General Conditions of Business (GCBs’)
All deliveries, services and offerings of the Corporation are exclusively subject to the following general conditions of business. The Corporation will not accept any conditions of business of the customer divergent- or contradictory to its own conditions of business, unless the Corporation expressly agrees to their application. Any pre-contractual negotiations on the part of the Corporation are not to be deemed as an acceptance of any divergent- or contradictory conditions of business of the customer or of any other party. These present conditions of business are to be deemed as a framework agreement for all additional future business as well between the contractual parties.
II. Conclusion of a Contract
An offering to purchase on the part of a customer is to require a confirmation of order on the part of the Corporation. The despatch by the Corporation of goods ordered by a customer is to be deemed as the conclusion of a contract of purchase and sale between the parties. The receipt of an offering to purchase will be immediately responded to by an email message. The email message is not to be deemed as a confirmation of order, it is merely a notice that the offering to purchase has been received by the Corporation.
All prices quoted by the Corporation are to be considered as net before the addition of value-added tax, unless otherwise expressly mentioned. The prices applicable are those current at the point in time of the order placed by the customer, unless otherwise evidentially agreed with the Corporation.
In cases of error, the Corporation hereby reserves the right to alter prices correspondingly. The customer is entitled in such cases to cancel the relative order, or to declare disagreement with the alteration in price. Section III of these present conditions of business does not apply to consumer associations.
IV. Payment Settlement Conditions, Arrears Interest Charges
The Corporation provides the following methods of payment: advance payment, credit/debit card, cash-on-delivery (currently only within Europe). Deliveries by cash-on-delivery terms incur charges additional to the normal consignment charges debited to the customer. Please also see ‘Consignment’.
Should a consignment not be delivered and returned to the Corporation, then the Corporation hereby reserves the right hereunder to invoice the customer with the relative costs incurred.
Should the customer re-debit the Corporation with an amount charged for no evidential reason, then the Corporation hereby reserves the right to invoice the customer with the relative costs incurred.
If discounts are to be deducted, then such is only by special arrangement. In case of any arrears in payment settlements, even in cases of instalment payments, all discount arrangement will become null and void.
Payments from customers will only be deemed as settlements when the relative amount is credited to the business bank account of the Corporation. Goods ordered against advance payment will only be consigned after the entire amount of the invoice is credited to the business bank account of the Corporation.
In cases of arrears of payment settlement on the part of the customer, the Corporation is to be entitled hereunder at its discretion to charge for the indemnification of any loss or damage or to charge arrears interest at the rate stipulated under the statute law. The Corporation is entitled hereunder, in case of any arrears of payment settlement on the part of the customer, to charge arrears interest as from the date of the handing-over of the goods.
V. Withdrawal from Contracts
Should the customer – without any entitlement – withdraw from a contract, or requires its cancellation, then the Corporation is entitled to select to require the completion of the contract, or to agree to the cancellation of the contract. Should the Corporation incur costs, then it hereby reserves the right to invoice these onward to the customer.
The customer has a statutory right to withdraw from a contract within 14 days, whereby Saturdays count as working days. The 14 day time period commences on the date of the arrival of goods at the postal address of the consumer and/or in the case services rendered, on the date of the conclusion of the contract. It is sufficient to dispatch the declaration of withdrawal within the foregoing time period. When a customer withdraws from a contract on the basis of the statutory requirement, then the customer is to bear the costs of the return of the goods. In the case of services rendered, when these are commenced by agreement within the time period of 14 days after the conclusion of the contract, then no withdrawal is possible.
VI. Reminders Charges and Collection Charges
The other contractual party (viz. the customer) is under a contractual duty hereby, in case of arrears in payment settlement, to reimburse the Corporation with all costs of reminders and collections incurred for purposes of the legal sequestration of the debt. Should the Corporation conduct its reminder activities itself, then the customer is obliged hereunder to pay a fee of EUR 10.00 per issued reminder as well as an additional fee of EUR 3.63 per half year for the bookkeeping and accounting associated with the recording of the debtor-creditor relationship under the reminder process.
VII. Deliveries, Transportation, Declination of Acceptance
The selling prices of the Corporation include no charges for consignment, installation and erection. Unless otherwise stated in the description of an article, the Corporation charges an all-inclusive amount for packaging and consignment (see ‘Delivery Costs’).
When the customer fails to take-over the goods as agreed (acceptance arrears), the Corporation is entitled, after an unsuccessful setting of a new delivery date, to store the goods at its premises. At the same time, the Corporation is entitled to insist upon the completion of the contract, or set a time period of at least two weeks for completion, and then withdraw from the contract and sell the goods elsewhere.
The Corporation hereby reserves the right to invoice any costs incurred when the customer still fails to take-over the goods after the two weeks’ time period of grace.
VIII. Delivery Time Period
The Corporation is only then under a contractual duty to complete the contract once the customer has also fulfilled his-, her- the contractual duties, which are necessary for completion.
Goods ordered against advance payment will only be consigned once the total amount of the invoice is credited to the business bank account of the Corporation.
The Corporation is entitled hereunder, to exceed any agreed due dates and delivery dates by up to one week. Only after the expiry of this time period, can the customer withdraw from the contract after having set a reasonable period of time for compliance.
Partial consignments are expressly to be permitted. Customers will incur no extra consignment charges for subsequent consignments initiated by the Corporation, unless the customer requests partial deliveries in the order.
IX. Place of Fulfilment
The place of fulfilment of a contract is the corporate domicile of the Corporation.
X. Minor Alterations to Services
With the exception of contracts for business in deteriorating consumer goods, minor alterations or any other reasonable alterations for the customer in regard to the performance of the Corporation and/or its contractual duty to consign the goods, are approved hereunder in advance. This is also to apply in particular to divergences inherent in the subject matter (e.g. dimensions and colour shades, etc.).
XI. Indemnities for Loss or Damage
Any indemnities for loss or damage as a result of slight negligence, are hereby excluded.
Any perpetration of slight and/or gross negligence is to be proved by the contractual party suffering loss or damage, unless the contract is for business with deteriorating consumer goods. The stipulations included in these present general conditions of business, or any other agreed stipulations concerning indemnities for loss or damage, are also to apply when a claim for indemnity is asserted parallel to- or instead of –a warranty claim.
Before the connecting-up- or the transportation of –EDP technical equipment and/or the installation of computer programs, the customer is required to save the data already existent on computer equipment to a sufficient extent, otherwise the Corporation cannot be held responsible for any associated loss or damage.
XII. Product Liability
Regression claims within the product liability are excluded hereunder, unless the contractual party entitled to regression rights can evidence, that any deficiency is caused by the culpability of the Corporation, and at least gross negligence has been perpetrated.
XIII. Reservation of Ownership Rights and their Assertion
All goods are supplied and consigned by the Corporation under the reservation of ownership rights, and are to remain in the entire ownership of the Corporation until complete payment settlement. In the assertion of any reservation of ownership rights, a withdrawal from the contract is only permissible hereunder, when such has been expressly indicated. In the case of returned goods, the Corporation is to be entitled hereunder to invoice any transportation- and handling charges incurred. In case of any intervention by third parties in the goods subject to the reservation of ownership rights – the customer binds him-, her-, itself hereunder, to give notice of the reservation of ownership rights and to inform the Corporation with immediate effect. The customer may not legally dispose of any goods subject to the reservation of ownership rights until the payment settlement of the unpaid sales price, and, in particular the customer may not sell-, mortgage-, lend or donate gods subject to the reservation of ownership rights free of charge. The customer is to bear the full risk for the integrity of the goods under reservation of ownership rights, in particular for the risk of destruction, loss or deterioration.
XIV. Selection of Applicable Law and Place of Jurisdiction
The application of the United Nations convention on contracts for the international sale of goods, is hereby expressly excluded. The contractual language is Englisch.
When the business involved is a contract for the purchase and sale of deteriorating consumer goods, then all disputes arising under these present general conditions of business, and under any contract are to be adjudicated by a court of law materially competent for the place of the corporate domicile (registered office) of the Corporation.
XV. Data Protection, Alterations in Postal Addresses and Copyrights
The customer hereby grants his-, her-, its agreement thereto, that the personally referred data included in any contract and requisite for the completion of a contract, are stored and processed by the Corporation on an automation-supported basis.
The customer is required hereunder to report to the Corporation any alterations in his-, her-, its residential- and/or business postal address as long as the legally contractual business is not mutually completed. Should the above mentioned report not be made, then all declarations of the Corporation will be deemed as also having been received, when dispatched to the last known postal address.
Version: November 2018