TERMS AND CONDITIONS
General Terms and Conditions of KOHLSCHEIN GmbH & Co. KG for online sales in the KOHLSCHEIN Online Shop
The following conditions apply to all orders from the product range of the KOHLSCHEIN Online Shop in the version valid at the time of the order. Service provider and user of these Terms and Conditions is KOHLSCHEIN GmbH & Co KG, Feldstraße 9, 41749 Viersen, Germany.
§ 1 General
§ 2 Conclusion of contract
§ 3 Prices
§ 4 Payment
§ 5 Delivery and shipping costs
§ 6 Tolerances
§ 7 Liability for defects
§ 8 Total liability
§ 9 Retention of title
§ 10 Court of jurisdiction
§ 1 General
1.
Our range of products and services is intended exclusively for entrepreneurs, as per §14 BGB (German Civil Code). This includes all natural or legal persons, or partnerships with legal capacity who place orders in the exercise of their commercial or independent activity.
2.
By virtue of placing an order, the purchaser/client recognises these Terms and Conditions of Sale as binding. These Terms and Conditions of Sale and our Privacy Policy shall apply solely to business transactions between us and the customer. We shall not recognise any deviations in respect of these Terms and Conditions of Sale on the part of the customer. Contrary terms of trade or amendment to these Terms and Conditions of Sale or other supplements to these Terms and Conditions of Sale on the part of the customer shall solely apply following explicit written consent from KOHLSCHEIN.
§ 2 Conclusion of contract
1.
The presentation of the products in our online shop does not constitute a binding contractual offer. The products selected by the customer are first summarized in a non-binding order overview (shopping cart). After completion of the product selection, the customer starts the actual order process, which includes several steps, via the button >Continue to checkout<. Before placing the order via the button >Buy now< the customer has the possibility to check the data entered by themselves on the final order overview and to make changes if necessary. Only when the customer clicks the button >Buy now< will the order data be sent to us. By sending the order data, the customer makes a binding offer to conclude a purchase contract for the selected products. However, a contract is not concluded until we have explicitly confirmed the order. The order confirmation email sent by us immediately after receipt of the order serves only to confirm receipt of the order and does not constitute acceptance of the order by us. We reserve the right to decide whether to accept the orders or not.
2.
The conclusion of the contract shall be subject to the reservation that we ourselves receive correct and punctual deliveries from our suppliers. This only applies in the case where we have concluded a congruent covering transaction with the supplier and are not responsible for any incorrect or non-delivery.
3.
The goods are delivered exclusively in accordance with the specifications, packaging units (PU) or minimum quantities stated in our online shop.
4.
English is available as the contractual language. The text of the contract will be stored by us after conclusion of the contract until the contractual relationship has been completed and can be made available as a copy upon written request.
§ 3 Prices
1.
The prices in the KOHLSCHEIN Online Shop are shown in Euro (€). Prices agreed are the net prices, from the Viersen factory in Germany, valid on the day of conclusion of the contract, including packaging, plus any customs duties. Freight and insurance costs will be invoiced separately, unless otherwise specified in § 5 clause 3 of the terms and conditions of sale.
2.
Statutory VAT is not included in our prices; it is always shown separately in the invoice at the statutory rate on the day of invoicing. For deliveries within the European Union (EU) we do not charge VAT, as long as you provide your valid VAT identification number (VAT-No.) when placing your order.
3.
For orders of large quantities (e.g. pallets), KOHLSCHEIN reserves the right to grant a discount. Please send your inquiry by e-mail to: shop@kohlschein.de
4.
For orders with a market value of less than € 60.00 net, excluding freight and insurance costs as well as statutory VAT, we charge a handling fee of € 6.00.
§ 4 Payment
1.
Payments have to be made as follows:
1.1
For new customers and customers with an invoice address and/or delivery address outside the Federal Republic of Germany, delivery is usually made against advance payment.
1.2
Customers based in Germany who request delivery to a German address also have the option of paying by direct debit.
If such a customer is an existing customer, a public authority and/or a university, we shall also deliver against invoice at the cutomer's discretion. Payments shall be made in accordance with the invoice of KOHLSCHEIN GmbH & Co. KG
1.3
Payments by cheque or bill of exchange are not possible.
1.4
Payment deadlines are deemed to be met when KOHLSCHEIN has the amount at its disposal within the deadline. Payments will be set off against the oldest outstanding claim in so far as there are several claims against the customer and KOHLSCHEIN does not make any other provision for repayment prior to payment.
2.
If the Purchaser is in default of payment in whole or in part, the Purchaser shall - without prejudice to any other rights to which they are entitled - pay interest on arrears from that point in time, at a rate of eight percentage points above the respective base interest rate of the Deutsche Bundesbank, unless the Purchaser furnishes proof that KOHLSCHEIN has incurred lesser damage as a result of the default.
3.
If the customer ceases to make payments, if there is over-indebtedness or if an application is made to open composition or insolvency proceedings against the customer's assets, our total claim shall become due immediately. The same applies in the event of any other significant deterioration in the financial circumstances of the customer. In such cases, KOHLSCHEIN shall be entitled to demand sufficient security or to withdraw from the contract.
4.
The customer shall only be entitled to set-off rights with regard to claims based on this contract if his counterclaims are determined to be legally binding or are undisputed or are recognised by us. Furthermore, the customer is entitled to exercise a right of retention in so far as his counterclaim is based on the same contractual relationship.
§ 5 Delivery and shipping costs
1.
In the case of prepayment, orders will be dispatched within the delivery time stated on the order confirmation from receipt of payment. For all other payments, orders will be dispatched immediately within the delivery time stated on the order confirmation.
If there is a need for clarification regarding the processing of the order, the beginning of the dispatch period shall be subject to the provision of all information required in this respect by the customer.
2.
Delivery of articles ordered shall be via forwarding agencies or parcel services.
3.
For orders below a net goods value of €950.00 (plus VAT) we charge freight costs depending on the item weight and item format. The freight costs are shown in the order and charged to the purchaser / client when the invoice is issued. If the net value of the goods exceeds € 950.00 (plus VAT), we will pay the freight costs incurred for shipments within Germany.
When possible, we will ship for you at a reasonable price via DPD or GLS. A DPD / GLS parcel (max. girth 300 cm and / or max. weight 30 kg) is charged at € 6.90 (plus VAT) within Germany. This is suitable for KAPA® boards (usually up to a maximum format of 700 x 1000 mm), MIRRI mirrorboard as well as consumables such as poster displays and cutting mats.
For DPD / GLS deliveries to German islands an extra €12.00 (plus VAT) island surcharge will be incurred. For deliveries to German islands (by a forwarding agent) or to foreign islands (by DPD / GLS or a forwarding agent) island surcharges will be incurred regardless of the value of the goods. Unfortunately, an automatic calculation is not possible, however, we will be able to specify these costs on request.
4.
Shipping of goods shall in any case be at the risk of the purchaser/client § 447 BGB (German Civil Code). The transport companies commissioned by us are liable for transport damage in accordance with the statutory provisions.
Transport damage must be certified by the recipient on the consignment note (consignment note entry and driver’s signature) and reported to us in order to secure claims against the carrier.
The deadlines for notification of transport damage are in accordance with the statutory provisions. Obvious defects must be reported immediately, hidden defects immediately upon discovery.
We can only accept returns after prior agreement by telephone. We will not accept unprepaid return deliveries.
5.
In the event of industrial disputes, official measures, force majeure events or the occurrence of similar events for which we are not responsible, but which demonstrably impair our ability to deliver, the delivery period shall be extended by the duration of the interruption.
§ 6 Tolerances
In the case of pallet purchases of sheet goods, unavoidable deviations in quantity, format and colour of a delivery due to technical production reasons shall not be considered grounds for a complaint, that is the delivery shall be considered as being in accordance with the contract.
Deviations in delivered quantities of up to 5% more or less than the quantities specified in orders are permissible. The same deviation of +/- 5% shall apply to the agreed weights per square metre and material thicknesses.
Format tolerance for sheets +/- 3 mm for length, +/- 1 mm for width. Angular accuracy +/- 3 mm per metre.
Format tolerance for cut paperboard +/- 1 mm for length and width. Angular accuracy +/- 1mm per metre.
Format tolerance for cut panels +/- 2 mm for length and width. Angular accuracy +/- 2mm per metre.
Slight colour deviations shall be permissible and the right to such deviations is explicitly reserved.
§ 7 Liability for defects
1.
The customer's rights in respect of defects presuppose that the customer has properly fulfilled its obligations to inspect and give notice of defects in accordance with § 377 of the German Commercial Code (HGB). Notices of defects must be made in writing.
2.
The customer's claims shall be limited to either the elimination of the defect or the delivery of a defect-free item (subsequent delivery), at our discretion. In the case of a failure of the subsequent delivery, the customer shall be entitled, as they see fit, either to reduce the purchase price or to cancel the order.
3.
Further claims on the part of the customer, particularly those regarding losses as a consequence of defects, are generally excluded. This shall not apply, in so far as we are liable for damage caused intentionally by gross negligence or by violation of essential contractual obligations, as well as in the case of injury to life, limb or health. The customer's right to withdraw from the contract remains unaffected, as does any liability under the ProdHaftG (German Product Liability Act).
4.
The limitation period for claims for defects is 12 months, calculated from the delivery of the goods to the customer.
§ 8 Total liability
1.
Further claims of the customer, in particular for consequential harm caused by a defect, regardless of the legal grounds are generally excluded. This does not apply if we can be accused of intentional damage, gross negligence, if we breach essential contractual obligations and in the event of injury to life, body or health. The right of the customer to withdraw from the contract remains unaffected.
2.
Insofar as liability for damages against us is excluded or limited, this shall also apply with regard to the personal liability for damages of our employees, workers, representatives and subcontractors.
§ 9 Reservation of title
1.
We shall retain the title to the purchased item(s) until we have received all due payments arising from the business relationship with the customer. In the event that the customer exhibits conduct in breach of contract, in particular late payment, we shall be entitled to repossess the purchased item(s). Our repossession of the purchased item(s) shall constitute a withdrawal from the contract. Following repossession of the purchased item(s), we shall be entitled to dispose of it and offset the proceeds from the disposal against the liabilities of the customer.
2.
The customer is obliged to treat the goods subject to retention of title with care; in particular, he is obliged to insure them at his own expense against fire, water damage and theft at their replacement value.
3.
In the event of seizures or other third-party interventions, the customer must notify us immediately in writing, so that we can initiate legal proceedings pursuant to §771 ZPO (German Code of Civil Procedure) and advise the third party in question of our ownership of the goods supplied under retention. Insofar as the third party is unable to reimburse our relevant judicial and extrajudicial costs of legal proceedings pursuant to §771 ZPO (German Code of Civil Procedure), the customer shall be liable for the loss incurred by us.
4.
The customer is entitled to resell the purchased item(s) in the ordinary course of business; he is however not entitled to pledge the goods supplied under retention or to transfer their ownership by way of security. The customer transfers their payment claims against their customers from a resale of the goods supplied under retention immediately to us, as well as the claims of the customer on any other legal grounds from the resale of the goods supplied under retention against their customers or other third parties (in particular, tort claims and insurance claims), in the amount of the final invoice amount (including VAT) of our claim. This shall be independent of whether the purchased item(s) has/have been resold without or after processing. We accept this transfer. The customer shall remain authorised to collect this claim, including subsequent to transfer. Our authority to collect the claim ourselves shall remain unaffected by this. We, however, undertake not to collect the claim for as long as the customer fulfils their payment obligations arising from the proceeds collected, does not get into arrears and, in particular, does not apply for the initiation of insolvency proceedings or a cessation of payments. If this is the case, however, we may demand that the customer informs us of the assigned claims and their debtors, provides all information necessary for collection, hands over the relevant documents and informs the debtors (third parties) of the assignment.
5.
The processing or transformation of the purchased item(s) by the customer shall always be undertaken on our behalf. In the event that the purchased item(s) is/are processed with other objects, not belonging to us, we shall acquire joint ownership of the new item in accordance with the ratio of the value of the purchase item (final invoice amount including VAT) to the other processed objects at the time of processing. In all other respects, the same shall apply to the object created by processing as to the object of sale delivered under reservation.
6.
In the event that the purchased item(s) become/s inseparably mixed with other objects which do not belong to us, we shall acquire joint ownership of the new item(s) in accordance with the ratio of the value of the purchase item (final invoice amount including VAT) to the other processed objects at the time of mixing. If the mixing takes place in such away that the customer’s item is to be regarded as the primary item, it shall be deemed to have been agreed that the customer shall transfer co-ownership to us on a pro rata basis. We accept this transfer. The customer retains sole or joint ownership of anything created on our behalf.
7.
We undertake to release the securities to which we are entitled at the customer’s request, insofar as the realisable value of our securities exceeds the claims to be secured by more than ten per cent; the selection of the securities to be released is at our discretion.
§ 10 Place of jurisdiction and choice of law
1.
The place of jurisdiction shall be our place of business if the customer is a merchant, a legal person under public law or a special fund under public law.
2.
The law of the Federal Republic of Germany shall apply; the UN Convention on Contracts for the International Sale of Goods shall not apply.
KOHLSCHEIN GmbH & Co. KG
Valid from 01.09.2019