ME-UM_AGB
General terms and conditions (AGB) with customer information for B2B contracts
1 Scope, definitions
1.1 These general terms and conditions (hereinafter "GTC") of the sole trader Ulrich Marschner, trading under "Marschner Engineering", Inselsbergstrasse 15, 99880 Waltershausen
(hereinafter "provider") apply to all contracts that an entrepreneur (hereinafter "customer") concludes with the provider with regard to the goods and / or services presented by the provider in his online shop. Hereby the inclusion of the customer's own conditions
contradicted, unless otherwise agreed.
1.2 These General Terms and Conditions shall also apply exclusively if the provider carries out the delivery to the customer or the service without special reservation knowing that the customer's terms and conditions contradict or differ from these.
1.3 Entrepreneur within the meaning of these terms and conditions is a natural or legal person or a legal partnership that, when concluding a legal transaction, acts in the exercise of its commercial or independent professional activity.
1.4 Entrepreneurs within the meaning of these terms and conditions are also authorities or other bodies governed by public law if they act exclusively under private law when the contract is concluded.
1.5 Services within the meaning of these terms and conditions are certain engineering services, in particular construction and / or development services, as well as corresponding consulting services, which the provider provides in certain time packages (staggered by hours)
offering.
2 conclusion of contract
2.1 The product and service descriptions contained in the online shop of the provider do not represent binding offers on the part of the provider, but serve to submit a binding offer by the customer.
2.2 The customer can submit the offer via the online order form integrated in the provider's online shop. After placing the selected goods and / or services in the virtual shopping cart, the customer enters the electronic ordering process
has completed a legally binding contract offer in relation to the goods and / or services contained in the shopping cart by clicking the button concluding the ordering process. The customer can also submit the offer to the provider by telephone, fax, email or post.
2.3 The provider can accept the offer of the customer within five days, taking into account the supplier's operational shutdown / absence, by sending the customer a written order confirmation or an order confirmation in text form (fax or email), whereby the receipt of the order confirmation at the customer is decisive, or by asking the customer to pay after placing his order. When ordering goods, the provider can also accept the offer by delivering the goods within two days, whereby the access of the goods to the customer is decisive. If several of the aforementioned alternatives are available, the contract is concluded when one of the aforementioned alternatives occurs first. If the provider does not accept the customer's offer within the aforementioned period, this is considered to be a rejection of the offer, with the result that the customer is no longer bound by his declaration of intent.
2.4 The period for accepting the offer begins on the day after the customer sends the offer and ends on the fifth day following the submission of the offer.
2.5 When submitting an offer via the online order form of the provider, the contract text is saved by the provider and sent to the customer in text form (e.g. email, fax or letter) after submitting his order together with the present terms and conditions. However, the contract text can no longer be called up by the customer on the provider's website after submitting his order.
2.6 Before the binding submission of the order via the provider's online order form, the customer can continuously correct his entries using the usual keyboard and mouse functions. In addition, all entries are displayed again in a confirmation window before the binding submission of the order and can also be corrected there using the usual keyboard and mouse functions.
2.7 Only the German language is available for the conclusion of the contract.
2.8 Order processing and contacting usually take place via email and automated order processing. The customer must ensure that the email address provided by him for order processing is correct, so that the address given by the provider can be found at this address
sent emails can be received. In particular, when using SPAM filters, the customer must ensure that all emails sent by the provider or by third parties commissioned with the order processing can be delivered.
3 prices and terms of payment
3.1 Unless otherwise stated in the product or service description of the provider, the prices quoted are net prices plus the statutory value added tax. Any additional delivery and shipping costs incurred are specified separately in the respective product description.
3.2 In the case of deliveries to countries outside the European Union, additional costs may be incurred which are not the responsibility of the provider and which are borne by the customer. These include, for example, costs for the transfer of money by credit institutions (e.g. transfer fees, exchange rate fees) or import duties or taxes (e.g. customs duties). Such costs can also arise in relation to the money transfer if the delivery is not made to a country outside the European Union, but the customer makes the payment from a country outside the European Union.
3.3 The customer has various payment options available, which are specified in the online shop of the provider.
3.4 If prepayment has been agreed, payment is due immediately after the contract is concluded.
3.5 If payment is made using a payment method offered by PayPal, payment will be processed via the payment service provider PayPal (Europe) S.à rl et Cie, SCA, 22-24 Boulevard Royal, L- 2449 Luxembourg (hereinafter: "PayPal"), with the validity of PayPal terms of use, available at https://www.paypal.com/de/webapps/mpp/ua/useragreement-full or - if the customer does not have a PayPal account - under the conditions for payments without a PayPal account , can be viewed at https://www.paypal.com/de/webapps/mpp/ua/privacywax-full.
3.6 If payment is made by invoice, the purchase price or remuneration must be paid without deduction within 14 days of receipt of the invoice, unless otherwise agreed. The provider reserves the right to carry out a credit check when selecting this payment type and to reject this payment type if the credit check is negative.
3.7 A payment is deemed to have been received as soon as the equivalent value has been credited to one of the provider's accounts. In the event of a delay in payment, the provider is entitled to default interest in the amount of 10 percentage points above the respective base rate. The remaining legal rights of the provider in the event of a delay in payment by the customer remain unaffected. If claims are overdue, incoming payments are first offset against any costs and interest, then against the oldest claim.
3.8 If unforeseeable cost increases occur (e.g. currency fluctuations, unexpected price increases by suppliers, etc.), the provider is entitled to pass the price increase on to the customer. However, this only applies if the delivery is to be made as agreed later than four months after the conclusion of the contract.
4 Delivery and shipping conditions for deliveries of goods
4.1 The delivery of goods takes place by dispatch to the delivery address specified by the customer, unless otherwise agreed. When processing the transaction, the delivery address specified in the order processing of the provider is decisive.
4.2 The specified delivery times / delivery dates are non-binding, unless the binding nature of the specified time / date is expressly confirmed by the provider.
4.3 The provider is entitled to make partial deliveries insofar as this is reasonable for the customer. In the event of permissible partial deliveries, the provider is also entitled to issue partial invoices.
4.4 The provider reserves the right to withdraw from the contract in the event of incorrect or improper delivery. This only applies in the event that the non-delivery is not the responsibility of the provider and the provider has, with due care, concluded a specific cover transaction with the supplier. The provider will make every reasonable effort to procure the goods. In the event of unavailability or only partial availability of the goods, the customer will be informed immediately and the consideration will be refunded immediately.
4.5 The risk of accidental loss and accidental deterioration of the goods passes to the handing over of the goods to a suitable transport person. This also applies if the provider bears the costs of the transport. Transport insurance is only taken out on special request and for the account of the customer. If the provider is responsible for the installation and assembly, the risk passes with the completion of the installation and assembly work and the handover to the customer.
4.6 Insofar as delivery is not possible for reasons for which the customer is responsible, e.g. because the goods cannot be unloaded due to a lack of suitable lifting equipment or cannot be brought into the customer's property due to an insufficiently stable surface, or because the customer is not under the responsibility of If the delivery address specified is found, even though the delivery time was announced to the customer within a reasonable period, the customer bears the costs for the unsuccessful delivery and is obliged to pay a lump-sum compensation for delay. For each full week of delay, this is 1%, but in total not more than 8% of the value of the total delivery or the part of the total delivery that has not been accepted. The parties are free to prove higher or lower damage.
4.7 In the event that the shipment of the goods to the customer is delayed for reasons for which the customer is responsible, the transfer of risk takes place upon notification of readiness for dispatch to the customer. Any storage costs incurred must be borne by the customer after the transfer of risk.
4.8 In the case of self-collection, the provider first informs the customer by email that the goods he has ordered are ready for collection. After receiving this email, the customer can collect the goods after consultation with the provider. In this case, no shipping costs will be charged.
4.9 In the event of force majeure events that affect the fulfillment of the contract, the provider is entitled to postpone the delivery by the duration of the hindrance and to withdraw in whole or in part in the event of long-term delays, without this resulting in any claims against the provider , Force majeure means all events that are unforeseeable for the provider or those that - even if they were foreseeable - are beyond the provider's sphere of influence and whose effects on the fulfillment of the contract cannot be prevented by reasonable efforts of the provider. Any legal claims of the customer remain unaffected.
5 Delay in delivery of goods
5.1 In the event of a delay in performance, the customer only has a right of withdrawal within the framework of the statutory provisions if the delay is the responsibility of the provider.
5.2 If the supplier is in default, the customer is obliged to declare within a reasonable period of time whether the supplier withdraws from the contract due to the delay in delivery or insists on the service.
5.3 If shipping or delivery is delayed at the request of the customer by more than one month after notification of readiness for dispatch, the customer may be charged storage fees amounting to 0.5% of the price of the items for the deliveries for each additional month, but not more than 5% in total become.
5.4 The contracting parties are free to prove higher or lower damage.
5.5 The above limitations of liability do not apply to intent, fraud, gross negligence and damage from injury to life, limb or health.
6 Retention of title when purchasing goods
6.1 The provider reserves ownership of the delivered goods until the purchase price owed has been paid in full. Furthermore, the provider retains ownership of the delivered goods until all of his claims from the business relationship with the customer have been fulfilled.
6.2 In the case of processing the delivered goods, the provider is the manufacturer and acquires ownership of the newly created goods. If the processing takes place together with other materials, the provider acquires ownership in the ratio of the invoice value of his goods to that of the other materials. If, in the event of the supplier's goods being combined or mixed with a customer's item, this is to be regarded as the main item, the joint ownership of the item shall be based on the ratio of the invoice value of the supplier's item to the invoice or, in the absence of such, the market value of the main item Provider about. In these cases, the customer is the custodian.
6.3 The customer may neither pledge items nor transfer ownership by way of security or retention of title. The customer is only permitted to resell in the ordinary course of business on the condition that the supplier has effectively assigned the customer's claims against his customers in connection with the resale and that the customer retains ownership of the customer subject to payment transfers. By concluding the contract, the customer assigns his claims in connection with such sales against his customers to the provider, who accepts this assignment at the same time.
6.4 The customer has access to the goods owned or co-owned by the provider or to the assigned claims immediately. He must transfer the amounts assigned to the provider and collected by him immediately to the extent that the claim is due.
6.5 If the value of the security interests of the provider exceeds the amount of the secured claims by more than 10%, the provider will release a corresponding portion of the security rights at the customer's request.
7 Special regulations for services
7.1 The provider provides certain engineering services, in particular construction and / or development services as well as corresponding consulting services, which the provider offers in certain time packages (staggered by hours). The specific service content results from the respective service description of the provider.
7.2 The provider provides its services either at its own discretion or through qualified personnel selected by it. The provider can also use the services of third parties (subcontractors) who work on his behalf. Unless otherwise stated in the service description, the customer is not entitled to select a specific person to perform the desired service.
7.3 The customer must provide the provider with the information required for the provision of the service owed completely and truthfully, provided that it is not within the provider's area of responsibility to procure the content of the contract.
7.4 Insofar as an assessment is owed to the customer based on the specific contract content, the customer grants the provider access to the facilities to be assessed by him and, if necessary, provides him with suitable specialist personnel selected by the customer, insofar as this is necessary for the provision of the owed consulting service.
7.5 The provider will treat the information received about the customer within the scope of its services, in particular information relating to internal business, confidentially and will not pass it on to third parties unless this is necessary to fulfill its own contractual obligations towards the customer.
8 Liability for defects
8.1 When selling goods, the provider is liable for defects in the purchased item in accordance with the statutory provisions, unless the following paragraphs state otherwise:
8.1.1 An insignificant defect does not justify claims for defects and does not entitle the customer to refuse to accept the goods. If a part of the goods has a not insignificant defect, this does not entitle the customer to object to the entire delivery. Something else only applies if the partial delivery is of no interest to the customer. In addition, payments by the customer may only be withheld to an extent that is proportionate to the material defect that has occurred.
8.1.2 Claims for defects do not arise in the case of natural wear and tear or damage that arises after the transfer of risk as a result of incorrect or negligent handling, excessive use, unsuitable equipment or that arise due to special external influences that are not required by the contract, as well as in the case of non-reproducible faults. If the customer or third parties improperly carry out changes or repair work, there are also no claims for defects for these and the resulting consequences, unless the customer can prove that the notified fault was not caused by these changes or repair work.
8.1.3 In the case of new goods, the limitation period for claims for defects is one year from the transfer of risk.
8.1.4 Rights and claims due to defects are excluded for used goods.
8.1.5 The above-mentioned liability restrictions and limitation periods do not apply
- for things that have been used in accordance with their normal use for machines and systems as well as test benches and which have caused its deficiency,
- for damage from injury to life, limb or health that is based on an intentional or negligent breach of duty by the provider or an intentional or negligent breach of duty by a legal representative or vicarious agent of the provider,
- for other damages that are based on an intentional or grossly negligent breach of duty by the provider or on an intentional or grossly negligent breach of duty by a legal representative or vicarious agent of the user,
- in the event that the provider has maliciously concealed the defect, as well
- for the right of recourse according to § 478 BGB.
8.1.6 In the event of subsequent performance, the provider has the right to choose between rectification or replacement delivery.
8.1.7 If a replacement delivery is made within the scope of liability for defects, the limitation period does not begin again.
8.1.8 If the supplementary performance has taken the form of a replacement delivery, the customer is obliged to return the goods delivered first to the provider within 30 days. The return package must contain the reason for the return, the customer name and the number assigned for the purchase of the defective goods, which enables the provider to assign the returned goods. As long as and insofar as the assignment of the return is not possible for reasons for which the customer is responsible, the provider is not obliged to accept returned goods and to repay the purchase price. The customer bears the cost of a resend.
8.1.9 If the provider delivers a defect-free item for the purpose of subsequent performance, the provider can compensate the customer for usage in accordance with Assert Section 346 (1) BGB. Other legal claims remain unaffected.
8.1.10 If the customer acts as a merchant within the meaning of Section 1 of the German Commercial Code (HGB), he is subject to the commercial obligation to examine and give notice of defects in accordance with Section 377 of the German Commercial Code. If the customer fails to comply with the notification requirements regulated there, the goods are considered approved.
8.2 When ordering services, the following applies to liability for defects:
If, according to the content of the contract, the provider owes the achievement of a certain success within the meaning of section 631 (2) of the German Civil Code, he is liable for defects in the work in accordance with the provisions of the statutory liability for defects, with the proviso that the limitation period for claims for defects by the customer is reduced to one year , This reduction in the limitation period does not apply
- for damage from injury to life, limb or health, which is based on an intentional or negligent breach of duty by the provider or an intentional or negligent breach of duty by a legal representative or vicarious agent of the provider,
- for other damages that are based on an intentional or grossly negligent breach of duty by the provider or on an intentional or grossly negligent breach of duty by a legal representative or vicarious agent of the user, and
- in the event that the provider has maliciously concealed the defect.
9 liability
The liability for delay in deliveries of goods is finally regulated in section 5. For the rest, the provider is liable for all contractual, contractual and legal, including tortious claims for damages and reimbursement of expenses as follows:
9.1 The provider is fully liable for any legal reason
- in the event of intent or gross negligence,
- in the event of willful or negligent injury to life, limb or health,
- based on a guarantee promise, unless otherwise regulated in this regard,
- due to mandatory liability such as under the Product Liability Act.
9.2 If the provider negligently violates an essential contractual obligation, liability is limited to the contract-typical, foreseeable damage, unless there is limited liability in accordance with the above paragraphs. Essential contractual obligations are obligations that the contract imposes on the provider according to its content in order to achieve the purpose of the contract, the fulfillment of which makes the proper execution of the contract possible in the first place and on the observance of which the customer can regularly rely.
9.3 For the rest, liability of the provider is excluded.
9.4 The above liability regulations also apply with regard to the liability of the provider for his vicarious agents and legal representatives.
10 Retention, assignment
10.1 The customer's rights of retention and the right to refuse performance are excluded unless the provider does not contest the underlying counterclaims or these have been legally established.
10.2 An assignment of claims from the contract concluded with the customer by the customer, in particular an assignment of any claims for defects by the customer, is excluded.
11 Applicable law, place of jurisdiction
11.1 For all legal relationships between the parties, the law of the Federal Republic of Germany applies, excluding the laws on the international purchase of movable goods.
11.2 If the customer acts as a merchant, a legal entity under public law or a special fund under public law based in the territory of the Federal Republic of Germany, the exclusive place of jurisdiction for all disputes arising from this contract is the business location of the provider. If the customer is based outside the territory of the Federal Republic
Germany, the place of business of the provider is the exclusive place of jurisdiction for all disputes arising from this contract. In the above cases, however, the provider is entitled to call the court at the customer's registered office.
Cancellation policy - Right of cancellation does not apply to B2B contracts
