General Terms and Conditions of Business — online — SHOP – Paul Wiegand
General terms and conditions of sale
for our online store at
www.paulwiegand.de | 2019
§ 1 Scope
(1) These general terms and conditions of sale (hereinafter: T&C‘s) apply to all sales transacted through our online store, between ourselves
Paul Wiegand GmbH,
Geschäftsführer: Ottmar Rauch, Martin Schulz
Amtsgericht Fulda HRB 2251,
Telefonnummer: +49 (0) 6659 / 9862-0
Telefaxnummer: +49 (0) 6659 / 9862-150
E-Mail Adresse: firstname.lastname@example.org
and you as our customer.
(2) All agreements concluded between ourselves and you in relation to the contract of sale are set out in these T&C’s, our written order confirmation and our acceptance.
(3) The version of the T&C’s in force at the time the contract is concluded is definitive.
(4) We reject any differing terms of the customer, including where we do not expressly reject their incorporation into the contract.
§ 2 Conclusion of the contract
(1) The presentation and solicitation of products in our online store does not constitute a binding offer to conclude a contract of sale.
(2) When sending an order via the online store by klicking the button „buy now“ you are making a binding offer. You are bound by your offer for a period of two (2) weeks from the date the order is placed.
(3) We will promptly confirm by email receipt of your order placed with our online store. Such email confirmation does not constitute a binding acceptance unless we declare our acceptance in addition to receipt of your order.
(4) A contract is concluded where we declare our acceptance of your order or deliver the items ordered.
(5) Orders placed for deliveries abroad are subject to a minimum order value. For details of the minimum order value please see the price information available on our online store.
(6) Where we are unable to deliver the goods ordered because they are not in stock we will refrain from declaring our acceptance of your order. No contract of sale will be concluded. We will notify you without delay and reimburse any monies already received.
§ 3 Terms of delivery, reservation of advance payment
(1) We are entitled to deliver by instalment where reasonable.
(2) The term of delivery is five (5) working days except where otherwise agreed. Subject to sub-paragraph 3 below the term of delivery commences on the date the contract is concluded.
(3) We reserve the right to make delivery conditional upon receipt of the purchase price and delivery charge (reservation of advance payment) for orders placed by customers whose place of residence or business is abroad or where there are reasonable grounds to suspect a credit risk. Where delivery is subject to advance payment we will promptly notify you. In such circumstances the term of delivery commences upon payment of the price and delivery cost.
§ 4 Price and delivery cost
(1) All prices in our online store are net and exclusive of statutory turnover tax plus delivery charge.
(2) The delivery charge is marked in our price details listed in our online store. The price including turnover tax and delivery charge is further marked in the online order form, before the order is sent.
(3) Where we deliver by instalment in accordance with § 3 sub-paragraph 1, a delivery charge is only incurred for the first instalment. Where delivery is made by instalment at your request, delivery charges are payable for each instalment delivery.
§ 5 Terms of payment, set off and right of retention
(1) The price and delivery cost is due for payment no later than two (2) weeks after receipt of invoice.
(2) You can remit payment of the price and delivery charge either by credit transfer to the account specified in our online store, or by a direct debit authorization or by EC-/Maestro- or credit card. Where payment is remitted by direct debit authorization or by EC-/Maestro- or credit card, we shall debit your account no earlier than the date specified in sub-paragraph 1 aforesaid. A direct debit authorization shall remain valid for future purchases until revoked.
(3) You are not entitled to set off counterclaims against us except where such counterclaims are undisputed or have been decided by a court of law without recourse to further appeal. You are further entitled to set off a counterclaim against our claim where your claim is based on breach of warranty.
(4) As a customer you are only entitled to exercise rights of retention where these are based on the same legal transaction.
§ 6 Retention of title
(1) We retain title to the goods until payment of all current and future claims under the contract and any ongoing business relationship (Secured Goods) have been received.
(2) Goods which are subject to a reservation of title shall not be mortgaged or assigned by way of security to third parties prior to receipt of full payment. The customer shall inform us in text form without delay where an insolvency application has been made or where levies of execution (attachment orders) are made against the Secured Goods.
(3) Where the customer is in breach of his contractual obligations, in particular where he fails to remit payment of the price, we are entitled to rescind the contract subject to the statutory requirements and to demand the surrender of the goods based on our reservation of title and the rescinded contract. Where the customer fails to remit payment of the purchase price we are only entitled to enforce those rights where, prior thereto, we have set the customer a reasonable deadline to remit payment or the setting of such a deadline is not required legally.
(4)Subject to 4 c) below the customer is authorised to resell or process the Secured Goods in the ordinary course of his business. In such circumstances the following shall apply:
(a) The reservation of title shall extend in its full value to products which originate from the processing, mixing or combining of the Secured Goods. Where after the processing, mixing or combining of the Secured Goods with third party goods third party property rights remain in existence, we shall acquire joint title to the resulting products in proportion to the invoice value of the Secured Goods which have been processed, mixed or combined. The originating product shall otherwise be subject to the same terms which apply to the Secured Goods as set out aforesaid.
(b) Claims against third parties based on the resale of the Secured Goods or the resulting products are hereby assigned by the customer to us by way of security in the value of our co-ownership as set out in the preceding paragraph (a). We accept such assignment. Customer’s duties as set out in § 5(2) shall apply to assigned claims accordingly.
(c) The customer shall remain authorised to collect payment in addition to ourselves. We undertake not to collect payment for as long as the customer complies with his payment obligations to us, there is no deficiency in his performance capability and we have not exercised our rights under § 7 (3) aforesaid. In such circumstances we can request the customer to inform us of the assigned claims and their debtors, to provide us with any information required to collect payment and corresponding documentation and to inform the debtors of the assignment. Furthermore in such circumstances we are entitled to revoke customer’s authorisation to process and resell the Secured Goods.
(d) If the value of the securities provided to us exceeds our claims by more than 10 percent, we undertake to release securities of our choice on demand by the customer.
(e) In the event that the above retention of title clauses are void or unenforceable according to the law of the state/country in which the goods are situated, the collateral security which corresponds to the retention of title in that state/country is deemed to be agreed.
§ 7 Warranty
(1) The goods supplied by us correspond to the German regulations and standards currently in force. We give no guarantee that the goods comply with other national regulations. Where the goods are to be put into operation overseas it is the responsibility of the Purchaser to ensure that the goods are in conformity with the relevant legal requirements and standards and where required to make appropriate adaptations.
(2) The Customer shall not be entitled to make a claim based on defective delivery or performance where the reduced value or merchantability of the goods delivered or services supplied is nominal.
(3) Where the goods delivered by us are defective and the customer has notified us of the same in writing not later than 28 days after the delivery date we shall at our option deliver a replacement or remedy the defect. The customer shall grant us a reasonable period of not less than 10 working days to carry out the same.
(4) The customer is entitled to demand reimbursement of the costs incurred by reason of the replacement delivery or remedying of the defect insofar as such costs are not increased due to the subsequent transportation of the goods delivered to a location other than the original shipment location unless the purpose for which the goods are intended requires the same.
(5) In the event that we are not in a position to remedy the defect or deliver a replacement the customer is entitled to rescind the contract or to demand a reasonable reduction in the purchase price. Rescission of the contract is only permissible where the customer prior thereto sets a final and reasonable deadline in text form expressly indicating his intention.
(6) The customer shall retain a right or recourse against us within the meaning of §478 of the German Civil Code (BGB) insofar as the customer has not agreed terms with its customer which exceed the statutory liability for defects.
(7) The sale of second hand Goods shall be excluded from any liability under warranty.
§ 8 Liability
(1) Where we have acted with willful default or in a gross negligent manner we are liable to compensate you in damages or reimburse wasted expenditure in accordance with statutory requirements for any contractual or non-contractual claim.
(2) In all other circumstances we are only liable – unless provided for otherwise in sub-paragraph 3 below – where we are in breach of a contractual obligation which is characteristic of performance of the contract and upon which the customer could normally rely (material term) and such liability is limited to compensation for damages which were foreseeable and ordinarily incurred. Subject to sub-paragraph 3 below our liability is otherwise excluded.
(3) Our liability in damages based on injury to life, limb and health and under the product liability laws is not subject to the exclusion and limitation of liability set out aforesaid.
§ 9 Limitation
The limitation period for claims based on the supply of defective newly manufactured goods as well as for claims for damages is one year. The limitation period aforesaid shall not apply in relation to claims based on wilful default, gross recklessness, or to personal injury claims and to claims under product liability laws nor shall the limitation period apply where longer limitation periods are prescribed by law (e.g. for structures §§ 438 s.1. No. 2 of the German Civil Code (BGB), rights of recourse § 479 German Civil Code (BGB) and building defects § 634a s.1 No.2 German Civil Code (BGB).
§ 10 Act of god
In the event of an act of god we are entitled to suspend performance of our obligation to deliver; where there is a considerable change in the circumstances prevalent at the formation of the contract, we reserve the right to rescind the contract. Acts of god include all circumstances beyond our responsibility which hinder or render our delivery obligation impossible irrespective of whether such circumstances are incurred by ourselves, a supplier or a vicarious agent.
§ 11 Copyright
We hold copyright to all pictures, films and texts which are published in our online store. Use of such pictures, films and texts without our express consent is prohibited.
§ 12 Applicable law and jurisdiction
(1) The law of the Federal Republic of Germany shall apply excluding the United Nations Convention on the International Sales of Goods.
(2) If you are a businessman and resident in Germany for business purposes at the date the order is place, the exclusive legal venue is the Seller’s head office in Eichenzell-Kerzell. In all other respects the local and international jurisdiction shall be determined by the applicable statutory provisions.
(3) Where one or several provisions of these T&C’s is invalid the validity of the sales contract and the remaining terms shall remain unaffected. Invalid terms shall be replaced by the statutory rules.