Conditions
General terms and conditions of Phonetastik GmbH
§ 1. General
(1) Our offers are aimed exclusively at entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB), i.e. any natural or legal person or a partnership with legal capacity who, when concluding a legal transaction, acts in the exercise of their independent professional or commercial activity. These alone are customers within the meaning of these General Terms and Conditions.
(2) These conditions apply exclusively to all offers, deliveries and services from Phonetastik GmbH, Saime-Genc-Ring 28, 53121 Bonn (hereinafter “Phonetastik” or “we”), including future offers. If the customer is a merchant within the meaning of the German Commercial Code (HGB), they also apply to all future business relationships, even if they are not expressly agreed again. The type and scope of the service owed is agreed in a separate contract.
(3) Differing conditions of the customer only and exclusively become effective with our written confirmation. Phonetastik employees are not authorized to make verbal additional agreements or to give verbal assurances that go beyond the content of the respective contract, including these terms and conditions.
§ 2 Subject of the contract
We provide all services exclusively on the basis of the provisions of this agreement and the individual contract concluded for the respective service.
§ 3 Conclusion of the contract
(1) Orders from the customer represent a binding offer to us to conclude a contract. Orders only become binding in terms of scope and content based on our written confirmation. A contract is only concluded when we accept the customer's binding order by delivering the goods, or when we confirm acceptance to the customer in text form through a separate message. We are entitled to accept the customer's contract offer within 14 days of receipt.
(2) If you make an offer via our own online shop, the following applies:
a) The customer's order represents a binding offer to us to conclude a contract. With the order, the customer declares bindingly that he would like to purchase the ordered goods.
b) The customer receives a copy of the order data with the order confirmation email, which can be saved. This confirmation of receipt expressly does not constitute acceptance of the offer.
c) A contract is only concluded when we accept the customer's binding order by delivering the goods, or when we confirm acceptance in text form by means of separate transport information/shipping notification by email. The order will be accepted within 14 days at the latest.
d) Deviating from the above, in the case of an order with the payment method in advance, a contract is concluded when the payment request is sent by email. The payment request will be sent within 14 days of the order at the latest.
§ 4 Contract language and storage of the contract text
(1) The contract language is German.
(2) The purchase contract will be stored by us until the purchase transaction has been completed. At the customer's request, we will send the customer a copy of the order details as long as the order has not yet been processed. After the ordered goods have been completely delivered, the order data will be deleted, subject to the statutory retention periods.
§ 5 Input corrections for orders via the Internet
If a contract is concluded via our online shop, the contractual declaration made by the customer as part of the order can be corrected at any time before sending by clicking on the “Back” button or by clicking on the respective buttons to change it. After sending the order, corrections are no longer possible.
§ 6 Prices / Terms of Payment
(1) The prices stated are for deliveries ex warehouse, excluding packaging and freight costs, plus statutory sales tax.
(2) Unless otherwise agreed in writing, our invoices are payable without deduction within 14 days of the invoice date, regardless of receipt of the goods.
(3) The customer has no right of retention unless it is based on the same contractual relationship. Bills of exchange, checks and other instruction documents will only be accepted on account of performance, without guarantee of protest and only under the condition that a discount can be given.
(4) If we become aware of circumstances that suggest that the customer has low creditworthiness, we have the right, even after conclusion of the contract and beyond Section 321 of the German Civil Code (BGB), to demand immediate, adequate security or payment of the claims. If the customer defaults on part of his obligations, we are entitled to make all of our claims due immediately and, as a precaution, to demand the return of the goods delivered by us under retention of title. Subject to the assertion of further rights, in the event of default we are entitled to charge default interest of 9% above the respective base interest rate.
§ 7 Delivery
(1) The delivery dates and delivery times confirmed by us are determined based on the respective delivery situation and to the best of our knowledge. Delivery dates and delivery times are only binding if they have been confirmed by us in writing. The agreed delivery period begins on the day on which the customer and us agree on the order in writing. It is adhered to with the timely notification of readiness for dispatch. Without prejudice to our rights arising from the customer's default, it is extended by the period during which the customer is in default with his obligations under this contractual relationship.
(2) If a binding delivery time has been specified or agreed and, contrary to expectations, we cannot meet it, we will inform the customer immediately about the delivery delay. As far as we know, the customer will be informed of the new delivery date in this information. If the delay in delivery is due to a circumstance for which we are responsible, the customer is free to wait for the goods or cancel the order. In the event of a cancellation, any consideration already provided will be refunded immediately. Force majeure, strikes, inability through no fault of our own or one of our suppliers as well as unfavorable weather conditions do not constitute a reason for which we are responsible within the meaning of the previous paragraph and extend the delivery period by the duration of the hindrance.
(3) If we do not deliver the goods or do not deliver them in accordance with the contract, the customer is obliged to give us a grace period to provide the service. Otherwise, the customer is not entitled to withdraw from the contract.
(4) When the goods are dispatched, the risk is transferred to the recipient, even if freight paid delivery has been agreed and even if the dispatch is not carried out from the place of performance in accordance with these provisions. Transport insurance is only provided at the express request and expense of the customer. If the goods are ready for dispatch and acceptance or dispatch is delayed for reasons for which we are not responsible, the risk is transferred to the customer upon receipt of notification of readiness for dispatch. Deliveries provided must be accepted at the latest within 8 days of the date of notification of readiness for dispatch. If the customer does not accept the goods after this period has expired, even within a grace period set by us, or if the customer seriously and definitively refuses acceptance, we can claim compensation for additional expenses incurred or storage costs or withdraw from the contract in whole or in part.
§ 9 Warranty
(1) If the delivered goods are defective, the customer is entitled, within the scope of the legal provisions, to demand subsequent performance in the form of remedying the defect or delivering a defect-free item. If subsequent fulfillment fails, the customer is entitled to reduce the purchase price or withdraw from the contract.
The prerequisite for any warranty rights is that the customer properly fulfills all inspection and complaint obligations owed in accordance with Section 377 of the German Commercial Code (HGB), provided the customer is a merchant. In particular, the buyer must report any defects to us within seven working days of receiving the goods. After the deadline has expired, the goods are considered approved.
(2) The limitation period for warranty claims for the delivered goods is - except in the case of claims for damages - twelve months from receipt of the goods. This does not affect any claims for damages resulting from injury to life, body or health that are based on an intentional or negligent breach of duty by us or our legal representatives or vicarious agents, as well as claims for other damages due to an intentional or grossly negligent breach of duty by us, our legal representatives or vicarious agents.
In the event of an alleged defect within the warranty period, the customer must prove that the defect was already present at the time the goods were handed over to him.
(3) Warranty claims are limited to the subsequent performance of the defective service as such and do not include compensation for consequential damage, removal and installation costs as well as costs in connection with the installation or commissioning of items delivered by way of subsequent performance, unless this is intentional or grossly negligent behavior on our part.
§ 10 Retention of title
(1) Our deliveries are made exclusively subject to retention of title. Ownership of delivered goods only passes to the customer when all claims arising from the business relationship have been paid, even if payment is made for specific, designated goods.
(2) In the case of current invoices, the reserved property right applies as security for the balance claim. The treatment or processing of goods delivered by us is always carried out on our behalf, without any liabilities arising for us as a result. If the goods delivered by us are mixed or combined with other items, the customer hereby assigns his ownership and co-ownership rights to us and undertakes to store the new item for us with commercial care. The customer is entitled to resell the reserved goods in regular business transactions if it is ensured that the claim from the resale is transferred to us and the customer makes a written reservation to his buyer that ownership of these reserved goods will only be transferred to us after full payment of these reserved goods passed on to its buyer. The transfer of ownership to the customer is therefore not dependent on the complete repayment of all claims arising from the business relationship.
(3) The customer must inform us immediately of any seizure of the goods or any other legal or actual influence by third parties.
(4) If the customer sells the goods, regardless of their condition, he hereby assigns to his buyer the claims arising from the change or sale up to a maximum of 110% of our claim from now until all of our claims have been paid off in full us off. Excluded from the assignment are claims that are due to third parties within the scope of customary retention of title in the industry. If the sum of the customer's outstanding debts exceeds the maximum amount covered by the assignment, the assignment extends to the outstanding debts in the chronological order in which they arise. The customer is authorized to collect the assigned claims at any time. He is obliged to keep the collected amounts separately for us and to report them to us immediately. If and to the extent that the claims assigned to us do not reach the amount of 110% of our claims against the customer, the customer hereby assigns to us the current and future claims to which he is entitled - regardless of the legal basis - up to the aforementioned maximum amount authorizes us to collect and subsequently offset as long as and to the extent that we have claims against the customer.
§ 11 Liability
(1) We are fully liable in accordance with the statutory provisions for damage to life, body and health that is based on a negligent or intentional breach of duty by us, our legal representatives or vicarious agents, as well as for damages that are covered by liability under the Product Liability Act. We are liable in accordance with the statutory provisions for damages that are not covered by sentence 1 and that are based on intentional or grossly negligent breaches of contract as well as fraudulent behavior on the part of us, our legal representatives or vicarious agents. We are only liable for damage that is due to the lack of guaranteed quality but does not occur directly on the goods if the risk of such damage is clearly covered by the quality guarantee.
(2) We are also liable for damage caused by simple negligence to the extent that the resulting damage is based on the violation of rights that are to be granted to the customer in accordance with the content and purpose of the respective contract and/or to the extent that the resulting damage is based on this are based on the violation of obligations, the fulfillment of which enables the proper execution of the contract in the first place and on whose compliance the contractual partner regularly trusts and may rely (cardinal obligations). Liability for such claims is limited to the typically occurring and foreseeable damage.
(3) Any further liability is excluded regardless of the legal nature of the asserted claim.
§ 12 Data protection
(1) We observe the rules of data protection laws and take the protection of personal data seriously, also in the interests of the customer. We only use personal data to process the customer’s order. All customer data is stored and processed by us in compliance with the relevant regulations of the Federal Data Protection Act (BDSG) and the Telemedia Act (TMG).
(2) We do not pass on the customer's personal data, including name, address and email address, to third parties without the express consent of the respective customer, which can be revoked at any time. Excepted from this are service partners who require the transmission of data to process the order (e.g. the shipping company commissioned with the delivery, the credit institution commissioned with the payment). In these cases, however, the scope of the data transmitted is limited to the necessary minimum.
(3) Once the contract has been completed and the purchase price has been paid in full, the respective customer's data will be blocked for further use and deleted after the expiry of the tax and commercial law regulations, unless the customer has expressly consented to the further use of the data.
(4) As a customer, you have the right to free information at any time about the data stored about you, its origin and recipient, the authorization, blocking or deletion of data as well as the revocation of consent given and the purpose of data processing. You can object to the use of the data stored about you at any time. For this purpose, please contact us via email or send us your request by post.
§ 13 Final provisions
(1) Place of performance is Bonn.
(2) For contracts with merchants, i.e. customers who operate a commercial business or who are classified as merchants in the HGB for other legal reasons, as well as with legal entities under public law, Bonn is the exclusive place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship.
(3) The law of the Federal Republic of Germany applies exclusively, excluding the UN Convention on Contracts for the International Sale of Goods.