General conditions of sale, delivery and payment of DREGENO SEIFFEN eG
§ 1 General
These business terms and conditions apply exclusively to contractors. In accordance with § 14 BGB [German Civil Code], a contractor is a natural person or legal entity or corporate partnership with legal capacity that in the course of entering into a legal transaction acts in the exercise of their commercial or independent professional activity.
To open a customer account at DREGENO contractor status must be demonstrated by means of a valid business registration and an identity card.
The following conditions of sale, delivery and payment are integral to all contracts, deliveries, services and other deliverables. Contradictory terms or conditions from the customer that deviate from our sales terms shall only be recognised if we specify their validity expressly in writing. All ancillary agreements also require written confirmation from us.
§ 2 Range and order confirmation
Our product offering is non-binding and subject to alteration. When you order the products you want from our website (www.dregeno-shop.de) or by email ([email protected]), fax (+49 (0) 37362 777-77) or telephone (+49 (0) 37362 777-0), this constitutes a legally binding offer to conclude a purchase contract. The contract is concluded by delivery of the goods or the sending of a separate order confirmation.
§ 3 Data protection
The customer is aware and agrees as part of the contract that personal data required for processing the contractual relationship will be stored on data media and, where appropriate, passed on to associated companies, or those necessary for handling the order and contract, as part of processing the order. The customer expressly agrees to the collection, processing and use of their personal data.
We will of course process the personal data we store in the strictest confidence. We reserve the right to exchange data with credit agencies for the purpose of conducting credit checks.
The collection, processing and use of personal data are carried out taking into consideration the Federal Data Protection Act (BDSG) and the German Teleservices Data Protection Act (TDDSG).
The customer has the right to revoke their consent at any time with effect for the future. Subject to written request by the customer, the customer’s data will be deleted immediately. Where there is an active ongoing relationship this deletion procedure will take place at the end of the contract.
§ 4 Delivery and delivery times
Our deliveries are always made from our company headquarters.
The products you order will be despatched to you straightaway where they are available, or for your chosen delivery date. Fixed and agreed deadlines or dates, particularly service and/or delivery dates, are only binding where they have been expressly specified as such in the order confirmation.
Longer delivery times or later service dates can be agreed upon request. The start of the delivery time or service time we specify presupposes the timely and proper fulfilment of the customer's obligations (e.g. payment in advance). The exception of an unfulfilled contract remains reserved. We are entitled to make partial deliveries and render partial services to an extent that is reasonable for the customer. Additional costs shall only arise where this has been expressly agreed.
All circumstances outside of our control (e.g. strike, lockout, obstruction of money and credit flows) are considered force majeure and absolve us from delivery and service obligations for the duration of the circumstance in question. In this event claims for damages cannot be made.
§ 5 Returns / exchanges and cancellation
The contractor shall be excluded from returning / exchanging the goods, or cancelling an order, therefore returns, exchanges and cancellations are not possible.
§ 6 Shipping costs
Germany
Parcel up to 31.5kg: EUR 9.55
Surcharge for bulky goods: EUR 20.00 per parcel
(Subject to changes depending on pricing adjustments by the transport logistics companies).
International
Shipping costs will be calculated according to the shipping service provider’s applicable rate table.
The shipments will be despatched with DHL as standard. Where the
shipment needs to be sent using a different transport logistics company
we will charge the costs actually incurred for this.
For deliveries
to countries outside the European Union additional costs may arise for
customs clearance as well as import levies and tariffs. These are
payable by the customer. These categories of supplementary information
will not be included on our invoices.
§ 7 Payment
Insofar as nothing has been agreed in writing to the contrary, our prices shall apply in EURO, excluding transport and travel costs, including expenses plus value-added tax at the respective valid amount. The payment of the price must be made in cash or via the relevant specified account only.
All prices can be found in the applicable price list. When a new price list comes out this replaces the preceding one.
For new customers, delivery of the products is solely on the basis of payment received in advance, or cash on delivery.
Our invoices must be paid in full within 30 days of the date of invoice with no discount given. Where payment is made within 10 days we offer a 2% discount. Separate agreement in writing is required for terms of payment that differ from this.
In the event of a deterioration in the customer's financial situation following conclusion of the contract we are entitled to predicate services and deliveries that have not yet been performed or made on advance payment of remuneration, or the placing of securities. If the customer does not comply with this obligation, after setting a reasonable grace period we may withdraw from the contract and may refuse to accept the contract or demand compensation for non-fulfilment. Payments of the contractual partner will be credited in accordance with § 366 BGB.
If there is a period of more than 12 weeks between the conclusion of the contract and any agreed delivery period and our suppliers’ prices increase in the meantime, we shall be entitled to adjust the agreed price.
§ 8 Minimum order value / administration fee
For domestic orders with an order value of less than €100.00 we charge an administration fee of €4.00. For direct shipment to a delivery address that is not the purchaser’s company headquarters we also reserve the right to charge an administration fee of €2.50 per shipment.
§ 9 Payment and acceptance delays
If the customer defaults on payment we are entitled to apply interest in arrears from the date in question. Insofar as greater damage is proved by us, we reserve the right to assert this.
If the customer does not accept the goods, we may either choose to insist on acceptance or to demand 30% of the purchase price as compensation, whereby the proof of non-damage or minor damage shall be the customer’s responsibility to provide.
§ 10 Transfer of risk
When shipping to the customer the risk of accidental loss or accidental deterioration of the goods is transferred to the customer, at the latest as the goods leave our company. This applies regardless of whether the goods were shipped from the place of fulfilment or which party bears the freight costs.
§ 11 Retention of title
We reserve the title to the goods being delivered until complete payment for all receivables in the delivery and service contract has been received. This also applies to all future deliveries, even if we do not always invoke this explicitly. We are entitled to claim back the purchased items if the customer behaves contrary to the contract.
The customer is obliged, insofar as the title has not yet transferred to them, to handle the purchased items with care. Insofar as the title has not yet transferred the customer must immediately inform us in writing if the delivered item is seized or otherwise exposed to interference by third parties. Insofar as the third party is not in the position to reimburse us the judicial and extrajudicial costs of a lawsuit in accordance with § 771 ZPO [Federal Code of Civil Procedure], the customer shall be liable for the resultant loss to us.
The customer is entitled to resell the reserved goods in the normal course of business. The customer hereby assigns the customer’s receivables from the resale of the reserved goods to us as per the final invoice amount agreed with us (including value-added tax). This assignment applies irrespective of whether the purchased item was resold without processing or after processing. The customer remains authorised to collect the receivable even after the transfer. Our power to collect the receivable ourselves remains unaffected. However, we will not collect the receivable as long as the customer meets his payment obligations from the proceeds received, is not in default of payment and, in particular, no application for opening insolvency proceedings has been filed and there has been no suspension of payment.
§ 12 Warranty and notice of defects as well as recourse / manufacturer recourse
The customer’s warranty rights presuppose that he has duly fulfilled his duties of inspection and objection pursuant to § 377 HGB [German Commercial Code], insofar as the customer is a merchant in the sense of §§ 1 ff HGB. Any corresponding objections or notifications must be reported in writing without delay, at the latest within five days after receipt of the goods. Should the defect not be apparent even if the goods are inspected properly it must be reported to us immediately within five days of its discovery. This does not affect the statutory special provisions regarding the final sale of the goods to consumers (supplier recourse in accordance with §§ 478, 479 BGB).
The above obligation also applies to excess and short deliveries. If no timely complaint is made an excess or short delivery shall be considered approved by the customer.
Claims for defects expire one year after delivery or completion of the goods or services delivered by us to our customer. Expressly excluded from this rule are claims for damages by the customer that are targeted at compensating a physical or health damage due to a defect for which we are responsible or that has occurred due to gross negligence on our part or the part of our vicarious agents, for which the statutory limitation periods apply.
The same applies to statutory special provisions on third-party claims for surrender in rem (§ 438 Para. 1 No. 1 BGB) and for claims in supplier recourse (§ 479 BGB).
Our agreement must be obtained prior to sending back any goods. If, despite all due care, the goods delivered or service performed have a defect that existed at the time of transfer of risk, we will rectify the goods or service, subject to timely notice of defects, at our discretion, or replace the goods. We always take the opportunity to provide rectification within a reasonable time frame.
Recourse claims shall remain unaffected by the above regulation without restriction. Should the rectification fail, the customer may – without prejudice to any claims for damages – withdraw from the contract or reduce the remuneration. Claims for defects shall not exist where there is insignificant deviation from the agreed quality or performance. This includes in particular technical deviation, as well as minor changes to the design or colour. Likewise, there shall be no claims for defects with only insignificant impairment of usability, natural wear or tear as in the event of damage resulting from the transfer of risk as a result of faulty, negligent or improper treatment, excessive stress, inadequate repair and maintenance or due to special external influences. If repairs or alterations are carried out incorrectly by the customer or third parties, there shall likewise be no claims for defects for these or the resultant consequences thereof.
Claims from the customer on account of the expense required for the purpose of rectification, in particular transport, travel, labour and material costs, are excluded insofar as the costs increase because the goods delivered by us subsequently moved to a location other than the customer's offices, unless the shipment complies with its intended use.
Claims for recourse by the customer against us exist only to the extent that the customer has not made any agreements with his buyer beyond the legally binding claims for defects. The corresponding information given in the previous paragraph also applies to the extent of the recourse claim by the customer against us.
The customer is only entitled to offset, even if notices of defects or counterclaims are asserted, if the counterclaims have been legally established, acknowledged by us or are undisputed. The customer is only authorised to exercise a right of retention if his counterclaim is based on the same sales contract.
§ 13. Service Price List
The use of DREGENO-owned media and data requires written authorisation in advance from DREGENO. The DREGENO Service Price List provides more information on this.
§ 14 Place of jurisdiction and fulfilment
The place of fulfilment for both parts is our company headquarters at 09548 Kurort Seiffen, Germany; and the place of jurisdiction for both parts is the court to whose jurisdiction our company is subject (Marienberg district court). The law of the Federal Republic of Germany shall apply exclusively.