TERMS AND CONDITIONS
1. General Information –Area of Application
1.1 The following GTCT are applicable for all contracts that are closed in or outside of the office of an her clients.
1.2 This GTCT are applicable exclusively. The client’s GTCT shall not be applicable and shall put JANMATTHIESEN under the obligation to comply only in the event that JANMATTHIESEN has agreed to them into writing. This GTCT shall also apply if JANMATTHIESEN renders her service without reservation in knowledge of contrary GTCT on the part of the client.
1.3. Clients according to this GTCT are entrepreneurs and consumers.
2. Conclusion of Contract –Product Information –Time of Delivery
2.1 Along with the purchase order the client bids an obligatory offer to conclude the contract.
2.2 Every product that is manufactured by JANMATTHIESEN is handcrafted, so that slight variations from the measuring prototypes might occur. Technical or other variations of products that are shown on the website JANMATTHIESEN.COM or in booklets and promotion material in form, colour or weight are accepted as long as they are reasonable. Specifics concerning the usage and the
maintenance of the products can be seen in the catalogue of JANMATTHIESEN.
2.3 Delivery time from closing of contract is approx. 8-12 weeks. In case of custom made or bulk
orders the time of delivery might be longer and will be agreed upon JANMATTHIESEN and her clients
3. Passing of Risk
3.1 Is the client consumer, the risk of accidental loss and accidental deterioration of the sold product passes also in cases of contracts involving delivery by carriers when the product is handed over to the consumer. Is the client entrepreneur, the risk of accidental loss and accidental deterioration of the sold product passes when the product is handed over, in cases of contracts involving delivery by carriers the risk passes when the product is handed over to the carrier, haulage contractor or other person assigned with the conveyance of the products.
3.2 The client’s default of acceptance has the same legal effect as the handing over of the product.
4. Reservation of Ownership
4.1 Is the client consumer, all delivered products shall remain the property of JANMATTHIESEN until such time as the full price for the products is entirely paid. Is the client entrepreneur, all delivered products shall remain the property of JANMATTHIESEN until such time as all claims of JANMATTHIESEN arising out of the business relationship have been satisfied. If the value of the products subject to the reservation of title exceeds the secured claims arising out of the business relationship by 10%, JANMATTHIESEN shall agree to release the products upon request by the entrepreneur accordingly.
4.2 The client is obliged to immediately inform JANMATTHIESEN about all accesses of third parties to the sold products, especially about sanctions of foreclosure, as well as about possible damages or the demolition of the products. The same obligation occurs in case of a change in possession or a change of address. The client is liable to compensate damages due to the client’s culpable infringement of this obligation.
4.3 Entrepreneurs are allowed to sell the products subject to the reservation of title in the usual course of business. Entrepreneurs by now assign JANMATTHIESEN all claims up to the invoice total that emerge from the selling of the products to third parties. JANMATTHIESEN accepts the assignment of the claims. After the assignment of the claims the entrepreneur is authorized to collect the debts. If the entrepreneur is in a delay of payment, JANMATTHIESEN is reserved the right to collect the debts.
5. Purchase Price –Conditions of Payment
5.1 If JANMATTHIESEN sends products to the client, the client bears in addition to the purchase price the delivery- and forwarding expenses.
5.2 In the case that the total order value does not exceed 50,00 €(net), due to the small quantity delivered JANMATTHIESEN charges a supplement of 10,00 €.
5.3 For new customers the minimum amount for the order is 50,00 €/ 100,00 € / 150,00 € and cash advanced payment is required.
5.4 Custom made products have to be paid before the beginning of the production.
5.5 Clients may pay in cash or by bank transfer. Payments by cheque are not possible. Bank charges
as a result of international credit transfer must be paid by the client.
5.6 The client is obliged to pay the price not later than 5 working days after receiving the products.
This does not apply if there is another term of credit agreed upon and noted on the invoice. After
these periods have lapsed without success, the client is in default.
5.7 If the client is entrepreneur JANMATTHIESEN is reserved the right to verify and to claim a higher
interest-bearing default rate than allotted by law, whereas the entrepreneur has the opportunity
to prove a lower loss.
5.8 Clients are only entitled to offset own counterclaims when these counterclaims have been legally
determined or have been accepted by JANMATTHIESEN in writing. Entrepreneurs only have a right of retention, when the counterclaim is based on the same contractual relationship.
6. Implied Warranty
6.1 If the client is entrepreneur, JANMATTHIESEN shall remedy product defects at her own choice by subsequent improvement or compensation delivery.
6.2 If a first subsequent improvement fails, JANMATTHIESEN again remedies the defects of the entrepreneur’s products at her own choice by subsequent improvement or compensation delivery. After the failure of the second subsequent improvement the entrepreneur has the choice between an abatement of the purchase price or the rescission of the contract.
6.3 In case of a purchase of more than only one product the rescission of the contract is only possible regarding the defective products. This does not apply if the entrepreneur has no interest only in the products without the defect. The entrepreneur has to explain and to prove the facts, which substantiate that there is no interest in the products without the defect.
6.4 Consumers have to report JANMATTHIESEN in writing about obvious defects within two weeks after receiving the product. Alternatively the assertion of the warranty claim is excluded.
6.5 Entrepreneurs have to check the products unhesitatingly after delivery with regard to variations in quality and quantity and have to report JANMATTHIESEN in writing within 5 working days after the receiving of the products. Alternatively the assertion of the warranty claim is excluded. Hidden defects have to be reported JANMATTHIESEN in writing within 5 working days after their detection. To meet the term, timely mailing shall suffice. The entrepreneur shall carry full burden of proof for all conditions to assert claims, in particular for the defect itself, it’s existence at the time of the passing of risk, for the moment of time when the defect was detected and for the timeliness of the notice of defect.
6.6 For entrepreneurs the period of warranty is one year from product delivery.
7. Limitation of Liability
7.1 In case of contractual and non-contractual claims of the client, JANMATTHIESEN is liable only for wilful and grossly negligent actions (carried out by directors) and negligent actions of employees and vicarious agents. In the event of an infringement of essential contractual obligations, in case of default and of impossibility of performance that is based on the fault of JANMATTHIESEN is also liable for every negligent breach of duty. This applies for conducts of employees and vicarious agents, too. Aside from wilful or grossly negligent actions from JANMATTHIESEN and from grossly negligent conducts from her statutory agents, employees or vicarious agents, the liability of JANMATTHIESEN is limited to the typically predictable damage.
7.2 The preceding limitations of liability do not apply for damages arising from impairment of life, physical injury and impairment of health as well as in the event of coercive legal rules, e.g. the German Product Liability Act.
8. Concluding Conditions
8.1 These terms and conditions shall be governed exclusively by German law. Consumers who close this contract not for professional or commercial purposes, this choice of law is only applicable as the custody of coercive legal rules of the state in which the consumer has her usual residence is not detracted. The rules of the United Nations Convention on Contracts for the International Sale of Goods (CISG) are not applicable.
8.2 The place of jurisdiction for all claims arising from the business relationship with respect to merchants, legal entities under public law and separate assets under public law is the registered office of JANMATTHIESEN. This also applies when the client has no place of general jurisdiction in Germany or the domicile or usual place of habitation is unacquainted in the time of commencement of action.
8.3 If one or more contractual conditions, including the foregoing GTCT, are or become totally or partly ineffective, this shall not affect the effectiveness of the other provisions.
8.4 This is an English convenience translation of the original German version. In case of any discrepancy, the binding version is the German original.