GTC
General Terms and Conditions of Supply of Hans Conzen Kosmetik GmbH, Tangstedt
As at 08/2019
GENERAL - SCOPE
The deliveries and services shall only take place in accordance with the following general terms and conditions of supply. Any terms of the customer that conflict with or deviate from these general terms and conditions of supply shall not be recognised unless they have been expressly recognised by us in writing. These general terms and conditions of supply continue to be valid in the event that we carry out the delivery to the customer without reservation with knowledge of the terms of the customer that conflict with or deviate from these general terms and conditions of supply.
These general terms and conditions of supply are also applicable for all future transactions with the customer.
These general terms and conditions of supply only apply to entrepreneurs within the meaning of Section 310 (1) Civil Code.
OFFER - CONCLUSION OF CONTRACT
Our offers are non-binding. Each order only becomes binding after a declaration of acceptance has been provided by us and exclusively in accordance with its content.
PRICES - PAYMENT TERMS
Customers in Germany, Austria, the Benelux countries and France: Unless otherwise stated in an order confirmation or a contract, we will charge proportionate delivery rates in accordance with the GLYNT price list for an invoice value of under EUR 150.00 excluding VAT. If the invoice value is greater than this, delivery will be free of charge. For countries not mentioned above, delivery will be “ex works”.
In the event of payment on delivery, the customer is obliged to pay the cash on delivery fee which is incurred without any deductions, regardless of the value of the goods.
The statutory value added tax is not included in our prices. It is added and declared separately in the respective statutory amount on the invoice date.
Unless otherwise agreed in the order confirmation, the net purchase price (without any deductions) is payable within 30 days of the invoice date. In the event of payment within 10 days of the invoice date, we grant 2% discount. If the customer pays by direct debit or by automatic debit transfer, we grant 3% discount. Discount is only granted in the event we have no other payables due from the customer at the point in time of the payment.
The customer shall only have rights of set-off if its counterclaims are established as being legally valid, are undisputed or are recognised by us. The same applies to the exercise of a right of retention. Otherwise, the customer shall only be entitled to exercise a right of retention insofar as a counterclaim is based on the same contractual relationship. Any granting of discounts takes place after a separate agreement has been concluded between us and the customer which refers to the respective current calendar year and a new agreement needs to be concluded each year.
DELIVERY LEAD TIME
The start of the delivery lead time specified by us in the order confirmation requires the binding clarification of all technical questions.
Cases of force majeure, in particular operational disruptions, delays in the supply of key raw materials, auxiliaries and operating materials, strike and lockout, suspend the contractual obligations of the parties for the duration of the disturbance and in the scope of their effect. If the force majeure becomes a final, permanent and irreparable hindrance to performance, both parties are entitled to withdraw from the contract. Such a final, permanent and irreparable hindrance to performance is generally the presence of force majeure for a period of six weeks.
Compliance with our delivery obligations requires prompt and proper fulfilment of the customer’s contractual obligations.
If the customer is in default in acceptance or culpably breaches other cooperation obligations, we ae entitled to claim for the respective damage incurred, including any additional expenses. In this case, the risk of accidental loss or accidental deterioration of the delivery object is transferred to the customer at the point in time at which it enters into default of acceptance.
We shall be entitled to make partial deliveries to a reasonable extent. The customer may only refuse to accept partial deliveries if it justifiably has no interest in a partial delivery.
TRANSFER OF RISK
Unless otherwise agreed in the order confirmation, the delivery is free of charge. If the customer wishes, the deliveries can be covered by transportation insurance. The customer shall bear the costs incurred in connection with this.
RETENTION OF TITLE
The delivery of goods takes place subject to retention of title until payment in full of all payables existing at the point in time of the delivery and arising in the future from the business relationship. This also includes all secondary claims, such as exchange costs, financial charges, interest.
The customer undertakes to handle the delivery object with care; in particular, it undertakes to sufficiently insure the delivery object at the nominal value against fire, water and theft damages at its own expense.
The customer may neither pledge the delivery object nor collateralise it. Seizures or other third-party interventions must be reported to us without undue delay in writing by the customer and all information and documents required for the protection of our rights must be provided to us. The enforcement officer and/or a third party is to be referred to our ownership. The customer bears all the costs that must be incurred to remove the access and replace the delivery object insofar as they cannot be collected by third parties.
The customer is entitled to sell on the delivery product in the ordinary course of business; it transfers its claims, which arise from the further sale to its buyer or third parties, in the amount of the invoice end amount (including value added tax) to the supplier now. The customer also remains entitled to collect these claims after the assignment. This does not affect our authority to collect the claims ourselves. However, we undertake to refrain from collecting the claims provided that the customer meets its payment obligations, does not enter into payment default and, in particular, no application to enter insolvency proceedings is made and there is no suspension of payments. However, should the customer fail to meet its payment obligations arising from the revenue received, enter into payment default, should an application be made to enter insolvency proceedings or should there be suspension of payments, we may require that the customer informs us of the assigned claims and their debtors, provides all the information necessary for collection, provides the corresponding documents and informs the debtors of the assignment.
LIABILITY FOR DEFECTS
All liability for defects requires that the customer has properly met its commercial investigation and notification duty pursuant to Section 377 Commercial Code.
Insofar as there are any defects in the delivery object, we are obliged to remedy the defect or supply a new delivery object at our discretion. In the event the defect is remedied, we are obliged to bear all the costs necessary for the purpose of remedying the defect, in particular transport, road, work and material costs, insofar as these costs are not increased by the delivery object having been transferred to a location other than the delivery location.
Insofar as the remedying of the defect and/or the supply of a new delivery object fails, the customer shall be entitled to withdraw from the contract at their discretion.
Generally, at least two requests to remedy the defect are reasonable for the customer.
Withdrawal is excluded for insignificant breaches of obligations. A reduction in purchase price is excluded.
The liability for defects does not extend to damages caused by: actions of third parties, improper use or other fault of the customer or a third party, loss, accidents, lightning strike, water, fire or other circumstances outside our control after the transfer of risk.
If we are liable according to Section 8 of these terms, the defect claims of the customer become time-barred in accordance with the statutory provisions. Furthermore, defect claims become time-barred in accordance with the statutory provisions if the defect can be required in a right in rem of a third party due to its surrender or exists in another right which is entered in the land register or with a built structure or with an object which has been used at a built structure according to its standard type of use and which has caused the defectiveness. Otherwise, defect claims become time-barred after 1 year.
The limitation period for defect claims starts on delivery of the delivery object.
OTHER LIABILITY
We shall be liable in full for our own intent and our own gross negligence and intent, as well as gross negligence of vicarious agents. Further, we shall be liable in full for the failure to comply with guarantees, in the event of the transfer of a procurement risk, in the event of culpable injury to life, limb and health and within the framework of liability pursuant to the Product Liability Act.
In each event of a culpable breach of significant contractual duties, i.e. obligations on the fulfilment of which the customer justifiably relies and on which it may rely for the fulfilment of the purpose of the contract, we shall be liable on the merits. With regard to the amount, our liability is limited according to this section to compensation for typically foreseeable damage.
Further liability on our part is expressly excluded.
Insofar as our liability is excluded or limited, this also applies to the liability of our staff, employees, personnel, representatives and vicarious agents.
FURTHER SALE
Our hair and body care products intended for further sale or independent use by a hairdressing salon (“salon-exclusive sale items”) or exclusively intended for commercial use by the hairdressing salon (“salon items”) are only issued to hairdressing salons or to wholesalers that only supply hairdressing salons with these items.
General Terms and Conditions of Supply of Hans Conzen Kosmetik GmbH, Tangstedt As of 08/2019
GENERAL - SCOPE
The deliveries and services shall only take place in accordance with the following general terms and conditions of supply. Any terms of the customer that conflict with or deviate from these general terms and conditions of supply shall not be recognised unless they have been expressly recognised by us in writing. These general terms and conditions of supply continue to be valid in the event that we carry out the delivery to the customer without reservation with knowledge of the terms of the customer that conflict with or deviate from these general terms and conditions of supply.
These general terms and conditions of supply are also applicable for all future transactions with the customer.
These general terms and conditions of supply only apply to entrepreneurs within the meaning of Section 310 (1) Civil Code.
OFFER - CONCLUSION OF CONTRACT
Our offers are non-binding. Each order only becomes binding after a declaration of acceptance has been provided by us and exclusively in accordance with its content.
PRICES - PAYMENT TERMS
Customers in Germany, Austria, the Benelux countries and France: Unless otherwise stated in an order confirmation or a contract, we will charge proportionate delivery rates in accordance with the GLYNT price list for an invoice value of under EUR 150.00 excluding VAT. If the invoice value is greater than this, delivery will be free of charge. For countries not mentioned above, delivery will be “ex works”.
In the event of payment on delivery, the customer is obliged to pay the cash on delivery fee which is incurred without any deductions, regardless of the value of the goods.
The statutory value added tax is not included in our prices. It is added and declared separately in the respective statutory amount on the invoice date.
Unless otherwise agreed in the order confirmation, the net purchase price (without any deductions) is payable within 30 days of the invoice date. In the event of payment within 10 days of the invoice date, we grant 2% discount. If the customer pays by direct debit or by automatic debit transfer, we grant 3% discount. Discount is only granted in the event we have no other payables due from the customer at the point in time of the payment.
The customer shall only have rights of set-off if its counterclaims are established as being legally valid, are undisputed or are recognised by us. The same applies to the exercise of a right of retention. Otherwise, the customer shall only be entitled to exercise a right of retention insofar as a counterclaim is based on the same contractual relationship. Any granting of discounts takes place after a separate agreement has been concluded between us and the customer which refers to the respective current calendar year and a new agreement needs to be concluded each year.
DELIVERY LEAD TIME
The start of the delivery lead time specified by us in the order confirmation requires the binding clarification of all technical questions.
Cases of force majeure, in particular operational disruptions, delays in the supply of key raw materials, auxiliaries and operating materials, strike and lockout, suspend the contractual obligations of the parties for the duration of the disturbance and in the scope of their effect. If the force majeure becomes a final, permanent and irreparable hindrance to performance, both parties are entitled to withdraw from the contract. Such a final, permanent and irreparable hindrance to performance is generally the presence of force majeure for a period of six weeks.
Compliance with our delivery obligations requires prompt and proper fulfilment of the customer’s contractual obligations.
If the customer is in default in acceptance or culpably breaches other cooperation obligations, we ae entitled to claim for the respective damage incurred, including any additional expenses. In this case, the risk of accidental loss or accidental deterioration of the delivery object is transferred to the customer at the point in time at which it enters into default of acceptance.
We shall be entitled to make partial deliveries to a reasonable extent. The customer may only refuse to accept partial deliveries if it justifiably has no interest in a partial delivery.
TRANSFER OF RISK
Unless otherwise agreed in the order confirmation, the delivery is free of charge. If the customer wishes, the deliveries can be covered by transportation insurance. The customer shall bear the costs incurred in connection with this.
RETENTION OF TITLE
The delivery of goods takes place subject to retention of title until payment in full of all payables existing at the point in time of the delivery and arising in the future from the business relationship. This also includes all secondary claims, such as exchange costs, financial charges, interest.
The customer undertakes to handle the delivery object with care; in particular, it undertakes to sufficiently insure the delivery object at the nominal value against fire, water and theft damages at its own expense.
The customer may neither pledge the delivery object nor collateralise it. Seizures or other third-party interventions must be reported to us without undue delay in writing by the customer and all information and documents required for the protection of our rights must be provided to us. The enforcement officer and/or a third party is to be referred to our ownership. The customer bears all the costs that must be incurred to remove the access and replace the delivery object insofar as they cannot be collected by third parties.
The customer is entitled to sell on the delivery product in the ordinary course of business; it transfers its claims, which arise from the further sale to its buyer or third parties, in the amount of the invoice end amount (including value added tax) to the supplier now. The customer also remains entitled to collect these claims after the assignment. This does not affect our authority to collect the claims ourselves. However, we undertake to refrain from collecting the claims provided that the customer meets its payment obligations, does not enter into payment default and, in particular, no application to enter insolvency proceedings is made and there is no suspension of payments. However, should the customer fail to meet its payment obligations arising from the revenue received, enter into payment default, should an application be made to enter insolvency proceedings or should there be suspension of payments, we may require that the customer informs us of the assigned claims and their debtors, provides all the information necessary for collection, provides the corresponding documents and informs the debtors of the assignment.
LIABILITY FOR DEFECTS
All liability for defects requires that the customer has properly met its commercial investigation and notification duty pursuant to Section 377 Commercial Code.
Insofar as there are any defects in the delivery object, we are obliged to remedy the defect or supply a new delivery object at our discretion. In the event the defect is remedied, we are obliged to bear all the costs necessary for the purpose of remedying the defect, in particular transport, road, work and material costs, insofar as these costs are not increased by the delivery object having been transferred to a location other than the delivery location.
Insofar as the remedying of the defect and/or the supply of a new delivery object fails, the customer shall be entitled to withdraw from the contract at their discretion.
Generally, at least two requests to remedy the defect are reasonable for the customer.
Withdrawal is excluded for insignificant breaches of obligations. A reduction in purchase price is excluded.
The liability for defects does not extend to damages caused by: actions of third parties, improper use or other fault of the customer or a third party, loss, accidents, lightning strike, water, fire or other circumstances outside our control after the transfer of risk.
If we are liable according to Section 8 of these terms, the defect claims of the customer become time-barred in accordance with the statutory provisions. Furthermore, defect claims become time-barred in accordance with the statutory provisions if the defect can be required in a right in rem of a third party due to its surrender or exists in another right which is entered in the land register or with a built structure or with an object which has been used at a built structure according to its standard type of use and which has caused the defectiveness. Otherwise, defect claims become time-barred after 1 year.
The limitation period for defect claims starts on delivery of the delivery object.
OTHER LIABILITY
We shall be liable in full for our own intent and our own gross negligence and intent, as well as gross negligence of vicarious agents. Further, we shall be liable in full for the failure to comply with guarantees, in the event of the transfer of a procurement risk, in the event of culpable injury to life, limb and health and within the framework of liability pursuant to the Product Liability Act.
In each event of a culpable breach of significant contractual duties, i.e. obligations on the fulfilment of which the customer justifiably relies and on which it may rely for the fulfilment of the purpose of the contract, we shall be liable on the merits. With regard to the amount, our liability is limited according to this section to compensation for typically foreseeable damage.
Further liability on our part is expressly excluded.
Insofar as our liability is excluded or limited, this also applies to the liability of our staff, employees, personnel, representatives and vicarious agents.
FURTHER SALE
Our hair and body care products intended for further sale or
independent use by a hairdressing salon (“salon-exclusive sale items”) or exclusively intended for commercial use by the hairdressing salon (“salon items”) are only issued to hairdressing salons or to wholesalers that only supply hairdressing salons with these items.
Wholesalers are expressly prohibited from issuing the abovementioned items to buyers that are not hairdressing salons. Salon-exclusive sale items may only be issued by hairdressing salons in quantities that are standard for retail purposes and only to private end users. Salon items may not be issued to private end users but are exclusively intended for use in the hairdressing salon. Wholesalers undertake to require their buyers to comply with the above regulations.
Salon-exclusive sale items may only be issued in the purchasing hairdressing salon itself or via a home page of the respective purchasing hairdressing salon and/or the respective salon organisation (chain store) to final consumers. The home page must be clearly identifiable as the home page of a hairdressing salon. The home page may not bear the name or logo of a third party, in particular an internet retail platform. Sales via the home pages of third parties or internet retail platforms (e.g. eBay, Amazon, Yatego) are expressly prohibited.
OBTAINING CREDIT CHECKS
When contracts are concluded and in certain cases in which there is a legitimate interest, we regularly check the creditworthiness of customers, including existing customers. For this purpose we work with Creditreform Boniversum GmbH, Hellersbergstr. 11, 41460 Neuss. For this purpose we pass on your name and your contact details to Creditreform Boniversum GmbH. Creditreform Boniversum GmbH’s privacy policy can be viewed at www.boniversum.de/EU-DSGVO.
PLACE OF JURISDICTION - PLACE OF FULFILMENT - PARTIAL INVALIDITY
The place of jurisdiction shall be our place of business. However, we are also entitled to bring a claim against the customer at its place of business.
The laws of the Federal Republic of Germany apply exclusively to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods (CISG).
The place of fulfilment shall be our place of business.
Should individual provisions of these general terms and conditions of supply or a provision within the framework of other agreements be or become invalid in ful or in part, this shall not affect the validity of all other provisions or agreements.