Terms and Conditions
General terms and conditions of business
Identity
Dietz Leiterplattenbestückung GmbH & Co. KG
Holger Dietz
Wolfener Str. 32-34
Building 9, Entrance F, Ground floor F00.040
12681 Berlin
Tel.: +49 (0)30 442 73 18
Fax: +49 (0)30 463 093 05
Email: info[at]dietz-em.de
Hereinafter referred to as “DIETZ” or “Seller”
Note: Where personal relationships in this contract are referred to in the masculine form, this wording applies to both male and female persons.
§1 Scope
(1) These General Terms and Conditions (GTC) apply to all current and future contractual relationships that DIETZ enters into with the customer. Differing, conflicting or supplementary General Terms and Conditions do not become part of the contract even if DIETZ is aware of them, unless DIETZ expressly agrees to their validity when the contract is concluded. DIETZ’s GTC apply even if DIETZ unconditionally carries out the contractual services under conflicting General Terms and Conditions of the customer. DIETZ does not accept any conflicting or deviating terms and conditions of the customer. Changes, additions and verbal agreements by the management or by statements by other persons only become part of the contract if they are expressly confirmed by a person authorized to represent DIETZ.
(2) These General Terms and Conditions apply only to entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB). Entrepreneurs in this sense are in particular natural or legal persons or partnerships with legal capacity who, when concluding a legal transaction, act in the exercise of their commercial or independent professional activity, or small business owners, non-profit associations or institutions under public law.
§2 Offers, conclusion of contract and contract language
(1) The offers and/or cost estimates of DIETZ Elektronikmanufaktur are always subject to change unless otherwise stated in the order confirmation.
(2) Information about the technical steps for concluding the contract
The customer can put goods into the shopping cart on the product offer page by pressing the “Add to cart” button or a corresponding graphic symbol. After the customer has put all the goods he wants into the shopping cart, he can initiate the ordering process by pressing the “Checkout” button.
An order is only possible for registered customers. In the next step, the customer can log in for the first time by entering their personal data and registering or by logging in with their existing access data by entering their email address and password and then pressing the “Log in” button.
An overview opens with the billing and delivery address as well as a field for entering delivery notes. The customer can select their payment method in the field below. After the selection, the general terms and conditions are displayed and must be confirmed by the customer by activating them.
Below, the customer is shown an overview of the products they have selected. Before submitting the order, the customer can correct their entries at any time using the usual keyboard and mouse functions. To do this, the browser function “Back” can be selected to return to the shopping cart, where the selected goods and the quantity can be changed and corrected.
At the end of the page, the customer clicks the button “Order now for a fee”. A page then opens which confirms the customer’s order.
Acceptance by the Seller shall be in accordance with paragraph 3
(3) By sending the order, the customer makes a binding offer. An order can be placed via the online shop, by email, fax, telephone or by post. The seller is entitled to accept the contractual offer contained in the order within two weeks. Acceptance can be declared either in text form or by delivery of the goods to the customer.
Otherwise, the offer is deemed to have been rejected.
(4) The contract is concluded subject to the correct and timely delivery by the Seller’s suppliers. This only applies in the event that the non-delivery is not the responsibility of the Seller, in particular if a congruent hedging transaction is concluded with its supplier.
(5)
Only the information provided by the seller in the order confirmation or such information provided in the form of a separate confirmation shall be deemed to be the quality of the delivery item. Descriptions of goods, weight and/or quantity specifications, in particular in catalogues, brochures, on the Internet, in price lists and advertisements are merely guidelines or approximate values. They do not represent binding quality specifications unless the seller has expressly confirmed the quality specifications. The properties of trial or sample specimens shall only become part of the contract if this has been expressly agreed. Public statements, promotions or advertising by the manufacturer do not constitute a contractual description of the quality of the goods.
(6) The seller assures that all information about the products offered (product descriptions, images, prices, etc.) is created and checked to the best of his knowledge and belief. The seller reserves the right to withdraw from the contract in the event of obvious errors, image, printing and/or pricing errors.
(7) The seller is entitled to refuse to provide services if it becomes known after conclusion of the contract that the claim to consideration is at risk due to the customer’s lack of performance, in particular due to a deterioration in financial circumstances. If the customer is not prepared to provide consideration or provide security even after expiry of a reasonable period of time set for him, the seller reserves the right to withdraw from the contract.
(8) Unless otherwise agreed between the parties, the Seller reserves all rights to the documents provided, in particular designs, logos, trademarks, copyrights, registered designs, utility models, templates and other industrial property rights as well as cost estimates. If the order is not placed with the Seller, all documents provided must be returned to the Seller in the original, including all copies made, at the Seller’s request and at the Customer’s expense.
(9) The contract text is generally provided in German. Translations into other national languages are possible if required and at the customer’s request and will be commissioned by the seller after prior written agreement. The costs of the translation are to be borne by the customer. However, only the German version is legally binding. The seller hereby assigns to the customer any possible claims for damages against third parties due to incorrect translation.
(10) The customer agrees that the seller will store, process and use the customer’s personal data required to execute the order within the framework of the statutory
provisions. Furthermore, the seller’s data protection declaration applies.
§3 Prices and payment
(1) All price offers and information outside of the order confirmation are non-binding and can be changed by the seller at any time and are valid ex works. The prices are net prices. VAT is shown additionally. The prices stated by the seller do not include packaging, freight, postage, insurance and other shipping costs as well as installation materials, installation work and other expenses.
(2) All claims of the Seller due for payment shall be paid immediately without any deductions, unless expressly stated otherwise on the invoice.
(3) Dem Kunden stehen dabei die im Online-Shop oder der Auftragsbestätigung aufgeführten Zahlungsarten zur Verfügung, alle Zahlungen erfolgen in EUR
§4 Delivery
(1) The seller will dispatch the goods for the customer and at the customer’s risk and expense with the care of a proper businessman. The risk shall pass to the customer at the latest upon dispatch and/or if the customer is in default of acceptance or payment, even if partial deliveries are made or the seller has also assumed the costs of dispatch, delivery or installation.
(2) If shipment is delayed at the customer’s request or due to circumstances for which the customer is responsible, the risk shall pass to the customer from the day the goods are ready for shipment. In addition, in this case the seller is entitled to dispose of the goods in another way after the expiry of a reasonable period of time and to deliver to the customer within a reasonably extended period of time.
(3) At the customer’s request, the seller will insure the goods and/or the shipment against theft, breakage, transport, fire and water damage as well as against other insurable risks. The seller assigns claims arising from the insurance to the customer in return for the customer providing the agreed service and any outstanding reimbursement of the insurance premium.
(4) If the goods are delivered to another member state of the European Union, the customer is obliged to provide information about his branch of business and his VAT identification number, which is to be used for the delivery, prior to shipment. Sentence 1 shall apply accordingly if other states are included in the provisions governing this regulation.
(5) If, for reasons beyond the control of the seller, deliveries or services from suppliers to the seller are not made, are not made correctly or are not made on time, or if events of force majeure occur, in particular strikes or lockouts as part of lawful industrial disputes, fire, water damage, trade embargoes, disasters, disruptions to transport routes and other cases of force majeure, including those affecting upstream suppliers, the customer will be informed of this immediately. The seller is not responsible for any resulting delays in delivery and services. This also applies if the seller is in default when these circumstances occur. The seller reserves the right to postpone delivery for the duration of the unavailability and/or to withdraw from the contract entirely due to the part not yet fulfilled if the above obligation to provide information has been met. In the event of withdrawal, the consideration provided by the customer will be reimbursed immediately.
(6) Partial deliveries are permitted as long as this is reasonable for the customer.
§5 Retention of title
(1) The seller retains title to the delivery item until all payments from the purchase contract with the customer have been received. The customer must ensure that the items owned or co-owned by the seller are stored safely and properly and, where customary, insure them at his own expense against theft, fire and other damage. If maintenance and inspection work is required, the customer must carry this out in a timely manner at his own expense.
(2) The customer is entitled to resell the delivery item in the ordinary course of business. Until the total claim from the purchase contract has been settled, the customer hereby assigns to the seller all claims up to 110% of the final invoice amount (including sales tax) of the seller’s claims arising from the resale of the reserved goods against its customers or third parties, regardless of whether the delivery item was resold without or after processing. The seller accepts this assign- ment. The customer remains authorized to collect this claim even after the assignment. The seller’s authority to disclose the assignment and to collect the claim itself remains unaffected. The seller undertakes not to disclose the assignment and not to collect the claim as long as the customer meets his payment obligations to the seller from the proceeds received, does not fall into arrears and, in particular, no application for the opening of insolvency proceedings has been filed or pay- ments have been suspended. If necessary, the seller can demand that the customer immediately disclose the assigned claims and their debtors, provide all information necessary for collection, hand over the relevant documents and inform his debtors (third-party debtors) of the assignment.
(3) If the retention of title or the assignment is not effective under the law in the area of which the goods are located, the security corresponding to the retention of title or the assignment in this area is deemed to have been agreed. If the cooperation of the customer is required under this, the customer must take all measures necessary to establish and maintain such rights.
(4) If the customer acts in breach of contract, in particular if payment is delayed, the seller is entitled to take back the goods after issuing a reminder and the customer is obliged to hand them over. By requesting the delivery item to be handed over, the seller simultaneously declares that he is withdrawing from the contract.
If the delivery item is seized by the seller, this always constitutes a withdrawal from the contract. The proceeds from the sale (less reasonable disposal costs) are to be offset against the customer’s liabilities.
(5) In the event of seizures or other interventions in or access to the delivery item, the customer must notify the seller in writing immediately, at the latest within 3 working days, so that legal action can be taken in accordance with Section 771 of the Code of Civil Procedure. If the third party is not in a position to reimburse the seller for the judicial and extrajudicial costs of a legal action in accordance with Section 771 of the Code of Civil Procedure, the customer is liable for the damage incurred.
(6) Any processing, processing or transformation of the delivery item by the customer is always carried out for the seller. The same applies to the item created through processing as to the item delivered by the seller subject to reservation.
If the delivery item is inseparably mixed with other items not subject to the seller’s retention of title, the seller acquires co-ownership of the new items in proportion to the value of the delivery item to the other mixed items at the time of mixing. If the mixing takes place in such a way that the customer’s item is to be regarded as the main item, it is agreed with the customer that he transfers proportionate co-ownership to the seller. The customer safeguards the sole ownership or co-ownership thus created for the seller.
§6 Warranty and Liability
(1) The customer’s claims for defects presuppose that the customer has properly fulfilled its obligations to inspect and give notice of defects pursuant to Section 377 of the German Commercial Code (HGB).
(2) If the purchased item is defective, the seller is free to choose the type of subsequent performance in the form of remedying the defect or delivering a new, defect-free item. If subsequent performance fails more than twice, the customer is entitled to reduce the purchase price or withdraw from the contract.
(3) If a complaint by the customer proves to be unjustified, the customer is obliged to reimburse the proven expenses incurred in the context of the alleged remedy of the defect.
(4) The limitation period for claims for defects for new goods is one year from the transfer of risk. For used goods, the limitation period is six months from delivery of the goods. The statutory limitation periods for recourse claims under Section 478 of the German Civil Code remain unaffected by this provision.
(5) Liability cases for defects must be settled directly with the seller. Negotiations with independent representatives who are not directly employed by the seller do not constitute negotiations within the meaning of Section 203 Paragraph 1 of the German Civil Code (BGB).
(6) The seller is liable in accordance with the statutory provisions if the customer asserts claims for damages based on intent or gross negligence, including intent or gross negligence on the part of the seller’s legal representatives or their vicarious agents. To the extent that the seller is not accused of an intentional or grossly negligent breach of contract, liability for damages is excluded. This also applies to the violation of ancillary performance obligations. Liability for culpable injury to life, body or health remains unaffected; this also applies to mandatory liability under the Product Liability Act and other mandatory statutory provisions.
(7) In the event of a delay in delivery for which the Seller is responsible, the Seller shall be liable in accordance with the statutory provisions, whereby damages caused by delay shall only be compensated up to the amount of the foreseeable, typically occurring damage if the Seller or a legal representative or vicarious agent is guilty of intent or gross negligence.
(8) Unless otherwise provided above, liability is excluded.
§7 Final provisions
(1) Any additions or changes to this contract must be made in writing. This also applies to this written form clause.
(2) The place of performance and jurisdiction for services and all disputes arising between the parties shall, to the extent permitted by law, be the registered office of DIETZ.
(3) The law of the Federal Republic of Germany applies. The provisions of the UN Convention on Contracts for the International Sale of Goods do not apply to the relationship between the seller and the buyer.
(4) If one or more of the clauses of this contract are invalid or should become invalid over time, the validity of the rest of the contract shall remain unaffected. The invalid clauses shall be replaced by the statutory provisions. The statutory provisions shall also apply in the event of a regulatory gap.
(5) The Contracting Parties shall inform each other promptly of all circumstances which may be relevant for the implementation of this Agreement.
(6) Any internet connection costs (telecommunications costs) incurred shall be borne by the buyer.
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Status: May 2017