General Terms and Conditions of Trade


§1 Scope and Basic Provisions

 

These general terms and conditions of trade apply to all orders placed with

 

torautomation24 GmbH
Am Turm 11
53721 Siegburg, Germany

 

Managing Directors: Andre Quaiser, Martin Weber

Service hotline: +49 (0) 2241 266 889 - 0
Email: info@torautomation24.de

  • The product offering in our online shop is directed exclusively at buyers who are a natural or legal person or a legal private company, who, when concluding a legal transaction, are running their commercial or independent business (entrepreneur in the meaning of § 14 para. 1 BGB - German civil code). Conclusion of a purchase contract with consumers shall be explicitly excluded.
  • Our deliveries, services and offers are made exclusively on the basis of these General Terms and Conditions. The General Terms and Conditions shall therefore also apply to all future business relations, even if they are not expressly agreed to again. The inclusion of general terms and conditions of a customer that contradict our General Terms and Conditions is hereby already excluded.
  • Contract language is exclusively German.
  • The entire contract wording shall not be saved by us. Before the order or request is submitted the contract information can be printed using the print function on the browser or saved electronically.

 

§2 Conclusion of Contract

 

  • The presentation of goods in the online shop does not constitute a binding offer for the conclusion of a sales contract. Rather, it is a non-binding request to order goods in the online shop.
  • By clicking on the button "Order“ you submit a binding offer to purchase (§ 145 BGB – German civil code).
  • After receipt of the purchase offer, you will receive an automatically generated email confirming that we have received your order (confirmation of receipt). This confirmation of receipt does not yet represent an acceptance of your purchase offer. A contract is not yet concluded by the confirmation of receipt.
  • A purchase contract for the goods is only concluded when we expressly declare acceptance of the purchase offer or when we send the goods to you - without prior express declaration of acceptance.
  • You can also submit a binding contract offer (order) by telephone, e-mail, fax or mail. In these cases, the acceptance of the offer (and thus the conclusion of the contract) takes place immediately or within 5 days at the latest by confirmation in text form (e.g. e-mail), in which the execution of the order or delivery of the goods is confirmed to you (order confirmation). Should you not receive a corresponding message within this period, you are no longer bound to your order. In this case, any services already rendered will be reimbursed immediately.
  • On request, we will prepare an individual offer for you, which will be sent to you in text form and to which we are bound for the offer period stated on the offer. You accept the offer with confirmation in text form.
  • The processing of the order and transmission of all information required in connection with the conclusion of the contract is partly automated by e-mail. You must therefore ensure that the e-mail address you have provided to us is correct, that the receipt of e-mails is technically ensured and, in particular, is not prevented by SPAM filters.

 

§3 Prices

 

  • All prices stated are net prices in € plus the value added tax valid on the day of delivery and the applicable shipping costs.

 

§4 Terms of Payment; Delayed Payments

 

  • Payment can be done by one oft he following options: cash in advance prepayment by wire transfer, credit card, Paypal, direct debit or, after a credit assessment and a positive decision by torautomation24, payable in full and without deduction within 14 days of the invoice date.
  • If you choose the prepayment method, we will provide you with our bank details in the order confirmation. The invoice amount is to be transferred to our account within 10 days after receipt of the order confirmation.
  • When paying by credit card, the purchase price will be reserved on your credit card at the time of ordering ("Authorization"). The actual charge to your credit card account will be made at the time we ship the goods to you.
  • In the case of payment by direct debit, you may have to bear any costs incurred as a result of a chargeback of a payment transaction due to insufficient funds in your account or due to incorrect bank account details provided by you.
  • If you are delayed with a payment, you are obliged to pay the legal default interest of 9 percentage points above the base interest rate. In addition, you will be charged a processing fee of 40 euros. We reserve the right to claim further damages.
  • torautomation24 reserves the right to stop outstanding deliveries or to demand advance payment if there are reasonable doubts about the creditworthiness of the customer or if there is a delay in payment of due invoices.

 

§ 5 Set-off/ Right of Retention

 

 

  • You are only entitled to offsetting if your counterclaim has been legally established or is not disputed by us.
  • You can exercise the right of retention only if it concerns claims from the same contract relationship.

 

§ 6 Delivery; Transfer of Risk; Retention of Title

 

  • Unless otherwise agreed, the goods will be delivered at your request from our warehouse to the address you specify.
  • The risk of accidental loss and accidental deterioration shall pass to the buyer as soon as the seller has delivered the goods to the forwarding agent, the carrier or any other person or institution designated to carry out the shipment. Shipments are made free carrier FCA Kerpen, Germany according to Incoterms 2020.
  • We reserve title to the goods until all claims arising from the current business relationship have been settled in full. Before transfer of ownership of the reserved goods, pledging or transfer of ownership by way of security is not permitted.
  • You can resell the goods in the proper course of business. For this, all claims that arise from the resale in the amount of the invoice price shall be assigned to us already now; we shall receive the assignment. You shall be further authorised to collect the claim. If you do not properly meet your payment obligations, we shall reserve the right to collect the claim.
  • In the event of connecting and blending goods that are subject to retention of title, we shall acquire co-ownership in the proportion of the goods’ invoice value in relation to other processed items at the time of processing.
  • We shall be under obligation to release securities that are due to you if and when the feasible value of our securities exceeds the claims that are to be secured by more than 10%. The choice of the securities to be released shall reside with us.

 

§ 7 Re-Stocking, Return Shipments, Costs for Re-Storage

 

  • We are not obligated to take back goods delivered in accordance with the order. Exceptions to this require our prior, express consent. We reserve the right to charge a deduction of at least 10% of the invoice value for the costs of restocking when crediting the returned goods. The condition for the credit note is always that the goods are in their original packaging, unused and undamaged. Goods may only be returned with our express consent. Please request a return form from us. Personalized articles and custom-made products cannot be returned.

 

§ 8 Warranty

 

  • Unless expressly agreed otherwise, your warranty claims are based on the statutory provisions of the law on sales (§§ 433 ff. BGB – German civil code) with the following modifications:
  • In terms of the quality of the goods, only our own information and the product description of the manufacturer shall be deemed to have been agreed, and not other advertising, public promotions and statements made by the manufacturer.
  • You are obligated to inspect the goods with due care for deviations in quality and quantity and to notify us of obvious defects immediately upon receipt of the goods. This also applies to hidden defects discovered later, starting from the time of discovery. In the event of a breach of the obligation to inspect and give notice of defects, the assertion of warranty claims shall be excluded.
  • In the event of defects, we shall, at our discretion, provide warranty by repair or replacement (supplementary performance). The warranty claim shall only apply to damage to the object of the contract itself; follow-up and replacement costs are expressly excluded. In the case of rectification of defects, we do not have to bear the increased costs incurred by taking the goods to a place other than the place of performance, if the transfer does not correspond to the intended use of the goods.
  • If the supplementary performance fails twice, you may, at your option, demand a reduction in price or withdraw from the contract.
  • The warranty period is one year from the transfer of risk, the statutory limitation periods for the right of recourse according to § 478 BGB (German civil code) remain unaffected. This limitation does not apply to claims based on damages resulting from injury to life, body or health or from the breach of a material contractual obligation, the fulfilment of which is essential for the proper execution of the contract and on the observance of which the contractual partner may regularly rely (cardinal obligation), nor to claims based on other damages which are based on an intentional or grossly negligent breach of duty by the user or his vicarious agents.

 

§ 9 Liability

 

  • Unlimited liability: We are liable without limitation for intent and gross negligence and in accordance with the German Product Liability Act. For slight negligence we are liable for damages resulting from injury to life, body and health of persons.
  • The following limited liability applies in all other respects: In the case of slight negligence, we shall only be liable in the event of a breach of an essential contractual obligation, the fulfilment of which is essential for the proper execution of the contract and on the observance of which you may regularly rely (cardinal obligation). Liability for slight negligence is limited to the amount of damages foreseeable at the time of conclusion of the contract, the occurrence of which must typically be expected. This limitation of liability also applies in favour of our vicarious agents.

 

§ 10 Final Provisions

 

  • Should one or more provisions of these General Terms and Conditions of Trade be or become invalid, the validity of the remaining provisions shall not be affected.
  • Contracts between us and you shall be governed exclusively by German law, excluding the provisions of the United Nations Convention on Contracts for the International Sale of Goods (CISG, "UN Sales Convention").
  • The place of jurisdiction for all disputes arising from or in connection with contracts between us and you shall be the registered office of the Seller.

 

These General Terms and Conditions are based on a sample of HÄRTING Rechtsanwälte, Chausseestraße 13, 10115 Berlin, Germany, Tel. (030) 28 30 57 40, Fax (030) 28 30 57 44, mail@haerting.de