We are very pleased about your interest in our company. Data protection is of particularly high importance for the management of Amiprox GmbH. The use of the websites of Amiprox GmbH is generally possible without any indication of personal data. However, if a data subject wishes to use special services via our website, the processing of personal data may become necessary. If the processing of personal data is required and there is no legal basis for such processing, we generally obtain the consent of the data subject.

The processing of personal data – such as the name, address, email address or telephone number of a data subject – is always carried out in accordance with the General Data Protection Regulation (GDPR) and in compliance with the country-specific data protection regulations applicable to Amiprox GmbH. With this privacy policy, our company aims to inform the public about the nature, scope, and purpose of the personal data we collect, use, and process. Furthermore, this privacy policy also informs data subjects about the rights they are entitled to.

Amiprox GmbH, as the data controller, has implemented numerous technical and organizational measures to ensure the most complete protection possible for personal data processed through this website. However, internet-based data transmissions can generally have security gaps, so absolute protection cannot be guaranteed. For this reason, every data subject is free to transmit personal data to us by alternative means, for example, by telephone.

 

1. Definitions

This privacy policy of Amiprox GmbH is based on the terms used by the European legislator when adopting the General Data Protection Regulation (GDPR). Our goal is to make this privacy policy easy to read and understand for both the general public and our customers and business partners. To ensure this, we would like to first explain the terminology used.

In this privacy policy, we use, among others, the following terms:

(1) Personal data

Personal data means any information relating to an identified or identifiable natural person (hereinafter referred to as the “data subject”). An identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person.

(2) Data subject

A data subject is any identified or identifiable natural person whose personal data is processed by the data controller.

(3) Processing

Processing means any operation or set of operations which is performed on personal data or on sets of personal data, whether or not by automated means. This includes collection, recording, organisation, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure or destruction.

(4) Restriction of processing

Restriction of processing means the marking of stored personal data with the aim of limiting their future processing.

(5) Profiling

Profiling means any form of automated processing of personal data consisting of the use of personal data to evaluate certain personal aspects relating to a natural person – in particular to analyse or predict aspects concerning that natural person’s performance at work, economic situation, health, personal preferences, interests, reliability, behaviour, location or movements.

(6) Pseudonymisation

Pseudonymisation means the processing of personal data in such a manner that the personal data can no longer be attributed to a specific data subject without the use of additional information – provided that such additional information is kept separately and is subject to technical and organisational measures to ensure that the personal data are not attributed to an identified or identifiable natural person.

(7) Controller or data controller

Controller or data controller means the natural or legal person, public authority, agency or other body which, alone or jointly with others, determines the purposes and means of the processing of personal data. Where the purposes and means of such processing are determined by Union or Member State law, the controller or the specific criteria for its nomination may be provided for by Union or Member State law.

(8) Processor

Processor means a natural or legal person, public authority, agency or other body which processes personal data on behalf of the controller.

(9) Recipient

Recipient means a natural or legal person, public authority, agency or another body, to whom personal data are disclosed, whether a third party or not. However, public authorities which may receive personal data in the framework of a particular inquiry in accordance with Union or Member State law shall not be regarded as recipients.

(10) Third party

Third party means a natural or legal person, public authority, agency or body other than the data subject, controller, processor, and persons who, under the direct authority of the controller or processor, are authorised to process personal data.

(11) Consent

Consent means any freely given, specific, informed and unambiguous indication of the data subject’s wishes by which they, by a statement or by a clear affirmative action, signify agreement to the processing of personal data relating to them.

 

2. Name and address of the controller

The controller within the meaning of the General Data Protection Regulation, other data protection laws applicable in the Member States of the European Union, and other provisions related to data protection is:

Amiprox GmbH
Stiegstück 34
22339 Hamburg

Germany

Phone: +49.40.3346813.100
Email: info@amiprox.com
Website: www.amiprox.com

 

3. Collection of general data and information

The website of Amiprox GmbH collects a series of general data and information every time a data subject or an automated system accesses the website. These general data and information are stored in the server’s log files.

The following information may be collected:

(1) the browser types and versions used,

(2) the operating system used by the accessing system,

(3) the website from which an accessing system reaches our website (so-called referrer),

(4) the subpages accessed on our website by an accessing system,

(5) the date and time of access to the website,

(6) an Internet Protocol address (IP address),

(7) the Internet service provider of the accessing system, and

(8) other similar data and information that serve to protect our information technology systems from attacks.

When using these general data and information, Amiprox GmbH does not draw any conclusions about the data subject. Rather, this information is needed to:

(1) deliver the content of our website correctly,

(2) optimize the content of our website and its advertising,

(3) ensure the long-term functionality of our information technology systems and the technology of our website, and

(4) provide law enforcement authorities with the information necessary for prosecution in the event of a cyberattack.

Therefore, Amiprox GmbH evaluates these anonymously collected data and information statistically and also with the aim of increasing data protection and data security within our company, in order to ensure an optimal level of protection for the personal data we process. The anonymous data of the server log files are stored separately from any personal data provided by a data subject.

 

4. Routine erasure and blocking of personal data

The controller processes and stores personal data of the data subject only for the period necessary to achieve the purpose of storage or as far as this is granted by the European legislator or other legislators in laws or regulations to which the controller is subject.

If the storage purpose is no longer applicable or if a storage period prescribed by the European legislator or another relevant legislator expires, the personal data will be routinely blocked or erased in accordance with legal requirements.

 

5. Rights of the data subject

(1) Right to confirmation

Every data subject has the right granted by the European legislator to obtain confirmation from the controller as to whether personal data concerning them are being processed. If a data subject wishes to exercise this right of confirmation, they may contact a member of the controller’s staff at any time.

(2) Right of access

Every data subject affected by the processing of personal data has the right, granted by the European legislator, to obtain from the controller free information about the personal data stored about them and a copy of this information at any time.
Furthermore, the European legislator has granted the data subject the right to obtain the following information:

• the purposes of the processing;
• the categories of personal data being processed;
• the recipients or categories of recipients to whom the personal data have been or will be disclosed, in particular recipients in third countries or international organisations;
• where possible, the envisaged period for which the personal data will be stored or if not possible, the criteria used to determine that period;
• the existence of the right to request from the controller rectification or erasure of personal data or restriction of processing of personal data concerning the data subject or to object to such processing;
• the existence of the right to lodge a complaint with a supervisory authority;
• where the personal data are not collected from the data subject, any available information as to their source;
• the existence of automated decision-making, including profiling, referred to in Article 22(1) and (4) of the GDPR and – at least in those cases – meaningful information about the logic involved, as well as the significance and envisaged consequences of such processing for the data subject.

Furthermore, the data subject has the right to be informed whether personal data are transferred to a third country or to an international organisation. Where this is the case, the data subject shall also have the right to be informed of the appropriate safeguards relating to the transfer. If a data subject wishes to exercise this right of access, they may contact a member of the controller’s staff at any time.

(3) Right to rectification

Every data subject has the right, granted by the European legislator, to request the immediate rectification of inaccurate personal data concerning them. Furthermore, taking into account the purposes of the processing, the data subject has the right to request the completion of incomplete personal data – including by means of a supplementary statement.

If a data subject wishes to exercise this right to rectification, they may contact a member of the controller’s staff at any time.

(4) Right to erasure (Right to be forgotten)

Every data subject has the right, granted by the European legislator, to obtain from the controller the erasure of personal data concerning them without undue delay, where one of the following grounds applies and to the extent that the processing is not necessary:

• The personal data are no longer necessary in relation to the purposes for which they were collected or otherwise processed.
• The data subject withdraws consent on which the processing is based according to Article 6(1)(a) GDPR or Article 9(2)(a) GDPR, and there is no other legal ground for the processing.
• The data subject objects to the processing pursuant to Article 21(1) GDPR and there are no overriding legitimate grounds for the processing or the data subject objects to the processing pursuant to Article 21(2) GDPR.
• The personal data have been unlawfully processed.
• The erasure of the personal data is required for compliance with a legal obligation under Union or Member State law to which the controller is subject.
• The personal data have been collected in relation to the offer of information society services referred to in Article 8(1) GDPR.

If one of the above reasons applies and a data subject wishes to request the erasure of personal data stored by Amiprox GmbH, they may contact a member of the controller’s staff at any time. The staff member of Leich and Amiprox Mehl GmbH shall promptly ensure that the erasure request is complied with immediately.

If Amiprox GmbH has made the personal data public and is obligated as a controller pursuant to Article 17(1) GDPR to erase the personal data, Amiprox GmbH shall, taking account of available technology and the cost of implementation, take reasonable steps, including technical measures, to inform other controllers processing the published personal data that the data subject has requested the erasure by such controllers of any links to or copies or replications of, those personal data, insofar as processing is not required. A staff member of Amiprox GmbH will take the necessary action in the individual case.

(5) Right to restriction of processing

Every data subject has the right, granted by the European legislator, to obtain from the controller restriction of processing where one of the following conditions applies:

• The accuracy of the personal data is contested by the data subject, for a period enabling the controller to verify the accuracy of the personal data.
• The processing is unlawful, and the data subject opposes the erasure of the personal data and requests the restriction of their use instead.
• The controller no longer needs the personal data for the purposes of the processing, but the data subject requires them for the establishment, exercise or defence of legal claims.
• The data subject has objected to processing pursuant to Article 21(1) GDPR and it has not yet been determined whether the legitimate grounds of the controller override those of the data subject.

If one of the above conditions is met and a data subject wishes to request the restriction of personal data stored by Amiprox GmbH, they may contact a member of the controller’s staff at any time. The staff member of Amiprox GmbH will arrange for the restriction of processing.

(6) Right to data portability

Every data subject has the right, granted by the European legislator, to receive the personal data concerning them, which they have provided to a controller, in a structured, commonly used, and machine-readable format. They also have the right to transmit those data to another controller without hindrance from the controller to which the personal data have been provided, where the processing is based on consent pursuant to Article 6(1)(a) GDPR or Article 9(2)(a) GDPR or on a contract pursuant to Article 6(1)(b) GDPR, and the processing is carried out by automated means – provided that the processing is not necessary for the performance of a task carried out in the public interest or in the exercise of official authority vested in the controller.

Furthermore, in exercising their right to data portability under Article 20(1) GDPR, the data subject has the right to have personal data transmitted directly from one controller to another, where technically feasible and provided that the rights and freedoms of others are not adversely affected. To assert the right to data portability, the data subject may contact a member of the staff at Amiprox GmbH at any time.

(7) Right to object

Every data subject has the right, granted by the European legislator, to object at any time, on grounds relating to their particular situation, to the processing of personal data concerning them which is based on Article 6(1)(e) or (f) GDPR. This also applies to profiling based on those provisions.

Amiprox GmbH will no longer process the personal data in the event of an objection, unless we can demonstrate compelling legitimate grounds for the processing which override the interests, rights, and freedoms of the data subject or the processing serves the establishment, exercise or defence of legal claims.

If Amiprox GmbH processes personal data for direct marketing purposes, the data subject has the right to object at any time to the processing of personal data concerning them for such marketing. This also applies to profiling, insofar as it is related to such direct marketing.

If the data subject objects to processing for direct marketing purposes, Amiprox GmbH will no longer process the personal data for these purposes.

The data subject also has the right, on grounds relating to their particular situation, to object to the processing of personal data concerning them by Amiprox GmbH for scientific or historical research purposes or for statistical purposes pursuant to Article 89(1) GDPR, unless such processing is necessary for the performance of a task carried out for reasons of public interest.

To exercise the right to object, the data subject may directly contact any employee of Amiprox GmbH or another staff member. The data subject is also free, in the context of the use of information society services, and notwithstanding Directive 2002/58/EC, to exercise their right to object by automated means using technical specifications.

• Automated individual decision-making, including profiling

Every data subject has the right, granted by the European legislator, not to be subject to a decision based solely on automated processing – including profiling – which produces legal effects concerning them or similarly significantly affects them, unless the decision:

• is necessary for entering into or the performance of, a contract between the data subject and the controller; or
• is authorised by Union or Member State law to which the controller is subject and which also lays down suitable measures to safeguard the data subject’s rights and freedoms and legitimate interests; or
• is based on the data subject’s explicit consent.

If the decision:

• is necessary for entering into or the performance of, a contract between the data subject and the controller or
• is based on the data subject’s explicit consent,

Amiprox GmbH shall implement suitable measures to safeguard the data subject’s rights and freedoms and legitimate interests. These include, at a minimum, the right to obtain human intervention on the part of the controller, to express their point of view, and to contest the decision.

If the data subject wishes to assert rights concerning automated decisions, they may contact a member of the controller’s staff at any time.

• Right to withdraw consent under data protection law

Every data subject has the right, granted by the European legislator, to withdraw consent to the processing of personal data at any time.

If the data subject wishes to exercise their right to withdraw consent, they may contact a member of the controller’s staff at any time.

 

6. Data protection in applications and the application process

The controller collects and processes the personal data of applicants for the purpose of handling the application process. Processing may also take place electronically. This is particularly the case if an applicant submits relevant application documents to the controller by electronic means, for example by email or via a web form on the website.

If the controller concludes an employment contract with an applicant, the submitted data will be stored for the purpose of processing the employment relationship in compliance with legal requirements. If no employment contract is concluded with the applicant, the application documents will be automatically deleted two months after the notification of the rejection decision, provided that no other legitimate interests of the controller prevent deletion. Another legitimate interest in this context could be, for example, the need to provide evidence in proceedings under the General Equal Treatment Act (AGG).

 

7. Legal basis for processing

Article 6(1)(a) of the GDPR serves as the legal basis for our company for processing operations in which we obtain consent for a specific processing purpose.

If the processing of personal data is necessary for the performance of a contract to which the data subject is party, such as when processing operations are required for the delivery of goods or the provision of any other service, the processing is based on Article 6(1)(b) GDPR. The same applies to processing operations necessary for carrying out pre-contractual measures, for example in cases of inquiries about our products or services.

If our company is subject to a legal obligation that requires the processing of personal data, such as to comply with tax obligations, the processing is based on Article 6(1)(c) GDPR.

In rare cases, the processing of personal data may be necessary to protect the vital interests of the data subject or another natural person. This would be the case, for example, if a visitor were injured on our premises and their name, age, health insurance data or other vital information had to be passed on to a doctor, hospital or other third party. In that case, the processing would be based on Article 6(1)(d) GDPR.

Ultimately, processing operations could be based on Article 6(1)(f) GDPR. This legal basis is used for processing operations not covered by any of the aforementioned legal grounds, where the processing is necessary for the purposes of the legitimate interests pursued by our company or by a third party, except where such interests are overridden by the interests or fundamental rights and freedoms of the data subject. Such processing operations are particularly permissible because they have been specifically mentioned by the European legislator. In this regard, the legislator considered that a legitimate interest could be assumed if the data subject is a customer of the controller (Recital 47, sentence 2 GDPR).

 

8. Legitimate interests in processing pursued by the controller or a third party

Where the processing of personal data is based on Article 6(1)(f) GDPR, our legitimate interest is the conduct of our business activities for the benefit of the well-being of all our employees and shareholders.

 

9. Duration for which the personal data will be stored

The criterion for determining the storage duration of personal data is the respective statutory retention period. After the expiration of that period, the corresponding data are routinely deleted, provided they are no longer required for the fulfillment of a contract or the initiation of a contract.

 

10. Legal or contractual requirements to provide personal data; necessity for entering into a contract; obligation of the data subject to provide personal data; possible consequences of failure to provide such data

We inform you that the provision of personal data is partly required by law (e.g., tax regulations) or can also result from contractual provisions (e.g., details about the contractual partner). It may sometimes be necessary, for the conclusion of a contract, that a data subject provides us with personal data, which must subsequently be processed by us. For example, the data subject is obliged to provide us with personal data when our company enters into a contract with them. Failure to provide the personal data would mean that the contract with the data subject could not be concluded.

Before providing personal data, the data subject must contact a member of our staff. The staff member will explain to the data subject, on a case-by-case basis, whether the provision of personal data is legally or contractually required, whether there is an obligation to provide the personal data, and the consequences of not providing the personal data.

 

11. Existence of automated decision-making

As a responsible company, we do not use automated decision-making or profiling.

 

Cookies Policy – separate field next to imprint and privacy

Please add the following text for the cookies policy:

 

Cookies Policy

This Cookies Policy explains what Cookies are and how we use them. You should read this policy so you can understand what type of cookies we use or the information we collect using Cookies and how that information is used.

Cookies do not typically contain any information that personally identifies a user, but personal information that we store about You may be linked to the information stored in and obtained from Cookies. For further information on how We use, store and keep your personal data secure, see our Privacy Policy.

We do not store sensitive personal information, such as mailing addresses, account passwords, etc. in the Cookies we use.

 

1. Interpretation and definitions

• Interpretation

The words whose initial letters are capitalized have meanings defined under the following conditions. The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.

• Definitions

For the purposes of this Cookies Policy:

• Company (referred to as either “the Company”, “We”, “Us” or “Our” in this Cookies Policy) refers to Amiprox GmbH, Stiegstück 34, 22339 Hamburg.
• Cookies means small files that are placed on your computer, mobile device or any other device by a website, containing details of your browsing history on that website among its many uses.
• Website refers to www.amiprox.com, accessible from com
• You means the individual accessing or using the Website or a company or any legal entity on behalf of which such individual is accessing or using the Website, as applicable.

 

2. The use of the cookies

• Type of cookies we use

Cookies can be “Persistent” or “Session” Cookies. Persistent Cookies remain on your personal computer or mobile device when you go offline, while Session Cookies are deleted as soon as you close your web browser.

We use both session and persistent Cookies for the purposes set out below:

• Necessary / essential cookies

Type: session cookies

Administered by: us

Purpose: These cookies are essential to provide you with services available through the website and to enable you to use some of its features. They help to authenticate users and prevent fraudulent use of user accounts. Without these Cookies, the services that you have asked for cannot be provided, and we only use these Cookies to provide you with those services.

• Functionality cookies

Type: persistent cookies

Administered by: us

Purpose: These cookies allow us to remember choices you make when you use the website, such as remembering your login details or language preference. The purpose of these cookies is to provide you with a more personal experience and to avoid you having to re-enter your preferences every time you use the website.

(2) Your choices regarding cookies

If you prefer to avoid the use of cookies on the website, first you must disable the use of cookies in your browser and then delete the cookies saved in your browser associated with this website. You may use this option for preventing the use of cookies at any time.

If you do not accept our cookies, you may experience some inconvenience in your use of the website and some features may not function properly.

If you’d like to delete cookies or instruct your web browser to delete or refuse cookies, please visit the help pages of your web browser.

• For the Chrome web browser, please visit this page from Google: https://support.google.com/accounts/answer/32050
• For the Internet Explorer web browser, please visit this page from Microsoft: http://support.microsoft.com/kb/278835
• For the Firefox web browser, please visit this page from Mozilla: https://support.mozilla.org/en-US/kb/delete-cookies-remove-info-websites-stored
• For the Safari web browser, please visit this page from Apple: https://support.apple.com/guide/safari/manage-cookies-and-website-data-sfri11471/mac

For any other web browser, please visit your web browser’s official web pages.

(3) More Information about cookies

You can learn more about cookies here: All About Cookies by TermsFeed. This Cookies Policy has been created with the help of TermsFeeds Cookies Policy Generator.

(4) Contact us

If you have any questions about this Cookies Policy, you can contact us by email: info@amiprox.com

Please add the following text in the T&C section:

 

Terms and conditions

General Terms and Conditions (GTC) of Business and Sale of Amiprox GmbH

 

1. Scope of application

(1) These General Terms and Conditions of Sale (GTCS) apply to all our business relationships with our customers (“Buyer”). The General Terms and Conditions of Sale shall only apply if the Buyer is an entrepreneur (Section 14 of the German Civil Code (BGB)), a legal entity under public law or a special fund under public law within the meaning of Section 310 (1) BGB.

(2) Our General Terms and Conditions of Sale shall apply exclusively. Deviating, conflicting or supplementary General Terms and Conditions of the Buyer shall only become part of the contract if and insofar as we have expressly agreed to their validity. This requirement of consent shall also apply if the Buyer refers to its General Terms and Conditions of Business in the context of the order and we have not expressly objected to the General Terms and Conditions of Business.

(3) These General Terms and Conditions of Sale apply to contracts for the sale and/or delivery of our products. It is irrelevant whether we manufacture the goods ourselves or purchase them from suppliers (§§ 433, 650 BGB). Unless otherwise agreed, the General Terms and Conditions of Sale in the version valid at the time of the Buyer’s order or in the version last communicated to him in text form shall also apply as a framework agreement for similar future contracts, without us as the Seller having to refer to them again on a case-by-case basis (note: as a precautionary measure, the General Terms and Conditions of Sale should always be attached to the order confirmation).

(4) Individual agreements made with the Buyer in individual cases (including collateral agreements, supplements and amendments) and information in our order confirmation shall take precedence over these General Terms and Conditions of Sale. Subject to proof to the contrary, the content of such agreements shall be governed by a written contract or our written confirmation.

(5) Legally relevant declarations and notifications by the Buyer with regard to the contract (e.g. notifications of defects, setting of deadlines, withdrawal or reduction) must be made in writing, i.e. in written and text form (e.g. letter, e-mail). Further statutory formal requirements and further evidence (if necessary, in case of doubt about the legitimacy of the declaring party) remain unaffected.

(6) If references are made to the validity of statutory provisions, it should be noted that these are for clarification purposes only. The statutory provisions shall apply – even if no corresponding clarification has been made – to the extent that they are not amended or excluded by the General Terms and Conditions of Sale.

 

2. Offer and conclusion of contract

(1) Our offers are subject to change and non-binding. This shall also apply if we have provided the Buyer with catalogs, technical documentation (e.g. drawings, plans, calculations, calculations, references to DIN standards) and other product descriptions or documents (including in electronic form). We reserve the property rights and copyrights to all documents provided to the Buyer in connection with the placing of the order. These documents may not be made accessible to third parties unless we give the Buyer our express written consent to do so.

(2) The order of the goods by the Buyer is a non-binding contractual offer in accordance with § 145 BGB. In the event that nothing to the contrary results from the order, we shall be entitled to accept this contractual offer within two weeks of its receipt by us.

(3) Acceptance of the contract offer on the part of the Buyer can be declared either in writing (e.g. by an order confirmation) or by delivery of the goods to the Buyer. In the event that we as the Seller do not accept the Buyer’s offer within the period specified in Section 2.2, any documents sent to the Buyer must be returned to us immediately.

 

3. Prices and payment agreements

(1) Unless otherwise agreed in writing in individual cases, our current prices at the time of conclusion of the contract shall apply ex warehouse, plus statutory VAT. The costs of packaging shall be invoiced separately. Unless a fixed price agreement has been made, we reserve the right to make reasonable price changes due to changes in wage, material and distribution costs for deliveries made 3 months or more after conclusion of the contract.

(2) In the context of a sales shipment, the Buyer shall bear the transportation costs ex warehouse and the costs of any transportation insurance requested by the Buyer. In the event that we do not invoice the transportation costs incurred in the individual case, we shall charge a flat-rate transportation fee (excluding transportation insurance) in the amount of […]. Any customs duties, fees, taxes and other public charges shall be borne by the Buyer.

(3) Payment of the purchase price shall be made exclusively to the account specified overleaf. The deduction of a cash discount is only permitted by special written agreement.

(4) Unless otherwise agreed, the purchase price shall be due and payable within fourteen days of invoicing and delivery or acceptance of the goods. However, we are entitled at any time, even in the context of an ongoing business relationship, to make a delivery in whole or in part only against advance payment. We shall declare a corresponding reservation at the latest with the order confirmation.

(5) The Buyer shall be in default if the above payment period expires. During the period of default, interest shall be charged on the purchase price at the applicable statutory default interest rate pursuant to Section 288 (2) BGB (German Civil Code) in the amount of eight percentage points above the respective base interest rate. We reserve the right to claim further damages for default. Our claim against merchants for commercial maturity interest in accordance with § 353 HGB remains unaffected.

(6) If it is foreseeable after conclusion of the contract that our claim to payment of the purchase price is jeopardized due to the Buyer’s inability to pay (e.g. due to an application for the opening of insolvency proceedings), we shall be entitled to refuse performance in accordance with the statutory provisions and, if necessary after setting a deadline, to withdraw from the contract (Section 321 BGB). In the case of contracts for which the manufacture of non-fungible items (custom-made products) is owed, we may declare our withdrawal immediately. The statutory provisions on the dispensability of setting a deadline shall remain unaffected in this respect.

 

4. Rights of retention

The Buyer shall only be entitled to set-off or retention rights in the event that his claim has been legally established or is undisputed and his counterclaim is based on the same contractual relationship. In the event that defects occur within the scope of the delivery, the Buyer’s counter-rights, in particular in accordance with Section 8.6 sentence 2 of these General Terms and Conditions of Sale, shall remain unaffected.

 

5. Delivery period and delay in delivery

(1) The delivery period shall be agreed individually or specified by us upon acceptance of the order. If this is not the case, the delivery period shall be approx. 6 weeks from conclusion of the contract.

(2) In the event that we are unable to meet contractually agreed delivery deadlines for reasons for which we are not responsible, we shall inform the Buyer of this circumstance without delay and at the same time inform the Buyer of the expected or new delivery deadline. If a delayed delivery cannot be made due to non-availability of the service even within the newly announced delivery period, we are entitled to withdraw from the contract in whole or in part; we must immediately reimburse any consideration already provided by the buyer (in the form of the purchase price payment). The non-availability of the service is given, for example, if our supplier has not delivered to us on time, if we have concluded a congruent hedging transaction, if there are other disruptions in the supply chain (e.g. due to force majeure) or if we are not obliged to procure in individual cases.

(3) Whether we as the seller are in default of delivery shall be determined in accordance with the statutory provisions. However, the prerequisite for a delay in delivery by us as the seller is a reminder from the buyer. In the event that there is a delay in delivery, the buyer may claim lump-sum compensation for the damage caused by the delay. The liquidated damages shall amount to 0.5% of the net price (delivery value) for each completed calendar week of delay but shall not exceed a total of 5% of the delivery value of the goods delivered late. We reserve the right to prove that the Buyer has suffered no damage or only less damage than the above lump sum.

(4) The rights of the Buyer pursuant to Section 9 of these General Terms and Conditions of Sale and our statutory rights, in particular in the event of an exclusion of the obligation to perform (e.g. due to impossibility or unreasonableness of performance and/or subsequent performance), shall remain unaffected.

 

6. Delivery, transfer of risk, acceptance, default of acceptance

(1) Delivery shall be ex warehouse. The warehouse is also the place of performance for the delivery and the place for any subsequent performance. In the event that the buyer wishes to have the goods sent to a different destination (sale to destination), he shall bear the costs of shipment. In the event that nothing has been contractually agreed, we may determine the type of shipment (packaging, shipping route, transport company) ourselves.

(2) The risk of accidental loss and accidental deterioration shall pass to the Buyer when the goods are handed over to the Buyer. In the case of a sale involving the carriage of goods, the risk of accidental loss of the goods, accidental deterioration of the goods and the risk of delay shall pass to the Buyer upon delivery of the goods to the forwarding agent or carrier. In the event that acceptance of the goods is contractually agreed, this shall be decisive for the transfer of risk. Further statutory provisions of the law on contracts for work and services shall remain unaffected. If the buyer is in default of acceptance, this shall be deemed equivalent to handover or acceptance of the goods.

(3) In the event that the Buyer is in default of acceptance or our delivery is delayed for other reasons for which the Buyer is responsible, we shall be entitled to claim compensation from the Buyer for the damage incurred, including additional expenses (e.g. storage costs). If this is the case, we shall charge the Buyer a lump-sum compensation of EUR 100 per calendar day (beginning with the delivery period or, if no delivery period is specified, with the notification that the goods are ready for dispatch). Statutory claims on our part (reimbursement of additional expenses, reasonable compensation, termination) and proof of higher damages shall remain unaffected.

(4) Proof of higher damages and our statutory claims (in particular reimbursement of additional expenses, reasonable compensation, termination) shall remain unaffected; however, the lump sum shall be offset against further monetary claims. However, the Buyer reserves the right to prove that we have suffered no loss at all or only a significantly lower loss than the above lump sum.

 

7. Retention of title

(1) We reserve title to the delivered goods until full payment of all our present and future claims arising from the purchase contract and an ongoing business relationship (secured claims).

(2) The goods subject to retention of title may not be pledged to third parties or assigned as security until the secured claims have been paid in full. The Buyer shall notify us immediately in writing in the event that an application is made to open insolvency proceedings or if third parties seize the goods belonging to us (e.g. by way of attachment). If the third party is not in a position to reimburse us for the judicial and extrajudicial costs of an action pursuant to § 771 ZPO, the Buyer shall be liable for the loss incurred by us.

(3) In the event of a breach of contract by the Buyer, in particular in the event of non-payment of the purchase price due, we shall be entitled to withdraw from the contract in accordance with the statutory provisions and/or to demand the return of the goods on the basis of the retention of title. The demand for return does not at the same time include a declaration of withdrawal; rather, we are entitled to demand only the return of the goods and reserve the right to withdraw from the contract. In the event that the buyer does not pay the purchase price due, we must have set the buyer a reasonable deadline for payment without success before asserting these rights. This shall only apply if such a deadline is not dispensable under the statutory provisions.

(4) Until revoked in accordance with clause 7.4.c, the Buyer is authorized to resell and/or process the goods subject to retention of title in the ordinary course of business. In this case, the following provisions shall apply in addition:

• The products of our goods created by combining, mixing or processing are subject to retention of title at their full value, whereby we are deemed to be the manufacturer. In the event that the ownership rights of third parties continue to exist in the event of combination, mixing or processing with the goods of third parties, we shall acquire co-ownership in proportion to the invoice values of the combined, mixed or processed goods. In all other respects, the same shall apply to the resulting product as to the goods delivered subject to retention of title. The purchaser also assigns to us for security purposes such claims against a third party which accrue to him through the combination of the goods subject to retention of title with a property. In this case, we accept the assignment.
• The Buyer hereby assigns to us for security purposes the claims against third parties arising from the resale of the goods or the product in the amount of the final invoice amount agreed with us (including VAT) in total or in the amount of our possible co-ownership share pursuant to Section 7.4.a. We accept the assignment. We accept the assignment. The Buyer’s obligations set out in clause 7.2 shall also apply with regard to the assigned claims.
• The Buyer shall remain authorized to collect the claim in addition to us. If the Buyer meets his payment obligations to us, there is no deficiency in the Buyer’s ability to pay and we do not assert the retention of title by exercising a right in accordance with Section 7.3, we undertake not to collect the claim. If we assert the exercise of a right pursuant to Section 7.3, we may demand that the Buyer disclose the assigned claims and their debtors and that the Buyer provides all information necessary for collection, hands over the relevant documents and informs the debtors (third parties) of the assignment. Furthermore, we shall be entitled to revoke the Buyer’s authorization to resell and process the goods subject to retention of title.
• If the realizable value of the securities exceeds our claims by more than 10%, we shall release securities of our choice at the Buyer’s request.

(5) The buyer is obliged to treat the purchased item with care as long as ownership has not yet been transferred to him. In particular, he is obliged to insure it adequately at his own expense against theft, fire and water damage at replacement value (note: only permissible for the sale of high-value goods). If maintenance and inspection work has to be carried out, the buyer must carry this out in good time at his own expense.

 

8. Claims for defects of the buyer

(1) The statutory provisions shall apply to the Buyer’s rights in the event of material defects and defects of title (including incorrect and short delivery as well as improper assembly/installation or defective instructions), unless otherwise specified below. This shall not affect the statutory provisions on the sale of consumer goods (Sections 474 et seq. BGB) and the Buyer’s rights arising from separately issued guarantees, in particular from the manufacturer.

(2) Agreements that we have made with buyers regarding the quality and the intended use of the goods (including accessories and instructions) regularly form the basis of our liability for defects under the warranty. A quality agreement includes all product descriptions and manufacturer’s specifications that are the subject of the individual contract or were made public by us (in particular in catalogs or on our Internet homepage) at the time the contract was concluded. In the event that no quality has been agreed, it must be assessed in accordance with the provisions of Section 434 (3) BGB whether a defect exists. Against this background, it should be noted that public statements made by the manufacturer in the context of advertising or on the label of the goods take precedence over statements made by other third parties.

(3) For goods with digital elements or other digital content, please note that we are only obliged to provide and update the digital content if this is expressly stated in a quality agreement in accordance with Section 8.2. We accept no liability for public statements made by the manufacturer or other third parties.

(4) We shall not be liable for defects which the Buyer is aware of or grossly negligently unaware of upon conclusion of the contract in accordance with Section 442 BGB.

(5) Claims for defects by the Buyer shall only exist if the Buyer has complied with its statutory inspection and notification obligations (Sections 377, 381 HGB). If the goods are building materials or other goods intended for installation or other further processing, an inspection must be carried out immediately before processing. We must be notified immediately in writing if a defect is discovered during delivery, inspection or at a later date. Obvious defects must be reported in writing within 3 working days of delivery and non-apparent defects within the same period of time from discovery of the defects. In the event that the buyer fails to fulfill or does not fulfill his obligation to properly inspect and/or report defects, we shall not be liable for the defect that was not reported or not reported on time or not reported properly in accordance with the statutory provisions. If the goods were intended for fitting, mounting or installation, this shall also apply if the defect only became apparent after the corresponding processing as a result of non-compliance with or breach of one of these obligations. In this case, the Buyer shall not be entitled to any claims for compensation for the “installation and removal costs”.

(6) If the delivered goods are defective, we as the seller shall be entitled to choose whether we provide subsequent performance by remedying the defect (subsequent improvement) or by delivering a defect-free item (subsequent delivery). In the event that the type of subsequent performance chosen by us is unreasonable for the buyer in the individual case, he may refuse it. However, we reserve the right to refuse subsequent performance under the statutory conditions. In addition, we are entitled to make the supplementary performance to be provided by us dependent on the Buyer paying the purchase price due. However, the Buyer shall be entitled to retain a reasonable part of the purchase price in proportion to the defect.

(7) The Buyer shall grant us the necessary time and opportunity for the subsequent performance to be rendered. In particular, the Buyer shall hand over to us the item for which he has asserted a defect for inspection purposes. In the event that we make a subsequent delivery of a defect-free item, the buyer must return the defective item to us in accordance with the statutory provisions. However, the buyer is not entitled to a claim for return.

(8) Unless we are contractually obliged to do so, subsequent performance shall not include the dismantling, removal or disassembly of the defective item or the installation, attachment or assembly of a defect-free item. This shall not affect the Buyer’s claims for reimbursement of the “installation and removal costs”.

(9) We shall reimburse the expenses necessary for inspection purposes and for subsequent performance (transport, labor and material costs and, if applicable, removal and installation costs) in accordance with the statutory provisions and these General Terms and Conditions of Sale in the event of a defect. However, we may demand reimbursement from the Buyer for costs incurred due to an unjustified request to remedy a defect in the event that the Buyer knew or could have recognized that there was in fact no defect.

(10) The Buyer shall have the right to remedy the defect himself and to demand reimbursement of the expenses objectively necessary for this purpose if there is an urgent case (e.g. in the event of danger with regard to operational safety or to prevent disproportionate damage). The buyer must inform us immediately in the event of self-performance. In the event that we would be entitled to refuse subsequent performance in accordance with the statutory provisions, the Buyer shall have no right to self-performance.

(11) The Buyer may withdraw from the purchase contract or reduce the purchase price in accordance with the statutory provisions if a deadline to be set by the Buyer for subsequent performance has expired unsuccessfully or is dispensable in accordance with the statutory provisions. In the event of a minor defect, however, the Buyer shall not be entitled to withdraw from the contract.

(12) Claims of the Buyer for reimbursement of expenses pursuant to Section 445a (1) BGB are excluded, unless the last contract in the supply chain is a consumer goods purchase (Sections 478, 474 BGB) or a consumer contract for the provision of digital products (Sections 445c sentence 2, 327 (5), 327u BGB).

(13) Claims for damages or claims for reimbursement of futile expenses by the Buyer (Section 284 BGB) shall only exist in accordance with Clauses 9 and 10, even in the event of a defect.

 

9. Limitation period

(1) The general limitation period for claims resulting from material defects or defects of title is one year from delivery, in deviation from § 438 paragraph 1 no. 3 BGB. In the event that acceptance has been contractually agreed, the limitation period shall commence upon acceptance.

(2) In accordance with the statutory regulation, the limitation period is 5 years from delivery (§§ 438 para. 1 no. 2 BGB) in the event that the goods are a building or an item that has been used for a building in accordance with its normal use and has caused its defectiveness (building material). This applies subject to the other special statutory provisions on the limitation period (in particular Section 438 (1) No. 1, (3), Sections 444, 445b BGB)

(3) The above limitation periods of the law on sales shall also apply to contractual and non-contractual claims for damages of the Buyer based on a defect of the goods, unless the application of the regular statutory limitation period pursuant to Sections 195, 199 BGB would lead to a shorter limitation period in individual cases. The Buyer’s claims for damages pursuant to clauses 10.1 and 10.2.a) as well as those pursuant to the Product Liability Act shall become time-barred exclusively in accordance with the statutory limitation periods.

 

10. Other liability

(1) Unless otherwise provided for in these General Terms and Conditions of Sale, including the following provisions, we as the seller shall be liable for breaches of contractual and non-contractual obligations in accordance with the statutory provisions.

(2) Within the scope of fault-based liability, we shall be liable for damages, irrespective of the legal grounds, only in the event of intent and gross negligence. In the event of simple negligence, we shall be liable, subject to statutory limitations of liability (e.g. care in our own affairs; insignificant breach of duty), only

• for damages resulting from injury to life, body or health,
• for damages resulting from the breach of an essential contractual obligation (obligations whose fulfillment is essential for the proper execution of the contract and on whose compliance the contractual partner relies and may also rely). In this case, however, our liability shall be limited to compensation for foreseeable, typically occurring damage.

(3) The limitations of liability arising in accordance with clause 10.2 shall also apply to third parties and in the event of breaches of duty by persons whose fault we are responsible for in accordance with statutory provisions. Insofar as a defect has been fraudulently concealed and a guarantee for the quality of the goods has been assumed, the limitations of liability shall not apply. This also applies to claims of the buyer under the Product Liability Act.

(4) The Buyer may only withdraw from or terminate the contract due to a breach of duty that does not result from a defect in the event that we as the Seller are responsible for the breach of duty.

(5) The Buyer’s right of termination (in particular pursuant to Sections 650, 648 BGB) is excluded. In all other respects, the statutory requirements and legal consequences shall apply.

 

11. Choice of law and place of jurisdiction

(1) These General Terms and Conditions of Sale and the contractual relationship between us as the Seller and the Buyer shall be governed by the law of the Federal Republic of Germany to the exclusion of international uniform law, in particular the UN Convention on Contracts for the International Sale of Goods.

(2) If the Buyer is a merchant within the meaning of the German Commercial Code, a legal entity under public law or a special fund under public law, our registered office in Hamburg shall be the exclusive, and also international, place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship. The same shall apply if the Buyer is an entrepreneur within the meaning of § 14 BGB.

(3) We are also entitled to bring an action at the place of performance of the delivery obligation in accordance with these General Terms and Conditions of Sale or an overriding individual agreement or at the Buyer’s general place of jurisdiction. This shall not affect overriding statutory provisions (exclusive places of jurisdiction).

 

Appendix

Transparency requirement

This requirement means that, in case of doubt, a clause in general terms and conditions is unreasonably disadvantageous even if it is not clear and comprehensible. This requirement means that non-transparent clauses per se are to be regarded as invalid without any additional unreasonable disadvantage to the contractual partner. Furthermore, this also means that the transparency requirement also applies to price provisions and performance-describing clauses, which are generally exempt from content control.

Reimbursement of expenses for subsequent performance

Pursuant to Section 439 (2) BGB, the seller must bear the expenses necessary for the purpose of subsequent performance (e.g. transport, travel, labor and material costs). This obligation may not be excluded by general terms and conditions.

Changes to warranty law

The statutory amendments to the law on warranties for material defects as a result of the implementation of the DIRL and WKRL as of 01.01.2022 focus entirely on consumer contracts. Despite the equal status of the subjective and objective concept of defects now stipulated in Section 434 BGB and the complexity of the individual provisions, there are no major changes to the previous legal situation in business transactions. In particular, B2B still has the option of making specific (including negative) quality agreements that deviate from the objective quality standard, which may also relate to the intended use of the product. Special features, particularly with regard to liability for goods with digital elements in the supply chain, have been taken into account.

Restriction to subsequent performance

In the case of a defective item, the buyer may, at his discretion, demand the rectification of the defect or the delivery of a defect-free item or, if the requirements are met, compensation. Only if subsequent performance is unsuccessful, impossible or unreasonable can the buyer – secondarily – assert warranty rights. The clause assigns the right to choose the type of subsequent performance to the seller in deviation from Section 439 (1) BGB. The main argument in favor of the admissibility of the right of choice is that the seller or the manufacturer regularly engaged by the seller is closer to the item than the buyer, which is why the contractor’s right of choice is even provided for by law in the case of a contract for work and services (Section 635 (1) BGB). This model can also be applied to sales contracts between entrepreneurs within the scope of reasonableness.

Limitations of liability

Any exclusion or limitation of liability for damages resulting from injury to life, body or health, which are based on an intentional or negligent breach of duty by the user or an intentional or negligent breach of duty by a legal representative or vicarious agent of the user, is invalid.

Amount of default interest

From the beginning of the default, the buyer shall owe the seller default interest in addition to the purchase price. If a consumer is involved in the purchase contract, whether as buyer or seller, the interest rate is 5% above the prime rate. In the case of purchase contracts between entrepreneurs, the interest rate is 9% above the prime rate.