ZehZwo© Open and collect
Standard Terms of Business for Enterprises/Businessmen
1. Field of Application of These Standard Terms of Business
The following terms of business contain the sole conditions applicable between Jens Sachtleben Creative Factory e. K., Moorreye 104, D-22415 Hamburg and you, as an enterprise/businessman, unless they have been altered by written agreement. An enterprise/businessman, in the sense of standard terms of business, is a natural person or corporate body, or a legally established partnership, that in concluding a legal transaction exercises its/his/her commercial or self-employed professional operational activities.
The inclusion of the customer's own conditions is hereby rejected, unless some other option has been agreed on. Deviating or contrary conditions will not be recognized by us, unless we have consented to these explicitly. Notification of amendments to these terms of business will be sent to you in writing or by e-mail, or will be announced on our website.
2. Conclusion of Contract
The presentation of our products on our website or in advertising does not constitute a binding offer for conclusion of a purchase contract. Your ordering of a product first represents a binding offer in keeping with section § 145 of BGB [German Civil Code]. In the event of our acceptance of your offer, we will send you confirmation of order by e-mail, fax or post.
3. Terms of Payment
The purchase price is due immediately, with your receipt of our invoice. Payment takes place by transfer on account. Our account details can be found on our confirmation of order and on our invoice.
You will be in default, without any further statement from us, 14 days after the due date for payment, unless payment has already been made.
In the event of a defect, you have no right of retention, unless the product is clearly defective or you have a right to non-acceptance. In these cases you are only entitled to retention to the extent that the sum retained bears an appropriate ratio to the defects and the anticipated costs the subsequent performance.
4. Terms of Delivery
We will deliver the products ordered by you in accordance with the agreements reached with you. We explicitly reserve the right to make part deliveries. Any forwarding expenses will be separately indicated by us before conclusion of the ordering procedure, as well as on the invoice.
Delivery dates and deadlines are only binding if they have been confirmed by us by e-mail or in writing. If the product ordered by you is temporarily not available, we will inform you of this immediately in an e-mail, naming possible delivery dates. If you agree to the proposed date in writing or by e-mail, you will receive an adjusted confirmation of order together with this delivery date.
If we do not complete the manufacturing or delivery of the ordered products, or not in keeping with the contract, you must give us an appropriate period of grace for fulfilment of the contractual obligations in writing or by e-mail. Otherwise you are not entitled, for this reason, to withdraw from the contract.
If the product delivered is defective, you are entitled, within the framework of the statutory regulations, to demand subsequent performance by way of correction of the defects or delivery of non-defective goods, to withdraw from the contract, or to reduce the purchase price. The choice of the respective form of subsequent performance is ours. In the event of failure to provide subsequent performance, you can reduce the purchase price or withdraw from the contract. Any guarantee/warranty rights exist, however, only if you fulfil all existing examination and reprimand obligations in a proper and orderly way, in keeping with section § 377 of HGB [German Commercial Code].
The guarantee period for delivered products – except in cases of claims to compensation – is twelve months, as from receipt of the goods.
6. Limitations on Liability
We accept unlimited liability for damage, if the cause of the damage was deliberate (malintent) or was due to gross negligence. We furthermore accept liability for negligent breach of duties, the fulfilment of which make the proper and orderly implementation of the contract possible in the first place, and violation of which endangers the achievement of the purpose of the contract, and on compliance with which you, as the customer, regularly place your trust. In the last-mentioned case, however, we do not accept liability for slightly negligent violation, other than for the obligations referred to in the above sentences.
In as much as our liability is excluded or is limited, this also applies to the personal liability of our employees, representatives or assistants.
These above limitations on liability do not apply to injury to life, limb or health. Liability in keeping with the Product Liability Act remains unaffected.
7. Retention of Ownership
The products remain in our ownership until they have been paid for in full. If you default on payment for longer than 14 days, we have the right to withdraw from the contract and to demand the return of the goods.
You are entitled to resale of the products under retention of ownership in the context of normal business transactions. In this case, however, you assign to us, already at this stage and up to the invoice value of our demands, all claims arising from any such resale, regardless of whether these arise before or after any processing of the products under retention of ownership.
Regardless of our authority to collect the claims ourselves, you will remain entitled to collect the claims even after the assignment. To this extent we undertake not to collect the assigned claims as long as and in as much as you continue to meet your payment commitments, no application for initiation of insolvency or comparable proceedings has been made, and no suspension of payments has taken place. If the value of the above-mentioned security for the claims to be secured exceeds these claims by more than ten percent, we are obliged to release this security, at your request, though at our choice.
8. Final Provisions
Amendments and extensions to these terms of business require the written form. This also applies to any change in the written-form requirement.
All agreements are subject to German law to the exclusion of UN purchase law.
The place of performance and the sole place of jurisdiction for all disputes arising from or in connection with this contract is Hamburg.
Should individual provisions of these terms of business prove to be ineffective, or should they be contrary to the statutory regulations, this shall not affect the remainder of the contract. The ineffective provision shall be replaced by the contracting parties, in mutual agreement, by a provision that is legally effective and most closely approaches the economic sense and purpose of the ineffective provision. The aforementioned regulation shall apply accordingly to omissions.