General Terms and Conditions

1. General, Customers, Language

(1) All offers, sales contracts, deliveries and services made on the basis of any orders by our customers (each, a „Customer“) through our online shop www.wowerat.de (the „Online Shop“) shall be governed by these general terms and conditions of sale (the „General Terms and Conditions“).

(2) The product offerings in the Online Shop are directed only to Business Customers (as defined below). For the purpose of these General Terms and Conditions, a „Business Customer“ is an individual, company or partnership vested with legal capacity who enters into the relevant contract in the conduct of its business or its self-employed professional activity (Sec. 14 (1) of the German Civil Code).

(3) Standard business conditions of the Customer do not apply, regardless of whether or not we expressly object to them in a particular case.

(4) Our contracts with the Customer shall be made exclusively in the German or English language, in each case depending on whether the Customer makes the relevant purchase on our English language or on our German language website..

2. Conclusion of Contract

(1) Our offerings in the Online Shop are non-binding.

(2) By placing an order in the Online Shop, the Customer makes a binding offer to purchase the relevant product. The offer will remain open for acceptance by us for a period ending at the end of the third business day following the day of the offer.

(3) Without undue delay upon receipt of the order, we will send to the Customer by e-mail a confirmation of receipt, which shall not constitute an acceptance of the order. The order shall be deemed to be accepted by us either upon subsequent (e-mail) acceptance of the order or by dispatching the product. The sales contract with the Customer shall not become effective until our acceptance.

(4) Any Customer who is a Consumer shall be entitled to revoke the offer and return the product in accordance with the cancellation and return policy as separately made available to the Customer on our website.

3. Prices and Payment

(1) Our prices are net-prices and do neither include the statutory VAT (19% in Germany), nor the shipping or customs costs.

(2) Unless expressly otherwise agreed by us, all shipments by us shall require advance payment (to be made in the manner specified in our order form made available in the Online Shop) or shall be paid cash on delivery, in each case upon receipt of an invoice.

(3) In the event that we have agreed to payment after delivery, our invoices shall be due and payable by the Customer within fourteen business days upon receipt of the product and the invoice.

(4) The Customer shall have no right of set-off or retention, except to the extent that the counterclaim has not been disputed by us or been determined by a final and binding decision.

4. Dispatch of the Product

(1) Any date of dispatch communicated by us shall be only approximate and may therefore be exceeded by up to three business days, except if a fixed date of dispatch has been agreed upon.

(2) Any time period relevant to determine the date of dispatch pursuant to this Section 4 (as specified by us when the order is made or as otherwise agreed upon) shall begin (a) if advance payment has been agreed, upon receipt by us of the full purchase price (including VAT and shipping costs) or (b) if cash on delivery or payment after delivery has been agreed, upon the conclusion of the sales contract.

(3) The date of dispatch shall be such day on which the product is handed over by us to the carrier.

(4) Regardless of whether any product is indicated on the order form as "in stock", we may sell such product at any time, provided that

a) the order form has included a notice as to the limited availability of the product or

b) an advance payment has been agreed upon and this payment amount is not received by us within a period of five business days upon our acceptance of the order.

In such cases, we shall only be obligated to dispatch the product within the time period agreed upon or indicated by us as long as stock lasts.

(5) In the event that no date of dispatch has been specified or otherwise agreed upon or we are no longer required to deliver within any agreed time period pursuant to subsection 4, we shall be required to dispatch the product within a period of three weeks after the Relevant Date pursuant to subsection 1.

(6) In the event that our supplier fails to deliver in a timely manner a product that has been indicated on the order form as "not in stock" or has been sold off in accordance with subsection 4 above, any applicable delivery period pursuant to this Section 4 shall be deemed to be extended until delivery is made by our supplier plus an additional period of three business days, but in no event by a period of more than three weeks, provided that our supplier’s failure to timely supply the products is not a result of our fault or negligence and that we have without undue delay ordered the relevant products from the supplier.

(7) In the event that the product is no longer available or cannot be timely delivered, for any of the reasons set out in subsection 6, we shall without undue delay inform the Customer thereof. If the product is no longer available from our suppliers within the foreseeable future, we shall be entitled to terminate the sales contract. In case of such termination, we shall without undue delay reimburse the Customer any payments which the Customer has made to us in respect of the order. The legal rights of the Customer resulting from late delivery shall not be affected by this provision; provided, however, that the Customer may claim damages only subject to the provisions of Section 9 of these General Terms and Conditions.

(8) Partial deliveries of products included in the same order shall be permitted, provided that the products can be used separately. We shall bear any additional shipping costs caused thereby if the value of the additional delivery is at least € 100,- net.

5. Shipment, Insurance and Passing of Risk

(1) Unless expressly otherwise agreed upon, we shall be free to determine the appropriate mode of shipment and to select the carrier at our reasonable discretion.

(2) We shall only be obliged to properly and timely deliver the product to the carrier and shall not be responsible for any delays caused by the carrier. Any transit times specified by us shall therefore only be non-binding estimates.

(3) The risk of accidental destruction, damage or loss of the delivered product shall pass to the Customer upon delivery of the product by us to the carrier. If the Customer asks us in written form we can contract a delivery insurance at the customers own dispense.

(4) If asked for we may insure the product against the usual risks of transportation, at our customers cost and expense.

6. Retention of Title and Resale

(1) We retain legal title to any product supplied by us until the purchase price (including VAT and shipping costs) for such product has been fully paid.

(3) In all cases, the risk of accidental destruction, damage or loss of the delivered product shall pass to the Customer upon delivery of the product by us to the carrier.

7. Warranty

(1) In the event of a defect of the delivered product, we shall have the right to choose between repairing the defect or to supply another product (as ordered) which is free from defects, provided that such choice shall be made by us by written notice (in „text form“, including by telefax or by e-mail) within a period of three business days following receipt of the Customer’s notice of the defect. We may refuse to remedy a defective product in the manner requested by the Customer if such remedy would result in unreasonable costs.

(2) If the remedy (supplementary performance) pursuant to Section 7 (1) fails or cannot reasonably be expected from the Customer or we refuse to remedy the defect, the Customer shall be entitled to terminate the sales contract or reduce the purchase price.

(3) The warranty period shall be twelve months upon delivery of the product.

(4) The Customer shall promptly upon delivery inspect the product with due care. The delivered product shall be deemed to be approved by the Customer unless the defect is notified to us (i) in case of any obvious defects within a period of five business days upon delivery or (ii) otherwise within five business days from the day when the defect has been identified.

8. Data Protection

(1) We may save and process any data relating to the Customer, to the extent necessary for the purpose of the execution and implementation of the sales contract and as long as we are required to keep such data in accordance with applicable law.

(2) We shall have the right to submit personal data relating to the Customer to credit agencies, to the extent necessary for a credit check, subject, however, to the Customer’s consent in each individual case. We shall not make available any personal data of the Customer to other third parties without the express consent of the Customer, except to the extent that a disclosure is required under applicable law.

(3) We shall not be permitted to collect, submit to any third party or otherwise process personal data of the Customer for any purpose other than those set forth in this Section 10.

9. Applicable Law and Competent Courts

(1) Any contracts entered into between us and the Customer shall be governed by the laws of the Federal Republic of Germany under exclusion of the UN Convention on the International Sale of Goods (CISG), without prejudice to any mandatory conflict of laws provisions.

(2) If the Customer is a corporation, limited liability company or commercial partnership or otherwise operates a commercial business (Kaufmann within the meaning of Sec. 1 (1) of the German Commercial Code) or is a legal entity or special fund organized under public law, the courts in Solingen shall have exclusive jurisdiction in respect of all disputes arising out of or in connection with the relevant contract. In all other cases, we or the Customer may file suit before any court of competent jurisdiction under applicable law.