General terms and conditions of business

§ 1 Scope and Provider

(1) The General Terms and Conditions (hereinafter referred to as "GTC") regulate the sale of products and services by GEMBA Solutions (hereinafter Provider) to you, in the version valid at the time of the order.

(2) Deviating General Terms and Conditions of the Orders will be rejected.

(3) Please read these terms and conditions carefully before placing an order with GEMBA Solutions. By placing an order with GEMBA Solutions, you agree to the application of these terms and conditions to your order.

(4) Bid on GEMBA Solutions we offer you the sale of the following products:

Materials for Kaizen events and continuous improvements, Lean Management Simulation Games

(5) At GEMBA Solutions we offer you the following services:

Expert exchange and keynote speeches, management consulting, digitization of value streams and process analyses, training courses, Best practice visits

§ 2 Conclusion of the contract

(1) Ver Contracts on this portal can only be concluded in German.

(2) The offers are aimed exclusively at end customers with a billing and delivery address in:

Worldwide.

In the case of individual bulky items, the possible delivery addresses and the place of delivery may be limited; the restriction is shown in the respective list price.

(3) The customer must have reached the age of 18.

(4) The presentation of the goods in the online shop does not constitute a legally effective offer. The presentation of the goods merely prompts the customer to make an offer.

(5) Your order represents an offer to GEMBA Solutions to conclude a purchase contract. The customer makes a binding offer when he has gone through the online ordering process by entering the information required there and clicks on the "Order with obligation to pay" button in the last order step.

(6) The purchase contract between the provider and the customer only comes into existence through a declaration of acceptance by the provider. This takes place at the earlier of the two dates, either the goods are sent or a shipping confirmation is sent by e-mail. Please note that the confirmation of receipt of your order does not constitute a declaration of acceptance in the sense mentioned above.

(7) The effectiveness of contracts for larger than normal household quantities as well as the commercial resale of the object of purchase requires the express confirmation of the provider. This relates both to the number of products ordered as part of an order and to placing multiple orders for the same product, where the individual orders cover a normal household quantity.

(8) Your orders will be saved by us after the conclusion of the contract. If you lose your documents relating to your orders, please contact us by e-mail or telephone. We will send you a copy of the order details.

(9) Access to the use of the GEMBA Solutions service requires registration.

(10) By registering, the customer accepts these General Terms and Conditions. With the registration, a contractual relationship between GEMBA Solutions and the registered customer is created, which is based on the provisions of these General Terms and Conditions.

(11) The presentation of the service on the website does not constitute a legally effective offer. The presentation of the service merely prompts the customer to make an offer.

(12) By ordering a paid service, the registered customer enters into another contractual relationship with GEMBA Solutions that is separate from the registration. Before concluding this contractual relationship, the user will be informed about the respective chargeable service and the terms of payment. The contractual relationship arises when the customer confirms the order and payment obligation by clicking on the button "Order with obligation to pay".

(13) You agree that you will receive invoices electronically. Electronic invoices will be sent to you by e-mail or in the customer account on the website made available. We will inform you for each delivery and service whether an electronic invoice is available. Further information about electronic invoices is available on our website.

§ 3 Prices and shipping costs

(1) Our prices include the applicable statutory VAT and understand are subject to no flat rate or surcharge shipping costs. Shipping surcharges vary depending on the mode of delivery and the nature of the item.

(2) Despite our best efforts, a small number of products in our catalog may be mispriced. We will verify prices when we check your order and before we charge the payment. If a product is incorrectly priced and the correct price is higher than the price on the website, we will contact you before the goods are dispatched to ask whether you wish to purchase the product at the correct price or cancel the order. If the correct price of a product is lower than the price we quote, we will charge the lower amount and send you the product.

(3) The prices at the time of the order apply. If list prices should be available, the prices of the list price valid at the time of the order apply.

(4) Registration is required to use GEMBA Solutions.

(5) If the user would like to use a chargeable service, he will be informed in advance of the chargeability. In particular, the respective additional scope of services, the costs incurred and the method of payment are listed.

(6) The provider reserves the right to charge different fee models for different booking times and user groups and in particular for different periods of use, as well as to offer different scopes of services.

§ 4 Delivery and cancellation

(1) Unless otherwise agreed, delivery will be made to the delivery address specified by the customer. On the website you will find information on the availability of products sold by GEMBA Solutions (e.g. on the respective product detail page). We would like to point out that all information on the availability, shipping or delivery of a product is only expected information and approximate guide values. They do not represent any binding or guaranteed shipping or delivery dates, unless this is expressly designated as a binding date in the shipping options for the respective product.

(2) If GEMBA Solutions determines during the processing of your order that the products you have ordered are not available, you will be informed of this separately by e-mail or by message in your customer account. The legal rights of the customer remain unaffected.

(3) If delivery to the customer is not possible because the delivered goods do not fit through the front door, front door or stairwell of the customer or because the customer cannot be found at the delivery address specified by him, although the delivery time was reasonable for the customer deadline was announced, the customer bears the costs for the unsuccessful delivery.

(4) Delivery depends on the customer's payment method. In the case of advance payment, the delivery takes place after the payment order has been issued to the transferring bank. When paying by Paypal, credit card, gift card, direct debit, immediate transfer or invoice, the delivery takes place after the conclusion of the contract.

(5) If your order is shipped in more than one package, you may receive a separate shipping confirmation for each package. In this case, a separate purchase contract is concluded between us for each shipping confirmation for the products listed in the respective shipping confirmation. The contractual partner is GEMBA Solutions. Notwithstanding your right of withdrawal, you can cancel your order for a product at any time free of charge before the relevant shipping confirmation has been sent.

(6) This right to cancellation does not apply to certain product groups and services, including digital content or software that is not supplied on a physical data carrier (e.g. on a CD or DVD), provided that the download or use (depending on which whichever time is earlier) has begun.

§ 5 Customs

(1) If you order products from GEMBA Solutions for delivery outside the European Union, you may be subject to import duties and taxes, which are levied once the package reaches the designated destination. Any additional charges for customs clearance must be borne by you; we have no control over these charges. Customs regulations vary greatly from country to country, so you should contact your local customs office for more information.

(2) Please also note that when ordering from GEMBA Solutions, you will be considered the importer and must comply with all laws and regulations of the country where you receive the products. The protection of your data is important to us and we would like to make our international customers aware that cross-border deliveries are subject to opening and inspection by customs authorities. For more information, please read our customs information.

§ 6 Terms of payment

(1) Any accrued fee is to be paid in advance, at the time it is due, without deduction to GEMBA Solutions.

(2) The customer can pay for the goods or services using the following payment methods:

 - Paypal

 - credit card

 - direct debit:

In the event of a returned direct debit for which the customer is responsible, GEMBA Solutions will charge a flat-rate compensation fee of €7 (seven euros). The customer can prove that no damage has occurred at all or that it is significantly lower than the flat rate. The above regulations apply accordingly to payments of the purchase price of goods sold by third parties.

 - Sofortüberweisung

(3) Certain payment methods can be excluded by the provider in individual cases.

(4) The customer is not permitted to pay for the goods or services by sending cash or checks.

(5) If the customer chooses an online payment method, the customer thereby authorizes the provider to collect the amounts due at the time of the order.

(6) If the provider offers payment in advance and the customer chooses this payment method, the customer must transfer the invoice amount to the provider's account within five calendar days of receipt of the order. The provider reserves the goods accordingly for five calendar days.

(7) If the provider offers payment by credit card and the customer chooses this payment method, the customer expressly authorizes the provider to collect the amounts due.

(8) If the provider offers payment by direct debit and the customer chooses this payment method, the customer gives the provider a SEPA basic mandate. If, when paying by direct debit, a payment transaction is reversed due to insufficient funds in the account or due to incorrectly transmitted bank details, the customer must bear the costs for this.

(9) If the provider offers payment in advance and the customer chooses this payment method, the customer undertakes to pay the invoice amount within 14 days after the goods have been dispatched, without any deduction of any discount.

(10) If the customer is in default with the payment, the provider reserves the right to assert the damage caused by default.

§ 7 Registration and termination

(1) Furthermore, the customer declares that he and, to his knowledge, no member of his household has a criminal record that endangers the safety of third parties, in particular not because of a criminal offense against sexual self-determination (§§ 174 ff. StGB, a crime against life (§§ 211 ff. StGB), a crime against bodily integrity (§ 223 ff. StGB), a crime against personal liberty (§§ 232 ff. StGB), or because of of theft and embezzlement (§§ 242 ff. StGB) or robbery and extortion (§§ 249 ff. StGB) or because of drug abuse.

(2) A user is, subject to reservation, entitled at any time to object in writing by Unsubscribe from post, e-mail or telephone. At the same time, there is the possibility of completely and personally deactivating this within the data and settings in the user account. The previously concluded contractual relationship is ended with that.

(3) GEMBA Solutions may terminate the contract at any time at its own discretion, with or without prior notice and without giving any reason. GEMBA Solutions further reserves the right to remove profiles and/or any content posted to the Website by or by the user. If GEMBA Solutions terminates the user's registration and/or removes the user's profile or published content, GEMBA Solutions is under no obligation to inform the user of the reason for the termination or removal.

(4) Following each termination of any individual use of the services of GEMBA Solutions, GEMBA Solutions reserves the right to send information about this to other registered users with whom GEMBA Solutions assumes that they have been in contact with the user. GEMBA Solutions' decision to terminate the user's registration and/or to notify other users with whom GEMBA Solutions believes the user has been in contact does not imply or imply that GEMBA Solutions makes statements about individual character, general reputation, personal Characteristics still meets above the lifestyle.

(5) Users are obliged not to provide any intentional or fraudulent false information in their profile or other areas of the portal. Such disclosures may result in civil action. The operator also reserves the right to terminate the existing contractual relationship with immediate effect in such a case.

(6) If a user's access is blocked due to culpable breach of contract and/or the contractual relationship is terminated, the user must pay damages for the remaining term of the contract in the amount of the agreed fee less the expenses saved. The amount of the expenses saved is set at a flat rate of 10% of the fee. Both contracting parties are free to prove that the damage and/or the expenses saved are actually higher or lower.

(7) After termination of the contractual relationship, all user data will be deleted by GEMBA Solutions.

§ 8 Limitation of liability (services)

(1) GEMBA Solutions assumes no responsibility for the content and correctness of the information in the registration and profile data of the customer or other content generated by the customer.

(2) With regard to the service sought or offered, the contract is concluded exclusively between the respective ordering parties involved. Therefore, GEMBA Solutions is not liable for the services of the participating customers. Accordingly, all matters relating to the relationship between Clients including, without exception, services received by a Seeker or payments due to Client, shall be addressed directly to the relevant party of the Client. GEMBA Solutions cannot be held responsible for this and hereby expressly contradicts all possible liability claims of any kind, including claims, services, direct or indirect damage of any kind, consciously or unconsciously, suspected or unexpected, disclosed or not, of whatever kind in connection with the matters mentioned.

(3) GEMBA Solutions is only liable for damages resulting from injury to life, limb or health if they are based on an intentional or negligent breach of duty by GEMBA Solutions or an intentional or negligent breach of duty by a legal representative or vicarious agent of GEMBA Solutions.

(4) GEMBA Solutions Europe is only liable for other damages, insofar as they are not based on the breach of cardinal obligations (obligations whose fulfillment make the proper execution of the contract possible in the first place and on whose observance the contractual partner may regularly rely), if they are based on an intentional or grossly negligent breach of duty by GEMBA Solutions or an intentional or grossly negligent breach of duty by a legal representative or vicarious agent of GEMBA Solutions.

(5) The claims for damages are limited to the foreseeable, contract-typical damage. In the event of default, they amount to a maximum of 5% of the order value.

(6) Claims for damages based on injury to life, limb or health or freedom become statute-barred after 30 years; otherwise after 1 year, whereby the statute of limitations ends at the end of the year in which the claim arose and the creditor became aware of the circumstances giving rise to the claim and the person of the debtor or should have become aware thereof without gross negligence (§ 199 Para.1 BGB).

(7) The provider reserves the right to check the content of a text written by a user and uploaded files for compliance with the law and, if necessary, to delete them in whole or in part.

§ 9 Set-off and right of retention

(1) The customer only has the right to set-off if the customer's counterclaim has been legally established or has not been disputed by the provider.

(2) The customer can only exercise a right of retention if your counterclaim is based on the same contractual relationship.

§ 10 Retention of title

GEMBA Solutions retains ownership of the goods until full payment.

§ 11 Transport damage

(1) If the customer receives the goods with obvious transport damage, the provider requests that he complain as soon as possible.

(2) If the customer fails to make a complaint, this has no consequences for the statutory warranty rights. The purpose of the complaint is that the provider can assert his own claims against the carrier.

§ 12 Right of Defects

(1) If the customer is a consumer, the warranty and liability for defects of the delivered object of purchase are based on the statutory provisions: According to this, customers in the European Union have a period of two years from delivery in addition to their 30-day return guarantee of the goods warranty rights and may request the repair or replacement of the products purchased on GEMBA Solutions if they prove to be defective or not as described. If the goods cannot be repaired or replaced within a reasonable time or without difficulty, you can request a refund or a reduction in the purchase price.

(2) In the case of used goods, the warranty period can be shorter than two years.

(3) If the customer is not a consumer, the defect will be remedied by new delivery or new performance.

(4) If the customer is not a consumer, the limitation period is one year. This applies to the extent that no claims for damages or reimbursement of expenses are asserted for compensation for damage to body and health or for intent or gross negligence.

§ 13 Limitation of liability (products)

(1) The provider is liable for claims for damages by the customer resulting from injury to life, limb, health or from the breach of essential contractual obligations, as well as for other damages resulting from their intentional or grossly negligent breach of duty, or a the legal representatives or vicarious agents of the provider.

(2) Essential contractual obligations are obligations whose fulfillment is necessary to achieve the objective of the contract.

(3) The provider is liable for breaches of essential contractual obligations that are based on contract-typical, foreseeable damage, provided that the damage was caused by simple negligence. This limitation does not apply to claims for damages by the customer based on injury to life, limb or health.

(4) The provisions of the Product Liability Act remain unaffected.

(5) Insofar as the liability of GEMBA Solutions is excluded or limited, this also applies to the personal liability of employees, representatives and vicarious agents.

§ 14 Right of cancellation

(1) If the customer is a consumer, he has a right of cancellation in accordance with the following provisions:

(2) Right of cancellation You have the right to cancel this contract within fourteen days without giving a reason. The cancellation period is fourteen days from the day on which you or a third party named by you, who is not the carrier, delivered the goods (or the last goods, partial shipment or piece in the case of a contract for several goods of a single order or the delivery of a goods in several partial shipments or pieces) or from the day of the conclusion of the contract, in the case of digital content that is not delivered on a physical data carrier (e.g. CDs or DVDs), to revoke it without giving reasons.

The cancellation period for services is fourteen days from the day the contract was concluded.

In order to exercise your right of withdrawal, you must inform us:

GEMBA Solutions

Herigerstr. 9

88138 Hergensweiler

Germany

Phone: +49 (0) 170 - 8426043

E-mail: info@gemba-solutions.de

by means of a clear declaration (e.g. a letter sent by post, fax or e-mail) about your decision to accept this contract revoke inform You can use the model cancellation form on our website for this purpose or send us another clear declaration. If you make use of this option, we will immediately send you (e.g. by e-mail) confirmation of receipt of such a revocation.

To meet the cancellation period, it is sufficient for you to send the notification of your exercise of the right of cancellation before the cancellation period has expired and for you to have returned the goods via our online returns center within the period defined below.

(3) Consequences of revocation If you revoke this contract, we will owe you all payments that we have received from you, including delivery costs (with the exception of the additional costs resulting from the fact that you use a different type of delivery than that of have chosen the cheapest standard delivery offered to us) immediately and at the latest within 14 days from the day on which we received the notification of your cancellation of this contract. For this repayment, we use the same means of payment that you used in the original transaction, unless something else was expressly agreed with you; under no circumstances will you be charged fees for this repayment.

If you have requested that the services should begin during the cancellation period, you must pay us a reasonable amount that corresponds to the proportion of the services already provided up to the point in time at which you informed us of the exercise of the right of cancellation with regard to this contract compared to the total scope of the services provided for in the contract.

We may refuse repayment until we have received the returned goods or until you have provided proof that you have returned the goods, whichever is earlier.

You have to return the goods to

GEMBA Solutions

Herigerstr. 9

88138 Hergensweiler

Germany

Phone: +49 (0) 170 - 8426043

Email: info@gemba-solutions.de

to be returned or handed over. The deadline is met if you send back the goods before the period of 14 days has expired. You bear the direct costs of returning the goods.

(4) Cancellation form

(If you want to cancel the contract, please fill out this form and send it back.)

To:

GEMBA Solutions

Herigerstr. 9

88138 Hergensweiler

Germany

Email: info@gemba-solutions.de

I/we (*) hereby revoke the contract concluded by me/us (*) for the purchase of the following goods (*)/the provision of the following Service (*)

_____________________________________________________

Ordered on (*)/received on (*)

__________________

Name of consumer(s)

___________________________________________________________

Address of consumer(s)

___________________________________________________________

Signature of consumer(s) (only if notification is on paper)

__________________

Date

__________________

(*) Delete where not applicable.

(5) Exceptions to the right of withdrawal You only have to pay for any loss in value of the goods if this loss in value is due to the handling of the goods that is not necessary to establish the nature, properties and functioning of the goods. The right of withdrawal does not exist or expires in the following contracts: • for the delivery of goods that are not suitable for return for reasons of health protection or hygiene reasons and whose seal was removed after delivery or which, due to their nature, are inseparable from other goods after delivery have been mixed up; • for the delivery of audio or video recordings or computer software in a sealed package if the seal has been broken after delivery; • for the delivery of goods that are manufactured to customer specifications or clearly tailored to personal needs • for the delivery of goods that can spoil quickly or whose use-by date would quickly expire; • in the case of services if GEMBA Solutions has provided them in full and you have acknowledged and expressly agreed before placing the order that we can start providing the service and you lose your right of withdrawal upon complete fulfillment of the contract; • for the delivery of newspapers, periodicals or magazines, with the exception of subscription contracts; and • for the delivery of alcoholic beverages, the price of which was agreed when the purchase agreement was concluded, but the delivery of which can only take place after 30 days and the current value of which depends on fluctuations in the market over which the entrepreneur has no influence.

§ 15 Exclusion of the right of withdrawal

(1) The right of withdrawal does not apply to contracts • for the delivery of goods that are not prefabricated and for the production of which an individual selection or determination by the consumer is decisive or which are clearly tailored to the personal needs of the consumer; • for the delivery of goods that can spoil quickly or whose use-by date would quickly expire;

(2) The right of withdrawal expires prematurely in the case of contracts • for the delivery of sealed goods that are not suitable for return for reasons of health protection or hygiene if their seal was removed after delivery; • for the delivery of goods if these were inseparably mixed with other goods after delivery due to their nature; • for the delivery of audio or video recordings or computer software in a sealed package if the seal has been broken after delivery.

§ 16 Data protection

(1) Should personal data (e.g. name, address, e-mail address) be collected, we undertake to obtain your prior consent. We undertake not to pass on any data to third parties unless you have given your prior consent.

(2) We would like to point out that the transmission of data on the Internet (e.g. by e-mail) can have security gaps. Accordingly, error-free and trouble-free protection of third-party data cannot be fully guaranteed. In this regard, our liability is excluded.

(3) Third parties are not authorized to use contact data for commercial activities if the provider has given the persons concerned prior written consent.

(4) You have the right to receive complete and free information from GEMBA Solutions about the database concerning you at any time.

(5) Furthermore, the user has the right to correction/deletion of data/restriction of processing.

(6) Further information on data protection can be found in the separate data protection declaration.

§ 17 Cookies

(1) We may use cookies to display the product range. Cookies are small text files that are stored locally in the cache of the website visitor's Internet browser.

(2) Numerous websites and servers use cookies. Many cookies contain a so-called cookie ID. A cookie ID is a unique identifier of the cookie. It consists of a character string through which websites and servers can be assigned to the specific internet browser in which the cookie was stored. This enables the visited websites and servers to distinguish the individual browser of the person concerned from other internet browsers that contain other cookies. A specific internet browser can be recognized and identified via the unique cookie ID.

(3) Through the use of cookies, the users of this website can be provided with more user-friendly services that would not be possible without the cookie setting.

(4) We would like to point out that some of these cookies are transferred from our server to your computer system, whereby these are usually so-called session-related cookies. Session-related cookies are characterized by the fact that they are automatically deleted from your hard drive after the end of the browser session. Other cookies remain on your computer system and enable us to recognize your computer system on your next visit (so-called permanent cookies).

(5) You can object to the storage of cookies. A banner is available to you for this purpose, which you can object to/accept.

(6) You can of course set your browser so that no cookies are stored on the hard drive or cookies that have already been stored are deleted. Instructions for preventing and deleting cookies can be found in the help function of your browser or software manufacturer.

§ 18 Place of jurisdiction and applicable law

(1) The law of the Federal Republic of Germany shall apply exclusively to differences of opinion and disputes arising from this contract, excluding the UN Sales Convention.

(2) The sole place of jurisdiction for orders from merchants, legal entities under public law or special funds under public law is the registered office of the provider.

§ 19 Final Provisions

(1) Contract language is German.

(2) We do not offer any products or services for sale by minors. Our products for children can only be purchased by adults. If you are under 18, you may use GEMBA Solutions only with the involvement of a parent or legal guardian.

(3) If you breach these Terms and we do nothing about it, we shall still be entitled to exercise our rights on any other occasion where you breach these Terms of Sale.

(4) We reserve the right to make changes to our website, regulations, conditions including these General Terms and Conditions at any time. Your order will be subject to the terms and conditions of sale, contract terms and general terms and conditions in force at the time you place your order, unless a change to these terms is required by law or official order (in which case they will also apply to orders that you have previously made). If any provision of these Terms of Sale is held to be invalid, void or for any reason unenforceable, that provision shall be deemed severable and shall not affect the validity and enforceability of any remaining provisions.

(5) The ineffectiveness of a provision does not affect the effectiveness of the other provisions of the contract. Should this occur, the meaning and purpose of the provision should be replaced by another legally permissible provision that corresponds to the meaning and purpose of the invalid provision.