General Terms And Conditions
This English version is provided for your convenience. Only the German version of these terms is legally binding.
§ 1 Scope and contracting party
(1) These General Terms and Conditions (GTC) apply to all contracts for the sale and delivery of goods that you conclude with us through our online shop at https://pacaradasystems.de (the online shop). Your contracting party is
SHS & P3 GmbH
Benzstraße 10
65779 Kelkheim (Taunus)
Germany
Phone: +49 (0) 6195 6774-0
Email: service@pacaradasystems.de
(2) Our offer is aimed exclusively at businesses within the meaning of Section 14 of the German Civil Code (BGB), legal entities under public law and special funds under public law. A business is a natural or legal person or a partnership with legal capacity that acts in the exercise of its trade, business or profession when concluding the contract. We do not conclude contracts with consumers within the meaning of Section 13 BGB through the online shop.
(3) By registering and with every order, you confirm that you are acting as a business within the meaning of paragraph 2. We may ask for suitable proof, for example a trade registration, an extract from the commercial register or your VAT identification number, and may decline orders until such proof is provided.
(4) These GTC apply exclusively. Deviating, conflicting or supplementary terms of yours only become part of the contract if we have expressly agreed to them in text form. This also applies if we deliver without reservation while aware of your terms.
(5) Individual agreements made with you in a specific case take precedence over these GTC.
(6) The version of these GTC available in the online shop at the time of your order applies.
§ 2 Customer account
(1) Prices and ordering options are only shown in the online shop after you have registered and signed in. You need a customer account to place an order.
(2) Please provide correct and complete information when registering, in particular your company name, address and contact person, and keep it up to date. Your login details must be kept confidential. You ensure that only authorised persons place orders through your customer account.
(3) We may refuse to set up a customer account or block an existing one if there are indications that the holder is not a business within the meaning of § 1 (2) or has provided incorrect information.
§ 3 Offer and conclusion of contract
(1) The presentation of products in the online shop is not a legally binding offer but an invitation to place an order.
(2) You can add products to the basket without obligation. For profiles and tubes, first enter the required length in the “Cut length” field (see § 4). You can view and change the contents of the basket and remove products at any time. At checkout you enter your billing and delivery address and choose the shipping and payment method. Before sending your order you see a summary, where you can check all details and correct any input errors.
(3) By clicking the final order button, you submit a binding offer to purchase the goods listed in the summary.
(4) After sending your order you will receive an automatic email. It only confirms that we have received your order and does not yet constitute acceptance.
(5) The purchase contract is concluded when we accept your order with an order confirmation in text form or dispatch the goods to you. We decide on acceptance within three working days of receiving your order. Working days are Monday to Friday, excluding public holidays at our registered office. If we do not accept your order within this period, you are no longer bound by it.
(6) The contract language is German. We store your order data. The order confirmation contains the details of your order. You can view, save and print these GTC in the online shop at any time.
§ 4 Cutting to your specifications
(1) Profiles and tubes are sold by the running metre. After your order, we cut these goods to the length you entered in the “Cut length” field. Lengths from 1000 mm to 12500 mm are possible.
(2) Please check your length specifications carefully before sending your order. We cut to the dimensions you entered.
(3) Goods cut to length are made specifically for you. Defect-free cut goods cannot be returned or exchanged. Your rights in the event of defects (§ 9) remain unaffected.
§ 5 Prices and shipping costs
(1) The prices shown in the online shop at the time of your order apply. All prices are in euros. Each price states whether it includes statutory VAT. VAT is shown separately in the order summary and on the invoice.
(2) For profiles and tubes, the price is stated per running metre. The total price results from the length entered and is shown in the basket and in the order summary.
(3) Shipping costs are charged in addition. They depend on the goods, the shipping method and the country of delivery, and are shown to you during checkout before you send your order.
(4) For deliveries to countries outside the European Union, you bear any customs duties, import charges, taxes and fees incurred there. You are responsible for complying with the import regulations of the country of destination.
(5) If we deliver in partial shipments on our own initiative, you will not incur any additional shipping costs.
§ 6 Payment
(1) The payment methods shown to you during checkout are available. We reserve the right not to offer certain payment methods for certain orders.
(2) For payment by bank transfer (prepayment), we provide our bank details with the order confirmation. The invoice amount is due for payment without deduction upon receipt of the order confirmation. We dispatch the goods once payment has been received.
(3) If an additional fee applies to a payment method, it is shown to you during checkout before you send your order.
(4) In the event of late payment, the statutory provisions apply.
(5) You may only set off claims or exercise a right of retention with claims that are undisputed or have been finally established by a court. This restriction does not apply to counterclaims arising from the same contractual relationship, in particular due to defects in the goods delivered.
§ 7 Delivery and transfer of risk
(1) Please provide the correct and complete delivery address with your order. If additional shipping costs arise from incorrect address details for which you are responsible, you bear these costs.
(2) We deliver by parcel service or, for long or heavy goods, by freight forwarder. The shipping method that applies to your order is shown during checkout. We deliver to the countries that can be selected as the country of delivery during checkout.
(3) For delivery by freight forwarder, we deliver to the kerbside of the delivery address given (“free kerbside”), unless otherwise agreed. Carrying the goods into a building is not included.
(4) The delivery time stated on the product page or during checkout applies. For prepayment, the delivery period begins when we receive your payment; otherwise it begins when the contract is concluded.
(5) If we are unable to meet a delivery deadline for reasons beyond our control, in particular force majeure, official orders, industrial action or failure of our suppliers to deliver despite a timely covering transaction, we will inform you without delay. The delivery period is extended by the duration of the hindrance. If the hindrance lasts longer than six weeks, either party may withdraw from the contract with regard to the part not yet fulfilled. In this case, we will refund any payments already made for goods not delivered without delay.
(6) Partial deliveries are permitted where they are reasonable for you.
(7) The risk of accidental loss and accidental deterioration of the goods passes to you as soon as we have handed the goods over to the forwarder, the carrier or any other person designated to carry out the shipment. This also applies to partial deliveries.
(8) Please have any visible transport damage confirmed in writing by the delivery driver when accepting the goods, and inform us of it without delay.
§ 8 Retention of title
(1) We retain title to the goods until all claims arising from the ongoing business relationship with you have been settled in full.
(2) You may resell, process or install the goods subject to retention of title in the ordinary course of business. Pledging or transfer by way of security is not permitted. If third parties access the goods subject to retention of title, in particular by seizure, you must inform us without delay.
(3) You hereby assign to us, by way of security, the claims against third parties arising from the resale or installation of the goods subject to retention of title, in the amount of the invoice value of those goods (including VAT). We accept this assignment. You remain authorised to collect the claims as long as you meet your payment obligations towards us and no application has been filed to open insolvency proceedings over your assets.
(4) If the goods subject to retention of title are processed or combined with other items not belonging to us, the processing is carried out for us as manufacturer. We acquire co-ownership of the new item in the ratio of the invoice value of the goods subject to retention of title to the value of the other processed or combined items at the time of processing or combination.
(5) If the realisable value of the securities due to us exceeds our claims by more than 10 percent, we will release securities of our choice at your request.
§ 9 Duty to inspect and liability for defects
(1) The statutory provisions apply to defects in the goods unless otherwise stated below.
(2) If you are a merchant within the meaning of the German Commercial Code (HGB), the duties to inspect and give notice of defects under Section 377 HGB apply. You must inspect the goods without delay after delivery and notify us of any recognisable defects without delay. Defects that were not recognisable during inspection must be notified without delay after their discovery. If you fail to give notice, the goods are deemed approved.
(3) In the event of defects, we provide subsequent performance at our discretion, either by remedying the defect or by delivering a defect-free item.
(4) The limitation period for claims for defects is one year from delivery of the goods.
(5) The shortened limitation period under paragraph 4 does not apply
- to goods that have been used for a building in accordance with their customary use and have caused its defectiveness (Section 438 (1) No. 2 BGB); in this case, the statutory limitation period applies,
- if we have fraudulently concealed the defect or have given a guarantee for the quality of the goods,
- to claims for damages for injury to life, body or health and to claims for damages based on intent or gross negligence,
- to claims under the German Product Liability Act,
- to recourse claims under Sections 445a, 445b and 478 BGB.
(6) We only give a guarantee if we have expressly described it as a guarantee.
(7) Otherwise, § 10 applies to claims for damages due to defects.
§ 10 Liability
(1) We are liable without limitation for damage resulting from injury to life, body or health caused intentionally or negligently, for other damage caused intentionally and for other damage caused by gross negligence by us, one of our legal representatives, vicarious agents or agents.
(2) In the case of simple negligence, we are liable for the breach of essential contractual obligations (that is, obligations whose fulfilment makes the proper performance of the contract possible in the first place, whose breach jeopardises the purpose of the contract and on whose observance the other party may regularly rely) by us, one of our legal representatives, vicarious agents or agents, limited to the damage that was foreseeable as a possible consequence of a breach given the known or recognisable circumstances and that is typical for the contract.
(3) Our liability under the German Product Liability Act remains unaffected, as does our liability for fraudulently concealed defects or under a guarantee given.
(4) Otherwise, our liability is excluded.
(5) Insofar as our liability is excluded or limited, this also applies to the personal liability of our legal representatives, employees and vicarious agents.
§ 11 No right of withdrawal, returns
(1) A statutory right of withdrawal applies only to consumers. As we sell exclusively to businesses (§ 1 (2)), there is no right of withdrawal for orders placed in the online shop. We do not grant a contractual right of withdrawal or return.
(2) We only take back defect-free goods if we have agreed to the return in text form beforehand. Goods cut to length cannot be returned (§ 4 (3)).
(3) Please agree every return with us in advance and pack the goods so that they are not damaged in transit. Long or heavy goods can usually only be returned by freight forwarder.
§ 12 VAT identification number
If the VAT identification number you provided is incorrect and, as a result, we have to pay VAT, we are entitled to charge you this VAT, or charge it subsequently, if we have unsuccessfully set you a reasonable deadline to provide the correct VAT identification number.
§ 13 Changes to product designations
If, after the contract has been concluded, only the item number or other designation of a product changes without any change to the product itself, we deliver the ordered goods under the new designation. Your rights in the event of defects remain unaffected.
§ 14 Data protection
Information on the processing of personal data can be found in our privacy policy, which is available in the online shop.
§ 15 Final provisions
(1) The law of the Federal Republic of Germany applies, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG).
(2) If you are a merchant, a legal entity under public law or a special fund under public law, the registered office of our company is the exclusive place of jurisdiction for all disputes arising from the contractual relationship. The same applies if you do not have a general place of jurisdiction in Germany. We are also entitled to sue you at your general place of jurisdiction.
(3) Should individual provisions of these GTC be wholly or partly invalid, the remainder of the contract remains valid. The invalid provision is replaced by the statutory provisions.