General terms and conditions of greenthusiast labs GmbH for business customers
(1) Die vorliegenden Allgemeinen Geschäftsbedingungen („click here„) enthalten die zwischen Ihnen und uns, der greenthusiast labs GmbH, Trivastr. 23, 80637 München, ausschließlich geltenden Bedingungen für alle zwischen Ihnen und uns geschlossenen Verträge, Lieferungen, Leistungen und Angebote. Diese AGB sind Bestandteil aller Verträge, die wir mit Ihnen über die von uns angebotenen Lieferungen oder Leistungen schließen. Diese AGB gelten nur, wenn Sie Unternehmer (§ 14 BGB), eine juristische Person des öffentlichen Rechts oder öffentlich-rechtliches Sondervermögen sind.
(2) General terms and conditions from you or third parties do not apply, even if we do not separately contradict their validity in individual cases. Even if we refer to a letter that contains or refers to general terms and conditions from you or a third party, it does not constitute consent to the validity of your general terms and conditions.
§ 2 Offer and conclusion of contract
(1) The presentation of our goods on our homepage www.seventrees.eu, in our catalogs or our other advertising media does not constitute a binding offer on our part. With your order, you are making a binding offer to us.
(2) A contract between you and us is only concluded when we issue an express, separate declaration of acceptance, which is sent within five working days by fax, email, in writing or by sending the ordered goods.
(3) Our information on the subject of the delivery or service (e.g. weights, dimensions, tolerances and technical data) as well as our representations of the same (e.g. images) are only approximately relevant, unless the usability for the contractually intended purpose requires an exact match. They are not promised characteristics, but descriptions or identifications of the delivery or service. Customary deviations and deviations that occur due to legal regulations or represent technical improvements are permissible as long as they do not impair the usability for the contractually intended purpose.
(4) We reserve the ownership and / or rights of use to all offers and cost estimates submitted by us, as well as the illustrations, calculations, brochures, catalogs, models and other documents and aids made available to you. You may not make these documents and items available to third parties, either as such or in terms of their content, or make them known, use them yourself or by third parties, have them used or reproduce them without our express consent. At our request, you must return these items to us in full and destroy any copies made if they are no longer required by you in the ordinary course of business or if negotiations do not lead to the conclusion of a contract.
§ 3 prices and payment
(1) The prices apply to the scope of services and delivery listed in the order confirmations. The prices are in EURO ex works plus packaging, statutory value added tax, customs duties for export deliveries and fees and other public charges.
(2) Invoice amounts are to be paid within the agreed payment period. The date of receipt by us is decisive for the date of payment.
(3) In the event of default in payment, you have default interest of 9 (nine) percentage points above the respective base interest rate p.a. to pay. We can also charge a flat rate of 40 euros. We reserve the right to claim higher interest and / or further damage. The flat rate according to sentence 2 will be offset against any owed damages, provided the damage is justified in the cost of legal proceedings. Our claim to commercial maturity interest (§ 353 HGB) remains unaffected with regard to business people.
(4) We are entitled to only carry out outstanding deliveries or services against advance payment or security if we become aware of circumstances after conclusion of the contract which are likely to significantly reduce your creditworthiness and which will result in the payment of our outstanding claims by you is at risk from the respective contractual relationship.
§ 4 delivery and delivery time
(1) We deliver ex works. At your request and at your expense, we will send the goods to a different destination. Unless otherwise agreed, we are entitled to determine the type of shipment (in particular transport company, shipping route and packaging) ourselves.
(2) The delivery period is agreed individually or specified by us when accepting the order. If a shipment has been agreed, delivery periods and delivery dates refer to the time of handover to the forwarding agent, carrier or another third party commissioned with the transport.
(3) Compliance with our delivery obligation requires the timely and proper fulfillment of your obligations. The exception of the unfulfilled contract remains reserved.
(4) If the goods ordered are not available because we are not being supplied by our supplier through no fault of ours, we can withdraw from the contract. In this case, we will inform you about this immediately and reimburse you for any service already provided.
(5) Your claims for damages or reimbursement of wasted expenses in the event of delay in delivery or impossibility exist in accordance with § 7.
§ 5 Place of performance, shipping, packaging, transfer of risk, acceptance
(1) The place of performance for all obligations arising from the contractual relationship is Munich, unless otherwise specified.
(2) The type of dispatch and the packaging are subject to our due discretion.
(3) The risk is transferred to you at the latest when the delivery item is handed over to the forwarding agent, carrier or other third party appointed to carry out the shipment. This also applies if partial deliveries are made or we have taken on other services (e.g. shipping).
(4) You will bear storage costs if you are in default.
(5) We will only insure the shipment against theft, breakage, transport, fire and water damage or other insurable risks at your express request and at your expense.
§ 6 Warranty
(1) The statutory provisions apply to your rights in the event of material defects and defects of title (including incorrect and short deliveries), unless otherwise specified below. In all cases, the special statutory provisions remain unaffected for the final delivery of the goods to a consumer.
(2) The basis of our liability for defects is above all our agreement on the quality of the goods. If the quality has not been agreed, the statutory regulation must be used to assess whether or not there is a defect.
(3) If there is a bilateral commercial transaction, your claims for defects and recourse require that you have complied with your statutory inspection and complaint obligations in accordance with Section 377 of the German Commercial Code. If a defect becomes apparent during the examination of the purchased item or later, we must be notified of this immediately in writing, whereby timely dispatch of the notification is sufficient to meet the deadline. Irrespective of this duty to examine and notify, you have to report obvious defects (including incorrect and short deliveries) in writing without delay, with the timely sending of the notification being sufficient to meet the deadline. If you fail to properly examine and / or report defects, our liability for the defect that has not been reported is excluded.
(4) If the delivered item is defective, we can first choose whether to provide supplementary performance by eliminating the defect (subsequent improvement) or by delivering a defect-free item (replacement delivery).
(5) We are entitled to make the subsequent performance owed dependent on you having paid the purchase price due. However, you are entitled to withhold part of the purchase price that is reasonable in relation to the defect.
(6) You have to give us the time and opportunity required for the subsequent performance owed, in particular to hand over the rejected goods for inspection purposes. In the case of a replacement delivery, you must return the defective item to us in accordance with the statutory provisions.
(7) We shall bear the expenses required for the purpose of inspection and subsequent performance, in particular transport, travel, labor and material costs, if there is actually a defect. However, if your request to remedy the defect turns out to be unjustified, we can demand that you reimburse the costs incurred.
(8) Your claims for damages or reimbursement of wasted expenses only exist in accordance with § 7 and are otherwise excluded.
§ 7 Other liability
We are liable - for whatever legal reason - for damages or for reimbursement of wasted expenses in accordance with the following provisions in paragraphs 1 to 5.
(1) Unless otherwise stated in these terms and conditions including the provisions of this § 7, we are liable in the event of a breach of contractual and non-contractual obligations in accordance with the relevant statutory provisions.
(2) We are liable for damages in the case of intent or gross negligence. We are only liable for simple negligence
- a) for damage resulting from injury to life, limb or health,
- b) for damage resulting from the breach of an essential contractual obligation (obligation, the fulfillment of which enables the proper execution of the contract in the first place and on the compliance of which you can regularly trust and trust); in this case, however, our liability is limited to the replacement of the foreseeable, typically occurring damage.
(3) The limitations of liability resulting from Paragraph 2 do not apply if we have fraudulently concealed a defect or have assumed a guarantee for the quality of the goods, as well as in the event of liability under the Product Liability Act.
(4) The regulations of this § 7 apply accordingly to the reimbursement of wasted expenses.
(5) Soweit die Schadenersatzhaftung uns gegenüber ausgeschlossen oder beschränkt ist, gilt dies auch für die persönliche Schadenersatzhaftung unserer gesetzlichen Vertreter und Erfüllungsgehilfen.
§ 8 Statute of Limitations
(1) The limitation period for claims arising from material and / or legal defects is one year from delivery. If an acceptance has been agreed, the limitation period begins with the acceptance.
(2) Paragraph (1) does not affect special legal regulations for third-party claims in rem for surrender, in the event of malice on the part of the seller, for claims in supplier recourse in the event of final delivery to a consumer and for claims arising from injury to life, body and / or health.
(3) The above limitation periods of the sales law also apply to your contractual and non-contractual claims for damages based on a defect in the goods, unless the application of the regular statutory limitation would lead to a shorter limitation in individual cases. The limitation of the product liability law remain unaffected in any case.
(4) Otherwise, only the statutory limitation periods apply to claims for damages by the buyer in accordance with Section 7.
§ 9 retention of title
(1) We reserve title to the purchased item until all payments from the delivery contract have been received. If you act in breach of contract, in particular if you are in default of payment, we are entitled to take back the purchased item. If we take back the purchased item, we withdraw from the contract. After taking back the purchased item, we are authorized to dispose of it; the proceeds from the sale are to be offset against your liabilities with us - less reasonable disposal costs.
(2) You must notify us immediately in writing of any seizures or other interventions by third parties.
(3) You are entitled to resell the purchased item in the ordinary course of business; You assign to us all claims in the amount of the final invoice amount (including VAT) of our claims that you accrue from the resale to your customers or third parties, regardless of whether the purchased item was resold without or after processing. You remain authorized to collect this claim even after the assignment. Our authority to collect the claim itself remains unaffected. However, we undertake not to collect the claim as long as you meet your payment obligations from the proceeds received, are not in default of payment and, in particular, have not filed for insolvency proceedings or cease payments. If this is the case, however, we can demand that you notify us of the assigned claims and their debtors, provide all information required for collection, hand over the associated documents and notify the debtors (third parties) of the assignment.
§ 10 final provisions
(1) If you are a merchant i.S.d. If you do not have a general place of jurisdiction in Germany or relocate your place of business abroad after the conclusion of the contract, the place of jurisdiction for all disputes arising from the business relationship between us and you is Munich. Mandatory statutory provisions on exclusive places of jurisdiction remain unaffected.
(2) The relationships between us and the customer are exclusively subject to the law of the Federal Republic of Germany. The United Nations Convention on Contracts for the International Sale of Goods of April 11, 1980 (CISG) does not apply.
As of July 2019