General Terms and Conditions for the Online business

Deliveries and performances of the Vendor occur always under the following conditions, under the renounciation of the Buyer concerning his GTAC or other conditions. This is also the case when the Vendor does not veto these conditions explicitly. The following GTAC also apply to the case of explicit inclusion for further businesses and contracts with the Buyer.

All offers are subject to change and without obligation. For the contract content, the written offers or order confirmation of the Vendor are definitive.

The offers as well as the Vendor’s order confirmations are based on the prices ex stock. The denoted prices do not contain sales taxes and transport costs, if not stated otherwise.

a. Delivery takes place ex stock and by the Buyer’s risk. The shipment occurs at the expenses of the Buyer at the Vendor’s discretion in customary packaging.

b. The risk passes on the Buyer as soon as the goods are made availabe to him or have been passed to him by a freight carrier, at the latest when leaving the Vendor’s stock.

c. Externally perceptable transport damages are to be reported to the carrier immediately. Other transport damages or loss are to be reported to the Vendor within 14 days after delivery with enclosed documents for transport documentation.

a. Stated date of deliveries are without obligation if not stated otherwise. Noncompliance of the dates do only entitle the Buyer to withdraw from the contract in case of an adequate and not-complied-with deadline.

b. The Vendor is to be held liable according to the legal requirements except if the following applies: the contract is a firm bargain (A transaction in which delivery of the securities must take place on specified days) or the Buyer is entitled to withdraw from the contract due to default in delivery.

c. The Vendor is to be held liable in case of default in delivery according to the legal requirements, if the default in delivery is based upon a deliberate or negligent breach of duty. In case the default in delivery is not based upon a deliberate or negligent breach of duty, the liability of the Vendor is reduced to the foreseeable typical damage.

d. If the default in delivery is based upon a breach of duty on the Vendor’s side, the Vendor is to be held liable according to the legal requirements; in this case the liability is limited to the foreseeable typical damage.

e. The Vendor is entitled to partial deliveries and partial performances if these can be expected by the Buyer.

f. Incidences that are outside of the sphere of influence of the Vendor, such as force majeure, transport disturbances or other extraordinary circumstances in the Vendor’s or another involved company, entitle the Vendor to withdraw from the contract. The Buyer can then demand the explanation of the Vendor, if he wants to withdraw from the contract or deliver in an adequate additional respite. If the Vendor fails to give such an explanation, the Buyer has the right to withdraw from the contract. No claim for damages arises hereby.

a. The Buyer is obliged to examine the goods right after receiption concerning amount and substance. Complains may only be addressed  immediately and in written form, at the latest 14 days after receiption of the goods. Concerning defects that are not visible on the first sight, these have to be addressed immediately after discovery.

b. If a defect has occured which the Vendor has to be held liable for, he is entitled to either a removal of that defect or a substitute delibery within a week. In case of removal, the Vendor bears the necessary expenses.

c. If the Vendor is not willing to either remove the defect or deliver a substitute, or if he is not able to do the aforementioned, or is the respite prolongued to a non-adequate degree due to reasons that are his fault, or do the removal ort he substitute delivery fail, the Buyer has the right to chose between a price reduction or a withdrawal from contract.

d. The Vendor is unlimitedly liable according to the legal requirements for damages of someone else’s life, body and health, that occur because of negligent or deliberate behaviour of the Vendor himself or a legal representative or an auxiliary person, as well as for damages that are mentioned in the German Product Liability Act, as well as for damages that have ocurred because of negligent or deliberate breach of duties as well as fraudulent intent of the Vendor, a legal representative or an auxiliary person. As far as the Vendor has made a guarantee statement regarding the goods in whole or partial, he is liable according hat warranty. The Vendor is only liable for damages within that guarantee.

e. The Vendor is also to be held liable for damages due to negligence, if the negligence is related to a contractual duty. The same applies if the Buyer exercises his right of compensation instead of the actual contractual action. The Vendor is however only liable if the damages occur in a way that is typical of the contractual relation and that is foreseeable.

f. A further liability of the Vendor is exluded by not matter; this applies especially for claims out of tort actions or claims due to compensation instead of action. As far as the liability of the Vendor is excluded or limited, this applies as well fort he personal liabilities of the following: Employees, Co-Workers, Representatives and Auxiliary persons.

The Buyer has the right to withdraw from the contract  within two weeks after receiption of the goods without having to state reasons, either in written form or by  returning the goods to hps Labor- und Bürositzmöbel OHG, Hoher Holzweg 14, 30966 Hemmingen, Germany.  In case of a withdrawal, the Buyer is obliged to return the goods immediately. The aforementioned right of withdrawal applies only to orders that a consumer places with intentions that are not linked to his commercial or self-employed actions. When the Buyer exercises his right of withdrawal, he bears the costs of the return of the goods. This does not apply when the ordered goods do not correspond with the delivered goods.

a. If nothing else is agreed upon with the Buyer in written form, the purchase price is to be paid within 14 days after the receiption of the invoice. After that, default occurs automatically.

b. If default occurs on the Buyer’s side, the Vendor is entitled to demand default interest. The Vendor may denounce a higher damage.

c. The Buyer only has the right to declare set-off when his notice of defects or his counterclaims are legally asserted, accepted by the Vendor or undisputed.To exercixe his right of retention, the Buyer is only entitled when his counterclaim is based on the same legal act.

a. The Vendor exercises his right of retention of title until the payment is fulfilled completely.

b. The Buyer has to notify the Vendor of access of a third party. He particularly has to notify of all foreclosure actions as well as other actions that affect the Vendor’s right of property. The notification has to be immediate and in written form. The Buyer has to compensate for all of the Vendor’s damages and costs that arise due to a breach against this obligation. He also has to compensate costs that arise because of necessary intervention actions against a third party.

c. If the Buyer violates the contract in any way, especially by not fulfilling his payment obligation despite a reminder of the Vendor, the Vendor can withdraw from the contract after an adequate respite and may demand the goods back whose property rights he still own. The withdrawal of the contract can be exercised through the demand of the goods. The Buyer bears the hereby arising transports costs. By destraining the goods, a withdrawal of contract occurs automatically. The Vendor is entitled to fully use the goods after their return. The proceeds of sales are to be credited against debts of the Vendor, less adequate sales costs.

The Vendor processes the customer data into his customer list in the moment the parties enter the business or conclude a contract. The data is to be saved and used according to the regulations of the German Data Protection Act.

Place of delivery of the Vendor’s performance is Hannover, Germany. Court of jurisdiction is also Hannover, Germany. If the Buyer is a non-trader, a legal person governed by public law or a special fund under public law, jurisdiction according to the ZPO/ German Civil Process Order is applicable. The Vendor reserves the right to institute proceedings against the Buyer at the various court of jurisdictions according to the ZPO/ German Civil Process Order.

Legal ineffectiveness of single clauses does not affect the validation of the other clauses.