General Terms and Conditions

General Terms and Conditions

  1. § 1 Scope of application

    1. These General Terms and Conditions shall apply exclusively and only vis-à-vis
      entrepreneurs, public-law entities and special funds under public law within the
      meaning of Section 310, Subsection 1 of the German Civil Code (BGB).
    2. The following General Terms and Conditions shall apply exclusively to the business relations between HDE Trade Services GmbH and the Customer. HDE Trade Services GmbH will not recognize any different terms and conditions of the Customer unless HDE Trade Services GmbH has expressly agreed in writing to the validity thereof.
  2. § 2 Conclusion of contract and delivery

    1. All orders placed by the Customer shall merely constitute offers to HDE Trade Services GmbH. Such offers shall be subject to these Terms and Conditions and shall be valid subject to availability of the ordered goods and acceptance of the order by HDE Trade Services GmbH.
    2. Unless otherwise agreed, delivery shall be effected ex warehouse to the delivery address specified by the Customer. All delivery periods and delivery dates shall be without obligation. HDE Trade Services GmbH shall endeavor to deliver the ordered goods within the delivery times stated; however, it is not essential to the transaction of business to meet the delivery deadline.
    3. HDE Trade Services GmbH shall not be responsible for any delays in delivery due to force majeure or due to events which render delivery difficult or impossible. If delivery is delayed as a result of unforeseeable circumstances for which HDE Trade Services GmbH is not to blame (such as industrial disputes, breakdowns, circumstances preventing transport, official measures – also at the upstream supplier’s place of business) and also due to belated self-supply, HDE Trade Services GmbH shall be entitled to cancel the contract in whole or in part.
    4. If the delivery time is exceeded by more than two weeks, the Customer shall have the right to rescind the contract. Claims for damages shall be excluded. Should the Customer suffer any damage as a result of a delay for which HDE Trade Services GmbH is responsible, the Customer shall be entitled to claim compensation for damage resulting from delay. The right to claim compensation for damage resulting from delay and to rescind the contract presupposes that the Customer gives HDE Trade Services GmbH a reasonable period of grace in writing.
    5. Delivery of the ordered goods shall be effected during normal business hours. Should the Customer not be present to take delivery, the ordered goods shall be deemed to be delivered. The risk of accidental loss and accidental deterioration of the ordered goods shall pass to the Customer at the time when they are handed over or – if the Customer delays taking delivery – at the time when the products are offered to the Customer.
    6. The Customer shall be obligated to inspect the ordered goods immediately after delivery. Should the ordered goods be damaged (or missing), the Customer shall be obligated to notify HDE Trade Services GmbH thereof within five workdays from the date of delivery.
  3. § 3 Terms of payment

    1. The Customer may pay the purchase price by credit card when placing the order.
    2. The Customer shall be obligated to inform HDE Trade Services GmbH in writing within 7 days of receipt of invoice if the invoice contains any mistakes (such as incorrect prices). After such period has elapsed, the invoice shall be deemed to have been accepted by the Customer.
    3. All payments must be made in full without deduction. The Customer may only offset against claims of HDE Trade Services GmbH if the Customer’s counterclaims have been recognized by declaratory judgment or admitted by HDE Trade Services GmbH. The Customer may only assert a right of retention if the Customer’s counterclaim is based on the same contractual relationship.
    4. The goods delivered by HDE Trade Services GmbH shall remain the property of HDE Trade Services GmbH until payment is received in full.
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  4. § 4 Liability for defects

    1. Notice of obvious defects in the delivered goods must immediately be given in writing, however, within five workdays from delivery at the latest. Notice of non-obvious defects must be given in writing within one week of discovery of the same. If the time limit is not observed, the warranty claim will cease to exist.
    2. If the bought object is defective, the Customer may demand subsequent performance (removal of defects or substitute delivery). If such subsequent performance fails, the Customer may rescind the contract, reduce the purchase price or claim damages in the case of a considerable defect. Unless otherwise specified below, any further claims of the Customer – on whatever legal grounds – shall be excluded. Therefore, HDE Trade Services GmbH will not be liable for any damage which did not occur in the delivered object itself; in particular, HDE Trade Services GmbH will not be liable for loss of profit or any other pecuniary loss of the Customer. In so far as liability on the part of HDE Trade Services GmbH is excluded or limited, this shall also apply to the personal liability of employees, representatives and vicarious agents.
    3. The foregoing limitation of liability shall not apply in so far as the damage was caused by intent or gross negligence or in the event of personal injury. If HDE Trade Services GmbH negligently violates a material contractual duty, liability to pay damages for property damage shall be limited to the damage that typically occurs.
    4. The period of limitation for warranty claims is twenty-four months and begins to run at the time of delivery.
  5. § 5 Data protection

    1. HDE Trade Services GmbH has informed the Customer in detail of the kind, scope,
      place and purpose of the collection, processing and use of the personal data required
      for the execution of orders, registration for the e-mail notification service and
      transmission of an on-line review.
      The Customer hereby expressly agrees to such collection, processing and use of
      personal data.
  6. § 6 Miscellaneous

    1. German law shall apply, to the exclusion of the UN Sales Convention.
    2. Place of performance and exclusive place of jurisdiction for all disputes arising out of this contract shall be Berlin-Mitte.
    3. Should any provision of these Terms and Conditions be or become void, ineffective, infeasible or unenforceable in whole or in part (hereinafter also referred to as the “Defective Provision”), the effectiveness and enforceability of the other provisions shall not be affected thereby. Rather, the parties hereby undertake to agree such provision in lieu of the Defective Provision which – within the limits of legal possibilities – comes as close as possible to what the parties would have agreed in accordance with the aim and object of this contract if they had realized that the provision is defective. If a provision is defective due to the extent of the service or time (time-limit or date) stipulated therein, a provision specifying a legally admissible extent that comes as close as possible to the original extent has to be agreed. The same shall apply to any gaps in the provisions of this contract. It is the express intention of the parties that this savings clause does not merely result in a reversal of the burden of proof but that Section 139 of the German Civil Code (BGB) is contracted out in its entirety.