General Terms and Conditions
§ 1 General Scope
These terms and conditions apply to all current and future business relationships. Deviating, conflicting, or supplementary general terms and conditions do not become part of the contract, even if we are aware of them, unless their validity is expressly agreed upon in writing.
These terms and conditions exclusively apply to entrepreneurs, i.e., natural or legal persons or legal partnerships that enter into business relationships in the exercise of their commercial or independent professional activity.
§ 2 Conclusion of Contract
All offers on our website are non-binding and subject to change. This applies especially to prices, illustrations, and brochures. Technical changes as well as changes in form, color, and/or weight remain reserved within reasonable limits.
By placing an order for goods with us, the entrepreneur declares a binding intention to purchase the ordered goods. We are authorized to accept the contract offer contained in the order, either by notifying the entrepreneur in writing or by delivering the goods to the entrepreneur, within two weeks after receiving the order.
The conclusion of the contract is subject to the correct and timely self-supply by our suppliers. This only applies if the non-delivery is caused by an obstacle that we are not responsible for, particularly in the event of the conclusion of a congruent covering transaction with our supplier. The entrepreneur will be informed immediately about the unavailability of the service. The consideration will be refunded immediately if it has already been provided.
In the event of non-compliance with the delivery time, the entrepreneur can set a grace period in writing of at least 14 days. After the fruitless expiration of this period, a further grace period of at least 10 days is to be set. If this further grace period also expires without success, the entrepreneur can withdraw from the purchase contract. A claim for damages is not considered, unless the delay is caused by intent or gross negligence on our part or on the part of one of our vicarious agents.
§ 3 Default in Acceptance
If the entrepreneur is in default of accepting the goods properly provided, we are entitled to claim damages or to withdraw from the contract after a grace period of at least 10 days has expired.
§ 4 Warranty
In the case of defects in the goods, warranty will be provided at our discretion by rectification or replacement delivery.
If rectification fails, the entrepreneur can generally demand a reduction in the remuneration (reduction) or rescission of the contract (withdrawal) at their discretion. However, in the case of minor contractual deviations, especially in the case of minor defects, the entrepreneur is not entitled to the right of withdrawal.
The entrepreneur must notify us of obvious defects in writing within one week of receiving the goods; otherwise, the assertion of the warranty claim is excluded. Timely dispatch is sufficient to meet the deadline. The entrepreneur bears the full burden of proof for all claim prerequisites, in particular for the defect itself, the time of discovery of the defect, and the timeliness of the complaint.
If the entrepreneur chooses to withdraw from the contract due to a defect after unsuccessful rectification, they are not entitled to a claim for damages due to the defect. If the entrepreneur chooses damages after unsuccessful rectification, the goods will remain with the entrepreneur if this is reasonable for them. In this case, compensation is limited to the difference between the purchase price and the value of the defective item. This does not apply if we or one of our vicarious agents caused the breach of contract with gross negligence, intent, or deceit.
The warranty period is two years from the delivery of the goods for new goods. For used goods, the limitation period is one year from the delivery of the goods. This does not apply if the entrepreneur has not notified us of the defect in time (§ 4 para. 2).
As the quality of the goods, only the product description on our part or that of the manufacturer is generally agreed upon. Public statements, advertisements, or promotions by the manufacturer do not represent a contractual statement of the quality.
If the entrepreneur receives a defective assembly manual, we are only obligated to provide a defect-free assembly manual, and only if the defect in the assembly manual prevents proper installation.
The entrepreneur is advised to comply with proper labeling when delivering goods to end consumers.
We reserve the right to make changes to these terms and conditions at any time.
§ 5 Transfer of Risk – Shipment
Shipment is exclusively done via advance payment and, in exceptional cases, on account, and at the risk of the entrepreneur. The risk of accidental loss and deterioration of the goods passes to the entrepreneur upon transfer; in the case of a shipment purchase, this occurs upon delivery of the item to the carrier, freight forwarder, or other designated person or institution responsible for transportation.
Non-acceptance by the entrepreneur is equivalent to transfer.
If the entrepreneur does not specify a special shipping request, we will dispatch the goods using a shipping method that we consider appropriate.
Detected transport damages are to be reported promptly, and the goods are to be sent to us with an acknowledgment of receipt from the shipping company, post office, railway, or any other parcel service, along with an assignment declaration from the entrepreneur to us. Following this, a replacement delivery may be provided by us, provided the conditions for holding the transport company accountable are met and the entrepreneur has provided all necessary documents and information.
§ 6 Compensation
In the case of invoice purchase, after delivery of the goods to the entrepreneur, the invoice is created. Payment is due without any deduction within 7 days. The payment date is the day on which we can dispose of the funds. A cash discount deduction is not permissible.
In the case of advance payment purchase, the goods will be dispatched to the customer immediately upon receipt of payment.
In the case of a shipment purchase, the purchase price includes transportation costs (see § 5, paragraph 1).
§ 7 Retention of Title
We retain ownership of all goods delivered by us until the entrepreneur has fully settled all claims from the ongoing business relationship.
The entrepreneur is authorized to resell the goods in the regular course of business. They hereby assign to us all claims in the amount of the invoice amount arising from the resale to a third party. We accept the assignment. After the assignment, the entrepreneur is authorized to collect the claim. We reserve the right to collect the claim ourselves as soon as the entrepreneur does not properly meet their payment obligations and falls into arrears.
The entrepreneur is obligated to treat the goods with care. If maintenance and inspection work is required, the entrepreneur must carry out such work regularly at their own expense.
The entrepreneur must immediately notify us of any access by third parties to the goods, for example, in the case of seizure, as well as any damage or destruction of the goods. The entrepreneur is also obligated, in the case of pledges of the reserved goods or assigned claims by third parties, to immediately inform the seizing party and the involved enforcement authorities orally and in writing of our rights (retention of title) and to otherwise take all necessary actions to protect our rights. If there is a change in the ownership of the goods or the entrepreneur's place of residence or business location, which still involves retention of title, the entrepreneur must also promptly notify us. The entrepreneur must provide evidence at any time upon request of where the reserved goods are located.
We are entitled to rescind the contract and reclaim the goods in the case of the entrepreneur's contractual breach, especially in the case of payment default or a breach of obligations as per paragraphs 3 and 4 of this provision.
The processing and transformation of the goods by the entrepreneur always take place in our name and on our behalf. If the goods are processed with items not owned by us, we acquire co-ownership of the new item in proportion to the value of the goods delivered by us to the other processed items. The same applies if the goods are mixed with other items not owned by us.
§ 8 Labeling Obligation
The entrepreneur is aware of their own obligations to comply with proper labeling when delivering the goods purchased from us to the end consumer.
We point out that the labels and description texts present on our distribution channels do not necessarily comply with the valid standards of food trade regulations, unless we, as a wholesale company, are obliged to comply with the regulations.
The use of these labels and description texts by the entrepreneur is at their own risk. We assume no liability.
§ 9 Final Provisions
The substantive law of the Federal Republic of Germany applies.
If the entrepreneur is a merchant, a legal entity under public law, or a special fund under public law, the exclusive place of jurisdiction for all disputes arising from this contract is our registered office. The same applies if the entrepreneur does not have a general place of jurisdiction in Germany or their place of residence or habitual abode is not known at the time of filing a lawsuit.
Should individual provisions of the contract with the entrepreneur, including these general terms and conditions, be or become wholly or partially ineffective, this shall not affect the validity of the remaining provisions. The wholly or partially ineffective regulation shall be replaced by a provision whose economic success comes as close as possible to that of the ineffective provision.
These are the General Terms and Conditions of this Online-Website.