General Terms and Conditions of Business for EES Energie-Erzeugung-Systeme GmbH (in the following referred to as EES) for the Sale of Products from the EES Online Shop (GTC)
1. Scope of Application and Rejection Clause
1. The General Terms and Conditions of Business below as most recently revised at the point in time of the specific order apply solely and exclusively to any and all legal relationships established between EES and its customers via the EES Internet Shop.
2. The application of deviating general terms and conditions of business of the customer is hereby rejected.
2. Offers, Conclusion of Contract, and Order Process
1. The presentation of the merchandise on this Web site does not represent a legally binding offer; it is merely an invitation to place an order unless a binding assurance is expressly stated.
2. The placement of an order by a customer is the submission of a binding offer to EES to conclude a contract with the former. EES can accept this offer by sending an E-Mail order confirmation to the customer or by delivering the ordered merchandise. The confirmation of receipt of the customer’s order by the sending of an E-Mail to the E-Mail address designated by the customer (receipt confirmation) documents the receipt of his order and does not represent the acceptance of his offer. The contract is not effectively concluded until EES sends an E-Mail order confirmation to the customer or delivers the ordered merchandise. EES archives electronically the contract text of the order. It can no longer be viewed after the order; however, the receipt confirmation contains all of the details of the contract.
3. The authoritative language for the conclusion of the contact is German.
3. Performance and Delivery Obligation
1. If and when EES accepts the customer’s order, the delivery of the merchandise will be initiated immediately after receipt of the order. If the order is placed against advance payment, the merchandise will not be delivered until EES has received full payment; EES does not reserve the ordered merchandise pending receipt of the payment. If, by the time complete payment is received, the merchandise is sold out and must be reordered, EES will notify the customer immediately.
2. Compliance with a delivery date is at all times subject to delivery in due time by our own suppliers. If delivery to the customer is dependent upon delivery from a pre-supplier and if this delivery fails due to reasons for which EES is not accountable, EES is entitled to rescind the contract. The customer is not entitled to any damage compensation pursuant to such rescission.
3. The above provision applies mutatis mutandis in the event that force majeure or other events cause the delivery to become significantly more difficult or impossible and EES is not accountable for the events. Such events include, but are not limited to, fire, flooding, industrial action, operational disruptions, strike, and official orders which are unrelated to our operating risk. In the above-mentioned cases, the customer will be notified that the delivery is not possible, and any consideration which has already been submitted will be reimbursed immediately.
4. Partial deliveries are permissible unless it is evident that the customer does not have any interest in such deliveries or that such deliveries are not reasonable for him. If and when EES exercises this right, the packaging and shipping costs will be charged only once.
5. If the customer is in arrears of payment and is not a consumer, we are entitled to require payment of interest in the amount of 8 % above the respective base rate. § 288 BGB (German Civil Code) shall apply.
4. Prices and Terms and Conditions of Payment
1. The prices offered at the point in time of the offer as displayed on the Online Shop site are authoritative.
2. All of the prices are final prices and include the statutory German value-added tax (currently 19%), excluding costs for shipping, for shipments within Europe.
3. EES accepts payment by credit card, prepayment and transfer. Instructions for the debiting of credit cards and prepayments will be taken into account when the invoice is issued.
4. EES retains title to the merchandise until payment has been made in full (reserved goods). The customer is not entitled to dispose of the reserved goods.l If and when EES’s retention of title to the supplied merchandise expires (e.g., owing to its combination with other products), the customer here and now assigns co-ownership to the product created by the combination to EES Energie-Erzeugung-Systeme GmbH, Gartenfelder Straße 15, 29-37, 13599 Berlin, Germany. In lieu of a handover, the customer will keep safe the new product created by the combination on EES’s behalf as well free of charge.
1. The customer’s warranty rights are based on general legal provisions unless otherwise regulated in the following. The liability regulations of these GTC apply to customer’s damage compensation claims against EES.
2. The limitation period for customer’s warranty claims for consumers is 2 years for newly manufactured products and 1 year for used products. The limitation period for customer’s warranty claims for companies is 1 year for newly manufactured products and for used products.
3. The shortening of the limitation periods above does not apply to customer’s damage compensation claims based on injury to life, body, health and to damage compensation asserted on the basis of breach of cardinal contractual obligations. Cardinal contractual obligations are those obligations which must be fulfilled if the objective of the contract is to be achieved, e.g., the provider must hand the product over to the customer free of any material or legal defects and ensure that he becomes the owner. The above shortening of the limitation periods does not apply to damage compensation claims asserted on the basis of an intentional or grossly negligent breach of obligations on the part of EES, its legal representatives, or its vicarious agents. With respect to companies, the regress claim pursuant to Section 478 BGB is also excepted from the shortening of the limitation periods.
1. EES’s liability for loss or damage suffered by the customer because of intentional or grossly negligent conduct by EES, for injury to life, body, health, and for loss or damage according to the German Product Liability Act is unlimited in accordance with legal provisions.
2. EES’s liability pursuant to legal provisions for loss or damage caused by slight negligence is limited to loss or damage caused by the breach of cardinal contractual obligations. Cardinal contractual obligations are those which must be fulfilled if the objective of the contract is to be achieved, e.g., the provider must hand the product over to the customer free of any material or legal defects and ensure that he becomes the owner. This liability is limited to the typical loss or damage foreseeable at the time of the conclusion of the contract.
3. In other respects, customer’s damage compensation claims are excluded.
4. The above exclusion of liability also applies to the benefit of EES’s legal representatives and vicarious agents if and when the customer asserts claims against such entities.
7. Data Protection
1. Customer data is collected solely within the scope of the processing of the contract. Legal provisions, in particular the German Telemedia Act (TMG) and the German Federal Data Protection Act (BDSG), are observed. The customer’s master and utilization data are collected, processed, or used solely to the extent required for the processing of the contractual relationship.
2. The customer’s data are not used for marketing, market research, or opinion survey purposes without the customer’s consent.
3. Customers can find additional information about the type, scope, location, and purpose of the collection, processing, and utilization of the personal data required for the execution of orders in the data protection statement
8. Prohibition of Assignments and Pledging
The assignment or pledging of the customer’s claims or rights against EES without EES’s consent is prohibited unless the customer can prove a legitimate interest in the assignment or pledging.
9. Offset and Retention
The customer has a right to offset claims solely if his claim being offset has been finally determined by a court of law or is undisputed. The customer may exercise a retention right solely if the claims arise from the same contractual relationship.
10. Proper Law and Venue
1. Proper law governing the contractual relationships between EES and the customer is the law of Germany. The mandatory consumer protection laws of the country in which the customer has his regular domicile are excepted from this stipulation of proper law. The application of the UN CISG is excluded.
2. Venue for any and all disputes arising from the contractual relationship between the customer and EES is EES’s registered office to the extent that the customer is a merchant, a legal entity under public law, or a special fund under public law.
If any provision of these General Terms and Conditions of Business should be invalid, the other Terms and Conditions shall not be affected
As far as the English and the German version of these terms diverge, the German version shall be decisive.
Effective: November 2011