applies to all entities carrying on a business, i.e. natural persons, legal entities and entities which are not legal entities but which have legal capacity under the law and carry on business in their own name.

3. Any supplementary or contradictory statement made by the Buyer which is not accepted in writing by Led N More Ltd. shall be null and void and shall not be binding on the parties.

4. All offers made by Led N More Ltd. shall be binding on the date specified in the offer, but if no such date is specified in the offer, the offer shall be deemed binding after thirty (30) days from the date of sending the offer to the Client.

5. The order placed by the Customer shall be executed by Led N More Ltd. only upon written confirmation of acceptance of the order for execution („Order”). In case of doubt, the parties agree that if Led N More Ltd. does not make a written statement of acceptance of the Order for execution within 7 (seven) days of receipt of the Order, the offer and the Order shall not be binding.

6. These GTC are prepared in the Hungarian language version, with the understanding that in the event of any dispute between Led N More Ltd. and the Customer regarding the understanding of any provision of this document, the Hungarian language version shall

2. FIXING PRICES

7. The sales prices indicated in the statements of Led N More Ltd. are net prices, i.e. these prices do not include any public charges, including taxes and duties, which are due according to the applicable legal status on the date of the statement or during the duration of the legal relationship between the parties relating to the Products, unless otherwise agreed in writing between the Buyer and Led N More Ltd. Led N More Ltd. shall add public charges, including taxes and duties, to the sale price if Led N More Ltd. is obliged or entitled to pay or collect them. The buyer shall pay the public charges, including taxes and duties, together with the price.

8. The sales prices do not include transport costs and customs duties. These prices are ex-works prices (i.e. the net price of the Product due for delivery by Seller when Seller makes the Goods available to Buyer at Buyer’s premises or any other named place) in Poland, unless otherwise agreed in writing between Led N More Ltd. and Buyer. These costs shall be added to the price and the Buyer shall pay them in full.

9. In case the Buyer is not a Hungarian legal resident, payments between the Buyer and Led N More Kft. may be made in EUR, at the option of Led N More Kft.

3. PAYMENT

10. Led N More Ltd. determines the following ways for the payment of the purchase price by the Buyer: the Purchase Order in the total amount of at least 1.000.000-Ft – to be paid in advance to the bank account of Led N More Ltd. indicated on the pro forma invoice.

11. Unless otherwise agreed in writing between Led N More Ltd. and the Buyer, Led N More Ltd. shall be entitled to invoice the Buyer the amount corresponding to the selling price, to which shall be added any applicable government taxes, including the fees mentioned above, and/or other charges, in particular invoicing costs, sending documents, preparation of the product, packaging, storage and transport/shipping costs.

12. The sale price must be paid by the date indicated on the invoice, unless otherwise agreed in writing between Led N More Ltd. and the Buyer. All payments shall be made to the bank account indicated on the invoice issued by Led N More Ltd. Late payment of the invoice shall attract interest at the legal rate applicable in Hungary from the due date until full payment.

13. If the Buyer fails to pay any fees or charges on time, even in part, or otherwise breaches the Agreement or the GTC, Led N More Ltd. shall be entitled to withhold delivery of any Products until all outstanding payments have been made and Led N More Ltd. may suspend or cancel its individual agreement with the Buyer.

14. The above rights are without prejudice to any other rights of Led N More Ltd and do not replace any other rights under the Contract or the law.

4. TRANSPORT

15. The delivery of goods is carried out by Led N More Ltd. only on the basis of a special order and on the basis of an individual tariff, possibly using subcontractors.

16. Ownership of the Products shall pass to the Buyer upon payment in full of the purchase price (including any taxes or other charges and fees referred to above). The risk of loss of or damage to the Goods shall be borne by the parties in such a way that the Seller shall bear all risks and costs until the Goods are available to the Buyer at the agreed place and time; the Buyer shall bear all risks and costs from the time the Goods are available to the Seller at the agreed place and time.

17. The lead time for Products in stock is up to approximately 30 working days, in the case of orders for Products not in stock, Led N More Ltd. will indicate the waiting time together with the confirmation of acceptance of the order for fulfilment to the Customer. If the Customer does not accept the waiting period indicated by Led N More Ltd. in the confirmation of acceptance of the order for delivery of the Products, the Customer shall notify Led N More Ltd. in writing without delay, but no later than 3 days after receipt of the confirmation, otherwise the Customer shall be deemed to have accepted the waiting period indicated by Led N More Ltd.

18. Unless otherwise agreed in writing between Led N More Ltd. and the Customer, the Customer may only place an order in writing/email. The order must be signed legibly by the person(s) authorised by the Buyer to place the order. The order must also bear the relevant details of the Buyer as entered in the commercial register and the Buyer’s stamp.

19. Orders can be sent to Led N More Kft. as follows:

– Orders under 1.000.000-Ft gross can be sent by e-mail to t.kornel@lednmore.hu,

– orders exceeding 1.000,000-Ft gross must be sent in scanned form by e-mail to t.kornel@lednmore.hu and must be sent in original (by registered mail via postal service, courier or hand-delivered) to the Seller’s registered address without delay, but no later than 3 days after sending the e-mail.

20. The order must include: the name and address of the Buyer (and, where applicable, the website address) and the delivery location, the VAT identification number (or EU VAT identification number for EU-based Buyers), the name, surname, telephone and fax numbers, e-mail address of the Buyer, a list of the products ordered, indicating the number/quantity, parameters, etc. Orders must be signed by the persons representing the Buyer, in accordance with the current extracts of the registration documents. Orders may be sent by post to the above email address and to the company’s registered office.

21. Upon receipt of the Order, if accepted, Led N More Ltd. will send an e-mail to the Customer at the e-mail address provided by the Customer: confirmation of acceptance of the Order for fulfilment, with an estimated delivery date and further conditions for the fulfilment of the Order. Led N More Ltd. will send a pro forma invoice to the Buyer together with the confirmation of acceptance of the order for fulfilment.

22. The delivery dates given by Led N More Ltd. in the order confirmation are indicative, unless the Customer has agreed on a delivery date with Led N More Ltd. in a separate

5. EU-N NON-HUNGARY /EXTERNAL/ TRANSITATIONS

23. Customers from EU countries must provide their European VAT identification number to be able to buy with a 0% VAT key. If Led N More Kft. does not receive such a certified number from the Buyer and proof of receipt of the Product, Led N More Kft. is entitled to issue an invoice with the value added tax (VAT) rate applicable in Hungary. The Buyer may be charged Hungarian VAT if Led N More Ltd. does not receive a certificate of the validity of the European VAT registration number at the time of the conclusion of the contract with Led N More Ltd. and if this number is not valid at the time of delivery of the Products. The Buyer will be charged Hungarian value added tax (VAT) even if he transports the purchased goods out of Hungary himself and does not provide Led N More Kft. with a certificate of export of the goods to another country of the European Union.

6. EXPORT

24. For products sold to Customers outside the European Union, an export declaration must be If the crossing of the customs border of the European Union is not certified by the competent customs office (IE-599 message), the Buyer will be charged the VAT (value added tax) rate in force at the time.

7. COMPLAINTS PROCEDURE

25. Customers may send written comments on the quality of the products sold by Led N More Ltd., the service provided and defects of the products by e-mail to kornel@lednmore.hu.

26. The return of defective and incorrectly delivered products can only be made with the approval of the representative authorized by Led N More Ltd. The costs of returning the products shall be borne by the Buyer.

27. The return of the products may also be based on the fact that Led N More Ltd. delivers products with parameters significantly different from those indicated in the offer or in the contract with the Customer. In this case, the return can take place within 30 days from the date of purchase at the latest.

28. Upon receipt of the claim and the products involved in the claim (if Led N More Ltd. deems it necessary to examine the products in order to investigate the claim), Led N More Ltd. will examine the legal basis of the complaint. If the complaint is accepted, Led N More Ltd. will repair or replace the product or its part, depending on the nature of the complaint. In accordance with Civil Code 6:159. § (2) On the basis of a warranty claim, the rightful claimant may, at his choice, a) request repair or replacement, unless the chosen warranty claim cannot be fulfilled, or where it would result in disproportionate additional costs for the debtor compared with the performance of another warranty claim, taking into account the value of the service in its unobjectionable state, the seriousness of the lack of conformity and the damage to the creditor’s interests caused by the performance of the warranty claim. If the Customer is not a consumer, i.e. if the Customer places his order in the course of his commercial or professional activity, the warranty and guarantee claim for defects shall expire within 1 year of the date of receipt of the goods.

29. The complaint should include a detailed description of the reason for the complaint, a copy of the proof of purchase and the expected resolution of the complaint. A model complaint form is annexed to these General Terms and Conditions.

30. Quantity claims can be made no later than 7 working days after receipt of the delivery. After this deadline, quantity claims will be negatively assessed.

31. If the consignment arrives at the Buyer in a condition that indicates mechanical damage during transport, the consignment must be inspected in the presence of the courier and a record of the damage must be The report signed by the carrier shall form the basis of the claim.

32. If the warranty liability of Led N More Ltd. is excluded in the contract between the Customer and Led N More Ltd., the Customer may claim for the Product only on the basis of the warranty provided by Led N More Ltd., taking into account that the warranty liability of Led N More Ltd. in case of delivery of defective products or other complaints is limited to: replacement of the product, repair of the product or refund of the price paid by the Customer, at the discretion of Led N More Ltd.

8. LIMITATION OF LIABILITY

33. Led N More Ltd. is not liable for non-performance or late performance of contractual obligations if:

a) the non-performance or delay is due to a disruption in the manufacturing process of the product; or

b) the non-performance or delay was caused by force majeure.

In the event of the aforementioned non-performance of the Contract, performance of the relevant parts of the Contract shall be suspended for the duration of the interruption of the production process or force majeure. Thereafter, Led N More Ltd. shall not be liable to the Buyer for non-performance or delayed performance of all or part of the contractual obligations, including liability for damages resulting from the foregoing.

34. The term „force majeure” shall include any circumstance or event beyond the reasonable control of Led N More Kft., whether or not foreseeable at the time of the conclusion of the contract, which makes it impossible to make a legitimate claim against Led N More Kft. to fulfil its obligations, and in particular events such as earthquakes, floods, prolonged and heavy rainfall or similar disasters, war, internal disturbances, acts of terrorism, pandemics, epidemics or failure to comply with the terms of delivery (including failure to meet deadlines) by any of Led N More Ltd’s If the Force Majeure Event lasts for more than three (3) consecutive months, or if Led N More Ltd reasonably believes that the delay will last for three (3) consecutive months, Led N More Ltd shall be entitled to terminate or withdraw from the Contract in whole or in part in respect of any particular Order and such termination or withdrawal shall not give rise to any liability of Led N More Ltd to the Buyer. Any liability of Led N More Ltd. in the aforementioned cases is limited.

35. The liability of Led N More Ltd. for damages (contractual and tortious liability) is limited to actual damages (to the total exclusion of indirect damages, including loss of profit) and may not exceed the purchase price paid by the Buyer for the products under these terms and conditions of sale.

9. OTHER PROVISIONS

36. Led N More Ltd. is the economic copyright owner of the photographs in the catalogue. The sale of a catalogue product does not constitute a transfer or licence of the economic copyright of the photographs in the catalogue.

37. The present Terms and Conditions of Sale are governed by Hungarian law and the Parties agree that the Budakörnyéki District Court and the Székesfehérvár Court of Justice shall have jurisdiction for the settlement of civil disputes. The application of the Vienna Convention of 11 April 1980 on the International Sale of Goods to the jurisdiction of the court is excluded.

38. The Buyer may not assign/transfer its rights, obligations and claims under the contract with Led N More Ltd. to a third party without the prior written consent of Led N More Ltd. Unless otherwise agreed in writing by the parties, the Customer shall not be entitled to set off its claims against Led N More Ltd. against the claims of Led N More Ltd.

39. If any provision of these terms and conditions is held by a court of competent jurisdiction to be invalid or unenforceable, or as a result of a change in law, such decision or action will not invalidate or unenforce the remaining provisions of these terms and conditions. If any of these provisions are ultimately determined to be illegal or invalid, such provisions shall be deemed to be excluded from these Terms of Sale, but all other provisions shall remain in full force and effect and any provision found to be illegal or invalid shall be replaced, to the extent permitted by applicable law, by a provision with similar effect reflecting the original intent of the provision in question.

10. QUALITY AND GUARANTEES

40. If a guarantee is provided for the product or contract, the provisions of the guarantee are binding on the

11. CONFIDENTIALITY

41. The Buyer acknowledges that all technical, commercial and financial information provided by Led N More Ltd. to the Buyer and not disclosed to the Buyer is confidential information of Led N More Ltd. The Buyer shall not disclose such confidential information to any third party or use such confidential information for any purpose other than as agreed by the parties and in accordance with the sales transactions negotiated hereunder.

42. If the Buyer breaches its obligations under this GTC, Led N More Ltd. may charge the Buyer a daily penalty of 50,000-FT for each breach.

12. TERMINATION OF THE CONTRACT

43. Notwithstanding Led N More Ltd.‘s rights under the Agreement, the GTC or common law, Led N More Ltd. may terminate any of the Agreements with immediate effect by written notice to the Customer if: the Customer breaches the Agreement or the GTC; proceedings for the winding up or liquidation of the Customer’s business are commenced; or bankruptcy proceedings are instituted against the Customer; or an assignment is made in favour of the Customer’s creditors.

44. Upon termination of the Contract, all obligations of the Customer to Led N More Ltd. under the Contract shall become immediately due and payable.

13. APPLICABILITY OF THE GENERAL CONDITIONS OF SALE

I/We, on behalf and on behalf of the Customer, declare that I/we have read and accept the above General Terms and Conditions of Led N More Kft.