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 Reservation 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 persons, legal entities or partnerships with legal capacity who execute orders in the context of their commercial or self-employed professional activities.

2.
By virtue of placing an order, the purchaser/client recognises these Terms and Conditions of Sale as binding. Solely these Terms and Conditions of Sale shall apply to business dealings 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 reaches the actual order process, which runs in 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 themselves on the final order overview and to make changes if necessary. Only when the customer clicks the button >Buy now< the order data will be sent to us. By sending the order data, the customer submits a binding offer to conclude a sales 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 freely on the acceptance of the orders.

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 that 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 contract 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 ex works Viersen, 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 these terms and conditions of sale.

2.
The statutory value-added tax 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 value added tax, if you provide your valid value added tax 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 net product value of less than € 60.00 net plus 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
For existing customers, we also deliver on account after a credit check. Payments have to be made without deductions to KOHLSCHEIN GmbH & Co. KG unless otherwise stated in writing on the invoice.

1.3
Payments by cheque or bill of exchange are excluded.

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 if there are several claims against the customer and KOHLSCHEIN has not determined another repayment arrangement before payment.

2.
If the customer is in default with their payment obligation in whole or in part, they have to pay – without affecting any other rights we have – interest on arrears at the rate of eight percentage points above the respective base interest rate of the German Central Bank from this point in time, unless the purchaser provides proof that KOHLSCHEIN has incurred a lower damage caused by default.

3.
If the customer stops his 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 to any other significant deterioration in the economic situation of the customer. In such cases, KOHLSCHEIN is entitled to demand sufficient security or to withdraw from the contract.

4.
The customer may only exercise rights of set-off with regard to claims based on this contract if their 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 to the extent that the 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 deliver 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 requires the provision of all necessary information by the customer.

2.
Delivery of articles ordered shall be via forwarding agencies or parcel services.

3.
For orders below a net product value of €800.00 (plus VAT) we charge freight costs depending on the article weight and article format. The freight costs are shown in the order and shall be charged to the purchaser/client via invoicing. If a net product value of more than €800.00 (plus VAT) is reached, we will cover the freight costs for shipments within Germany.

If possible, we will ship for you cost-effective via DPD as they charge €8.50 for parcels (with a max. belt size of 3,000 mm and / or max. weight 30 kg) within Germany. This is suitable for KAPA boards (usually up to a maximum format of 700 x 1,000 mm), MIRRI mirrorboard as well as consumables such as poster displays.

For DPD deliveries to German islands an extra €12.00 island surcharge will be incurred. For deliveries to German islands (by a forwarding agent) or to foreign islands (by DPD or a forwarding agent) island surcharges (independent of the product value) will be incurred. 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 consignee on the consignment note (consignment note entry and driver’s signature) and reported to us to secure the claims against the carrier.
The periods for notification of defects for transport damages comply with the statutory provisions. Obvious defects must be reported immediately, concealed defects must be reported immediately after becoming aware of them.
We accept returns only after previous telephone arrangement. 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 procurement of sheet stock, unavoidable production-related quantity, format or colour deviations of a given shipment shall not be considered grounds for a complaint, such that the performance shall be considered to be in conformity 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, +/- 3 mm per metre for corners.
Format tolerance for cut paperboard +/- 1 mm for length and width,
+/- 1 mm per metre for corners.
Format tolerance for cut panels +/- 2 mm for length and width, +/- 2 mm per metre for corners.
Slight colour deviations shall be permissible and the right to such deviations is explicitly reserved.

§ 7 Liability for defects

1.
The customer’s defect-related rights presuppose their correct compliance with their investigative and complaint-related obligations pursuant to §377 HGB (German Commercial Code). All notices of defects must be 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 performance), at our discretion. In the case of a failure of the correction of performance, the customer shall be entitled, as they see fit, either to lower the purchase price or to withdraw from the contract.

3.
Further-reaching claims on the part of the customer, particularly those regarding losses as a consequence of defects, are fundamentally excluded. This shall not apply, to the extent that 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, without prejudice to the customer’s right to withdraw, or hold us liable pursuant to the ProdHaftG (German Product Liability Act).

4.
The period of limitation for notices of defects is twelve months, calculated from delivery of the goods in question to the customer.

§ 8 Total liability

1.
Any further liability for damages than outlined in § 7 of these terms is – regardless of the legal nature of the asserted claim – excluded. This applies in particular to claims for damages arising from culpa in contrahendo, other breaches of duty or tortious claims for compensation for material damage in accordance with § 823 BGB (German Civil Code).

2.
The limitation according to paragraph 1 shall also apply if the customer demands compensation for useless expenses instead of a claim for damages.

3.
To the extent that Kohlschein´s liability for compensation is excluded or limited, this shall also apply with regards to the personal liability for compensation of our staff, employees, personnel, representatives and vicarious agents.

§ 9 Reservation of title

1.
We shall retain the title to the purchased item(s) up to receipt of all due payments 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 goods supplied under reservation with appropriate care; in particular, they are obliged at their own expense to sufficiently insure the original value of the goods against damage through fire, water and theft.

3.
In the event of seizure or other third-party interventions, the customer is obliged without delay to notify us in writing, so that we can institute 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. To the extent that 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 to us resulting from this.

4.
The customer is entitled to resell the purchased item(s) in the ordinary course of business; they are 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 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 authorisation 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 moratorium of payments. Should this however not be the case, we shall be entitled to require the customer to make the assigned claims and their debtors known to us, provide us with all requisite details concerning collection, hand over the appurtenant documents and inform 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. Further, the same shall apply to the item which comes about through processing as to the purchase item supplied under retention.

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. In the event that the mixing takes place in such a manner 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 proportionate co-ownership to us. We accept this transfer. The customer shall keep the sole or joint property which has thus come about in safe custody for us.

7.
We undertake to release the securities due to us upon the customer’s request, to the extent that the realisable value of our securities exceeds the claims to be secured by more than ten per cent; the choice as to which securities are to be released is within our scope of responsibility.

§ 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 shall not apply.

KOHLSCHEIN GmbH & Co. KG

Valid from 01.09.2019