General Terms and Conditions of Purchase

§ 1 Scope, Form

(1) These General Terms and Conditions of Sale (GTC) apply to all our business relationships with our customers (“Buyers”). The GTC apply only if the Buyer is a business operator (Section 14 of the German Civil Code (BGB)), a legal entity under public law or a special fund under public law. Our GTC apply worldwide.

(2) The GTC apply in particular to contracts for the sale and/or delivery of movable goods (“Goods” or “Products”). These GTC also apply to all contracts concluded via our online shop. Unless otherwise agreed, the GTC in the version valid at the time of the Buyer’s order or, in any event, in the version last communicated to them in writing shall apply as a framework agreement also to similar future contracts, without us having to refer to them again in each individual case.

(3) Our GTC apply exclusively. Any deviating, conflicting or supplementary general terms and conditions of the buyer shall only become part of the contract to the extent that we have expressly agreed to their validity. This requirement for consent applies in all cases, for example even if we carry out the delivery to the buyer without reservation whilst being aware of the buyer’s GTC.

(4) Individual agreements made with the buyer in specific cases (including ancillary agreements, supplements and amendments) shall in all cases take precedence over these GTC. Subject to proof to the contrary, a written contract or our written confirmation shall be decisive for the content of such agreements

(5) Legally relevant declarations and notifications by the buyer in relation to the contract (e.g. setting of deadlines, notification of defects, withdrawal or reduction) must be made in writing, i.e. in written or text form (e.g. letter, email, fax). Statutory formal requirements and further evidence, in particular where there is doubt as to the legitimacy of the person making the declaration, remain unaffected.

(6) References to the applicability of statutory provisions are for clarification purposes only. Even without such clarification, the statutory provisions shall therefore apply insofar as they are not directly amended or expressly excluded in these General Terms and Conditions.

§ 2 Conclusion of Contract

(1) Our offers are subject to change and non-binding. This also applies if we have provided the buyer with catalogues or other product descriptions or documents – including in electronic form – in respect of which we reserve ownership rights and copyright.

(2) The order for the goods placed by the buyer shall be deemed a binding offer to enter into a contract. Unless otherwise stated in the order, we are entitled to accept this offer within 14 days of its receipt by us.

(3) Acceptance may be declared either in writing (e.g. by means of an order confirmation) or by delivery of the goods to the buyer.

(4) Following registration and successful activation, the buyer is entitled to purchase goods via our online shop. The buyer may select products from our range and add them to a so-called shopping basket by clicking the ‘Add to basket’ button. By clicking the ‘Place order’ button, the buyer submits a binding offer to purchase the goods in the shopping basket. Before submitting the order, the buyer may view and amend the details at any time. Upon completion of this process, we will send the buyer an automatic confirmation of receipt by email, summarising their order once again. This automatic confirmation of receipt does not constitute acceptance of the buyer’s offer by ; it merely documents that we have received the buyer’s offer. A contract is only concluded upon our submission of a declaration of acceptance, which is sent in a separate email (order confirmation); the delivery of the goods to the buyer also constitutes a declaration of acceptance.

§ 3 Delivery Period and Delay in Delivery

(1) The delivery period is agreed individually, specified by us upon acceptance of the order, or is stated in our online shop for the respective product. If none of the aforementioned cases apply, the delivery period is approximately two weeks from the conclusion of the contract. If the selected product is not available at the time of the buyer’s order, we shall inform the buyer of this without delay; the same applies if the product is permanently unavailable.

(2) If we are unable to meet binding delivery times for reasons beyond our control (unavailability of the service), we shall inform the buyer of this without delay and at the same time notify them of the expected new delivery time. If the service is still unavailable within the new delivery period, we are entitled to withdraw from the contract in whole or in part; we shall immediately refund any consideration already paid by the buyer. A case of non-availability of the service in this sense shall include, in particular, the failure of our supplier to deliver to us on time, provided that we have concluded a corresponding covering transaction, neither we nor our supplier are at fault, or we are not obliged to procure the goods in the specific case.

(3) The occurrence of a delay in delivery on our part shall be determined in accordance with the statutory provisions. Where a reminder is required by law, a reminder shall be necessary. If we are in default of delivery, the buyer may demand lump-sum compensation for the loss caused by the delay. The flat-rate compensation shall amount to 0.5% of the net price (delivery value) for each completed calendar week of delay, but in total to no more than 5% of the delivery value of the goods delivered late. We reserve the right to prove that the buyer has suffered no loss at all or only a loss significantly lower than the above flat rate.

(4) The buyer’s rights under Section 10 of these General Terms and Conditions and our statutory rights, in particular where the obligation to perform is excluded (e.g. due to impossibility or unreasonableness of performance and/or subsequent performance), remain unaffected.

§ 4 Delivery, Passing of Risk, Acceptance, Default of Acceptance

(1) Delivery is ex warehouse, which is also the place of performance for the delivery and any subsequent performance. At the buyer’s request and expense, the goods shall be dispatched to a different destination (sale by delivery). Unless otherwise agreed, we are entitled to determine the method of dispatch (in particular the carrier, route of dispatch and packaging) ourselves.

(2) The risk of accidental loss and accidental deterioration of the goods shall pass to the buyer at the latest upon handover. In the case of a sale by delivery, however, the risk of accidental loss and accidental deterioration of the goods, as well as the risk of delay, shall pass to the buyer upon handover of the goods to the forwarding agent, the carrier or any other person or organisation designated to carry out the shipment. Handover shall be deemed to have taken place if the buyer is in default of acceptance.

(3) If the buyer is in default of acceptance, fails to cooperate, or if our delivery is delayed for other reasons for which the buyer is responsible, we shall be entitled to claim compensation from for the resulting damage, including additional expenses (e.g. storage costs). For this, we shall charge a flat-rate compensation of 0.25% of the net price (delivery value) of the goods per calendar day of delay, up to a maximum of 5% of the delivery value in total, or 10% in the event of final non-acceptance, commencing from the delivery deadline or – in the absence of a delivery deadline – from notification that the goods are ready for dispatch.

(4) The right to prove greater damage and our statutory claims (in particular reimbursement of additional expenses, reasonable compensation, termination) remain unaffected; however, the flat-rate compensation shall be set off against any further monetary claims. The buyer is entitled to prove that we have incurred no damage at all or only significantly less damage than the aforementioned flat-rate compensation.

§ 5 Duty to cooperate in the event of transport damage and loss

(1) If the goods are damaged in whole or in part during transport or are lost, the customer is obliged to inform us immediately in writing and to cooperate to the extent necessary in the assessment and settlement of the claim. This includes, in particular, the submission of a declaration of loss or other declarations required by the transport service provider or the transport insurer. Cooperation must take place within 7 working days of our request.

(2) If the customer fails to fulfil their duty to cooperate, we are entitled to suspend the settlement of the claim and/or to refuse a replacement delivery or refund until full cooperation has been provided.

(3) Further statutory claims, in particular claims for damages arising from a breach of the duty to cooperate, remain unaffected.

§ 6 Prices and Payment Terms

(1) Unless otherwise agreed in individual cases, our prices valid at the time of conclusion of the contract shall apply, ex-works, plus statutory VAT where applicable.

(2) In the case of sale by delivery to a place other than the place of performance (§ 4(1)), the buyer shall bear the actual transport costs ex-warehouse and the costs of any transport insurance requested by the buyer. Any customs duties, fees, taxes and other public charges shall be borne by the buyer.

(3) The purchase price is due and payable upon receipt of the invoice and delivery of the goods. However, we are entitled at any time, even within the context of an ongoing business relationship, to make a delivery in whole or in part only against advance payment. We shall declare a corresponding reservation at the latest upon confirmation of the order.

(4) The buyer shall be in default upon expiry of the above payment period. During the period of default, interest shall be charged on the purchase price at the applicable statutory default interest rate. We reserve the right to claim further damages arising from default. Our claim to commercial interest on overdue payments (Section 353 of the German Commercial Code (HGB)) remains unaffected in dealings with merchants.

(5) The buyer shall only be entitled to rights of set-off or retention to the extent that their claim has been legally established or is undisputed. The buyer’s counterclaims, in particular those pursuant to Section 8(6) sentence 2 of these General Terms and Conditions, remain unaffected.

(6) If, after conclusion of the contract, it becomes apparent (e.g. through an application to open insolvency proceedings) that our claim to the purchase price is jeopardised by the buyer’s inability to pay, we shall be entitled, in accordance with the statutory provisions , to refuse performance and – where applicable, after setting a deadline – to withdraw from the contract (Section 321 of the German Civil Code (BGB)); the statutory provisions regarding the dispensability of setting a deadline remain unaffected.

§ 7 Retention of Title

(1) We retain title to the goods sold until full payment of all our present and future claims arising from the sales contract and an ongoing business relationship (secured claims).

(2) The goods subject to retention of title may neither be pledged to third parties nor transferred as security prior to full payment of the secured claims. The buyer must notify us immediately in writing if an application is made to open insolvency proceedings or if third parties (e.g. through attachment) seek to seize the goods belonging to us.

(3) In the event of the buyer’s breach of contract, in particular non-payment of the purchase price due, we shall be entitled, in accordance with statutory provisions, to withdraw from the contract and/or to demand the return of the goods on the basis of the retention of title. The demand for return does not simultaneously constitute a declaration of withdrawal; rather, we are entitled merely to demand the return of the goods and to reserve the right to withdraw. If the buyer fails to pay the purchase price due, we may only assert these rights if we have previously set the buyer a reasonable deadline for payment without success, or if setting such a deadline is dispensable under the statutory provisions.

(4) The buyer is obliged to treat the purchased goods with due care; in particular, they are obliged to insure them at their own expense against fire, water and theft damage at replacement value. Where maintenance and inspection work is required, the customer must carry this out in good time at their own expense.

(5) The buyer is authorised, until revoked in accordance with (c) below, to resell and/or process the goods subject to retention of title in the ordinary course of business. In this case, the following provisions shall apply in addition.

a) The buyer remains authorised, alongside us, to collect the claim. We undertake not to collect the claim so long as the buyer meets their payment obligations to us, there is no indication of any inability to pay, and we do not assert the retention of title by exercising a right in accordance with paragraph 3. Should this, however, be the case, we may demand that the buyer discloses to us the assigned claims and their debtors, provides all information necessary for collection, hands over the relevant documents and notifies the debtors (third parties) of the assignment. Furthermore, in this case, we shall be entitled to revoke the buyer’s authority to resell and process the goods subject to retention of title.

b) The Buyer shall remain authorized to collect the claim in addition to us. We undertake not to collect the claim as long as the Buyer meets its payment obligations towards us, there is no deficiency in the Buyer’s ability to perform, and we do not assert the retention of title by exercising a right pursuant to paragraph 3. If this is the case, however, we may require the Buyer to disclose to us the assigned claims and their debtors, provide all information necessary for collection, hand over the relevant documents, and notify the debtors, meaning third parties, of the assignment. In addition, in this case we shall be entitled to revoke the Buyer’s authorization to further resell and process the Goods subject to retention of title.

c) If the realisable value of the securities exceeds our claims by more than 10%, we shall, at the buyer’s request, release securities of our choice.

§ 8 Claims for defects by the buyer

(1) The statutory provisions shall apply to the buyer’s rights in the event of material defects and defects of title (including incorrect or short delivery), unless otherwise specified below. In all cases, the special statutory provisions regarding final delivery of the unprocessed goods to a consumer shall remain unaffected, even if the consumer has further processed them (supplier’s right of recourse pursuant to Sections 478 of the German Civil Code (BGB)).

(2) Our liability for defects is based primarily on the agreement regarding the quality of the goods. All product descriptions and manufacturer’s specifications that form part of the individual contract or were publicly disclosed by us (in particular in catalogues or on our website) at the time the contract was concluded shall be deemed to constitute an agreement regarding the quality of the goods.

(3) Insofar as the quality has not been agreed, the existence of a defect shall be assessed in accordance with the statutory provisions (Section 434(1) sentences 2 and 3 of the German Civil Code (BGB)). However, we accept no liability for public statements made by the manufacturer or other third parties (e.g. advertising claims) which the buyer has not indicated to us as being decisive for their decision to purchase.

(4) We shall generally not be liable for defects of which the buyer was aware at the time of conclusion of the contract or of which the buyer was unaware due to gross negligence (Section 442 of the German Civil Code (BGB)). Furthermore, the buyer’s claims for defects presuppose that the buyer has complied with their statutory obligations to inspect and give notice of defects (Sections 377, 381 of the German Commercial Code (HGB)). In the case of goods intended for installation or further processing, an inspection must in any event be carried out immediately prior to processing. Should a defect become apparent upon delivery, during the inspection or at any later point in time, we must be notified of this in writing without delay. In any event, obvious defects must be notified in writing within 5 working days of delivery, and defects not detectable upon inspection must be notified within the same period from the time of discovery. If the buyer fails to carry out the proper inspection and/or to notify us of defects, our liability for defects not notified, or notified late or improperly, is excluded in accordance with the statutory provisions.

(5) If the delivered goods are defective, we may initially choose whether to provide subsequent performance by remedying the defect (repair) or by delivering goods free from defects (replacement). Our right to refuse subsequent performance under the statutory conditions remains unaffected.

(6) We are entitled to make the required subsequent performance conditional upon the buyer paying the purchase price due. The buyer is, however, entitled to withhold a portion of the purchase price commensurate with the defect.

(7) The buyer must give us the time and opportunity required for the subsequent performance owed, in particular to hand over the goods subject to complaint for inspection purposes. In the event of a replacement delivery, the buyer must return the defective item to us in accordance with the statutory provisions.

(8) We shall bear or reimburse the expenses necessary for the purposes of inspection and subsequent performance, in particular transport, travel, labour and material costs, in accordance with the statutory provisions, provided that a defect actually exists. Otherwise, we may demand reimbursement from the buyer for the costs incurred as a result of the unjustified request for rectification of defects (in particular inspection and transport costs), unless the absence of a defect was not apparent to the buyer.

(9) If the subsequent performance has failed, or if a reasonable period to be set by the buyer for subsequent performance has expired without result, or if such a period is dispensable under the statutory provisions , the buyer may withdraw from the purchase contract or reduce the purchase price. However, there is no right of withdrawal in the case of a minor defect.

(10) Claims by the buyer for damages or reimbursement of wasted expenditure shall, even in the case of defects, only arise in accordance with § 11 and are otherwise excluded.

§ 9 Supplier’s right of recourse

(1) The purchaser’s statutory rights of recourse pursuant to Sections 445a and 445b of the German Civil Code (BGB) remain unaffected. However, rights of recourse shall only exist to the extent that the purchaser has not granted its customer any rights exceeding the statutory rights in respect of defects.

(2) A claim for recourse is excluded insofar as the defect
is due to a modification, further processing or improper handling of the goods by the buyer or their customer,
is due to specific specifications or requirements of the buyer, or
is due to a software change, configuration or modification not authorised by us.

(3) Only those expenses for which the buyer was legally obliged to pay to its customer are eligible for reimbursement. Gestures of goodwill, voluntary guarantees or contractual extensions of warranty rights do not give rise to a right of recourse.

(4) The limitations of liability set out in Section 11 shall apply mutatis mutandis to claims for recourse under Sections 445a and 445b of the German Civil Code (BGB).

§ 10 Compliance with Sanctions and Embargo Regulations

(1) The buyer is not permitted to sell, deliver, transport, export or otherwise transfer the goods, directly or indirectly, to natural persons or entities or for use in countries or territories (e.g. exchange or gift), insofar and for as long as the sale, delivery, transfer, export and/or other form of transfer is precluded by economic, trade and/or financial sanctions or embargoes imposed by the United Nations, the European Union, the United States of America and/or the Federal Republic of Germany. This shall not apply insofar as European or German legislation precludes it.

(2) Furthermore, the buyer is not permitted to sell, deliver, transport, export or otherwise transfer (e.g. by exchange or gift) the goods to a third party who does not undertake to comply with the provision in paragraph 1.

(3) A breach of paragraphs 1 or 2 constitutes a material breach of contract and entitles us to withdraw from the contract immediately. We expressly reserve the right to claim damages. The buyer shall be liable for all breaches by its contractual and/or business partners, provided that and to the extent that we suffer damage as a result of the breach by the buyer’s contractual and/or business partners of the provision in paragraph 1.

§ 11 Other Liability

(1) Unless otherwise provided for in these General Terms and Conditions, including the following provisions, we shall be liable for breaches of contractual and non-contractual obligations in accordance with statutory provisions.

(2) We shall be liable for damages – irrespective of the legal basis – within the scope of fault-based liability in cases of intent and gross negligence. In cases of simple negligence, and we shall be liable, subject to statutory limitations of liability (e.g. due care in our own affairs; minor breach of duty), only

1. for damages resulting from injury to life, limb or health,
2. for damage resulting from the breach of a material contractual obligation (an obligation the fulfilment of which is essential for the proper performance of the contract and on the observance of which the contracting party regularly relies and is entitled to rely); in this case, however, our liability is limited to compensation for the foreseeable, typically occurring damage.

(3) Otherwise, liability for simple negligence is excluded.

(4) Insofar as we are liable under paragraph 2, sentence 2, our liability is limited to the net value of the goods in the relevant delivery; in the case of serial defects, to the net value of the specific batch affected by the defect. Liability for consequential damages, in particular loss of profit, loss of production, loss of use, loss of data, financing costs or contractual penalties of third parties, is excluded – except in cases of intent or gross negligence.

(5) We shall only be liable for the loss of data insofar as the buyer has ensured, through appropriate data backup measures, that lost data can be restored at reasonable cost.

(6) The limitations of liability arising from paragraph 2 shall also apply in relation to third parties and in the event of breaches of duty by persons (including for their benefit) for whose fault we are liable under statutory provisions.

(7) In the event of a breach of duty that does not constitute a defect, the buyer may only withdraw from the contract or terminate it if we are responsible for the breach of duty. In all other respects, the statutory requirements and legal consequences shall apply. Liability under the Product Liability Act remains unaffected.

§ 12 Limitation period

(1) Notwithstanding Section 438(1)(3) of the German Civil Code (BGB), the general limitation period for claims arising from material defects and defects of title is one year from delivery.

(2) The above limitation periods under sales law shall also apply to the buyer’s contractual and non-contractual claims for damages based on a defect in the goods, unless the application of the standard statutory limitation period (Sections 195, 199 of the German Civil Code (BGB)) would result in a shorter limitation period in the individual case. Claims for damages by the buyer pursuant to Section 11(2), first and second sentences (a), and under the Product Liability Act shall be subject exclusively to the statutory limitation periods.

§ 13 Online Shop

Use of our online shop is reserved exclusively for traders within the meaning of Section 14 of the German Civil Code (BGB) and requires prior registration and activation by us. There is no entitlement to activation for our online shop; we reserve the right to exclude individual persons from using the online shop. The data requested by us during registration will be processed by us in accordance with our privacy policy. Withdrawal of consent to the processing of personal data entitles us to block access to the online shop.

§ 14 Choice of law and jurisdiction

(1) These General Terms and Conditions and the contractual relationship between us and the buyer shall be governed by the law of the Federal Republic of Germany, to the exclusion of international uniform law, in particular the UN Convention on Contracts for the International Sale of Goods.

(2) If the buyer is a trader within the meaning of the German Commercial Code, a legal entity under public law or a special fund under public law, the exclusive – including international – place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship shall be our registered office in Hamburg, Germany. The same applies if the buyer is an entrepreneur within the meaning of Section 14 of the German Civil Code (BGB). However, in all cases we are also entitled to bring an action at the place of performance of the delivery obligation in accordance with these General Terms and Conditions or a prior individual agreement, or at the buyer’s general place of jurisdiction. Overriding statutory provisions, in particular regarding exclusive jurisdiction, remain unaffected.

Last updated: March 2026