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These terms are valid for business customers only
Terms of Service
I. Scope and defense clause
1. These terms and conditions apply to all current and future terms and conditions between us and customers who are entrepreneurs. Entrepreneurs are natural or legal persons or legal partnerships with whom business relationships are entered into, who act in the exercise of a commercial or independent professional activity. Entrepreneurs within the meaning of these terms and conditions also include legal entities under public law and public law special funds.
2. Deviating, conflicting or supplementary terms and conditions of the customer are hereby expressly contradicted. Such terms and conditions do not become part of the contract, even if they are known, unless their validity is expressly agreed in writing
II. Offer and conclusion of contract
1. Our offers are always non-binding. The documents belonging to our offers such as images, drawings, weight and dimensions are only approximate unless they are expressly designated as binding.
2. Orders placed with us only become effective with our written confirmation. Customers are bound to their order until receipt of our written refusal. The commitment expires if we have not confirmed the order in writing within a period of at least two weeks set by the customer. The deadline must be set in writing.
3. Verbal agreements only become effective with our written confirmation. This cannot be waived orally, tacitly or implicitly.
4. We reserve the right to correct identifiable errors in our offers, confirmations, invoices or other communications at any time.
III. Prices and payment
1. Our prices are pure net prices and are in euros.
2. Unless otherwise agreed in writing, our invoices are due immediately upon receipt of the goods. Partial payments are only possible after prior written agreement. In the event of default, at least the statutory default interest applies, unless we can prove higher damage caused by default.
3. A flat rate of 10 euros will be charged for each payment reminder / reminder.
4. Money orders, checks and bills of exchange will only be accepted on account of payment and all collection and discount charges will be charged.
5. Insofar as we are entitled to partial services, late payment entitles us to refuse further services or to exercise the right of retention. In the event of default in payment, the entire invoice is due immediately. Any previous deferral agreements are then immediately canceled. In the event of a deterioration in the customer's financial situation, his cessation of payments or an application to open composition / insolvency proceedings over the customer's assets, all of our claims, including deferred claims, become due immediately.
6. A set-off or a right of retention against claims due to us is only effective if the set-off claim or the claim for which a right of retention is asserted is undisputed or has been legally established. Assignment of claims that the customer has against us are only valid with our written consent.
IV. Delivery and storage
1. Our written order confirmation is decisive for the scope of delivery and the agreement of delivery dates. In the case of an offer by us with a time commitment and timely acceptance, the offer is decisive, unless a timely order confirmation is available.
2. The delivery period begins with the dispatch of the order confirmation, but not before the documents to be procured by the buyer, such as permits and releases, etc., or before an agreed down payment has been received. We strive to meet the specified delivery date, but the delivery date is non-binding.
3. If dispatch is delayed at the buyer's request, he will be charged for the storage costs, beginning one month after notification of readiness for dispatch. However, we are entitled, after setting and unsuccessful expiry of a reasonable period of time, to otherwise dispose of the delivery item and to supply the buyer with an appropriately extended period.
4. Compliance with the delivery period presupposes the fulfillment of the contractual obligations of the buyer.
5. In any case, the goods are deemed to have been delivered ex warehouse and travel at the risk of the buyer without any obligations on the part of the seller. Transport insurance is only covered on behalf of the buyer. If storage becomes necessary, the goods are stored for the account and risk of the buyer without the seller's obligations.
6. We are entitled to make partial deliveries.
V. Transfer of risk, warranty rights, inspection and notification obligation
1. The risk of accidental loss and accidental deterioration of the goods is transferred with the delivery of the goods to the forwarding agent, the carrier or the person or institution otherwise assigned to carry out the shipment, even if partial deliveries are made or if we have others Services, e.g. the shipping costs or export and instruction have taken over. If the dispatch is delayed due to circumstances for which the buyer is responsible, the risk is transferred to the buyer on the day of readiness for dispatch. 2. Visible transport damage must be reported to the responsible carrier immediately upon delivery. The same applies in the event of suspected transport theft, whereby the exact freight weight of the consignment should be determined at the time of delivery, among other things for the purpose of possible recourse claims against an insurance company. The buyer must examine the goods immediately after delivery and, if a defect is found, notify the seller in writing within eight days at the latest. Late complaints cannot be taken into account, unless it is a matter of a defect that was not recognizable during the investigation. If such a defect only becomes apparent later, the report must be made within one week of its discovery. Otherwise the goods are considered approved. Deadline is sufficient for the timely dispatch. The buyer bears the full burden of proof for all claim requirements, in particular for the defect itself, the time at which the defect was discovered and for the timeliness of the notification of defects.
3. If there is a claim for defects, we initially provide a guarantee by repair or replacement, at our option. Minor deviations in size, condition and color of the goods are already considered approved, provided that the normal use of the goods is not impaired by the deviation. If the supplementary performance fails, the customer can in principle, at his option, request a reduction in payment (reduction) or cancellation of the contract (withdrawal). In the case of only minor defects, the customer has no right of withdrawal.
4. We are liable in accordance with the statutory provisions insofar as the customer asserts claims for damages based on intent or gross negligence on the part of us or our vicarious agents. Unless we are accused of intentional breach of contract, liability for damages is limited to foreseeable, typical damage. We are liable in accordance with the statutory provisions if we culpably violate an essential contractual obligation. In this case the liability for damages is limited to the foreseeable, typically occurring damage.
5. Liability for culpable harm to life, limb or health remains unaffected. This also applies to mandatory liability under the Product Liability Act.
6. Further direct or indirect claims for damages are excluded, unless otherwise regulated above, as far as legally permissible.
The buyer can withdraw from the contract if the entire service becomes finally impossible for us before the transfer of risk. The same applies to our inability.
2. If there is a delay in performance on our part and the customer grants us a reasonable grace period with the express declaration that he will refuse to accept the service after this period has expired and if the grace period is not adhered to, the buyer is entitled to withdraw.
3. If the impossibility occurs during the delay in acceptance or through the fault of the buyer, the buyer remains obliged to provide consideration.
4. As far as legally permissible, all further claims of the buyer, in particular for warranty and for compensation for damage of any kind, including damage that did not occur on the delivery item itself, are excluded.
5. In the event of unforeseeable events, insofar as they significantly change the economic importance or the content of the service or have a significant effect on our company, and in the event that execution is subsequently found to be impossible, the contract will be appropriately adapted. As far as this is economically justifiable, we have the right to withdraw from the contract in whole or in part. There are no claims for damages on the part of the buyer due to such a withdrawal.
VII. Retention of title
The seller retains ownership of the goods until all claims of the seller against the buyer from the business relationship, including future claims arising from contracts concluded at the same time or later, have been settled. This also applies if individual or all of the seller's claims have been included in a current invoice and the balance has been drawn and recognized. The buyer is only entitled to resell the reserved goods in the ordinary course of business if he hereby assigns to the seller all claims that arise from the resale against the buyer or against third parties. If goods subject to retention of title are sold unprocessed or after processing or combination with objects that are exclusively owned by the buyer, the buyer hereby assigns the claims arising from the resale in full to the seller. If the reserved goods are sold by the buyer after processing / combination together with goods that do not belong to the seller, the buyer hereby assigns the claims arising from the resale in the amount of the value of the reserved goods with all ancillary rights and priority over the rest. The seller accepts the assignment. The buyer is authorized to collect these claims even after assignment. The right of the seller to collect the claim himself remains unaffected by this; however, the seller undertakes not to collect the claim as long as the buyer properly meets his payment and other obligations. The seller can demand that the buyer notify him of the assigned claims and their debtors, provide all information required for collection, hand over the relevant documents and notify the debtor of the assignment.
VIII. Third party rights
In the event of a violation of the rights of third parties, e.g. exclusive rights and related sales bans, claims for damages by the buyer against the seller are excluded.
X. Final provisions
1. The place of performance for all services from the business relationships with us is Norderstedt.
2. The law of the Federal Republic of Germany applies exclusively, in particular the BGB, HGB and the ZPO. The provisions of the UN sales law do not apply. Foreign law is also excluded if the customer has his habitual residence abroad.
3. The place of jurisdiction, insofar as this is legally permissible, also for actions on bills of exchange and checks, as well as for all claims between the contractual partners, is exclusively the district court of Norderstedt / district court of Kiel. This also applies to all lawsuits against and from foreign customers against us.
4. Should individual provisions of the contract with the customer, including these general terms and conditions, be or become fully or partially ineffective, this shall not affect the validity of the remaining provisions. In this case, the contracting parties undertake to replace the invalid provision with a provision that comes close to the legal and economic purpose of the contract.