1. Scope
2. Conclusion of contract
3. Prices and terms of payment
4. Terms of delivery and shipping
5. Force majeure
6. Delay in performance at the customer’s request
7. Retention of title
8. Liability for defects / warranty
9. Liability
10. Limitation
11. Retention, assignment
12. Applicable law, place of jurisdiction

1) Scope

1.1 These General Terms and Conditions (hereinafter “GTC”) of Aladin e.K. (hereinafter “Seller”) apply to all contracts for the delivery of goods that an entrepreneur (hereinafter “Customer”) concludes with the Seller with regard to the goods presented by the Seller in its online shop. The inclusion of the customer’s own terms and conditions is hereby rejected, unless otherwise agreed.

1.2 These GTC shall also apply exclusively if the Seller carries out the delivery to the Customer without special reservation, knowing that the Customer’s terms and conditions conflict with or deviate from these terms and conditions.

1.3 An entrepreneur within the meaning of these GTC is a natural or legal person or a partnership with legal capacity who, when concluding a legal transaction, acts in the exercise of their commercial or independent professional activity.

2) Conclusion of contract

2.1 The product descriptions presented in the Seller’s online shop do not constitute binding offers on the part of the Seller, but serve to enable the Customer to submit a binding offer.

2.2 The Customer can submit the offer via the online order form integrated into the Seller’s online shop. In doing so, after placing the selected goods and/or services in the virtual shopping cart and going through the electronic ordering process, the Customer submits a legally binding contractual offer with regard to the goods and/or services contained in the shopping cart by clicking the button completing the ordering process. Furthermore, the Customer can also submit the offer to the Seller by telephone, fax, e-mail or post.

2.3 The Seller may accept the Customer’s offer within five days

• by sending the Customer a written order confirmation or an order confirmation in text form (fax or e-mail), whereby the Customer’s receipt of the order confirmation is decisive, or
• by delivering the ordered goods to the Customer, whereby the Customer’s receipt of the goods is decisive, or
• by requesting the Customer to pay after the Customer has placed the order, or
• if payment by direct debit is offered and the Customer chooses this payment method, by collecting the total price from the Customer’s bank account, whereby the point in time at which the Customer’s account is debited is decisive.

If several of the aforementioned alternatives exist, the contract is concluded at the point in time at which one of the aforementioned alternatives occurs first. The period for accepting the offer begins on the day after the offer is sent by the Customer and ends with the expiry of the fifth day following the sending of the offer. If the Seller does not accept the Customer’s offer within the aforementioned period, this shall be deemed a rejection of the offer with the consequence that the Customer is no longer bound by their declaration of intent.

2.4 When submitting an offer via the Seller’s online order form, the contract text is stored by the Seller after the contract is concluded and sent to the Customer in text form (e.g. e-mail, fax or letter) after the Customer’s order has been sent. The contract text will not be made accessible by the Seller beyond this. If the Customer has set up a user account in the Seller’s online shop before sending their order, the order data will be archived on the Seller’s website and can be accessed by the Customer free of charge via their password-protected user account by providing the corresponding login details.

2.5 Before submitting a binding order via the Seller’s online order form, the Customer can identify possible input errors by carefully reading the information displayed on the screen. An effective technical means for better detection of input errors can be the browser’s zoom function, which enlarges the display on the screen. The Customer can correct their entries using the usual keyboard and mouse functions during the electronic ordering process until they click the button that completes the ordering process.

2.6 Only the German language is available for the conclusion of the contract.

2.7 Order processing and contacting take place regularly by e-mail and automated order processing. The Customer must ensure that the e-mail address provided by them for order processing is correct, so that e-mails sent by the Seller can be received at this address. In particular, when using SPAM filters, the Customer must ensure that all e-mails sent by the Seller or by third parties commissioned by the Seller to process the order can be delivered.

2.8 If the parties have agreed on special terms and conditions, these shall not apply in principle to existing and future contractual relationships with the Customer at the same time.

2.9 In the event of the Customer’s financial inability to fulfil their obligations towards the Seller, the Seller may terminate existing exchange contracts with the Customer without notice by withdrawing from the contract. This also applies in the event of an insolvency application by the Customer. § 321 BGB and § 112 InsO remain unaffected. The Customer shall inform the Seller in writing at an early stage of any impending insolvency.

3) Prices and terms of payment

3.1 Unless otherwise stated in the Seller’s product description, the prices quoted are net prices and do not include statutory value added tax. Packaging and shipping costs, loading, insurance (in particular transport insurance), customs duties and levies will be charged separately where applicable.

3.2 For deliveries to countries outside the European Union, additional costs may be incurred in individual cases for which the Seller is not responsible and which must be borne by the Customer. These include, for example, costs for the transfer of money by credit institutions (e.g. transfer fees, exchange rate fees) or import duties or taxes (e.g. customs duties). Such costs may also be incurred in relation to the transfer of money if the delivery is not made to a country outside the European Union, but the Customer makes the payment from a country outside the European Union.

3.3 Various payment options are available to the Customer, which are specified in the Seller’s online shop.

3.4 If advance payment by bank transfer has been agreed, payment is due immediately after conclusion of the contract, unless the parties have agreed on a later due date.

3.5 If the payment method delivery on account is selected, the purchase price is due after the goods have been delivered and invoiced.

3.6 If the payment method purchase on account is selected, the purchase price is due after the goods have been delivered and invoiced. In this case, the purchase price must be paid within 14 (fourteen) days of receipt of the invoice without deduction, unless otherwise agreed. The Seller reserves the right to offer the payment method purchase on account only up to a certain order volume and to reject this payment method if the specified order volume is exceeded. In this case, the Seller will inform the Customer of a corresponding payment restriction in its payment information in the online shop. The Seller further reserves the right to carry out a credit check when the payment method purchase on account is selected and to reject this payment method in the event of a negative credit check.

3.7 If the SEPA direct debit payment method is selected, the invoice amount is due after a SEPA direct debit mandate has been issued, but not before the expiry of the period for advance information on the payment. The direct debit will be collected when the ordered goods leave the Seller’s warehouse, but not before the expiry of the period for advance information. Advance information (“pre-notification”) is any communication (e.g. invoice, policy, contract) from the Seller to the Customer announcing a debit by means of SEPA direct debit. If the direct debit is not honoured due to insufficient funds in the account or due to the provision of incorrect bank details, or if the Customer objects to the debit although they are not entitled to do so, the Customer shall bear the fees incurred by the chargeback of the respective credit institution if they are responsible for this.

3.8 A payment is deemed to have been received as soon as the equivalent value has been credited to one of the Seller’s accounts. In the event of default in payment, the Seller shall be entitled to default interest at a rate of 10 percentage points above the respective base interest rate. The Seller’s other statutory rights in the event of default in payment by the Customer remain unaffected. If claims are overdue, incoming payments will first be credited against any costs and interest, then against the oldest claim.

3.9 Should unforeseeable cost increases occur (e.g. currency fluctuations, unexpected price increases from suppliers, etc.), the Seller is entitled to pass on the price increase to the Customer. However, this only applies if the delivery is to take place more than four months after the conclusion of the contract in accordance with the agreement.

4) Terms of delivery and shipping

4.1 Goods are delivered by dispatch to the delivery address specified by the Customer, unless otherwise agreed. The delivery address specified in the Seller’s order processing is decisive for the processing of the transaction.

4.2 For goods that are delivered by a forwarding agent, delivery is “free to kerbside”, i.e. up to the public kerbside nearest to the delivery address, unless otherwise stated in the shipping information in the Seller’s online shop and unless otherwise agreed.

4.3 The Seller is entitled to make partial deliveries, insofar as this is reasonable for the Customer. In the event of permissible partial deliveries, the Seller is entitled to issue partial invoices.

4.4 The Seller reserves the right to withdraw from the contract in the event of incorrect or improper self-delivery. This only applies in the event that the non-delivery is not the fault of the Seller and the Seller has concluded a specific hedging transaction with the supplier with due care. The Seller will make all reasonable efforts to procure the goods. In the event of non-availability or only partial availability of the goods, the Customer will be informed immediately and the consideration will be refunded immediately.

4.5 The risk of accidental loss and accidental deterioration of the sold goods passes to the Customer as soon as the Seller has handed over the goods to the forwarding agent, the carrier or the person or institution otherwise designated to carry out the dispatch. This also applies if the Seller bears the costs of transport. Transport insurance is only taken out at the special request and at the expense of the Customer.

4.6 If delivery is not possible for reasons for which the Customer is responsible, e.g. because the goods do not fit through the entrance door, front door or staircase of the Customer, or because the Customer is not found at the delivery address provided by them, although the delivery time was announced to the Customer with reasonable notice, the Customer shall bear the costs for the unsuccessful delivery and is obliged to pay a lump-sum compensation for default. This amounts to 1% of the value of the total delivery or the non-accepted part of the total delivery for each full week of delay, but not more than 8% in total. The parties are at liberty to prove higher or lower damages.

4.7 In the event that the dispatch of the goods to the Customer is delayed for reasons for which the Customer is responsible, the transfer of risk shall already take place upon notification of readiness for dispatch to the Customer. Any storage costs incurred after the transfer of risk shall be borne by the Customer.

4.8 In the case of self-collection, the Seller will first inform the Customer by e-mail that the goods ordered by them are ready for collection. After receiving this e-mail, the Customer can collect the goods after consultation with the Seller. In this case, no shipping costs will be charged.

5) Force majeure

In the event of force majeure events that affect the performance of the contract, the Seller is entitled to postpone the delivery for the duration of the hindrance and, in the event of longer-term delays, to withdraw from the contract in whole or in part without any claims being derived against the Seller. Force majeure shall mean all events that are unforeseeable for the Seller or those that – even if they were foreseeable – are beyond the Seller’s sphere of influence and whose effects on the performance of the contract cannot be prevented by reasonable efforts on the part of the Seller. Any statutory claims of the Customer remain unaffected.

6) Delay in performance at the customer’s request

If the dispatch or delivery of the goods is delayed by more than one month after notification of readiness for dispatch at the Customer’s request, the Customer may be charged storage fees of 0.5% of the purchase price for each additional month commenced, but not more than a total of 5% of the purchase price. The contracting parties are at liberty to prove higher or lower damages.

7) Retention of title

7.1 The Seller retains ownership of the delivered goods until the purchase price owed has been paid in full. Furthermore, the Seller retains ownership of the delivered goods until all of its claims arising from the business relationship with the Customer have been fulfilled.

7.2 In the event of processing of the delivered goods, the Seller is deemed to be the manufacturer and acquires ownership of the newly created goods. If the processing is carried out together with other materials, the Seller acquires ownership in the ratio of the invoice values of its goods to that of the other materials. If, in the event of combination or mixing of the Seller’s goods with an item of the Customer, this is to be regarded as the main item, the co-ownership of the item shall pass to the Seller in the ratio of the invoice value of the Seller’s goods to the invoice value or, in the absence of such, to the market value of the main item. In these cases, the Customer is deemed to be the custodian.

7.3 The Customer may neither pledge nor assign goods subject to retention of title or rights as security. The Customer is only permitted to resell the goods in the ordinary course of business as a reseller on the condition that the Customer has effectively assigned its claims against its customers in connection with the resale to the Seller and the Customer transfers ownership to its customer subject to payment. By concluding the contract, the Customer assigns its claims in connection with such sales against its customers to the Seller as security, who hereby accepts this assignment.

7.4 The Customer must immediately notify the Seller of access to the goods owned or co-owned by the Seller or to the assigned claims. The Customer must immediately transfer amounts collected by them from the Seller to the Seller, insofar as the Seller’s claim is due.

7.5 If the value of the Seller’s security rights exceeds the amount of the secured claims by more than 10%, the Seller will release a corresponding portion of the security rights at the Customer’s request.

8) Liability for defects / warranty

If the purchased item is defective, the provisions of statutory liability for defects apply. The following applies in deviation from this:

8.1 Claims for defects do not arise in the event of natural wear and tear or damage that occurs after the transfer of risk as a result of faulty or negligent handling, excessive strain, unsuitable operating materials or that occurs as a result of special external influences that are not assumed under the contract. If the Customer or third parties carry out improper modifications or repair work, there shall also be no claims for defects for these and the resulting consequences, unless the Customer can prove that the defect complained of was not caused by these modifications or repair work.

8.2 For new goods, the limitation period for claims for defects is one year from the delivery of the goods. For used goods, rights and claims due to defects are excluded.

8.3 The limitations of liability and reductions of the limitation period regulated above do not apply

• to items that have been used for a building in accordance with their usual purpose and have caused its defectiveness,
• to claims for damages and reimbursement of expenses by the customer,
• in the event that the seller has fraudulently concealed the defect, as well as
• to the right of recourse according to § 445a BGB.

8.4 In the event of subsequent performance, the seller has the right to choose between rectification or replacement delivery.

8.5 If a replacement delivery is made within the scope of liability for defects, the limitation period does not begin anew.

8.6 If subsequent performance has been rendered by way of replacement delivery, the customer is obliged to return the goods first delivered to the seller within 30 days. The return package must contain the reason for the return, the customer’s name, and the number assigned for the purchase of the defective goods, which enables the seller to assign the returned goods. As long as and to the extent that the assignment of the return is not possible for reasons for which the customer is responsible, the seller is not obliged to accept returned goods and to refund the purchase price. The costs of a new shipment shall be borne by the customer.

8.7 If the seller delivers a defect-free item for the purpose of subsequent performance, the seller may claim compensation for use from the customer in accordance with § 346 para. 1 BGB. Other legal claims remain unaffected.

8.8 If the customer acts as a merchant within the meaning of § 1 HGB, they are subject to the commercial inspection and notification obligation according to § 377 HGB. If the customer fails to comply with the notification obligations regulated therein, the goods shall be deemed approved.

9) Liability

The seller is liable to the customer for all contractual, quasi-contractual, and statutory claims, including tortious claims for damages and reimbursement of expenses, as follows:

9.1 The seller is liable without limitation for any legal reason

• in case of intent or gross negligence,
• in case of intentional or negligent injury to life, body, or health,
• based on a guarantee promise, unless otherwise regulated in this regard,
• based on mandatory liability, such as under the Product Liability Act.

9.2 If the seller negligently breaches an essential contractual obligation, liability is limited to the foreseeable damage typical for the contract, unless unlimited liability applies according to the preceding paragraph. Essential contractual obligations are obligations that the contract imposes on the seller according to its content to achieve the purpose of the contract, the fulfillment of which enables the proper execution of the contract in the first place, and on the observance of which the customer can regularly rely.

9.3 Otherwise, any liability of the seller is excluded.

9.4 The foregoing liability regulations also apply with regard to the seller’s liability for its vicarious agents and legal representatives.

10) Limitation Period

Claims of the customer against the seller – with the exception of claims regulated under the section “Liability for Defects / Warranty” – become time-barred one year after knowledge of the facts giving rise to the claim, but no later than five years after the performance of the service, unless unlimited liability applies according to the preceding paragraph.

11) Right of Retention, Assignment

11.1 The customer’s rights of retention and refusal of performance are excluded, unless the seller does not dispute the underlying counterclaims or these have been legally established.

11.2 An assignment of claims arising from the contract concluded with the customer by the customer, in particular an assignment of any claims for defects of the customer, is excluded.

12) Applicable Law, Place of Jurisdiction

12.1 The law of the Federal Republic of Germany applies to all legal relations between the parties, excluding the laws on the international sale of movable goods.

12.2 If the customer acts as a merchant, a legal entity under public law, or a special fund under public law with its registered office in the territory of the Federal Republic of Germany, the exclusive place of jurisdiction for all disputes arising from this contract is the seller’s place of business. If the customer has its registered office outside the territory of the Federal Republic of Germany, the seller’s place of business is the exclusive place of jurisdiction for all disputes arising from this contract. However, in the aforementioned cases, the seller is always entitled to appeal to the court at the customer’s registered office.