Conditions of Use
General Terms and Conditions of MediaLas Electronics GmbH, as of 2020
I. General Terms and Conditions
1. The following terms of sale and delivery apply to all legal relationships between MediaLas Electronics GmbH based in Balingen - hereinafter referred to as "seller" - and its customers - hereinafter referred to as "buyer". Our sales conditions apply exclusively; We do not recognize any conditions of the buyer that conflict with or deviate from our sales conditions, unless we have expressly agreed to their validity in writing. Our terms and conditions of sale shall also apply if we carry out the delivery to the buyer without reservation, knowing that the terms of the buyer conflict with or differ from our terms of sale.
II. Offer - offer documents
1.The presentation of the goods in our internet shop or other websites does not constitute a legally binding contract offer on our part, they are only a non-binding invitation to the prospective buyer to order goods or services. By ordering the desired goods, the buyer submits a binding offer to conclude a purchase contract. The offer is accepted in writing or in text form or by sending the ordered goods within the agreed delivery times. After the deadline has expired without result, the offer is considered rejected.
2. You can add one or more products to the shopping cart. In the course of the ordering process, you enter your data and requests regarding payment method, delivery modalities, etc. You only make a binding offer to conclude a purchase contract by clicking on the order button. You can also place a binding order by phone or fax. The immediate confirmation of receipt of your order by email or fax does not constitute acceptance of the purchase offer.
3. We are entitled to accept your offer within 4 working days by sending an order confirmation by email. After the fruitless expiry of the period mentioned in sentence 1, your offer is considered rejected, i.e. You are no longer bound by your offer. If you place an order by telephone, the purchase contract is concluded if we immediately accept your offer. If the offer is not accepted immediately, you are no longer bound by it.
4. Offers made by the seller are subject to change unless the order confirmation states otherwise. Delivery contracts require the seller's written confirmation to be effective.
5. We reserve ownership and copyrights to illustrations, drawings, calculations and other documents.
6. The seller reserves the right to change designs and shapes slightly until delivery, to replace components with equivalent parts, insofar as these are based on technical developments, do not impair functionality and are reasonable for the buyer.
III. Customer information: Storage of the contract text
We will save your order with details of the contract concluded (e.g. type of product, price, etc.). We will send you the terms and conditions, but you can also call up the terms and conditions at any time on our website after the contract is concluded. As a registered customer, you can access your past orders via the customer login area (your account).
IV. Customer information: Correction notice
You can correct your entries at any time before placing the order with the delete key. We will inform you on the way through the ordering process about further correction options. You can also end the ordering process at any time by closing the browser window.
V. Prices
Unless otherwise stated in the order confirmation, our prices apply “ex works” Balingen, excluding packaging; this will be invoiced separately.
VI. Payment terms
1. Unless otherwise stated in the order confirmation, the purchase price is payable without deduction no later than 30 days from the invoice date. The legal rules regarding the consequences of late payment apply.
2. In the event of default, the seller is entitled to charge default interest of 5% above the respective base rate from the 30th day after the invoice is issued. If the buyer is a merchant within the meaning of the German Commercial Code (HGB), the default interest is 8% above the respective base rate.
3. In special cases, an account debit can be arranged. In this case, the buyer has to ensure the necessary account cover. An administrative expense of EUR 8.00 plus VAT is additionally charged for return debits.
4. Deduction of discount requires special written agreement.
5. Payment instructions and checks are only accepted on account of performance and after deduction of all collection and financing expenses. Credits for checks are always subject to receipt of the money.
6. The buyer is only entitled to set-off rights if his counterclaims have been legally established, are undisputed or have been recognized by us. He is also authorized to exercise a right of retention insofar as his counterclaim is based on the same contractual relationship.
VII. Delivery
1. Compliance with our delivery obligation also requires the timely and proper fulfillment of the buyer's obligation arising from the respective transaction or from another transaction made with the seller. The exception of the unfulfilled contract remains reserved. Further rights of the seller from the delay of the buyer remain unaffected.
2. Exceptional partial deliveries are permitted, provided that they are reasonable.
3. Delivered goods are to be accepted by the buyer, even if they have insignificant complaints.
4. If the buyer defaults on acceptance or culpably violates other duties to cooperate, we are entitled to demand compensation for the damage we incur, including any additional expenses. Further claims or rights are reserved.
5. If the requirements of paragraph (4) are met, the risk of accidental loss or accidental deterioration of the purchased item passes to the buyer at the point in time when the buyer is in default of acceptance or debtor.
6. We are liable in accordance with the statutory provisions insofar as the underlying sales contract is a fixed transaction within the meaning of Section 286 (2) No. 4 BGB or Section 376 HGB. We shall also be liable in accordance with the statutory provisions if, as a result of a delay in delivery for which we are responsible, the buyer is entitled to assert that his interest in the further fulfillment of the contract has ceased.
7. We are also liable according to the statutory provisions if the delay in delivery is due to an intentional or grossly negligent breach of contract for which we are responsible; the fault of our representatives or vicarious agents is to be attributed to us. If the delay in delivery is due to a grossly negligent breach of contract for which we are responsible, our liability for damages is limited to the foreseeable, typically occurring damage.
8. We are also liable in accordance with the statutory provisions insofar as the delay in delivery for which we are responsible is based on the culpable violation of an essential contractual obligation; in this case the liability for damages is limited to the foreseeable, typically occurring damage.
9. In the absence of special agreements, the shipping route and means of transport are left to the choice of the seller, whereby the seller does not assume any liability.
10. Further legal claims and rights of the buyer are reserved.
VIII. Retention of title
1. All purchased items remain the property of the seller until all claims of the seller against the buyer have been paid - regardless of their legal basis and due date - even if payments have been made for specially designated claims. The retention of title also applies in particular to securing all claims related to the object of purchase as well as to securing all claims of the seller from transactions with other companies belonging to the buyer or associated with him through participation.
2. If the customer behaves contrary to the contract, in particular in the event of a delay in payment, we are entitled to take back the purchased item. If we take back the purchased item, we withdraw from the contract. After taking back the object of sale, we are authorized to sell it, the proceeds of the sale are to be offset against the customer's liabilities - less reasonable costs of sale.
3. The customer is obliged to treat the purchased item with care. If maintenance and inspection work is required, the customer must carry this out in good time at his own expense.
4. For the duration of the retention of title, the object of purchase must be insured at replacement value, taking into account all transport risks, against full insurance and liability, with the proviso that the rights from the insurance are due to the seller. All claims of the buyer from the insurance contract are now assigned to the seller. Insurance benefits are to be used in full for the repair of the object of purchase. In the event of total loss, the insurance benefits are to be used to repay the seller's remaining claims. The buyer is entitled to an additional amount.
5. The buyer bears the risk of destruction, wear and tear or damage to the purchased item during the retention of title.
6. In the event of attachments or other interventions by third parties, the customer must immediately notify us in writing so that we can file a lawsuit in accordance with Section 771 ZPO. If the third party is unable to reimburse us for the judicial and extrajudicial costs of a lawsuit in accordance with § 771 ZPO, the customer is liable for the loss we incurred.
7. The customer is entitled to resell the purchased item in the ordinary course of business; However, he already assigns to us all claims in the amount of the final invoice amount (including VAT) of our claim that arise from the resale against his customers or third parties, regardless of whether the object of sale was resold without or after processing is. The customer remains authorized to collect this claim even after the assignment. Our authority to collect the claim itself remains unaffected. However, we undertake not to collect the receivables as long as the customer meets his payment obligations from the proceeds received, does not fall into arrears and, in particular, there is no application to open a settlement or insolvency procedure or payment is suspended. If this is the case, however, we can request that the customer inform us of the assigned claims and their debtors, provide all the information necessary for collection, hand over the associated documents and notify the debtors (third parties) of the assignment.
8. The processing or transformation of the purchased item by the customer is always carried out for us. If the purchased item is processed with other items that do not belong to us, we acquire co-ownership of the new item in the ratio of the value of the purchased item (final invoice amount, including VAT / VAT) to the other processed items at the time of processing. For the thing resulting from processing, the same applies as for the purchased item delivered with reservation.
9. If the object of sale is inseparably mixed with other objects not belonging to us, we shall acquire co-ownership of the new object in the ratio of the value of the object of sale (final invoice amount, including VAT/Sales tax) to the other mixed objects at the time of mixing. If the mixing takes place in such a way that the customer's item is to be regarded as the main item, it shall be deemed to be agreed that the customer transfers co-ownership to us on a pro rata basis. The customer shall hold the sole ownership or co-ownership thus created in safe custody for us.
10. We undertake to release the securities to which we are entitled at the customer's request insofar as the realizable value of our securities exceeds the claims to be secured by more than 10%; the choice of the securities to be released is incumbent on us.
IX. Limited warranty
1. The seller guarantees that the object of purchase is free of defects in material and workmanship, but that the object of purchase is not suitable for a specific purpose. Checking and deciding this is the sole responsibility of the buyer. Minor deviations from the seller's specifications as well as technical changes that do not significantly affect the usability of the object of sale do not constitute a defect within the meaning of these warranty agreements.
2. If there is a defect in the purchased item, the customer is entitled to choose whether to remedy the defect or to deliver a new, defect-free item. In the event of rectification of the defect or replacement delivery, we are obliged to bear all expenses required for the purpose of supplementary performance, in particular transport, travel, labor and material costs, unless these increase due to the fact that the object of purchase is located at a location other than the place of performance was spent.
3. If the supplementary performance fails, the customer is entitled to request withdrawal or a reduction.
4. Illuminants and light-generating semiconductors such as lamps, LEDs or laser diodes are excluded from the warranty.
5. If the buyer is a merchant within the meaning of the German Commercial Code (HGB), his claims for defects presuppose that he has properly complied with his obligations to inspect and give notice of defects pursuant to Section 377 German Commercial Code. He is obliged to notify any defects in writing within 8 days of delivery of the object of purchase - arriving at the seller. Failure to give notice of defects in due time by a commercial buyer will result in the loss of the corresponding warranty claims.
6. The seller is not obliged to make improvements or make subsequent deliveries as long as the buyer does not properly fulfill his contractual obligations.
7. The seller's warranty shall expire if the delivered item is handled improperly, modified or processed without the seller's approval, used excessively, or if the original serial numbers or guarantee labels are removed or changed.
X. Limited liability
1. We exclude liability for slightly negligent breaches of duty, provided these do not relate to contractual obligations, damage from injury to life, limb or health, guarantees or claims under the Product Liability Act (ProdHaftG). The same applies to breaches of duty by our vicarious agents and our legal representatives. The essential contractual obligations include, in particular, the obligation to hand over the item to you and to give you ownership of it. Furthermore, we have to provide you with the item free of material and legal defects.
2. The seller is only liable for products supplied by third-party manufacturers provided that the buyer is initially obliged to take action against the supplier based on the seller's warranty claims assigned to him. Warranty liability of the seller exists only to the extent that the supplier does not provide the seller with a warranty the supplier of third-party products to the buyer, who accepts this assignment at the same time.
3. No guarantee is given for used goods unless the seller acts intentionally or through gross negligence.
4. In the case of purchase items provided with coolant, the seller is not liable for damage caused by failure of the coolant.
5. In the event of defective or improper maintenance of the object of purchase, any liability of the seller is excluded insofar as the defect can be attributed to and / or could have been avoided.
6. We are liable in accordance with the statutory provisions if we culpably violate an essential contractual obligation; in this case too, liability for damages is limited to the foreseeable, typically occurring damage. An essential contractual obligation exists if the breach of duty relates to a duty that the customer trusted and could also trust to fulfill.
7. Liability for culpable injury to life, limb or health remains unaffected; this also applies to mandatory liability under the Product Liability Act.
8. The limitation period for claims for defects is 24 months (for merchants within the meaning of the HGB: 12 months), calculated from the transfer of risk. This does not apply insofar as the purchased item is usually used for a building and has caused the defect. The warranty period for used goods for consumers is 12 months.
9. The limitation period in the event of a delivery recourse according to §§ 478, 479 BGB remains unaffected; it is five years from the delivery of the defective item.
XI. Liability
1. Any further liability for damages than provided in VII is excluded - regardless of the legal nature of the asserted claim. This applies in particular to claims for damages arising from fault at the conclusion of the contract, due to other breaches of duty or due to tortious claims for compensation for property damage in accordance with § 823 BGB.
2. The limitation according to Paragraph (1) also applies if the customer demands reimbursement of useless expenses instead of a claim for compensation for the damage.
3. Insofar as the liability for damages against us is excluded or limited, this also applies with regard to the personal liability for damages of our employees, workers, employees, representatives and vicarious agents.
XII. Place of jurisdiction, applicable law, place of performance
1. Place of jurisdiction is 72336 Balingen, if
a) the buyer is a merchant without being one of the traders specified in section 4 of the HGB;
b) the buyer is a legal entity under public law or a special fund under public law;
c) the buyer does not have a general place of jurisdiction in the Federal Republic of Germany or moves his or her place of residence or usual place of residence from the territory of the Federal Republic of Germany after the conclusion of the contract or is an unknown place of residence or place of residence at the time the action is brought;
2. The law of the Federal Republic of Germany applies; the UN sales law is excluded.
3. Unless otherwise stated in the order confirmation, our place of business is the place of performance.
The European Commission provides a platform for out-of-court online dispute resolution (OS platform), available at: https://ec.europa.eu/consumers/odr/. We are neither obliged nor willing to participate in the dispute settlement process.