Terms of service

Last updated: November 17, 2025.

1. Scope and Parties

1.1. These Terms and Conditions (“Terms”) govern access to and use of the HPMT online distributor shop (“E-Shop”) and all orders placed through it.

1.2. The E-Shop is strictly for business customers. It is intended for:

• authorized distributors of HPMT located in a Member State of the European Union (“Distributors”) and their employees, and
• the Distributors’ own customers/dealers and sales representatives, to the extent they place orders on behalf of a Distributor.

Consumers are not permitted to use this site.

1.3. The contracting party and seller for all orders placed via the E-Shop is:

HPMT Deutschland GmbH

Vorkamp 6, D-23879 Mölln, Germany

Tel.: +49 (0) 4542 / 842110

Email: info@hpmt-deutschland.de

1.4. Even if goods are shipped directly to dealers, salespeople, or other third parties, the sole contractual buyer and invoice recipient is the Distributor on whose behalf the order is placed.

1.5. The E-Shop is designed for deliveries to addresses within the territory of the European Union only.

Orders with delivery addresses outside the EU are not handled under the standard E-Shop conditions and require separate, case-by-case written confirmation by HPMT. Until such confirmation is issued, any order with a non-EU delivery address is only a non-binding request.

2. Access, Password and User Responsibility

2.1. Access to the E-Shop is protected by a password which HPMT will provide to each Distributor. The Distributor may share this password:

• internally with its own sales and purchasing personnel, and
• externally with its own customers/dealers or sales representatives, strictly for the purpose of placing orders on behalf of that Distributor.

2.2. Each person placing an order via the E-Shop must use their own business email address. The email address used is deemed to identify the Distributor on whose behalf the order is placed and the individual placing the order.

2.3. The Distributor is fully and solely responsible for:

• all orders placed using its password and/or referencing its account, including orders placed by its dealers, customers, or sales representatives, and
• managing which internal or external persons are authorized to use the password and place orders on its behalf.

2.4. HPMT is not responsible for unauthorized internal or external use of the password or misuse by the Distributor’s employees, dealers, or other third parties. Any order placed with the correct password and a business email address will be treated as authorized by the relevant Distributor.

3. Use of the E-Shop

3.1. HPMT may change, suspend, or discontinue the E-Shop or any part of it at any time, including product availability, pricing display, or shipping conditions.

3.2. HPMT may revoke or restrict access to the E-Shop for any Distributor or user at its discretion, in particular in case of misuse or breach of these Terms.

4. Product Information, Availability and Sourcing

4.1. The E-Shop shows tools available from HPMT’s stock, primarily from HPMT’s warehouse in Germany. Product descriptions, technical data, and availability information are for guidance only and may contain errors or be subject to change.

4.2. Stock levels are updated regularly but not in real time. HPMT does not guarantee that items shown as available in the E-Shop are actually in stock at the time of order processing.

4.3. If a product is not available from German stock, HPMT Deutschland GmbH may, at its discretion:

• source the product from HPMT’s central stock in Malaysia or another affiliated warehouse, and
• either ship to the Distributor from Germany after replenishment or arrange direct delivery from such warehouse.

4.4. Where goods are sourced from Malaysia, the typical additional lead time is approximately 7–10 days from order confirmation, provided there is stock available in Malaysia. This timeframe is indicative only and may be exceeded due to stock shortages, production delays, transport issues, or customs procedures. It is not a guaranteed delivery time.

4.5. HPMT reserves the right to accept orders only in whole or in part, or to refuse them, particularly in case of stock shortages, errors in product information, or outstanding payments.

5. Pricing

5.1. The prices displayed in the E-Shop (“Displayed Prices”) are gross list prices in EUR and are intended only as a reference. They are not necessarily the final prices payable by the Distributor.

5.2. The actual prices payable by each Distributor are determined exclusively by the valid price list and commercial terms separately agreed between HPMT and that Distributor (“Contract Prices”).

5.3. In case of any discrepancy between the Displayed Prices in the E-Shop and the Contract Prices, the Contract Prices shall prevail. The Distributor remains responsible for knowing its applicable Contract Prices. Dealers or salespeople using the E-Shop on behalf of a Distributor are not entitled to rely on the Displayed Prices as binding.

5.4. All prices are exclusive of applicable VAT and other taxes unless explicitly stated otherwise on the invoice. VAT handling will follow the applicable rules for B2B intra-EU supplies.

6. Orders and Contract Formation

6.1. By placing an order via the E-Shop, the person placing the order confirms that they are acting on behalf of a specific Distributor and submits a binding purchase offer from that Distributor to HPMT.

6.2. The automated order summary / acknowledgment sent from the E-Shop is not an acceptance, but only a confirmation that the order was received.

6.3. The sales contract is formed only when HPMT issues an order confirmation and/or dispatches the goods. HPMT may correct obvious errors (e.g. typographical, system, or calculation errors) in orders or confirmations.

6.4. HPMT will always invoice the Distributor, even where the delivery address is a dealer, salesperson, or other third party. No contractual relationship regarding the sale of goods is created between HPMT and such third parties.

6.5. For orders with delivery addresses outside the EU, no contract is formed via the E-Shop alone. A contract comes into existence only if HPMT issues a separate written confirmation specifically referring to the non-EU delivery and stating the applicable commercial and shipping conditions.

7. Delivery, Shipping Fees and Risk Transfer (EU)

7.1. Goods are shipped to the delivery address within the EU chosen in the E-Shop by the person placing the order (e.g. Distributor warehouse, dealer, salesperson). The Distributor is responsible for ensuring the address is correct and authorized.

7.2. Delivery may be made:

• from HPMT’s warehouse in Germany, or
• directly from another HPMT warehouse (including Malaysia) or logistics provider, at HPMT’s discretion.

7.3. As an operational rule, orders received and confirmed by HPMT on working days (Monday to Friday, excluding public holidays at the warehouse location) before 14:00 (local warehouse time) are usually shipped on the same day, subject to stock availability and internal processing capacity. Orders received after 14:00 are usually processed and shipped on the next working day. These time indications are not guaranteed and do not constitute fixed dispatch dates.

7.4. The freight forwarder typically collects shipments from the warehouse at around 15:30 (local warehouse time). For standard shipments within the EU, the typical transit time is 24–48 hours from collection. Actual delivery times may be longer due to internal issues at the freight forwarder, transport disruptions, customs checks or other circumstances beyond the control of HPMT. Delivery times are indicative only and not legally binding.

7.5. Standard shipping costs (per shipment) for deliveries within the EU:

• For order values of EUR 200.00 or more (excluding VAT): free standard shipping.
• For order values below EUR 200.00 (excluding VAT): EUR 10.00 per package for standard shipping.

7.6. Upon the Distributor’s request and subject to availability, express shipping can be arranged. The fee for express shipping is EUR 50.00 per shipment. This express fee applies regardless of order value and is not covered by the free-shipping threshold in clause 7.5, unless explicitly agreed otherwise in writing.

7.7. HPMT may adjust shipping fees, thresholds and express charges for future orders; any changes will apply only to orders placed after the change is implemented in the E-Shop or otherwise communicated.

7.8. Unless otherwise agreed in writing (e.g. specific Incoterms in the order confirmation), shipping and risk transfer follow HPMT’s standard delivery terms as stated in the order confirmation.

7.9. For any exceptional non-EU deliveries expressly agreed under clause 6.5, shipping conditions, charges, and risk transfer will be defined in the specific written agreement or order confirmation. The free-shipping thresholds, flat-rate charges and express fees in clauses 7.5 and 7.6 do not apply unless explicitly stated.

8. Invoicing and Payment

8.1. Invoices will always be issued to the Distributor and will reflect the Contract Prices applicable to that Distributor at the time of order, plus any applicable taxes, fees, and surcharges (including shipping charges under clause 7.4 / 7.7, where applicable).

8.2. Payment terms are those agreed separately between HPMT and the Distributor (e.g. distributor agreement, credit terms). In case of conflict, the separately agreed terms prevail.

8.3. HPMT may refuse further deliveries or E-Shop access if invoices are overdue or credit limits are exceeded.

9. Inspection, Claims and Warranty

9.1. The Distributor must ensure that goods delivered to dealers or other third-party addresses are inspected. The Distributor remains responsible for timely inspection and claim notification, regardless of the delivery address.

9.2. Visible defects, short deliveries, or transport damage must be notified to HPMT in writing without undue delay and at the latest within [e.g. 5 working days] after delivery. Hidden defects must be notified without undue delay after discovery.

9.3. If the Distributor fails to give timely notice, the goods are deemed accepted.

9.4. HPMT’s warranty and remedies follow the warranty terms agreed with the Distributor and/or HPMT’s general sales conditions. Remedies are typically limited to repair, replacement, or credit note at HPMT’s discretion.

10. Limitation of Liability

10.1. To the maximum extent permitted by applicable law, HPMT is not liable for:

• indirect or consequential damages,
• loss of profit, loss of production, or loss of business,
• claims resulting from incorrect use of the E-Shop, wrong delivery addresses, or internal/external misuse of passwords by the Distributor’s employees, dealers, or other third parties,
• delays caused by replenishment from overseas warehouses, customs procedures, or carriers.

10.2. HPMT’s total liability for any claim arising out of or in connection with an order is limited to the net invoice value of the specific delivery concerned.

10.3. Nothing in these Terms excludes or limits liability where such exclusion or limitation is not permitted by law (e.g. for gross negligence, willful misconduct, or personal injury).

11. Data Protection (GDPR)

11.1 Controller

The controller for all personal data processed in connection with the E-Shop is:

HPMT Deutschland GmbH, Vorkamp 6, D-23879 Mölln, Germany,

Tel.: +49 (0) 4542 / 842110, Email: info@hpmt-deutschland.de.

11.2 Categories of data

HPMT processes in particular the following categories of personal data:

(a) identification and contact data (name, business email address, phone number, company, function),

(b) login and usage data relating to the E-Shop,

(c) order and delivery data (products ordered, delivery addresses, invoices, payment status),

(d) communication data (correspondence regarding orders, support, complaints).

11.3 Purposes and legal bases

Personal data are processed for the following purposes and on the following legal bases under Art. 6 GDPR:

(a) performance of contracts with the Distributor and pre-contractual measures (Art. 6(1)(b) GDPR), in particular operation of the E-Shop, processing of orders, delivery and invoicing;

(b) compliance with legal obligations (Art. 6(1)(c) GDPR), in particular commercial and tax retention obligations;

(c) legitimate interests of HPMT (Art. 6(1)(f) GDPR), in particular operation and improvement of the E-Shop, prevention of abuse and fraud, internal administration within the HPMT group, and direct marketing to existing business customers in a B2B context.

11.4 Recipients and third-country transfers

Personal data may be disclosed to the following categories of recipients: IT and hosting providers, logistics and transport service providers, payment and financial service providers, auditors, tax advisors, and public authorities where legally required.

For the purposes described above, data may also be transferred to other companies within the HPMT group, including in countries outside the EU/EEA (in particular Malaysia). Where no adequacy decision exists, such transfers are secured by appropriate safeguards, typically the EU standard contractual clauses and additional technical and organisational measures. A copy or summary of these safeguards can be requested from HPMT using the contact details above.

11.5 Retention

Personal data are stored for as long as necessary to fulfil the purposes set out in this clause and to comply with statutory retention periods. As a rule, order and invoicing data are kept for the duration of the business relationship and at least for the statutory retention period under commercial and tax law.

11.6 Rights of data subjects

Data subjects have the right to access, rectification, erasure, restriction of processing, data portability and the right to object to processing on grounds relating to their particular situation, in each case under the conditions set out in Arts. 15–21 GDPR. They also have the right to lodge a complaint with a competent data protection supervisory authority.

11.7 Objection to direct marketing

Where personal data are processed for direct marketing purposes, data subjects have the right to object at any time to processing for such marketing. In this case, HPMT will no longer process personal data for these purposes.

11.8 Information obligation of the Distributor

If the Distributor enables its employees, dealers or other third parties to use the E-Shop on its behalf and transmits their personal data to HPMT, the Distributor is responsible for providing these persons with the information required under Arts. 13 and 14 GDPR and for ensuring that such transmission to HPMT is lawful.

12. Changes to the Terms and the E-Shop

12.1. HPMT may amend these Terms at any time. Updated Terms will be made available in the E-Shop or otherwise communicated.

12.2. The version of the Terms in force at the time of order placement applies to that order. Continued use of the E-Shop after changes are published constitutes acceptance of the updated Terms.

13. Governing Law and Jurisdiction

13.1. These Terms and all contracts concluded via the E-Shop are governed by the laws of the Federal Republic of Germany, excluding its conflict-of-law rules and excluding the UN Convention on Contracts for the International Sale of Goods (CISG).

13.2. The exclusive place of jurisdiction for all disputes arising out of or in connection with the E-Shop or orders placed through it is the court having jurisdiction at the registered seat of HPMT Deutschland GmbH (currently Mölln, Germany), unless mandatory law provides otherwise.

14. Miscellaneous

14.1. If any provision of these Terms is or becomes invalid or unenforceable, the remaining provisions remain in full force. The invalid provision shall be replaced by a valid one that comes closest to the economic intent.

14.2. Deviating or additional terms of the Distributor or of any dealer/customer do not apply, unless expressly accepted in writing by HPMT.