General Terms and Conditions


VALIDITY AND CONDITIONS
The deliveries and offers of the seller are based exclusively on these terms and conditions. They thereby apply for all future business relationships also when they are not expressly agreed to again. With the receipt of the wares at the latest, the conditions apply as having been accepted. Conformations to the contrary of the buyer with reference to his/her own terms and conditions are hereby rejected. Deviations from these terms and conditions are effective only when confirmed in writing by the seller.


OFFERS AND CONCLUSION OF CONTRACT
The offers of the seller are without obligation and non-binding. Acceptance declarations and all orders require the written or by teletype/telefax transmitted confirmation of the seller to be legally valid. The same applies for supplements, changes or additional agreements. Drawings, illustrations, dimensions or other performance data are binding only when they are expressly agreed to in writing. If the buyer withdraws from the purchase before delivery of the wares, the seller has the right to demand compensation for damage in the amount of 25% of the sales sum. This applies also for withdrawals from a part of a purchase or delivery. The buyer can provide evidence of lesser damage.


PRICE
The price lists of the seller are applicable that are valid on the day of the contract conclusion. The prices are net prices without discount or other reductions and without turnover tax that the buyer is required to pay additionally at the legally valid rate at the particular time. The prices does not include shipping unless it is expressly so stated. Packaging and shipping costs are to be paid in addition to the sales price unless otherwise expressly stated.


TIME OF DELIVERY AND PERFORMANCE
Delivery dates or terms require the written form. The seller is not responsible for delivery delays as a result of force majeure or events that make the delivery significantly more difficult or impossible for the seller (strikes, regulations of authorities, import restrictions, etc. also when they occur at the suppliers of the seller), also for dates and terms that were agreed in a binding manner. The seller has the right to postpone the delivery for the duration of the hindrance plus a reasonable start-up time or, as the result of the still not fulfilled part, completely or partially cancel the contract. When the hindrance lasts longer than six weeks, the buyer has the right, after a reasonable additional period of time for the delivery of the still not fulfilled part, to withdraw from the contract. If the delivery time is extended or the seller is relieved of his/her obligations, the buyer cannot derive a claim for compensation for damage from this. The seller can make an appeal based on the named circumstances only when the buyer is informed without delay. To the extent that the seller is responsible for not complying with the agreed dates or terms or is in arrears, the buyer can claim delay compensation in the amount of ½ % for each elapsed week of the delay, however, not more than a total of 5 % of the invoice value of the deliveries involved in the delay. Claims that exceed these provisions are excluded unless the delay is based on at least gross negligence of the seller. The right of the buyer to withdraw from the contract in case of delay by the seller remains unaffected. The seller has the right to make partial deliveries at any time.


PASSING OF RISK AND TRANSPORT DAMAGE
The risk passes to the buyer as soon as the shipment is transferred to the person performing the transport or has left the warehouse of the seller for the purpose of shipping.
The agency contracted to perform the transport is liable for damage that the wares suffer during transport. The buyer is required to inspect received wares for completeness and damage without delay, also when the outer packaging of the delivered goods is not damaged. When transport damage is detected, an inspection is to be made immediately by the agency performing the transport and a report of the damage prepared.

GUARANTEE AND LIABILITY
If the delivered goods are defective or agreed characteristics are lacking or become defective within the guarantee period as a result of fabrication or material deficiencies, the seller provides replacement or improvement at his/her discretion and with exclusion of further warranty claims of the buyer – especially with exclusion of all consequential damages of the buyer. Multiple improvements are allowed. The guarantee period is one year and begins with the date of the delivery. The buyer must inform the seller in writing of the deficiency without delay, however, within one week after receipt of the delivered goods. Deficiencies that could not be detected within this period, also by careful inspection, are to be reported without delay to the seller after detection. The defective delivered goods are to be made available for inspection by the seller in the state that they were in at the time it was determined that they are defective. If the subsequent improvement or replacement delivery is not successful after a reasonable period, the buyer can choose a reduction of the payment or demand cancellation of the contract. Only the direct buyer is entitled to guarantee claims against the seller and they are not transferable. This paragraph contains exclusively the guarantee for the delivered goods and excludes all other guarantee claims of any type. Claims for compensation for damage from the impossibility of the performance, from positive breach of an obligation, from culpa in contrahendo and from forbidden acts against the seller as well as against his/her employees are excluded to the extent that deliberate or gross negligence is not involved.


DATA PROTECTION
The Media-Pointer.de UG stores and processes the data of the buyer only to the extent necessary for conducting business and as allowed according to the German data protection regulations. All personal data are naturally handled in a confidential manner.


RESERVATION OF OWNERSHIP
Until the fulfilment of all claims that the seller has against the buyer now or in the future resulting from any legal grounds, the seller is granted the following securities that he on request and according to his/her choosing will release to the extent that their value does not exceed the claim continuously by more than 20%. The delivered goods remain the property of the seller. The buyer provides safekeeping for the seller’s property without charge. The delivered goods to which the seller is entitled as his/her property will be referred to in the following as reserved wares. The buyer is entitled to sell the reserved wares in regular business transactions as long as he is not in arrears. Pledging or transferring of ownership for security is prohibited. The buyer assigns claims resulting from reselling or another legal ground (insurance, forbidden acts) with respect to the reserved wares already now for reasons of security in the full extent to the seller. The seller gives him a revocable authorization to collect in his/her name and for his/her account the claims assigned to the seller. This collection authorization can be revoked only when the buyer does not fulfil his/her payment obligations in a proper manner. If the reserved wares are siezed by third parties, the buyer is to call attention to the ownership by the seller and inform the seller without delay. For breach of contract by the buyer – especially payment default – the seller has the right to repossess the reserved wares or, as the case may be, to demand the assignment of the recovery of possession claims of the buyer against third persons. The repossession as well as the pledging of the reserved wears by the seller – to the extent that the instalment payment law does not apply – is not a cancellation of the contract. The costs of the repossession of the reserved wares are borne by the buyer. The seller has the right to recover the best possible value  from the repossessed reserved wares by sale on the open market. The proceeds will be applied to the debt of the buyer after deduction of the costs.


PAYMENT
When nothing to the contrary has been agreed or stated, the invoices of the seller are to be paid in advance. With the exclusion by agreement of Paragraphs 366 and 367 of the Civil Code and in spite of differently worded provisions of the buyer, the seller determines which claims are fulfilled by the payment of the buyer. When checks or drafts are accepted, they are always considered as payments. The seller expressly reserves the right to reject checks or drafts. Discount or draft charges are borne by the buyer and are immediately payable. If the buyer lapses into arrears, the seller has the right to charge interest from the overdue date in the amount of the interest rate calculated by commercial banks for current account overdraft credit plus the legal turnover tax as well as reminder charges of Euro 10.- per reminder letter. They are to be reduced when the buyer provides evidence of a lesser expense. When the buyer is not able to meet his/her payment obligations, especially when a check or draft is not honoured or he stops making payments or when the seller becomes aware of changed circumstances that place the credit worthiness of the buyer in question, the seller has the right to demand payment of the complete remaining debt also when he has accepted checks or drafts. In this case, the seller also has the right to require advance payments or the providing of security. The buyer has the right to setoff only when the opposing claims are determined to be legally valid or are not undisputed.


APPLICABLE LAW, JURISDICTION, PARTIAL NULLITY
For the terms and conditions and the entire legal relationship between seller and buyer, the laws of the Federal Republic of Germany apply exclusively. The place of performance for all deliveries and payments is Essen, Germany. The place of jurisdiction for all conflicts that directly or indirectly arise from the contractual relationship is Essen, Germany. Should provisions of these terms and conditions or a provision in the framework of other agreements be or become completely or partially ineffective, this does not affect the effectivity all other provisions or agreements.