Terms and conditions

Terms and Conditions

General Terms and Conditions for Specialty Retailers, Businesses, and Resellers for

the B2B online store www.kreativ-design.eu

as well as orders placed via our order form

from

Kreativ-Design

Beate Ziegler-Rappika & Uwe Gersch GbR

Verbindungsstr. 27

40723 Hilden

Phone +49 (0)2103 9166955

Fax +49 (0)2103 9166954

Kreativ-Design@online.de

Tax ID No. 135/5962/0519

VAT ID No. DE815492691

§ 1

General Provisions – Scope of Application

(1) Our Terms and Conditions of Sale apply exclusively; we do not recognize any terms and conditions of the customer that conflict with or deviate from our Terms and Conditions of Sale, unless we have expressly agreed to their validity in writing. Our Terms and Conditions of Sale also apply if we carry out the delivery to the customer without reservation, despite being aware of terms and conditions of the customer that conflict with or deviate from our Terms and Conditions of Sale.

(2) Our Terms and Conditions of Sale apply only to business customers within the meaning of § 310(1) of the German Civil Code (BGB).

§ 2

Conclusion of the Contract

(1) The customer may place orders either through our online store at www.kreativ-design.eu or using the order form provided on our website. By submitting an order, the customer makes an offer within the meaning of § 145 of the German Civil Code (BGB).

When placing an order via our online shop, the customer will receive confirmation of receipt of the order by email. We will notify the customer separately of any errors in the product information on our website and submit a corresponding counteroffer.

(2) The contract with us is concluded when we accept the customer’s offer in writing or in text form within 5 days or ship the ordered goods. In this regard, the decisive factor is the time of receipt of the declaration of acceptance or of the goods by the customer.

§ 3

Prices – Terms of Payment

(1) Unless otherwise specified in the order confirmation, our prices are quoted ex our place of business, excluding packaging and shipping; these costs will be invoiced separately.

(2) Statutory value-added tax is not included in our prices; it is shown separately on the invoice at the statutory rate on the date of invoicing.

(3) The deduction of a discount requires a specific written agreement.

(4) Invoices are payable without deductions 14 days after the invoice date. An unagreed payment term may not exceed 30 days after receipt of the invoice. If the due date is exceeded, default interest of 8% above the respective base rate of the European Central Bank will be charged. All costs incurred due to late payment, such as extension fees, protest fees, attorney’s fees, etc., shall be borne by the defaulting buyer. We reserve the right to demand cash payment or payment in advance until a positive credit report is available, or to withdraw from the contract. Credits are always issued after deducting any discounts and other reductions granted on the invoice amount.

(5) Alternatively, the buyer may issue a SEPA Core Mandate or SEPA Business Mandate to Kreativ-Design, Beate Ziegler & Uwe Gersch GbR. The direct debit will be processed 5 days after the invoice date, with a 3% discount applied to all eligible amounts. The pre-notification period is reduced to 2 days. The buyer warrants that sufficient funds will be available in the account. Costs incurred due to non-payment or reversal of the direct debit shall be borne by the buyer, provided that the non-payment or reversal was not caused by Kreativ-Design, Beate Ziegler & Uwe Gersch GbR.

(6) The seller may require prepayment for individual buyers and contracts without stating reasons.

§ 4

Delivery

(1) Delivery is generally made ex works, plus shipping costs.

(2) If the customer is in default of acceptance or culpably violates other obligations to cooperate, we are entitled to demand compensation for the damages incurred by us in this regard, including any additional expenses. We reserve the right to assert further claims.

(3) Provided the conditions of paragraph (2) are met, the risk of accidental loss or accidental deterioration of the purchased item passes to the customer at the time the customer is in default of acceptance or payment.

(4) We shall be liable in accordance with the statutory provisions to the extent that the underlying purchase contract is a fixed-date transaction within the meaning of Section 286(2)(4) of the German Civil Code (BGB) or Section 376 of the German Commercial Code (HGB). We are also liable in accordance with the statutory provisions if, because of a delay in delivery for which we are responsible, the customer is entitled to assert that its interest in further performance of the contract has ceased to exist.

(5) We are further liable in accordance with the statutory provisions if the delay in delivery is based on an intentional or grossly negligent breach of contract for which we are responsible; or if fault on the part of our representatives or vicarious agents is attributable to us. Unless the delay in delivery is based on an intentional breach of contract for which we are responsible, our liability for damages is limited to the foreseeable, typically occurring damage.

(6) We are also liable in accordance with statutory provisions to the extent that the delay in delivery for which we are responsible is based on a culpable breach of a material contractual obligation; in this case, however, liability for damages is limited to the foreseeable, typically occurring damage.

(7) In all other cases, in the event of a delay in delivery, we shall be liable for each completed week of delay within the scope of a lump-sum compensation for delay amounting to 3% of the delivery value, but not exceeding 15% of the delivery value.

(8) The customer’s further statutory claims and rights remain reserved.

§ 5

Transport Damage

All deliveries are made at the customer /purchaser’s risk. The customer is obligated to have any visible transport damage confirmed by the carrier upon acceptance. The damage report must be submitted to us immediately.

§ 6

Liability for Defects

(1) Claims for defects by the customer are contingent upon the customer having duly fulfilled their obligations to inspect and give notice of defects pursuant to § 377 HGB.

(2) In all other respects, the statutory provisions apply.

§ 7

Retention of Title

(1) We retain title to the purchased goods until all payments under the delivery contract have been received. If the customer acts in breach of contract, in particular in the event of default in payment, we are entitled to take back the purchased goods. Our taking back of the purchased goods constitutes a withdrawal from the contract. After taking back the purchased item, we are authorized to sell it; the proceeds from such sale shall be applied against the customer’s liabilities—less reasonable costs of sale.

(2) The customer is obligated to treat the purchased item with due care; in particular, the customer is obligated to insure it at their own expense against fire, water, and theft damage at replacement value. If maintenance and inspection work is required, the customer must carry it out in a timely manner at their own expense.

(3) In the event of seizures or other interventions by third parties, the customer must notify us immediately in writing so that we may file a lawsuit pursuant to § 771 of the German Code of Civil Procedure (ZPO). To the extent that the third party is unable to reimburse us for the judicial and extrajudicial costs of a lawsuit pursuant to § 771 ZPO, the customer shall be liable for the loss incurred by us.

(4) The customer is entitled to resell the purchased goods in the ordinary course of business; however, the customer hereby assigns to us all claims in the amount of the final invoice amount (including VAT) of our claim that arise for the customer against its buyers or third parties from the resale, regardless of whether the purchased goods were resold unprocessed or after processing. The customer remains authorized to collect this claim even after the assignment. Our authority to collect the claim ourselves remains unaffected by this. We undertake, however, not to collect the claim as long as the customer meets his payment obligations from the proceeds received, does not fall into default, and, in particular, no petition for the opening of composition or insolvency proceedings has been filed or payments have been suspended. If, however, this is the case, we may demand that the customer disclose to us the assigned claims and their debtors, provide all information necessary for collection, hand over the relevant documents, and notify the debtors (third parties) of the assignment.

(5) Any processing or alteration of the purchased item by the customer is always carried out on our behalf. If the purchased item is processed together with other items that do not belong to us, we shall acquire co-ownership of the new item in proportion to the value of the purchased item (final invoice amount, including VAT) relative to the other processed items at the time of processing. In all other respects, the same provisions apply to the item created by processing as to the purchased item delivered under retention of title.

(6) If the purchased item is inseparably mixed with other items not belonging to us, we shall acquire co-ownership of the new item in the ratio of the value of the purchased item (final invoice amount, including VAT) to the other mixed items at the time of mixing. If the mixing is carried out in such a way that the customer’s item is to be regarded as the principal item, it is agreed that the customer shall transfer proportional co-ownership to us. The customer shall hold the resulting sole ownership or co-ownership in safekeeping for us.

(7) The customer also assigns to us, as security for our claims against him, any claims arising against a third party through the combination of the purchased item with real property.

(8) We undertake to release the securities to which we are entitled at the customer’s request to the extent that the realizable value of our securities exceeds the claims to be secured by more than 10%; the selection of the securities to be released is at our discretion.

§ 8

Place of Jurisdiction – Governing Law – Place of Performance

(1) If the customer is a merchant, the place of jurisdiction shall be our registered office; however, we are also entitled to bring an action against the customer at the court of his or her place of residence.

(2) The law of the Federal Republic of Germany shall apply; the applicability of the UN Convention on Contracts for the International Sale of Goods is excluded.

(3) Unless otherwise specified in the order confirmation, our registered office shall be the place of performance.

§ 9

Severability Clause

Should individual provisions of this contract be wholly or partially invalid or lose their legal validity later, the validity of the remainder of the contract shall remain unaffected.