General terms and conditions for sales entrepreneurs (B2B)
1.1 We offer our products through our online shop on the website https://www.bs-spange.de exclusively to entrepreneurs within the meaning of 1.2. These General Terms and Conditions apply in their respective version, also as a framework agreement for future contracts with the same customer, without us having to refer to them again in each individual case.
1.2 Entrepreneurs within the meaning of our terms and conditions are natural or legal persons or partnerships with legal capacity who, when concluding the legal transaction, are acting in a commercial or independent professional capacity (German civil code §14 'BGB').
Customers within the meaning of our terms and conditions are exclusively entrepreneurs.
We sell and deliver goods exclusively to entrepreneurs.
1.3 Only individual contractual agreements shall take precedence over the General Terms and Conditions. Deviating, conflicting or supplementary terms and conditions shall not become part of the contract unless we expressly agree to their validity. These terms and conditions shall also apply in the event that we carry out the delivery to the customer without reservation in the knowledge of conflicting or deviating terms and conditions.
2. Offer, conclusion of contract and prices:
2.1 Our offers are always subject to change and non-binding, unless otherwise stated in our offers. Due to technical presentation possibilities, the goods ordered may deviate slightly from the goods shown on the Internet within reasonable limits. Colour deviations are also possible.
The offers are ex works plus packaging, freight, postage, customs, insurance and statutory VAT applicable at the time of delivery and performance.
2.2 The offer is made subject to correct and timely delivery by our suppliers, unless we are responsible for the late or non-delivery by our suppliers.
The customer's order can be placed through our website, by phone, e-mail, fax or in writing. The customer's order constitutes a binding offer to conclude a contract for the goods ordered.
2.3 We only sell to customers with a VAT identification number and/or an institution identification number. We do not sell to private individuals. You confirm that you are not ordering as a private individual by ticking the box in front of the declaration of agreement with the conditions in our General Terms and Conditions.
The customer will receive a confirmation by
e-mail immediately after we have received the order. In the case of payment in advance/direct debit or on account, the purchase contract is not concluded with the order confirmation, but only with the dispatch of a separate email with an order confirmation or the delivery of the goods. We are authorised to accept this order within 24 hours. If goods are ordered electronically, we are authorised to accept the order upon receipt. If we deliver the ordered goods within this period, this shall be deemed equivalent to acceptance.
2.4 If the customer orders the goods by electronic means, the text of the contract will be saved by us and sent to the customer by e-mail in addition to the legally effective GTC.
The customer can also print out these GTC and save them on his hard drive.
3. Quality, testing and information obligations
Data, quality descriptions, specifications, satefy data sheets or other verbal or written information provided by us regarding the usability or quality of the goods and/or services are non-binding. Public statements, promotions or advertising by us do not constitute a statement of quality. Immediately after receipt of the goods, the customer must take suitable measures to check that the delivered goods are proper in terms of quantity, completeness, quality, freedom from defects and other properties in accordance with § 377 of the German Commercial Code ('HGB') and are suitable for their intended purpose.
4.1 If a defect becomes apparent, the buyer must notify us immediately, but at the latest within 4 working days. The same shall also apply in the case of deviations in items and quantities and in the case of hidden defects from the time the defect becomes known within the warranty period.
4.2 Services provided by us must be accepted immediately. Putting into use shall be deemed acceptance. If this reveals a defect, the procedure shall be in accordance with Clause 4.1. If the inspection of a notice of defects shows that there is no warranty case, we may charge the customer the costs of the inspection at the usual cost rates.
5. Export control
If the customer intends to export the goods or a foreign customer intends to import our goods, the customer shall be responsible for compliance with the German, European and import, export control and customs laws applicable in the country of destination. The customer must obtain the necessary authorisations or other certificates at his own expense prior to export and - if necessary - provide them to us. The refusal of a licence and/or certificate for the export by the competent authorities shall not entitle the customer to return the goods or to claim damages. They shall not lead to the cancellation of the basis of the transaction.
6. Warranty and liability
6.1 Warranty rights of the customer presuppose that he has fulfilled his inspection and notification obligations without delay. The warranty only covers defects that occur during contractual, intended use of the goods. Only our expressly confirmed product description shall be deemed to be the quality of the goods.
6.2 The elimination of defects caused by normal wear and tear, external influences or operating errors are excluded from the warranty, unless there are mandatory statutory claims, for example from product liability or an independent guarantee promise. The same applies in the event of defects that are attributable to changes to the goods not made by us. We do not guarantee that the delivered products correspond to the customer's special purposes or that they can be used and utilised with other products of the customer without interference or impairment.
6.3 We shall provide subsequent fulfilment for defects at the customer's discretion by repair or replacement. If the subsequent delivery fails, the principle may, at his discretion, demand a reduction in payment or cancellation of the contract as well as compensation instead of performance. Instead of this compensation in place of performance, the customer can demand compensation for futile expenses within the framework of § 284 'BGB', which he has made and could reasonably make in reliance on the receipt of the goods.
6.4 The warranty period is one year from delivery of the goods. This limitation shall not apply to claims based on damages resulting from injury to life, body or health or from the breach of a material contractual obligation, the fulfilment of which is essential for the proper performance of the contract and on the observance of which the contractual partner may regularly rely ('cardinal obligation') as well as for claims based on other damages which are based on an intentional or grossly negligent breach of duty by the user or its agents.
7. Delivery periods
If fixed delivery periods are agreed, the seller shall not assume any liability for delays in performance for which we are not responsible or for impossibility of performance for which we are responsible.
The purchase price is due within 30 calendar days of the invoice date. If payment is received within 10 days of the invoice date, a 2% discount will be granted on the net value of the goods.
A discount deduction is not permitted if claims from older due invoices are still outstanding.
If the agreed payment date is exceeded, interest shall be charged at the statutory interest rate of 9 percentage points above the respective base interest rate in accordance with § 247 'BGB', unless the supplier can prove higher damages. The purchaser reserves the right to prove lower damages.
8. Retention of the title
We reserve title to the goods until all claims arising from the current business relationship have been settled in full. Prior to the transfer of ownership of the reserved goods, pledging or transfer by way of security is not permitted.
Dispatch is at the expense and risk of the buyer. Insurance against transport damage shall only be taken out at the express request and expense of the buyer.
10. Technical advices
At the buyer's request, the seller shall provide technical advice on the use of the products supplied, as far as he has the possibility to.
Any liability for technical advice given or a guarantee for the desired result is excluded.
11. Exclusion of liability
We are only liable for our own website content. Where links provide access to other websites, we are not responsible for the third-party content it contains. We also do not adopt the third-party content as our own. As soon as we become aware of illegal content on external websites, we will immediately block access to these pages, if this is technically possible and reasonable for us.
All technical data and other non-public commercial and technical details that become known to the customer through the business relationship with Bernd Stolz GmbH are trade and business secrets and must be kept secret by the customer. They may only be used within the context of the intended use of the goods. The obligation to maintain confidentiality should continue for a period of 24 months after the end of the contract.
13. Offsetting / Retention
13.1 The customer has the right to offset only if his counter claim has been legally established or is not disputed or recognized by us or is in a close synallagmatic relationship to our claim.
13.2 The customer may only exercise a right of retention if his counterclaim is based on the same contractual relationship.
14. Choice of law / place of fulfilment / jurisdiction / additional provisions
14.1 All legal relationships between the customer and Bernd Stolz GmbH, including future legal relationships, shall be governed exclusively by the law of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods and the Hague Convention on Contracts for the International Sale of Goods.
14.2 The place of fulfilment should be the respective registered office of Bernd Stolz GmbH.
14.3 If the client is a merchant, a legal entity under public law or a special fund under public law, the exclusive place of jurisdiction for all disputes should be the registered office of Bernd Stolz GmbH. However, we should be entitled to sue the customer at the customer's general place of jurisdiction.
14.4 In the event that individual provisions are invalid, the remaining provisions shall remain in full force and effect. Invalid provisions shall be replaced by provisions which, as far as legally possible, come as close as possible to the economic intent of the invalid clause.
14.5 The contractual relationships are subject to the written form. Amendments and supplements to the contractual agreements and these Terms and Conditions of Sale and Delivery must be made in writing to be effective. The same applies to deviations from the written form requirement.