General Business Terms and Conditions of Neuland Gmbh & Co

General Business Terms and Conditions of Neuland GmbH & Co. KG

§ 1 In general – scope of applicability a grace period for acceptance of the products and fruitless expiry thereof, Neuland (1) Your contracting partner: may rescind the contract and demand compensation of damages in lieu of perfor- Neuland GmbH & Co. KG, Am Kreuzacker 7, D-36124 Eichenzell mance. Farther-reaching claims and rights remain reserved for Neuland. Tel.: 0049 / 6659 88-0, Fax: 0049 / 6659 88-188, email: [email protected] Commercial Register: District Court of Fulda, HRA 1594 (hereinafter, “Neuland”). § 4 Prices and payment terms (2) These General Business Terms and Conditions apply to all orders of goods by (1) The prices listed in the online shop for private customers are gross prices a customer (hereinafter, the “Customer”). and include applicable value-added tax. (3) Offers of goods in the online shop for business customers are directed The prices listed in the order catalogue and in the online shop for business exclusively at entrepreneurs within the meaning of section 14 of the German Civil customers are net prices and do not include applicable value-added tax. Code (Bürgerliches Gesetzbuch, BGB). In placing its order, the Customer warrants (2) In addition to the order confirmation, the Customer is sent a detailed invoice that it is doing so solely in its capacity as entrepreneur, particularly as a natural or listing value-added tax and shipping costs. legal person or as a partnership, and that in concluding the transaction, it is acting (3) The amount of the shipping costs can be seen under the heading “Delivery in exercise of its commercial or self-employed business. Information”. In addition, the special arrangements in Section 9 apply to orders placed by entrepreneurs in the online shop for business customers. § 5 Retention of title (4) Neuland’s General Business Terms and Conditions are exclusively applicable. Neuland retains title to all goods delivered to the Customer until they have been Terms and conditions of the Customer that are contrary to or deviate from these paid for in full. General Business Terms and Conditions are not acknowledged, unless Neuland has expressly consented to their applicability in writing. § 6 Liability for defects (5) Contract language is German. (1) For private customers, the statutory prescription period for warranty claims in the case of delivery of new goods amounts to two years, starting with delivery of § 2 Conclusion of contract and subject of contract the goods. (1) The depiction of products in the online shop and in other advertising media (2) If you are ordering as a private customer and the delivered goods show obvious does not constitute a legally binding offer on the part of Neuland but rather mere- damages from transport, we ask that you kindly lodge a complaint with the ship- ly a non-binding invitation to submit an offer. per and notify Neuland of this. If you fail to meet this request, this has no effect (2) When using the online shop at www.neuland.com, the Customer, by clicking whatsoever on your statutory or contractual claims for defects. on the button “Order with obligation to pay”, submits a legally binding offer to purchase one of the goods displayed in the shopping cart at the indicated price. § 7 Right of revocation (3) Any input errors can be corrected at any time before the order is triggered by REVOCATION POLICY pressing the "Back" button on the browser or removing items from the online Consumers have a statutory right of revocation. A consumer is any natural person shopping cart. who concludes a transaction for purposes that predominantly may not be attribut- (4) Immediately after submitting the order, the purchaser receives an e-mail ed to his/her commercial or self-employed business (section 13 BGB). confirmation from Neuland, which constitutes an acknowledgment of receipt only. Right of revocation This confirmation of receipt does not constitute acceptance of the customer's You have the right to revoke this contact within 14 days without having to provide order. reasons. The revocation period amounts to 14 days, starting on the day on which (5) The purchase contract comes into effect within at most five business days when you or a third party designated by you, who is not the shipper, took possession of an order confirmation is sent to the email address specified by the Customer or the last goods. with delivery of the goods. In order to exercise your right of revocation, you must notify us: (6) The contract text is not stored separately by us and is therefore not retrievab- Neuland GmbH & Co. KG, Am Kreuzacker 7, D-36124 Eichenzell le for customers. We recommend saving the e-mails received in connection with Tel.: 06659 88-0, Fax: 06659 88-188, email: [email protected] an order and printing them as needed. You have the right to withdraw from this contract within fourteen days without providing any reason. The cancellation period by means of an unambiguous declaration (e.g. a letter sent by ordinary mail, fax, is fourteen days from the day on which you or a third party named by you, who is or email) about your decision to revoke this contract. For this purpose, you may not the carrier, has taken possession of the last goods. use the attached model revocation form, but this is not mandatory. To comply with the revocation deadline, it is sufficient if you send the notice concerning exercise § 3 Delivery and transfer of risk of the right of revocation prior to expiry of the revocation deadline. (1) Delivery is made to the address indicated by the Customer when placing the Consequences of revocation order. If you revoke this contract, we must refund to you promptly, but not later than 14 (2) Delivery dates and delivery periods are indicated for the individual products. days after the day on which we received the notice concerning your revocation of If through no fault of its own, Neuland is not supplied with products, it may rescind this contract, all payments that we have received from you, including shipping the contract and is released from the duty to perform. In such case, Neuland will costs (other than additional costs that are incurred as a result of the fact that you give the Customer prompt notice of the unavailability and, in the event of rescission, chose a different type of delivery than the less expensive standard delivery that refund to the Customer any payments that it may have made. we offered). In making the refund, we will use the same form of payment that you (3) If the Customer is in default in acceptance, or if it culpably breaches other used for the original transaction, unless we expressly agreed otherwise with you. duties of cooperation, Neuland is entitled to demand compensation of the damages In no event will you be charged any fees for this refund. incurred, including any additional expenses. In the event of default in acceptance, We may refuse to make the refund until the goods have been returned to us or or in the case where the Customer is otherwise responsible for the delay, Neuland until you have provided proof that you sent them back to us, whichever date is may store the ordered products at the Customer’s risk and expense. After setting earlier.

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Ordered on (*)/received on (*)

Name of the consumer(s)

Address of the consumer(s)

Signature of the consumer(s) (only for notice given in paper form)

Date

(*) Delete as appropriate

You must send the goods back to us, or hand them over to us, without delay and those arising in the future, particularly any outstanding current-account balance in any case not later than 14 days after the day on which you notified us about the existing on the quarterly closing date. The Customer may dispose of goods subject revocation of this contract. The deadline is met if you send the goods prior to expiry to retention of title in the ordinary course of business only with the consent of of the 14-day deadline. You bear the direct costs for returning the goods. Neuland. In particular, the Customer may not pledge such goods or assign a se- You are responsible for a deterioration in the value of the goods only if such dete- curity interest in them. In the event of breaches of duty by the Customer, particu- rioration is attributable to your having handled them in a manner that is not ne- larly payment default, Neuland is entitled, including without setting a deadline, to cessary to verify their quality, features, and mode of operation. demand surrender of the object of delivery that was sold without authorisation and/or to rescind the contract. The Customer is obligated to surrender same. § 8 Data protection Demand for surrender of the object of delivery does not constitute a declaration We store personal data required for the fulfilment of an order from our webshop of rescission by Neuland, unless this is expressly declared. If the Customer sells or the use of our website according to data protection regulations. We share that the goods without authorisation or otherwise turns them over to third parties, the data with our distribution partners only for purposes of order processing. Detailed Customer hereby assigns its claims against the third party to Neuland. Neuland information on the privacy and use of your personal data can be found in our may disclose the assignment if, despite warning and in compliance with a warning Privacy Policy. period of 10 days, payment was not made. If the Customer itself sells the goods subject to retention of title without the consent of Neuland, it thereby reserves § 9 Additional provisions for entrepreneurs title for Neuland. If goods delivered by Neuland are combined or amalgamated with other objects, the Customer hereby assigns to Neuland its ownership or, as the The following provisions apply in addition only if the Customer is placing an order case may be, co-ownership rights in and to the combined object or new objects in its capacity as an entrepreneur within the meaning of section 14 BGB: and safeguards same for Neuland with due commercial diligence. (1) Delivery dates: Anticipated delivery dates and delivery periods are indicated for The Customer is obligated to promptly notify Neuland about liens placed on goods the individual products. These are binding only if Neuland has confirmed them in subject to retention of title or on assigned claims. The Customer bears the costs writing. of an intervention and must submit same at Neuland’s request. The Customer’s (2) Transfer of risk: Risk passes to the Customer once the delivery has been con- claims against its debtor that were assigned to Neuland through the expanded and signed to the person carrying out transport. If shipment is delayed at the Customer's extended retention of title are released by Neuland to the extent that the claim request, risk passes to it upon notification of readiness for shipment. Dispatch of amounts exceed 110 percent of the nominal value of the claim against the Custo- ordered goods in several deliveries on different days is not precluded. mer. (3) Default in payment: In the event of payment default, Neuland is entitled to (6) Warranty: In the event that a trading transaction exists within the meaning of charge default interest in the amount of eight percentage points over the relevant sections 343 and 344 of the German Commercial Code (Handelsgesetzbuch, HGB), base interest rate. Proof of greater damages remains reserved for Neuland. the Customer's claims for defects are subject to its having properly met its obli- (4) Set-off: The Customer is entitled to rights of set-off only where its counterclaims gations to inspect and object under section 377 HGB. have been reduced to a legally enforceable judgment, are uncontested, or have Accordingly, the Customer’s warranty and damage claims lapse if the Customer been acknowledged by Neuland. fails to inspect the delivery immediately upon receipt and to give prompt written (5) Expanded retention of title: Neuland retains title to the goods until such time notice to Neuland of any objections, as well as apparent and latent defects, in any as the Customer has paid all claims under the business relationship, including event not later than 14 calendar days following receipt of the goods or, as the case

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Neuland GmbH & Co. KG Tel. +49(0)6659 88-0 HRA 1594, Amtsgericht Fulda Komplementär: Finanzamt Fulda Am Kreuzacker 7 Fax +49(0)6659 88-188 Geschäftsführer: Guido Neuland Neuland Verwaltungs GmbH, Eichenzell Steuer-Nr.: 18 351 60 254 36124 Eichenzell / Germany www.neuland.com HRB 2202, Amtsgericht Fulda Ident-Nr.: DE 230 205 115 may be, discovery of the defect. Following expiry of these deadlines or, as the case § 10 Final provisions may be, not later than one year after delivery, all warranty and damage claims are (1) Individual oral contractual understandings become a component of the contract precluded, where legally permissible. The deadline is met by timely sending. The only through written confirmation by Neuland. Customer bears the full burden of proof for all claim requirements, including the (2) The law of the Federal Republic of Germany applies. The provisions of the existence of the defect itself, the time at which the defect was ascertained, and United Nations Convention on Contracts for the International Sale of Goods and the timeliness of the objection to the defect. German conflict-of-law rules are not applicable. (7) Exchange, return: Irrespective of the Customer’s statutory rights, delivered goods may be exchanged or returned only on a case-by-case basis pursuant to Note: special agreement between Neuland and the Customer, which must be made The European Commission has a platform for out-of-court online dispute prior to returning the goods. resolution (OS platform), available at www.ec.europa.eu/consumers/odr. Our Exchange and return are generally precluded where the goods are no longer in e-mail address can be found in our imprint. We are not obliged or prepared their original packaging, the matter involves a subject of purchase that constitutes to participate in this dispute resolution procedure. a one-off or special production, or the declaration of the desire to exchange or return does not reach Neuland within 14 calendar days following delivery of the goods to the Customer. The costs for shipping returned goods and reshipping replacement goods are Version: May 2019 solely for the account of the Customer. Neuland is not obligated to accept goods that reach it with freight due. (8) Place of jurisdiction: To the extent legally permissible, Fulda is agreed upon as the place of jurisdiction for all disputes under this contract. Unless provided otherwise in the order confirmation, the place of performance is Neuland’s business headquarters.

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