Terms and conditions

Informational English translation of the existing German source text. Prepared for review; no legal updates have been made.

Terms and conditions

Terms and conditions of thiwico IT-Systemhaus e.K.

1. Scope

1.1. All orders, deliveries and services are provided on the basis of these general terms and conditions.

Any deviations require a written agreement.

The general terms and conditions of our customers and suppliers are not binding on us without our express consent, whether or not they conflict with ours.

2. Offers, prices and conclusion of contract

2.1. Information in offers and accompanying documents is non-binding. No warranty is given for information in documents not prepared by us. Services not included in the offer will be charged separately. All information in documents prepared by us, such as offers, price lists or invoices, is subject to changes, errors and printing errors.

2.2. Invoiced prices are based on the price list applicable at the time and are non-binding; unless otherwise indicated, they are in euros. Costs arising from packaging, delivery, insurance or shipping will be charged separately.

2.3. For contracts with an agreed term of more than four months, we reserve the right to increase or reduce prices in line with changes in costs, particularly those resulting from collective agreements or changes in material or manufacturer prices. If we exercise this right, the purchaser is entitled to terminate or withdraw from the contract.

2.4. Contracts with us must be concluded in writing to take effect. For orders delivered immediately, delivery of the ordered goods replaces a separate written order confirmation to our customers. By accepting the goods, at the latest, the customer also agrees to the application of our general terms and conditions.

2.5. The written declarations of both parties determine the content of the contract. If a contract has been concluded without such declarations, either the supplier’s written order confirmation or, if none has been issued, the purchaser’s written order is decisive.

3. Performance period, default by creditor and debtor

3.1. The date or period specified in the respective contract is decisive for the time of performance. The performance period is extended appropriately if performance is delayed by unforeseen circumstances, regardless of whether those circumstances arise at our company or another company.

3.2. If our performance is delayed for reasons attributable to the purchaser, the purchaser must bear the resulting costs according to the work involved. After expiry of a period communicated to the purchaser, we are entitled to dispose of the subject of performance elsewhere.

3.3. If delivery is delayed through our fault, the purchaser may withdraw from the contract after an additional period of six weeks specified by us has expired. The additional period begins when we receive the notification. Claims for damages are excluded to the extent permitted by law.

3.4. Force majeure entitles us to postpone performance for the duration of the impediment and a subsequent restart period or, if it makes performance impossible or substantially more difficult, to withdraw from the contract in whole or in part without cost. Force majeure also includes strikes, telecommunications failures, unforeseen operational disruptions at the producer or supplier, raw material shortages or unforeseen failures in our own delivery operations. To the exclusion of all other claims, the customer may in these cases require us to declare whether we intend to withdraw from the contract or deliver within a reasonable period. If we do not make such a declaration, the customer may withdraw.

3.5. Unless otherwise agreed, delivery is made by parcel service / freight carrier against invoice (applies only to schools/teachers) or cash on delivery. Unless otherwise agreed and confirmed by us in writing, invoice amounts are due without any deduction 14 days after receipt of the invoice. If the purchaser fails to meet payment obligations even after an appropriate additional period has been set, we are entitled to charge interest on the invoice amount at 2% above the respective discount rate of the Deutsche Bundesbank. We reserve the right to claim further damage caused by default. A reminder fee of at least €5.00 will be charged for each reminder.

3.6. If we accept cheques or bills of exchange, they are accepted on account of payment. Claims arising from the contract are deemed discharged only when the corresponding amount, free of recourse claims, has been credited to our bank account. Bill of exchange expenses are borne by the buyer.

4. Retention of title, place of performance

4.1. Goods delivered by us to the customer remain our property as long as we have monetary claims against the customer arising from the business relationship. If the goods are combined or processed, and our previous sole ownership is extinguished, we acquire co-ownership of the newly created item in proportion to the value of our goods. In addition, the customer hereby transfers to us the ownership rights arising for the customer in this process and undertakes to hold the newly created item free of charge with the care of a prudent businessperson.

4.2. The customer is entitled to sell goods subject to our ownership or co-ownership, referred to as goods subject to retention of title, in the ordinary course of business as long as the customer is not in default. We may revoke this right if our claims are at risk. The customer is not authorised to make other dispositions of these goods, in particular pledging them or transferring them as security. If third parties impair our rights to the goods subject to retention of title, for example by attachment, the customer must notify us immediately.

4.3. The place of performance is our place of business. If, at the buyer’s request, we send the goods to a place designated by the buyer, the risk passes to the buyer as soon as we hand the goods to the person or company designated to carry out the shipment. Shipping-related costs, including insurance, are borne by the buyer.

5. Right of return, warranty and liability

5.1. The purchaser, if an end customer or consumer, may withdraw from the order by returning the goods to us within two weeks of receiving them. For orders up to a value of €40.00, the purchaser bears the costs and risks of the return. For goods of a higher value, we will arrange collection after the customer submits a written return request within the period stated above. The deadline is met if the written return request is sent in time by post or fax to thiwico IT-Systemhaus e.K., Kieselstraße 13, 22929 Hamfelde, fax 04154-9932896.

5.2. There is no right of return for sealed or shrink-wrapped goods if the wrapping or seal has been opened or damaged.

5.3. If incorrect products are delivered, an exchange is possible only if the product has not been opened, the packaging and contents are complete, and the attached seal is intact.

5.4. Even with the current state of technology, it is not possible to produce software/hardware that operates entirely without errors in every configuration and application. Our terms and conditions therefore cover only software/hardware that is fundamentally usable within the meaning of its respective description and operating instructions.

5.5. If data carriers are defective, the purchaser may request a replacement delivery only within two months of delivery (invoice date). Return of the data carriers, original packaging and accompanying material, and presentation of the invoice or a copy, are prerequisites for replacement delivery.

5.6. Defects in goods purchased from us that are readily identifiable on proper inspection must be reported in writing within two weeks of delivery to the customer. Defects not identifiable during inspection must be reported immediately upon discovery. In the event of justified defects, the buyer is, in cases of doubt, entitled only to repair or replacement delivery, at our choice.

5.7. Guarantee claims are handled within the manufacturers’ guarantee terms. In general, no guarantee beyond the manufacturer’s guarantee can be offered for third-party products. Otherwise, the statutory warranty period applies.

5.8. There is no warranty for transport damage. The goods are properly packed and insured at the purchaser’s expense. Risk passes to the purchaser when the goods are dispatched. This also applies to carriage-paid delivery. If the goods are to be collected by the purchaser, risk passes to the purchaser when notice is given that they are ready. Warranty claims are excluded if the defect is causally connected with improper treatment of the goods by the buyer or third parties engaged by the buyer, or results from failure to follow maintenance instructions specified in the operating manual. The same applies if the product has been modified in whole or in part in a manner not approved by the manufacturer or us, or if the defect arose from incorrect installation.

5.9. No liability is accepted for the suitability of the delivered goods for a particular purpose. This also applies if the buyer has been given advice on the use of the goods.

5.10. All further claims, in particular claims for compensation for indirect or direct damage, including damage to third parties or other items, are excluded to the extent permitted by law. This also applies to damage to data holdings.

6. Applicable law and jurisdiction

For merchants and legal persons, the court with subject-matter jurisdiction in Schwarzenbek is the place of jurisdiction for all legal disputes arising with us. German law applies exclusively, including to transactions with an international element.

7. Invalidity of clauses

If individual provisions above are or become invalid, they are replaced by provisions that come closest to the economic purpose of the contract while giving appropriate consideration to both parties’ interests. The remaining provisions are not affected by the invalidity of one or more clauses.

Version: April 2012