General Terms and Conditions

 

I. SCOPE OF APPLICATION, GENERAL

1. These Gene­ral Terms and Con­di­ti­ons (her­ein­af­ter: “GTC B2B Online Shop”) of Münz­in­ger + Frie­ser Hol­ding GmbH, Olga­straße 14–26, 72770 Reut­lin­gen (her­ein­af­ter: “Sel­ler” or “we”), apply to all tran­sac­tions for the deli­very of goods to the cus­to­mer, which the cus­to­mer has con­cluded using our online store, available at https://www.muenzinger.shop.
2. The scope of appli­ca­tion of these GTC B2B Online Shop is limi­ted to con­tracts with entre­pre­neurs, legal enti­ties under public law or a spe­cial fund under public law. These GTC B2B Online Shop do not apply to tran­sac­tions with con­su­mers within the mea­ning of Sec­tion 13 of the Ger­man Civil Code (BGB).
3. These GTC B2B Online Shop apply exclu­si­vely. We her­eby object to the inclu­sion of any terms and con­di­ti­ons of the cus­to­mer that con­flict with, sup­ple­ment or deviate from our GTC B2B Online Shop. These shall also not apply if we carry out the customer’s deli­very with know­ledge of or wit­hout express objec­tion to devia­ting terms and con­di­ti­ons of the cus­to­mer.
4. Indi­vi­dual agree­ments made with the cus­to­mer in indi­vi­dual cases (inclu­ding col­la­te­ral agree­ments, sup­ple­ments and amend­ments) shall in any case take pre­ce­dence over these GTC B2B Online Shop. A writ­ten con­tract or our writ­ten con­fir­ma­tion shall be aut­ho­ri­ta­tive for the con­tent of such agree­ments.
5. These GTC B2B Online Shop also apply to future tran­sac­tions bet­ween the sel­ler and the cus­to­mer wit­hout the need for rene­wed inclu­sion.
6. Legally rele­vant decla­ra­ti­ons and noti­fi­ca­ti­ons which the cus­to­mer may have to make to us after con­clu­sion of the con­tract (e.g. set­ting of dead­lines, noti­fi­ca­tion of defects, etc.) must be made in wri­ting to be effec­tive.
7. Rights to which the sel­ler is entit­led under sta­tu­tory pro­vi­si­ons or other agree­ments over and above these GTC B2B Online Shop remain unaf­fec­ted.
8. If pro­vi­si­ons of these GTC B2B con­flict with our Gene­ral Terms and Con­di­ti­ons of Sale and Deli­very (natio­nal) and/or (inter­na­tio­nal), the pro­vi­si­ons of these GTC B2B shall take pre­ce­dence in case of doubt.

 

II. REGISTRATION

The cus­to­mer can vol­un­t­a­rily regis­ter as a cus­to­mer and create a cus­to­mer account by regis­tering. The customer’s per­so­nal data is pro­ces­sed as part of the regis­tra­tion pro­cess. The data pro­ces­sing is our
Pri­vacy policy for cus­to­mers. Regis­tra­tion is only pos­si­ble if the cus­to­mer has taken note of our GTC B2B Online Shop Pri­vacy Policy and has accepted the GTC B2B Online Shop.

 

III. STORAGE OF THE CONTRACT TEXT, DATA PROTECTION

1. The text of the con­tract is stored intern­ally by us.
2. The text of the con­tract can no lon­ger be retrie­ved by the cus­to­mer after the order pro­cess has been com­ple­ted. Howe­ver, the cus­to­mer can save the order data by saving and prin­ting the data sum­ma­ri­zed on the last page of the order over­view using the func­tions of his Inter­net brow­ser. In addi­tion, the order data is stored in the customer’s cus­to­mer account.
3. Alter­na­tively, the cus­to­mer has the option of wai­ting for the auto­ma­ted con­fir­ma­tion of receipt, which the sel­ler sends imme­dia­tely after com­ple­tion of the order by e‑mail to the e‑mail address pro­vi­ded by the cus­to­mer during the orde­ring pro­cess, which can then be prin­ted out or saved with the customer’s respec­tive e‑mail pro­gram. The order con­fir­ma­tion also con­ta­ins a ver­sion of these GTC B2B Online Shop.
4. We pro­cess your per­so­nal data in com­pli­ance with the sta­tu­tory pro­vi­si­ons of the Gene­ral Data Pro­tec­tion Regu­la­tion (GDPR) and the Ger­man Fede­ral Data Pro­tec­tion Act (BDSG). Details can be found in our data pro­tec­tion infor­ma­tion sheet for cus­to­mers.

 

IV. CONCLUSION OF CONTRACT

1. The pre­sen­ta­tion and adver­ti­sing of artic­les on the web­site does not con­sti­tute a bin­ding offer to con­clude a purchase con­tract.
2. The fol­lo­wing tech­ni­cal steps lead to an order:
   1. The cus­to­mer can sel­ect goods from the range on the web­site wit­hout obli­ga­tion. The cus­to­mer can choose the quan­tity of the sel­ec­ted goods. The cus­to­mer can coll­ect the sel­ec­ted goods in a vir­tual shop­ping cart using the “Buy” but­ton. All pri­ces are sub­ject to sta­tu­tory VAT. shown. The cus­to­mer can view its con­tents at any time by cli­cking on the “Shop­ping cart” but­ton. The cus­to­mer is also shown the ship­ping costs in the shop­ping cart.
   2. The cus­to­mer can remove indi­vi­dual pro­ducts from their shop­ping cart at any time or empty the shop­ping cart com­ple­tely.
   3. The cus­to­mer can also enter a vou­cher code in the shop­ping cart.
   4. To initiate the orde­ring pro­cess, click on the “Con­ti­nue to check­out” but­ton.
   5. The cus­to­mer is then asked to enter their per­so­nal data (title, first and last name, deli­very and bil­ling address, e‑mail address, etc.). If the cus­to­mer is regis­tered, they can log in. The cus­to­mer is free to decide whe­ther or not to create a cus­to­mer account.
   6. The cus­to­mer must then check a box to con­firm that they have taken note of the available GTC B2B Online Shop and the Pri­vacy Policy and that they agree to the vali­dity of the GTC B2B Online Shop.
   7. Cli­cking on “Next” takes the cus­to­mer to the order over­view. There you have the oppor­tu­nity to check what the cus­to­mer wants to order. Chan­ges can be made by dele­ting or chan­ging the quan­tity. If the cus­to­mer wis­hes to can­cel the order pro­cess com­ple­tely, they can close the brow­ser win­dow at any time. These pro­ces­ses are non-bin­ding.
   8. The cus­to­mer must also sel­ect the pay­ment method. They can choose bet­ween pre­pay­ment, invoice, Mas­ter­card or Visa.
   9. By sub­mit­ting an order via the web­site by cli­cking on the but­ton “Order with obli­ga­tion to pay”, the cus­to­mer places a legally bin­ding order. The cus­to­mer is bound to the order for a period of two weeks after pla­cing the order.
   10. The con­fir­ma­tion of receipt of the order fol­lows imme­dia­tely after the order has been sent (“con­fir­ma­tion of receipt”), in which the customer’s order is lis­ted again and which the cus­to­mer can print out using the “Print” func­tion of his e‑mail pro­gram. This auto­ma­tic e‑mail does not con­sti­tute a bin­ding accep­tance of the order.
   11. A con­tract with the sel­ler is con­cluded at the latest upon receipt of the goods. The con­tract text will be sent to the cus­to­mer on a per­ma­nent data car­rier (e‑mail or paper prin­tout) as early as in the con­fir­ma­tion of receipt, but at the latest upon deli­very of the goods. The text of the con­tract is stored in com­pli­ance with data pro­tec­tion regu­la­ti­ons.
3. The Ger­man lan­guage is expressly available for the con­clu­sion of the con­tract.

 

V. CONTENT OF THE CONTRACT, ADJUSTMENT OF THE CONTRACTUALLY OWED PERFORMANCE, PARTIAL DELIVERY, DEFECTS OF TITLE

1. The con­trac­tually owed ser­vice is deter­mi­ned by the agree­ment made, in par­ti­cu­lar the order con­fir­ma­tion.
2. The agree­ment of a gua­ran­tee or the assump­tion of a pro­cu­re­ment risk must be in wri­ting to be effec­tive.
3. The con­trac­tually owed ser­vice shall be free of defects of title, pro­vi­ded that a third party can­not assert any claims against the cus­to­mer in this respect in the ter­ri­tory of the Fede­ral Repu­blic of Ger­many. We only owe free­dom from third-party rights in rela­tion to other count­ries if we have con­firmed this in wri­ting.
4. Sub­se­quent chan­ges or adjus­t­ments to the ser­vice owed by us are per­mis­si­ble, pro­vi­ded they are cus­to­mary in the trade or tech­ni­cally neces­sary and do not unre­ason­ably bur­den the cus­to­mer.
5. We are entit­led to make par­tial deli­veries, pro­vi­ded this is not unre­asonable for the cus­to­mer. A par­tial deli­very is not unre­asonable in par­ti­cu­lar if the par­tial deli­very can be used by the cus­to­mer as inten­ded and the deli­very of the remai­ning orde­red goods is ensu­red and the cus­to­mer does not incur any signi­fi­cant addi­tio­nal work or addi­tio­nal costs as a result of the par­tial deli­very.

 

VI. DELIVERY PERIOD, RESERVATION OF SELF-DELIVERY, FORCE MAJEURE AND RIGHT OF WITHDRAWAL

1. Unless other­wise agreed in indi­vi­dual cases, any dead­lines and dates for the pro­vi­sion of ser­vices are appro­xi­mate.
2. The com­mence­ment of an agreed period for the pro­vi­sion of ser­vices shall be sub­ject to the cla­ri­fi­ca­tion of all tech­ni­cal issues. The period for the pro­vi­sion of ser­vices shall not begin to run before the cus­to­mer has ful­fil­led his obli­ga­ti­ons to coope­rate in this respect.
3. An agreed period for the pro­vi­sion of ser­vices shall not com­mence if the cus­to­mer has agreed an advance per­for­mance obli­ga­tion, such as the pay­ment of a depo­sit, before the cus­to­mer has ful­fil­led the advance per­for­mance obli­ga­ti­ons incum­bent upon him.
4. We are entit­led to the defense of non-per­for­mance of the con­tract.
5. An agreed dead­line or an agreed date for the pro­vi­sion of ser­vices is sub­ject to the reser­va­tion of com­plete and timely deli­very by our con­trac­tual part­ners (reser­va­tion of self-sup­ply). This shall not apply if it is clear from the con­trac­tual agree­ment that we have assu­med a pro­cu­re­ment risk or if there is a case of an unli­mi­ted gene­ric debt. Fur­ther­more, our obli­ga­tion to per­form shall not lapse due to the reser­va­tion of self-sup­ply if we have not con­cluded a con­gru­ent hedging tran­sac­tion with our sup­pli­ers with regard to the per­for­mance to be ren­de­red in rela­tion to the cus­to­mer or have cul­pa­bly cau­sed the non-ful­fill­ment of this con­gru­ent hedging tran­sac­tion our­sel­ves. The sel­ler shall inform the cus­to­mer imme­dia­tely if the per­for­mance of the con­gru­ent hedging tran­sac­tion is not available.
6. In the event of force majeure, the dead­line for per­for­mance shall be exten­ded accor­din­gly. Excluded from this are those cases in which the exis­tence of a case of force majeure and its dura­tion have no influence on the period of ser­vice pro­vi­sion. The dura­tion of the impe­di­ment and a reasonable start-up time shall be taken into account when deter­mi­ning the reasonable exten­sion of the dead­line for per­for­mance. Cases of force majeure shall also include events unfo­re­seeable at the time of con­clu­sion of the con­tract, such as energy and raw mate­rial shorta­ges, strikes, lock­outs, offi­cial mea­su­res, ter­ro­rist attacks and war. The sel­ler shall inform the cus­to­mer imme­dia­tely of the exis­tence of force majeure and the expec­ted end of this cir­cum­s­tance. If the state of force majeure lasts con­ti­nuously for more than three months or if the deli­very date is exten­ded by more than four months due to seve­ral cir­cum­s­tances of force majeure, both the cus­to­mer and the sel­ler are entit­led to with­draw from the con­tract. In the event of force majeure, the asser­tion of claims for dama­ges and other claims is excluded. The obli­ga­tion to pro­vide con­side­ra­tion shall lapse and any advance pay­ments alre­ady made shall be refun­ded. The pro­vi­si­ons of this clause shall apply accor­din­gly if the cir­cum­s­tances occur at a sub­con­trac­tor and affect the deli­very to the Sel­ler.
7. Claims for dama­ges due to non-com­pli­ance with the dead­line for per­for­mance shall be gover­ned by XII. Lia­bi­lity.

 

VII. TRANSFER OF RISK

1. Unless other­wise agreed in indi­vi­dual cases, the risk of acci­den­tal loss – even in the case of car­riage paid deli­very – shall pass to the cus­to­mer when the goods are made available to the cus­to­mer at our place of busi­ness (Inco­terms 2020 EXW Reut­lin­gen).
2. If the cus­to­mer does not accept the goods declared ready for deli­very at the time of deli­very, the risk of acci­den­tal loss shall pass to the cus­to­mer at the time of deli­very; howe­ver, we shall take out any insu­rance reques­ted by the cus­to­mer at the customer’s request and expense.

 

VIII. DEFAULT OF ACCEPTANCE, DAMAGE CAUSED BY DELAY

1. If the cus­to­mer does not accept the goods on time or is other­wise in default of accep­tance, the cus­to­mer shall owe the sel­ler an amount of 0.1% of the order value con­cer­ned for each working day or part the­reof, up to a maxi­mum of 5% of the order value con­cer­ned.
2. The cus­to­mer shall be entit­led to pro­vide evi­dence of lower or no damage, and the sel­ler shall be entit­led to pro­vide evi­dence of hig­her damage.

 

IX. PRICES, TERMS OF PAYMENT

1. All pri­ces are net pri­ces and do not include the VAT appli­ca­ble at the time of deli­very and Ex Works (Inco­terms 2020 EXW Reut­lin­gen).
2. All other costs incur­red, in par­ti­cu­lar for the pro­ces­sing of pay­ment, transportation/freight, import and export duties and fees, shall be borne by the cus­to­mer.
3. The cus­to­mer can pay by invoice, pre­pay­ment, Pay­Pal or cre­dit card (Mas­ter­card, VISA).
4. Unless other­wise agreed, pay­ments are due net imme­dia­tely upon trans­fer of risk. Pay­ments are to be made at the seller’s regis­tered office in Reut­lin­gen. The costs and risk of pay­ment shall be borne by the cus­to­mer.
5. The deduc­tion of dis­counts requi­res a sepa­rate agree­ment in each indi­vi­dual case.
6. Checks and bills of exch­ange are not accepted.

 

X. FAULTS

1. The cus­to­mer is respon­si­ble for inspec­ting the goods recei­ved within three working days of the trans­fer of risk to ensure that they are free of defects.
2. If a defect is dis­co­vered, it must be repor­ted within three working days of its actual dis­co­very. This applies irre­spec­tive of whe­ther this is the case in the con­text of the inves­ti­ga­tion pur­su­ant to para. 1 was detec­ted or dis­co­vered at a later date.
3. Any defects dis­co­vered must be repor­ted to us at least in text form. The com­plaint must include a detailed descrip­tion of the suspec­ted cau­ses and effects. Sui­ta­ble docu­men­ta­tion mate­rial, in par­ti­cu­lar in the form of pho­to­graphs, shall be made available to us on request.
4. If the cus­to­mer fails to com­ply with his obli­ga­tion to inspect and give notice of defects, the ser­vice shall be dee­med appro­ved and he shall not be entit­led to any war­ranty rights. This shall not apply if we have frau­du­lently con­cea­led the defect or if the exclu­sion would be incom­pa­ti­ble with the pro­vi­si­ons of a gua­ran­tee.
5. The cus­to­mer is obli­ged to bear the costs incur­red by us in con­nec­tion with a cul­pa­bly made unju­s­ti­fied notice of defects.
6. The time limits of para. 1 and 2 shall not com­mence until the cus­to­mer has recei­ved the docu­men­ta­tion, inso­far as docu­men­ta­tion is owed by us.

 

XI. WARRANTY

1. In the event of poor per­for­mance on our part, i.e. if the actual per­for­mance falls short of the con­trac­tually owed per­for­mance (defec­ti­ve­ness), the customer’s claims shall be gover­ned by the fol­lo­wing pro­vi­si­ons.
2. Initi­ally, the cus­to­mer shall only be entit­led to demand that we remedy the defec­tive per­for­mance (rec­ti­fi­ca­tion of defects) within a reasonable period of time. We shall be respon­si­ble for sel­ec­ting the type of defect rec­ti­fi­ca­tion through which we pro­vide the rec­ti­fi­ca­tion of the defec­tive per­for­mance, essen­ti­ally rec­ti­fi­ca­tion or repla­ce­ment deli­very. For the pur­pose of reme­dy­ing defects, the cus­to­mer must grant us or third par­ties com­mis­sio­ned by us access to the goods and sup­port any mea­su­res that become neces­sary and requi­red. We shall bear the neces­sary costs of reme­dy­ing the defect. We shall not be lia­ble for any addi­tio­nal expen­ses incur­red as a result of the goods being taken to a place other than the ori­gi­nal desti­na­tion.
3. If the sel­ler fails to remedy the defect within a reasonable period of time or if the type of remedy cho­sen by us does not result in free­dom from defects, the cus­to­mer shall be entit­led to reduce the purchase price.
4. In prin­ci­ple, the cus­to­mer is only entit­led to with­draw from the con­tract
   a. in the event of a mate­rial breach of con­tract and
   b. only if the defect has not been reme­died within the reasonable period or has not resul­ted in free­dom from defects.
   Lit. b. does not have to be ful­fil­led for with­dra­wal from the con­tract if the rec­ti­fi­ca­tion of the defect is unre­asonable for the cus­to­mer due to the cir­cum­s­tances of the indi­vi­dual case or will obviously be unsuc­cessful.
5. The cus­to­mer is also entit­led to with­draw from the con­tract if the sel­ler does not pro­vide the ser­vice in the event of non-com­pli­ance with a deli­very dead­line or deli­very date agreed as bin­ding, despite set­ting a fur­ther reasonable dead­line, which as a rule may not be less than two weeks.
6. The cus­to­mer is obli­ged to assert the claims pur­su­ant to para. 2–5 within a reasonable period of time. He must request the sel­ler to carry out the actions in wri­ting.
7. If the non-per­for­mance or defec­tive per­for­mance rela­tes only to a part of the deli­very, the claims under para. 2 and 3 only with regard to the part affec­ted by the non-per­for­mance or poor per­for­mance. With­dra­wal from the entire con­tract (Clau­ses 4 and 5) can only be declared in such a case if the incom­ple­ten­ess of the deli­very or the only par­tial deli­very in accordance with the con­tract con­sti­tu­tes a mate­rial breach of con­tract in its­elf.
8. War­ranty claims – with the excep­tion of claims for dama­ges – are time-bar­red in devia­tion from § 438 para. 1 No. 3 BGB within twelve months of the trans­fer of risk. This does not apply to frau­du­lently con­cea­led defects or other man­da­tory sta­tu­tory pro­vi­si­ons.
9. The afo­re­men­tio­ned claims for poor per­for­mance due to impro­per hand­ling by the cus­to­mer or dis­re­gard of the ins­truc­tions for use are excluded.
10. For the asser­tion of claims for dama­ges due to defects, XII. Lia­bi­lity.
11. This shall not affect the pro­vi­si­ons on sup­plier recourse in accordance with. §§ Sec­tions 445a, 445b BGB.

 

XII. LIABILITY

1. The sel­ler shall be lia­ble in accordance with the sta­tu­tory pro­vi­si­ons in the event of cul­pa­ble breach of duty for all dama­ges ari­sing from injury to life, limb or health.
2. The Sel­ler shall be lia­ble in accordance with the sta­tu­tory pro­vi­si­ons in the event of cul­pa­ble breach of mate­rial con­trac­tual obli­ga­ti­ons. Howe­ver, lia­bi­lity is limi­ted to the fore­seeable damage typi­cal for the con­tract if the sel­ler does not breach essen­tial con­trac­tual obli­ga­ti­ons inten­tio­nally or through gross negli­gence. Mate­rial con­trac­tual obli­ga­ti­ons are those that are abso­lut­ely neces­sary to achieve the pur­pose of the con­tract and on the ful­fill­ment of which the cus­to­mer may rely.
3. The sel­ler shall be lia­ble for grossly negli­gent and inten­tio­nal breach of non-essen­tial con­trac­tual obli­ga­ti­ons.
4. The Sel­ler shall be lia­ble in accordance with the pro­vi­si­ons of the appli­ca­ble pro­duct lia­bi­lity law.
5. If a con­trac­tual gua­ran­tee has been agreed, the sel­ler shall be lia­ble in accordance with the gua­ran­tee decla­ra­tion.
6. Lia­bi­lity is other­wise excluded.
7. Inso­far as our lia­bi­lity is limi­ted or excluded on the basis of the pre­ce­ding para­graphs, this shall also apply to the lia­bi­lity of our legal repre­sen­ta­ti­ves and vica­rious agents, inclu­ding our employees and staff.

 

XIII. SUPPORT IN PRODUCT LIABILITY CASES

1. The cus­to­mer will not modify pro­ducts with regard to safety-rele­vant aspects. In par­ti­cu­lar, he will not change or remove exis­ting war­nings about the dan­gers of impro­per use. In the event of a breach of this obli­ga­tion, the cus­to­mer shall indem­nify the sel­ler intern­ally against third-party pro­duct lia­bi­lity claims, unless the cus­to­mer is not respon­si­ble for the defect giving rise to the lia­bi­lity.
2. If the Sel­ler is obli­ged to initiate mea­su­res, in par­ti­cu­lar to issue a pro­duct war­ning or to recall a pro­duct, the Cus­to­mer shall sup­port the Sel­ler to the best of its ability.
3. The cus­to­mer shall inform the sel­ler imme­dia­tely in wri­ting of any risks of which it beco­mes aware.

 

XIV. SET-OFF, RIGHT OF RETENTION

1. The cus­to­mer may only off­set undis­pu­ted or legally estab­lished claims.
2. For the exer­cise of a right of reten­tion, para. 1 accor­din­gly.
3. 1 and 2 shall not apply if this would pre­vent the cus­to­mer from asser­ting a claim that is clo­sely syn­al­lag­ma­ti­cally lin­ked to the claim asser­ted by us.

 

XV. PROHIBITION OF ASSIGNMENT

1. The cus­to­mer may only trans­fer rights and obli­ga­ti­ons ari­sing from this agree­ment to third par­ties in whole or in part with our prior writ­ten con­sent.
2. 1 does not apply to the assign­ment of a claim for pay­ment within the mea­ning of Sec­tion 354a HGB.

 

XVI. RESERVATION OF TITLE

1. Goods deli­vered by us shall remain our pro­perty until full pay­ment of all claims ari­sing from the busi­ness rela­ti­onship (reser­ved goods). The cus­to­mer is entit­led to dis­pose of the reser­ved goods in the ordi­nary course of busi­ness. In the case of a cur­rent account, the reser­ved pro­perty ser­ves as secu­rity for the balance claim in our favor.
2. The cus­to­mer is obli­ged to insure the reser­ved goods ade­qua­tely against fire, water and theft at his own expense.
3. The pro­ces­sing or trans­for­ma­tion of the reser­ved goods by the cus­to­mer shall always be car­ried out on our behalf. If goods sub­ject to reten­tion of title are pro­ces­sed with other items not belon­ging to us to form a new item, we shall acquire co-owner­ship of the new item. The co-owner­ship share is mea­su­red accor­ding to the value of the reser­ved goods in rela­tion to the value of the other pro­ces­sed or trans­for­med items at the time of pro­ces­sing or trans­for­ma­tion.
4. If the cus­to­mer com­bi­nes or mixes the reser­ved goods to form a sin­gle item and if one of the other items is to be regarded as the main item, we shall be entit­led to pro rata owner­ship of the resul­ting item. The co-owner­ship share shall be mea­su­red accor­ding to the value of the reser­ved goods in rela­tion to the value of the other com­bi­ned or mixed items at the time of com­bi­na­tion or mixing. The cus­to­mer her­eby assigns this co-owner­ship to the sel­ler, gran­ting co-owner­ship, wher­eby the sel­ler her­eby accepts the assign­ment.
5. The cus­to­mer her­eby assigns to us as secu­rity any claims against third par­ties ari­sing from the resale of the reser­ved goods, tog­e­ther with all ancil­lary rights, in total or in the amount of our pos­si­ble co-owner­ship share. We accept this assign­ment. The cus­to­mer under­ta­kes to retain title to the goods vis-à-vis his cus­to­mers until the purchase price has been paid in full. The cus­to­mer is aut­ho­ri­zed to coll­ect the resul­ting purchase price claims for our account until revo­ca­tion or until pay­ment to us is dis­con­tin­ued. The sel­ler shall only revoke the coll­ec­tion aut­ho­riza­tion if the cus­to­mer is in default of pay­ment or if an appli­ca­tion is made to open insol­vency pro­cee­dings against the customer’s assets. In the event of revo­ca­tion of the direct debit aut­ho­riza­tion, the cus­to­mer shall pro­vide us with the infor­ma­tion neces­sary to coll­ect the claim, inclu­ding the cor­re­spon­ding sup­ply con­tracts with his cus­to­mers, the invoices and an over­view of the pay­ments made by the cus­to­mers to the cus­to­mer.
6. The cus­to­mer must inform us imme­dia­tely in text form of any access by third par­ties to goods to which the sel­ler has title, in par­ti­cu­lar also enforce­ment mea­su­res against the reser­ved goods and our claims, and pro­vide us with the infor­ma­tion and docu­ments requi­red for a defense.
7. If the rea­lizable value of the secu­rity inte­rests to which we are entit­led exceeds all claims against the cus­to­mer that have not yet been paid to us by more than ten per­cent, the sel­ler shall be obli­ged to release the secu­rity inte­rests at the customer’s request. We shall be entit­led to sel­ect the secu­rity inte­rests to be released.

 

XVII. DISPUTE RESOLUTION, APPLICABLE LAW

1. The exclu­sive place of juris­dic­tion is the court respon­si­ble for our regis­tered office in Reut­lin­gen, Ger­many.
2. The sel­ler is also entit­led to sue the cus­to­mer at the customer’s gene­ral place of juris­dic­tion.
3. The law of the Fede­ral Repu­blic of Ger­many shall apply to the exclu­sion of the UN Con­ven­tion on Con­tracts for the Inter­na­tio­nal Sale of Goods.

 

XVIII. WRITTEN FORM

All amend­ments and addi­ti­ons to these GTC B2B Online Shop and the wai­ver of their vali­dity must be made in wri­ting. This also applies with regard to a pos­si­ble wai­ver of the writ­ten form requi­re­ment.

 

XIX. SEVERABILITY CLAUSE

1. Should one or more pro­vi­si­ons or parts of a pro­vi­sion of these GTC B2B Online Shop be or become inva­lid, this shall not affect the vali­dity of the rema­in­der of the con­tract.
2. The inva­lid or unen­forceable pro­vi­sion shall be repla­ced by a valid and enforceable pro­vi­sion which comes as close as pos­si­ble in legal and eco­no­mic terms to the inva­lid or unen­forceable pro­vi­sion and which would reason­ably have been agreed if the inva­li­dity or unen­forcea­bi­lity of the respec­tive pro­vi­sion had been taken into account when con­clu­ding this con­tract.
3. The afo­re­men­tio­ned pro­vi­si­ons apply accor­din­gly in the event of a loophole.

 

Sta­tus 11/2022