General Terms and Conditions
§ 1 General, Scope of Application
(1) The following General Terms and Conditions of Mooring Solutions GmbH (hereinafter referred to as the User) apply to all transactions that the User enters into with customers.
(2) Deviating provisions or conflicting GTC are hereby rejected. Regulations deviating from these GTC shall only become effective with the express agreement of a representative of the user authorised to manage the business and the respective customer. All communication in the context of the declarations relevant to the contract shall be in German.
(3) The GTC in their current version at the time of the order shall also apply to future orders, even if they have not been expressly agreed again.
§2 Conclusion of contract
(1) Individual, written offers are binding, taking into account the additional contractual conditions stated therein. After acceptance of the offer, the customer shall receive a corresponding order confirmation. Unless otherwise stated, acceptance by the customer must be declared within 10 calendar days.
(2) The User's offers in leaflets, brochures or on the Internet represent non-binding invitations to the Customer to order goods from the User. By transmitting orders by e-mail, fax, telephone or post, the customer submits a binding offer to conclude a purchase contract. The User is entitled to accept this offer within 10 calendar days by sending an order confirmation or the ordered goods. If this period expires without result, the offer is deemed to have been rejected.
(3) The User is not obliged to check data provided by the Customer (specifications, dimensions, samples, etc.), materials or the suitability of the ordered goods for the Customer's purposes. Correspondence which is not reflected in the written order confirmation shall not become part of the contract. This must be checked by the customer immediately upon receipt and any concerns regarding the content of the contract must be reported in writing. In this case, the user is authorised to adjust the price accordingly in the event of dimensional changes etc., if necessary.
§3 Prices
(1) The prices quoted do not include the applicable statutory value added tax. If the customer is a consumer, the prices include the applicable VAT.
(2) Additional services and special agreements shall always require a separate written agreement and shall be invoiced separately. This includes, in particular, services at the customer's premises or the assembly of other goods.
(3) Deliveries are made against a flat rate for packaging and shipping, the exact amount of which is shown separately with each delivery.
§4 Terms of payment
Within the framework of written offers in accordance with § 2 (1), the terms of payment according to the offer shall apply. Unless otherwise agreed, a down payment of 50% of the order amount is due with the order confirmation. The user is entitled to refuse to process the order until the down payment has been received. Otherwise, the statutory provisions shall apply. The remaining amount is due immediately upon receipt of the invoice. § 5 Terms of Delivery / Default of Acceptance
(1) Unless otherwise agreed, the goods shall be collected by the Customer from the User's premises in Altenholz. If delivery of the goods has been agreed, this shall be effected by despatch from the Supplier's warehouse in the name of the User or directly by the User to the delivery address notified by the Customer. The User is authorised to make partial deliveries.
(2) The availability of the goods and their time of dispatch shall result from the individual contractual agreement between the parties. In the absence of an express agreement, the delivery period is approx. 14 days from conclusion of the contract. The information refers to the time of despatch by the User or third parties, not the time of receipt by the Customer. Information on delivery dates is non-binding unless this has been agreed in writing and is binding in exceptional cases. Each delivery is subject to the proviso that the User himself is supplied in good time and properly; the following paragraphs shall apply.
(3) If, contrary to expectations, items ordered by the Customer are not available for reasons for which the User is not responsible, despite timely disposition, the User shall be entitled to withdraw from the contract. The customer shall be informed immediately about the non-availability and, if applicable, the exercise of the right of cancellation. In the event of cancellation, any consideration received will be refunded immediately.
(4) If delays in delivery are due to reasons for which the User is not responsible (force majeure, fault of third parties, etc.), the deadline shall be extended accordingly. The customer shall be informed of this immediately. If the causes of the delay last longer than four weeks after conclusion of the contract or delivery date, each party is entitled to withdraw from the contract. Insofar as the User is responsible for the delays, the User shall be liable in accordance with § 8 of these Terms and Conditions.
(5) The statutory provisions shall apply to the transfer of risk. The place of fulfilment is the registered office of the user.
§6 Retention of title
(1) The ordered goods shall remain the property of the User until all claims of the User arising from the business relationship with the Customer have been fulfilled. If the customer is a consumer, this current account reservation shall only apply to claims that have already arisen upon conclusion of the contract.
(2) Prior to the transfer of ownership, resale, leasing, pledging, transfer by way of security, processing, other disposal or transformation is not permitted without the express written consent of the user.
(3) Notwithstanding the above paragraph, entrepreneurs are permitted to process, rent and sell the reserved goods in the ordinary course of business as long as they are not in default. The customer hereby assigns the claims arising from the resale, processing or other legal grounds (insurance, leasing, unauthorised action) with regard to the reserved goods in full to the user, who accepts the assignment. At the request of the user, the customer is obliged to name the purchaser, to notify him of the assignment and to provide information and hand over documents in order to assert the rights arising from the assignment. The customer is revocably authorised to collect the claims assigned to the user for the account of the user in his own name. This authorisation shall only apply as long as no insolvency application has been filed against the customer's assets and can otherwise only be revoked if the customer is in default of payment.
(4) In the event of access by third parties to the reserved goods, the customer shall draw attention to the user's ownership and inform the user immediately.
(5) In the event of not insignificant behaviour of the customer in breach of contract - in particular default of payment - the user is entitled to take back the reserved goods and, if necessary, to demand assignment of the customer's claims for restitution against third parties within the framework of the statutory provisions.
§7 Warranty / Withdrawal
(1) The Customer's claims against the User in the event of defects shall be governed by the statutory provisions within the statutory periods, unless deviations arise from the following provisions.
(2) Damage caused by any improper or non-contractual measures taken by the customer during installation, connection, operation, use or storage shall not justify any claims against the user. The improper nature and non-conformity with the contract shall be determined in particular according to the specifications of the respective manufacturer or the product information of the user as well as the general principles of good seamanship based on experience.
(3) When purchasing used goods, the warranty period is reduced to one year from receipt of the goods if the customer is a consumer. Otherwise the warranty is excluded.
(4) If the customer is an entrepreneur, tradesman or freelancer and the ordered service is provided for his business, his claims for defects shall expire one year after receipt of the goods, even in the case of new goods. § Section 479 BGB (recourse in the supply chain in the purchase of consumer goods) remains unaffected.
(5) In the event of obvious defects and transport damage, the customer is requested to report these immediately to the user and to note the complaints on the consignment note upon delivery. This will facilitate the assertion of any claims by the User against its suppliers or the transport company. If the customer is a consumer, failure to do so shall have no effect on any warranty claims he may have. For merchants, § 377 HGB applies.
(6) Any guarantees on materials etc. are independent guarantee declarations of the respective suppliers/manufacturers and do not constitute a claim against the user, unless expressly agreed otherwise in writing.
(7) In the case of a contract for the delivery of a movable item to be newly manufactured and if no consumer is involved in the contract, the customer's claim for subsequent fulfilment is limited to the rectification of the defect. This shall not affect the customer's right to reduce the purchase price or withdraw from the contract if the subsequent fulfilment fails.
(8) The place of fulfilment for subsequent performance is the registered office of the user. Within the scope of the request for subsequent fulfilment, you are therefore obliged to send the item in question to the user's place of business. In accordance with Section 439 (2) BGB, the user is obliged to indemnify the customer against the corresponding transport costs if a defect actually exists. However, this obligation is limited to the costs of standard transport from/to the delivery address of the contract. The dispatch must be agreed in advance with the user. The user is authorised to arrange the transport himself.
§8 Liability
(1) The User shall only be liable for intent and gross negligence. This shall not apply in the event of death, injury to health or body or in the event of a breach of material contractual obligations. In such cases, the user shall be liable in accordance with the statutory provisions. Liability in accordance with the provisions of the Product Liability Act shall also remain unaffected.
(2) Liability is otherwise excluded. In particular, the user assumes no responsibility for materials provided by the customer or the suitability of the ship for the delivered goods. When using the goods, the rules of proper seamanship must be observed.
§9 Offsetting / right of retention
The customer is not entitled to offset his own claims, which do not result from the same legal transaction, against payment claims of the user or to exercise a right of retention, unless the customer's claims are undisputed or have been legally established.
§10 Copyrights
The documents created by the User (drawings, models, drafts, calculations, etc.) are protected by copyright. Upon handover, the user grants the customer a simple, non-exclusive and non-transferable right of use. The transfer to third parties or reproduction is only permitted with the consent of the user.
§11 Final provisions
(1) Should one or more provisions of these terms and conditions be invalid, this shall not result in the invalidity of the entire contract. The ineffective provision shall be replaced by a provision whose economic success comes as close as possible to that of the ineffective provision.
(2) If the customer is a merchant, a legal entity under public law or a special fund under public law, Kiel shall be the exclusive place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship. The same applies if the customer does not have a general place of jurisdiction in Germany, if the customer has moved his domicile or habitual residence abroad after conclusion of the contract or if his domicile or habitual residence is unknown at the time the action is filed.
(3) German law shall apply to the conclusion and fulfilment of all contracts. The application of the UN Convention on Contracts for the International Sale of Goods is excluded.