§ 1 Validity
(1) Our following terms and conditions apply exclusively to all orders placed with AkeBoose GmbH (hereinafter ‘Seller’) by e-mail, fax or telephone. We do not recognise any deviating or conflicting terms and conditions unless we have expressly agreed to them in writing.
(2) These terms and conditions shall also apply to all future transactions between the parties, even if they are not separately agreed again. Terms and conditions of the client or third parties shall not apply, even if the seller does not separately object to their validity in individual cases. Even if the seller refers to a letter that contains or refers to the terms and conditions of the client or a third party, this shall not constitute agreement with the validity of those terms and conditions.
(3) These General Terms and Conditions shall only apply to entrepreneurs, legal entities under public law or special funds under public law within the meaning of section 310 (1) of the German Civil Code (BGB).
(4) We reserve the right to amend these General Terms and Conditions at any time, including within existing contractual relationships. We will notify you of such changes at least 30 calendar days before the planned entry into force of the changes. If you do not object within 30 days of receipt of the notification and continue to use the services even after expiry of the objection period, the changes shall be deemed to have been effectively agreed from the expiry of the deadline. In the event of your objection, the contract will be continued under the previous conditions. We will inform you of your right of objection and the consequences in the notification of change.
(5) These General Terms and Conditions in their current version are available to you on our website https://akeboose.com/terms-conditions’. In case of doubt, the General Terms and Conditions published on our website shall apply.
§ 2 Offer, acceptance
(1) All offers of the seller are subject to change and non-binding, unless they are expressly labelled as binding or contain a specific acceptance period. The seller may accept orders or commissions within (14) days of receipt.
(2) The contract is concluded when we accept your order through our order confirmation or by delivering the ordered goods. An e-mail confirming receipt of your order is not deemed to be an order confirmation. If you have not provided us with an e-mail address when placing your order, the contract is concluded upon delivery of the goods.
(3) Information provided by the Seller on the object of the delivery or service (e.g. weights, dimensions, utility values, load capacity, tolerances and technical data) as well as our representations of the same (e.g. drawings and illustrations) are only approximate, unless the usability for the contractually intended purpose requires exact conformity. They are not guaranteed characteristics, but descriptions or labelling of the delivery or service. Deviations that are customary in the trade and deviations that occur due to legal regulations or represent technical improvements, as well as the replacement of components with equivalent parts, are permissible insofar as they do not impair the usability for the contractually intended purpose.
§ 3 Prices, payment
(1) Our prices are quoted in EUR ex works, plus the respective statutory value added tax and excluding the costs of packaging, dispatch and insurance, unless expressly agreed otherwise.
(2) Unless otherwise agreed, all orders shall only be executed against advance payment. If monthly recurring payments are agreed, the respective invoice amount shall be due for payment in advance on the third day of a calendar month at the latest. We will provide you with our bank details in the order confirmation. The invoice amount must be paid to our account within ten days of receipt of the order confirmation. The date of receipt of payment on our bank account shall be decisive for the timeliness of payment.
(3) After the due date, default interest of 9 percentage points above the respective base interest rate p.a. shall be charged. We reserve the right to assert further claims for damages caused by default.
(4) If the applicable prices of our suppliers or other costs relating to our products increase between the conclusion of the contract and the provision of the service, we shall be entitled to increase the agreed prices appropriately.
(5) The customer shall only be entitled to set-off insofar as his counterclaims are undisputed or have been recognised by declaratory judgement. The customer shall only be entitled to assert rights of retention on the basis of counterclaims arising from the same contractual relationship.
§ 4 Delivery
(1) Delivery is subject to the timely and proper fulfilment of the customer’s obligations. The defence of non-performance of the contract remains reserved.
(2) If we are unable to deliver on time, we shall inform the customer immediately. The delivery times stated by us are non-binding. Delivery times are calculated exclusively in working days (Monday to Friday). If dispatch has been agreed, delivery periods and delivery dates refer to the time of handover to the forwarding agent, carrier or other third party commissioned with the transport. We expressly reserve the right to prior sale. In the event of delay, the seller’s liability for damages shall be limited in accordance with § 8 of these General Terms and Conditions.
(3) If we are not responsible for the delay, such as import difficulties, operational and traffic disruptions, strikes, force majeure or delays by our suppliers, the delivery time shall be extended accordingly. If we are unable to deliver even after a reasonable extension, both the customer and we shall be entitled to withdraw from the contract. Claims for damages by the customer are excluded.
(4) In the event of default of acceptance or other culpable breach of duties to co-operate on the part of the customer, we shall be entitled to compensation for the resulting damage, including any additional expenses. We reserve the right to assert further claims. In this case, the risk of accidental loss or accidental deterioration of the goods shall pass to the customer at the time of default of acceptance or other breach of duties to co-operate.
§ 5 Transfer of risk, dispatch
(1) If the goods are dispatched at the customer’s request, the risk of accidental loss and accidental deterioration of the goods shall pass to the customer at the time of dispatch.
(2) The seller shall only insure the consignment against theft, breakage, transport, fire and water damage or other insurable risks at the express request and expense of the customer.
§ 6 Retention of title
(1) The goods shall remain our property until all payments have been received in full. In the event of breach of contract by the customer, including default of payment, we shall be entitled to take back the goods.
(2) The customer shall treat the goods with care, insure them appropriately and, if necessary, maintain them.
(3) If the purchase price has not been paid in full, the customer must inform us immediately in writing if the goods are encumbered with third-party rights or exposed to other third-party interventions.
(4) The customer is authorised to resell the goods subject to retention of title in the ordinary course of business. In this case, however, he hereby assigns to us all claims arising from such a resale, regardless of whether this takes place before or after any processing of the goods delivered under retention of title. Notwithstanding our authority to collect the claim ourselves, the customer shall remain authorised to collect the claim even after the assignment. In this context, we undertake not to collect the claim as long as and insofar as the customer fulfils his payment obligations, no application for the opening of bankruptcy or similar proceedings has been filed and there is no suspension of payments.
(5) Insofar as the above-mentioned securities exceed the claims to be secured by more than 10%, we are obliged to release the securities at our discretion at the customer’s request.
§ 7 Guarantee
(1) The prerequisite for any warranty rights of the buyer is the proper fulfilment of all inspection and complaint obligations owed according to § 377 HGB (German Commercial Code).
(2) Warranty rights can be asserted within 12 months of the transfer of risk.
(3) In the event of defects in the goods, the customer shall be entitled to subsequent fulfilment in the form of rectification of the defect or delivery of a defect-free item. If the subsequent fulfilment fails twice, the customer is entitled to reduce the purchase price or withdraw from the contract.
(4) In the event of defects, we shall provide warranty at our discretion by rectification or subsequent fulfilment. In the event of rectification, we shall not bear the increased costs incurred by the transfer of the goods to a place other than the place of fulfilment, unless the transfer corresponds to the intended use of the goods.
(5) The warranty shall not apply if the client modifies the delivery item or has it modified by a third party without the seller’s consent and this makes it impossible or unreasonably difficult to remedy the defect. In any case, the client shall bear the additional costs of remedying the defect resulting from the modification.
§ 8 Liability
(1) We are liable for intent and gross negligence. Furthermore, we shall be liable for the negligent breach of obligations, the fulfilment of which is essential for the proper performance of the contract, the breach of which jeopardises the achievement of the purpose of the contract and on the observance of which you as the customer may regularly rely. In the latter case, however, we shall only be liable for foreseeable damage typical of the contract. We shall not be liable for the slightly negligent breach of obligations other than those mentioned in the preceding sentences.
(2) The above exclusions of liability shall not apply in the event of injury to life, limb or health. Liability under the Product Liability Act shall remain unaffected.
(3) Unless expressly regulated otherwise above, our liability is excluded.
§ 9 Privacy policy
(1) One of our quality standards is to handle your personal data responsibly.
(2) Comprehensive information on data protection can be found in our privacy policy at www.akeboose.com/privacy-policy.
§ 10 No liability for links
We are not liable for content on third-party websites to which we provide a link. The link is comparable to an address in a telephone directory and merely makes it easier to find a website, without any contribution to an illegal act on the target site being recognisable. If we become aware of any obvious legal violations on the page accessible via the link, we will remove such links immediately.
§ 11 Confidentiality
The seller reserves the right of ownership or copyright to all offers and cost estimates submitted by him as well as drawings, illustrations, calculations, brochures, catalogues, models, tools and other documents and aids made available to the client. The customer may not make these items accessible to third parties, disclose them, use them themselves or through third parties or reproduce them without the express consent of the seller. At the seller’s request, the client must return these items to the seller in full and destroy any copies made if they are no longer required by the client in the ordinary course of business or if negotiations do not lead to the conclusion of a contract. Excluded from this is the storage of electronically provided data for the purpose of normal data backup.
§ 12 Final provisions
(1) This contract is subject to the law of the Federal Republic of Germany (excluding the UN Convention on Contracts for the International Sale of Goods).
(2) The place of fulfilment and exclusive place of jurisdiction for all disputes arising from or in connection with this contract is Celle, Germany.
(3) Insofar as the contract or these General Terms and Conditions contain loopholes, those legally effective provisions shall be deemed to have been agreed to fill these loopholes which the contracting parties would have agreed in accordance with the economic objectives of the contract and the purpose of these General Terms and Conditions if they had been aware of the loophole.
As of: July 2024