Good To Go GmbH (“Good To Go”) Standard Business Terms 
- Revised July 2008 - 

1. General 
1.1 The following Standard Business Term apply exclusively; Good To Go shall not recognise any terms 
specified by the Customer which conflict with or deviate from these Terms, unless Good To Go would 
expressly have agreed to their application. These Standard Business Terms also apply if Good To Go 
carries out the delivery to the Customer without reservation, despite being aware of the Customer’s 
conflicting or deviating terms. 
1.2 All and any agreements reached by and between Good To Go and the Customer for the purpose of 
performing the contract must be documented in the contract in writing. 
1.3 Good To Go’s Standard Business Terms shall only apply towards entrepreneurs within the meaning of the 
German Civil Code [BGB], Art. 310 (1). 

2. Conclusion of the Contract 
2.1 The Customer’s orders are binding purchase offers which Good To Go may accept within three (3) weeks 
by sending an order confirmation or by dispatching the goods ordered. 
2.2 Good To Go is under no obligation to supply goods it no longer has in stock, even if such goods are still 
listed in its range. 

3. Delivery, Delivery Period 
3.1 Delivery dates and periods given by Good To Go are without obligation unless expressly agreed 
otherwise. A delivery period specified by Good To Go shall only commence provided all the technical 
issues have been clarified.  
3.2 If Good To Go fails to receive supplies from its own stockists or is not supplied in good time, and if Good 
To Go cannot be held responsible for failing to be supplied or for not being supplied in good time, then it 
shall be entitled to withdraw from the contract with the Customer. If the missing or late delivery only affects 
individual items of the Customer’s order, then Good To Go shall likewise be entitled to withdraw from the 
contract if the Customer is not interested in receiving partial deliveries. If, on the other hand, the Customer 
is interested in partial deliveries, then Good To Go shall be released from its obligation to perform in 
respect of the items not supplied or not supplied in good time. If Good To Go withdraws from the contract 
with the Customer, then it shall be released from its obligations to perform as long as its own stocks are 
not supplied or not supplied in good time. 
3.3 Good To Go is entitled to render part performance insofar as the Customer may reasonably be expected 
to accept same. Each part performance may be invoiced separately. 
3.4 Apart from delivery of the goods, the Customer may demand compensation for any default damages if 
Good To Go is guilty of intent or gross negligence. In cases of slight negligence, Good To Go’s liability 
shall be limited to the foreseeable losses typical for the type of contract, and at the most to 15% of the 
agreed purchase price for those items which Good To Go has defaulted in delivering. 

4. Dispatch, Passing of Risk, Acceptance 
4.1 Unless otherwise agreed, Good To Go shall select the means of transport (packaging) and the 
consignment route. 
4.2 The risk of the goods’ accidental destruction or accidental deterioration shall pass to the Customer as 
soon as the goods have been handed over to the person carrying out their transportation. It shall be 
incumbent upon the Customer to insure the goods accordingly. 
4.3 If the Customer defaults in acceptance or culpably violates any other obligations to cooperate, then Good 
To Go shall be entitled to demand compensation for any losses it thus sustains, including any extra 
expenses. Entitlement to further claims and rights is reserved. The risk of the accidental destruction or 
accidental deterioration of the object of purchase shall immediately pass to the Customer if it defaults in 
acceptance or performance. 

5. Prices, Other Costs 
5.1 All the prices quoted are ex works and do not include statutory value-added tax and any transport costs 
incurred (including any charges for payment on delivery). 
5.2 In the case of contracts with an agreed delivery period of more than three (3) weeks, Good To Go 
reserves the right to alter its prices reasonably, if any increases or decreases in prices occur subsequent 
to conclusion of the contract, in particular in the wake of collective bargaining agreements or changes in 
prices for materials. Good To Go shall provide the Customer with proof of such price changes on request. 
 
6. Terms of Payment 
6.1 Invoiced amounts shall fall due for immediate payment without deduction on receipt of the invoice. 
Consequences of default in payment shall be governed by statutory regulations. 
6.2 If any diverging payment date is agreed, the payment shall be deemed effected when Good To Go is able 
to dispose over the full amount. Agreed payment dates shall apply both to invoices and to credits. The 
Customer shall pay its own bank charges. 
6.3 If deduction of a cash discount has been agreed, then such deduction shall apply both to invoices and to 
credits. Deduction of a cash discount is not allowed if the Customer is in default with other payments. 
6.4 If it does not have ongoing business relations with the Customer, then Good To Go shall be entitled to only 
make a delivery to the Customer in return for advance payment or payment on delivery, or after direct 
debit authority has been granted. The same applies in the event of repeated and/or continued default in 
payment.  
6.5 If it becomes evident subsequent to conclusion of the contract that Good To Go’s claim to counter- 
performance is at risk due to the Customer’s inability to perform, then Good To Go may refuse to perform 
its own obligations until the Customer has effected counter-performance. Good To Go may set a 
reasonable deadline by which the Customer must render concurrent counter-performance in return for 
Good To Go’s performance. On expiry of the deadline, Good To Go shall be entitled to withdraw from the 
contract, and/or to demand compensation for damages or expenses if the statutory requirements are met.  
6.6 Payments by the Customer shall always be offset against the longest outstanding debt.  
6.7 The Customer shall only be entitled to setoff if its counter-claims have been declared res judicata, are 
undisputed, or have been acknowledged by Good To Go. The Customer shall only be authorised to 
exercise its right of retention insofar as its counter-claim derives from the same contractual relationship. 

7. Complaints, Defects, Guarantee 
7.1 The Customer’s rights based on defects shall be contingent upon the Customer having duly performed its 
obligations to inspect the goods and file complaints in accordance with German Commercial Code [HGB], 
Art. 377. The Customer is under obligation to immediately check the goods received and to report any 
defects in writing within five (5) working days of receiving the goods, or – in the case of concealed defects 
– immediately after the defect’s discovery, stating the nature and scope of the defect and specifying the 
delivery note and the invoice number. If the Customer fails to receive the goods, this must likewise be 
reported within five (5) working days of receipt of the invoice. If complaints are not filed in good time or in 
due form, then Good To Go’s performance shall be deemed duly rendered and guarantee claims shall be 
excluded. 
7.2 Any goods rejected by the Customer must be sent back to Good To Go’s warehouse address (Good To 
Go GmbH, Südstrasse 48, 44625 Herne, Germany) within five (5) working days of Good To Go issuing 
instructions to this effect. If the Customer fails to duly follow these instructions, then Good To Go’s 
guarantee obligations shall lapse. Good To Go reserves the right in cases of damaged goods or goods 
showing signs of wear and tear (in particular if the outer packaging is damaged) to make reasonable 
deductions from the amount credited. This shall not apply if the outer packaging has to be damaged in 
order for the Customer’s warranty claims to be asserted. 
7.3 If the Customer’s complaint is justified, then Good To Go shall render post-performance by eliminating the 
defect or delivering a substitute, at its own option. 
7.4 If subsequent improvement or substitute delivery fails, then the Customer shall be entitled to withdraw 
from the contract or demand a reduction in the price, at its own option. 
7.5 Compensation claims based on a violation of Good To Go’s pre-contractual, contractual or statutory 
obligations are excluded, unless Good To Go or its employees or vicarious agents have acted with intent 
or gross negligence or a breach of cardinal duty is involved.  If Good To Go is not culpable of a breach of 
cardinal duty or deliberate breach of contract, its obligation to afford compensation shall be limited to the 
foreseeable damage typically occurring. The same applies if the Customer is entitled to compensation in 
lieu of performance. 
7.6 In all other respects, liability based on warranty obligations shall be governed by statutory regulations. 
7.7 Claims based on defects shall become statute-barred twelve (12) months after the passing of risk. The 
statutory period of limitation for recourse claims pursuant to the German Civil Code [BGB] Articles 478 and 
479 shall remain unaffected. 

8. Returns, Credits 
8.1 Notwithstanding the provisions laid down in Art. 8 of these Terms of Sale, sending back goods (returns) is 
only allowed after Good To Go has issued written permission to this effect. 
8.2 Returns for which written permission has been issued are exclusively to be done using a valid return label, 
freight paid and at the Customer’s risk to Good To Go’s warehouse (Good To Go GmbH, Südstraße 48, 
44625 Herne). Otherwise Good To Go shall be under no obligation to issue a credit. 
8.3 Any goods being returned with Good To Gob’s permission must be received by Good To Go within four (4) 
weeks of such permission being issued, whereby the date of the permission note is binding. 
8.4 Returns must be in mint condition and saleable (i.e. free of defects, without any damage to the sales 
packaging, devoid of stickers or labels, etc. affixed by the Customer), otherwise Good To Go shall be 
under no obligation to issue a credit for the goods returned; in cases of ex gratia credits, Good To Go 
reserves the right to make a flat-rate deduction of one euro (€1) per sound carrier. 
8.5 Goods duly returned shall be credited to the Customer’s account applying the listed price in force at the 
time, minus any discounts granted. If bargain priced items are returned, the respective price for the goods 
on the date of delivery shall apply. Credit amounts shall always be offset against Good To Go’s 
receivables from the Customer. If no such receivables exist, then the credit shall be paid by Good To Go 
immediately or within the agreed payment period, on deduction of any cash discount that has been 
agreed. 
8.6 In all other respects, Good To Go’s Standard Business Terms as revised at the time shall apply to all 
returns. 

9. Reservation of Title 
9.1 Good To Go reserves title to the goods delivered until all the payments based on the current business 
relationship with the Customer have been received, whereby this reservation shall apply to the 
acknowledged account balance. 
9.2 The Customer is under obligation to treat the goods with care. If any servicing or maintenance is required, 
the Customer must carry this out in good time at its own expense. 
9.3 Up to the total invoiced amount (incl. VAT) of Good To Go’s receivables, the Customer here and now 
assigns to Good To Go the entire receivables from its own customers or third parties which accrue to it on 
reselling the goods. The receivables assigned in advance by the Customer to Good To Go likewise relate 
to the acknowledged account balance. Even after making this assignment, the Customer still remains 
authorised to collect the receivables. Good To Go’s authority to collect the receivables itself remains 
unaffected. However, Good To Go undertakes not to collect the receivables as long as the Customer 
performs its payment obligations out of the proceeds collected and does not default in payment, and in 
particular as long as no petition for the institution of composition or insolvency proceedings has been filed 
and as long as payments have not been suspended. If any of these instances is the case, then Good To 
Go may demand from the Customer disclosure of the assigned receivables and the respective debtors, 
provision of all the details required for effecting collection and delivery of the appurtenant documents, and 
in addition that the Customer notify the debtors (third parties) about this assignment. 
9.4 At the Customer’s request, Good To Go shall waive its reservation of title to goods delivered if the 
Customer has satisfied all the demands connected with the delivery, and if adequate security exists for all 
the remaining receivables under the ongoing business relationship. Moreover, at the Customer’s request 
Good To Go undertakes to release the security to which it is entitled insofar as the realisable value of the 
security not just temporarily exceeds the sum of the secured receivables by more than ten (10) percent. 
9.5 As long as Good To Go reserves title to the goods, the Customer is not allowed to pledge any items 
delivered, assign them by way of security, or otherwise transfer their possession – except by resale during 
the ordinary course of business – in any manner impairing the security provided hereunder. If goods 
supplied subject to Good To Go’s reservation of title or receivables assigned to Good To Go are attached 
or seized by third parties, then the Customer must inform the bailiff about the reservation of title or the 
assignment by way of security, and immediately notify Good To Go enclosing the bailiff’s record of 
attachment or seizure. In any such cases, the Customer undertakes to bear the cost of measures for 
eliminating the attachment or seizure. 
9.6 If the Customer defaults in payment or discontinues making payments, or if a petition for the institution of 
composition or insolvency proceedings has been filed, or if any such proceedings have been instituted 
against its assets, or if it fails in any other way to perform its cardinal duties, then at Good To Go’s request 
the Customer shall immediately grant Good To Go access to the goods subject to the latter’s reservation 
of title which are still in the Customer’s possession. In addition, in any such cases Good To Go shall have 
the right to revoke the Customer’s right to effect resale. 

10. Online Orders 
The Customer is granted the possibility of placing orders online using the B2B portal on Good To Go’s 
website. To this end, the Customer shall be given personal access data which it may provide exclusively to 
its employees but not to third parties. Good To Go is entitled at any time and without stating reasons to 
deny the Customer this possibility of placing orders online, without this requiring any specific notification 
from Good To Go. 

11. Letting, Lending & Copying Good To Go’s Goods 
Letting, lending or similar operations (e.g. sale with right of return) and copying the goods supplied by 
Good To Go is only allowed with express prior written permission from Good To Go, as far as this is not 
expressly permitted under copyright law. The same applies to any manner of transferring sound and/or 
picture-sound recordings to tapes, transparencies, films and other sound carriers, and to their input into 
any manner of electronic database or network. 

12. Venue, Governing Law, Place of Performance  
12.1 If the Customer is a registered merchant, venue shall be at the location of Good To Go’s registered place 
of business; however, Good To Go shall also be entitled to sue the Customer before the court having 
jurisdiction at the Customer’s domicile. 
12.2 Contractual relations shall be governed by German law, excluding CISG (UN Convention on Contracts for 
the International Sale of Goods). 
12.3 Unless otherwise stated in the confirmation of order, place of performance shall be Good To Go’s 
registered place of business.