§ 1 General/area of validity
These terms of trade apply to all business transactions between the contractual parties at present and in the future.
Consumers in the sense of these terms of trade are natural persons who conduct business transactions with object design solutions, yet to whom no commercial or self-employed profession can be ascribed. Traders in the sense of these terms of trade are natural persons or legal entities or legally capable private companies who conduct business transactions with object design solutions and exercise a commercial or self-employed profession in doing so. Customers in the sense of these terms of trade are both consumers and traders. As object design solutions does not supply end consumers, thus consumers in the sense of the newly applicable debt law, no special regulations for consumers are made below. The descriptions of the nature of consumers, traders and customers given above serve insofar solely to legally differentiate between the groups of persons named in the act governing the new debt law.
Deviating, contradictory or supplementary general terms of trade are not part of the contract, even if such are known, unless their application has been expressly agreed in writing.
§ 2 Offers and conclusion of contract
The offers made by object design solutions are non-binding. Declarations of acceptance, orders and other legal declarations must be confirmed by object design solutions in writing or by fax to be valid. The same applies to supplements, amendments or auxiliary agreements. Confirmation can be replaced by delivery of the goods ordered.
Drawings, figures, dimensions, weights or other performance data are not binding unless this has been expressly agreed in writing. Changes to form, colour and / or weight within the bounds of reason are reserved.
object design solutions’s sales staff are not authorised to make verbal, auxiliary agreements or to give verbal assurances.
If customers order goods by electronic means, the contractual text is stored by object design solutions. Customers can also inspect these conditions on object design solutions’s homepage, under the header “General Terms of Trade”, via which the order is made.
§ 3 Prices
Provided nothing is arranged to the contrary, object design solutions is bound by the prices quoted in its offers for 30 days after their date of issue. The prices which apply are those quoted by object design solutions in its confirmation of order, plus value-added tax at the prevailing rate. Additional deliveries and services shall be invoiced separately.
Unless agreed otherwise, the prices are EX-stores including normal packaging.
Customers incur no added charges when ordering by means of remote communication.
§ 4 Excess/shortfall quantities
We reserve the right to deliver a quantity of 5% above or below the quantities you ordered in all orders containing custom branding (whether in standard or special colors).
An invoice will only be issued for the quantity that actually is delivered.
In the case of advance payment, if the difference between the quantity you ordered and the quantity we delivered falls smaller, we will refunded you in form of a credit.
§ 5 Period of delivery and service
Delivery dates or deadlines are not regarded as agreed unless the agreement is made in writing.
object design solutions is not responsible for delays to deliveries and services due to acts of God, or to events which make the delivery considerably more difficult or impossible for the seller (in particular strikes, lockouts, official decrees), even if deadlines or dates have been bindingly agreed. The same applies if such an event occurs at suppliers of object design solutions or their upstream suppliers. In such cases, object design solutions is entitled to extend the delivery or service period by the time taken for the hindrance to be removed, plus a reasonable start-up time, or to withdraw in part or in full from that part of the contract which has not yet been fulfilled.
Contracts are concluded under the reservation that object design solutions receives correct and punctual deliveries from its suppliers. This only applies to cases in which object design solutions is not culpable for the non-delivery, in particular if a congruent coverage transaction is concluded with the supplier. The customer will be informed of the non-availability of performance without delay.
Should the hindrance last longer than three months, then after setting a reasonable period of grace, the buyer is entitled to withdraw from that part of the contract which has not yet been fulfilled. If the delivery period is extended or if object design solutions is released from its obligation, the customer cannot derive any claims to damages from this. object design solutions is nevertheless obliged to inform the buyer of the occurrence of such events within a period of ten days from the time they become known.
If object design solutions is responsible for non-compliance with dates or deadlines confirmed as binding in writing, or is in default, the buyer then has a claim to recompense amounting to half a percent for each completed week of default, although limited in total to five per cent, of the net value of the invoice for the delivery concerned by the default. Further-going claims on the part of the customer are excluded, unless the default is due at least gross negligence or malice aforethought on object design solutions’s part.
object design solutions is entitled to make part-deliveries at any time. A pre-condition for object design solutions observing its obligations of delivery and service is that the customer fulfils its obligations in good time and in a proper manner.
If the customer is in default of acceptance, object design solutions is then entitled to demand compensation for the damage it incurs.
§ 6 Transfer of risk and place of performance
If the buyer is a trader, the risk of accidental loss and accidental deterioration of the goods is transferred to the buyer upon handover, or in case of forwarding transactions, when the goods are handed over to the carrier, freight-forwarder or to any other person charged with executing the shipment.
If the buyer is a consumer, the risk of accidental loss and accidental deterioration of the purchased object, including forwarding transactions, is first transferred to the buyer upon handover of the object.
It is on an equal footing with handover if the buyer is in default of acceptance.
If dispatch becomes impossible for reasons outside object design solutions’s control, or if the trader requests that dispatch be delayed, risk is then transferred to the trader when readiness to dispatch is reported. The place of performance is Dsseldorf, including cases of refunds due to a mutually agreed rescission of the purchase contract or due to withdrawal or partial withdrawal from the purchase contract, insofar as the justification for withdrawal is undisputed or has been established by law. The transport costs incurred for return shipments are borne by the trader, unless object design solutions has agreed to pay the transport costs beforehand in writing.
§ 7 Warranty
If the buyer is a trader, it must then inspect the goods supplied for defects, correctness and completeness without delay after their receipt. This applies in particular if it is intended to change, re-process or re-sell the goods supplied. Warranty claims against object design solutions are excluded if the trader does not comply with this obligation.
If the buyer is a trader, object design solutions shall initially, at its discretion, rectify defects in the goods by rework or by making a replacement delivery. object design solutions gives no warranty that the goods supplied are free from intangible, legal claims of third parties (intellectual property) and/or do not infringe the intellectual property of third parties in another way, unless object design solutions is insofar culpable of malice aforethought or gross negligence. This applies in particular in regard to the design and designation of the goods, including the brand rights, copyrights, registered samples, prints, labels and patents of third parties, whereby this listing is not conclusive.
If the buyer is a consumer, then in consideration of object design solutions’s economic interests, the following procedure is agreed to rectify a defect in the goods: In case of products with a value lower than 500 Euro, object design solutions can, at its own discretion, initially arrange for a replacement delivery or perform rework within a reasonable period of grace. If the value of the object of purchase exceeds 500 Euro, object design solutions is initially entitled to attempt rework within a reasonable period of grace. A deadline of 20 work days is regarded as reasonable for rework. If the rework cannot be justified financially, subsequent fulfilment is made by making a replacement delivery.
Should subsequent fulfilment fail, the customer can in principle demand, at its discretion, lower remuneration (reduction) or rescission of contract (withdrawal). The customer has no right of withdrawal, however, if the infringement of contract is only minor, in particular concerning solely minor defects.
If the buyer is a trader, it must notify recognisable defects in writing within two weeks from receipt of the goods. Otherwise no warranty claims will be entertained. On-time shipment suffices for complying with the deadline. The trader is nevertheless responsible for the full burden of proof for all prerequisites for claims, in particular for the defect itself, for the point in time that the defect was found and for promptly lodging a complaint of the defect.
Consumers must inform object design solutions of obvious defects in writing within two months from the time at which the goods were found to be in a state contrary to contract. The date object design solutions receives the notification is decisive in judging compliance with this deadline. Should the consumer fail to give this notification, warranty rights expire two months after the defect has been found. This does not apply to malice on the part of the seller. The burden for proving the time at which the defect was established lies with the consumer. If the consumer was moved to purchase the object by inaccurate manufacturer statements, it bears the burden for proving that these swayed its decision to purchase.
If the customer chooses to withdraw from the contract on account of a legal or material defect after subsequent fulfilment has failed, it has no claim to damages on account of the defect. If the customer chooses restitution after subsequent fulfilment has failed, the goods remain with the customer unless this is unreasonable. The restitution is limited to the difference between the purchase price and the value of the defective goods. This does not apply if object design solutions is culpable of maliciously concealing the infringement of contract.
The warranty period for traders is one year from delivery of the goods. The warranty for consumers expires by limitation two years from delivery of the goods. This does not apply if the customer has not informed object design solutions promptly of a defect as per 6 items 5 and 6.
If the buyer is a trader, then in principle, solely the manufacturer’s product description is regarded as agreed for the quality of the goods. In contrast, the manufacturer’s public statements, recommendations or advertising do not represent a contractually stated quality for the goods.
The customer receives no guarantees from object design solutions in the legal sense. Manufacturer guarantees are not affected by this.
§ 8 Limitation of liability
In the case of infringements involving slight negligence, object design solutions’s liability is restricted to the direct, average damages typical of such contracts and foreseeable for the type of goods involved. This also applies to cases of infringements involving slight negligence on the part of legal representatives or vicarious agents of object design solutions. object design solutions is not liable to traders for insignificant infringements of contract involving slight negligence.
The restrictions on liability stated above do not concern the customer’s claims from product liability.
The customer’s claims to damages due to a defect expire by limitation of time one year from delivery of the goods. This does not apply if object design solutions is culpable of malice.
§ 9 Reservation of ownership
In the case of contracts with consumers, object design solutions reserves ownership of the goods until the purchase price has been paid in full.
In the case of contracts with traders, object design solutions reserves ownership of the goods until all claims from an on-going business relationship have been settled in full.
The customer is obliged to treat the goods with care.
The customer is obliged to inform object design solutions without delay of third party access to the goods, in case of seizure, for example, or of any damage or destruction to the goods. The customer shall notify object design solutions without delay if the goods change possession or if the customer changes its place of residence or business. Should the goods be damaged or destroyed or stolen, then in order to secure the claims of object design solutions, the customer shall assign to object design solutions any claims to damages against parties who caused the damage or insurers. object design solutions accepts the assignment.
In case the customer is guilty of conduct contrary to contract, in particular default of payment or infringement of a duty under items 2 and 3 of this provision, object design solutions is entitled to withdraw from the contract and to demand the return of the goods. In such a case, the buyer is obliged to return the goods without delay at its own cost. This also applies in particular if bankruptcy or settlement proceedings are opened against the customer’s assets, or the customer issues an affirmation in lieu of oath or third parties access the goods by way of seizure.
The trader is entitled to resell the goods in regular business transactions. It even now assigns to object design solutions all claims to the amount of the sum invoiced which accrue to it against third parties because of making a resale. object design solutions accepts the assignment. After making the assignment, the trader is authorised to collect the claim. object design solutions reserves the right to collect the claim itself as soon as the trader does not properly fulfil its obligations of payment and is in default of payment.
§ 10 Payment
All sales prices must be immediately paid to our account or via PayPal or credit card.
Credit card
When you place your order, you will simultaneously provide us with your credit card details.
After your legitimation as a legitimate cardholder we ask your credit card company to initiate the payment transaction immediately after ordering. The payment transaction is carried out automatically by the credit card company and your card is debited.
PayPal
During the ordering process, you will be redirected to the website of the online provider PayPal. In order to be able to pay the invoice amount via PayPal, you must be registered there or first register, identify yourself with your access data and confirm the payment order to us. After placing the order in the shop, we ask PayPal to initiate the payment transaction.
The payment transaction is carried out automatically by PayPal immediately afterwards. Further information is available during the ordering process.
Should the customer and object design solutions agree payment by bill of exchange, the costs of the bill and discount charges are then borne by the customer.
The customer is not entitled to offset or hold back payment of claims unless these have been established by law or are undisputed. The customer cannot exercise the right of retention unless the counter-claim is based on the same contractual relationship.
§ 11 Concluding provisions
German law shall prevail. The provisions of UN commercial law do not apply.
Ratingen is agreed as the place of jurisdiction for all disputes arising from this contract and for all legal relationships between object design solutions and the customer, in particular if the customer is a trader and a general merchant. object design solutions can nevertheless, at its discretion, pursue its claims at the court responsible for the customer’s residence or headquarters. The same applies if the customer maintains no business premises in Germany, or if its normal residence or its headquarters are unknown at the time the action is initiated.
Should individual provisions in this contract with the customer, including the general terms of trade, be or become partly or fully ineffective or null-and-void, this does not affect the validity of the remaining provisions. In such a case, the partly or fully ineffective or null-and-void regulation shall be replaced by a regulation, the financial outcome of which comes closest to the ineffective or null-and-void clause.