General terms and conditions of tex–lock
For reasons of linguistic simplification, the genders are not mentioned where a gender-neutral formulation was not possible. In these cases, the masculine terms used also include the feminine forms.
1.1. These terms of sale apply to entrepreneurs, legal entities under public law or special funds under public law within the meaning of Section 310 Paragraph 1 of the German Civil Code. We only recognize conflicting or deviating terms and conditions of the customer if we expressly agree to their validity in writing.
1.2. They also apply to individuals and end consumers. Any natural person who concludes a legal transaction for a purpose that is predominantly neither commercial nor selfemployed is considered to be an end consumer.
1.3. These terms of sale also apply to all future transactions with the customer, insofar as legal transactions of a related nature are concerned.
1.4. In individual cases, individual agreements made with the buyer (including ancillary agreements, additions and changes) always take precedence over these terms of sale. Subject to proof to the contrary, a written contract or our written confirmation is decisive for the content of such agreements.
2. offer and conclusion of contract
2.1. If an order is to be regarded as an offer according to § 145 BGB, we can accept it within 4 weeks. The contract is concluded between Texlock GmbH, Ludwig-HupfeldStrasse 16, 04178 Leipzig and the entrepreneur.
2.2. If the goods are ordered in the web shop on texlock.com, the contractual relationship between Texlock GmbH, Ludwig-Hupfeld-Strasse 16, 04178 Leipzig and the end consumer is created.
2.3 The presentation of the products in the online store does not constitute a legally binding offer, but only an invitation to place an order.
2.4 By clicking the button [Buy/order with costs], you place a binding order for the goods listed on the order page. Your purchase contract is concluded when we accept your order by sending an order confirmation by e-mail immediately after receiving your order.
3.1. provided All documents provided to the customer in connection with the placing of the order – also in electronic form – such as e.g. B. Calculations, drawings etc., we reserve property rights and copyrights. These documents may not be made accessible to third parties unless we give the customer our express written consent. If we do not accept the customer's offer within the period specified in Section 3, these documents must be returned to us immediately or destroyed.
4. Right of withdrawal for end consumers
4.1. If you are a consumer (i.e. a natural person who places the order for a purpose that cannot be attributed to your commercial or self-employed professional activity), you are entitled to a right of withdrawal in accordance with the statutory provisions.
4.2. If you, as a consumer, make use of your right of withdrawal according to Section 4.1, you have to bear the regular costs of the return.
4.3. In addition, the regulations that are reproduced in detail in the following cancellation policy apply to the right of cancellation:
4.4 Right of withdrawal
You have the right to withdraw from this contract within fourteen days without giving any reason.
The withdrawal period is fourteen days from the day on which you or a third party named by you, who is not the carrier, have taken or has taken possession of the goods.
To exercise your right of withdrawal, you must inform us [enter the name of the entrepreneur, address and, if available, telephone number, fax number and e-mail address] by means of a clear declaration (e.g. a letter sent by post, fax or e-mail) of your decision to withdraw from this contract. You may use the available model withdrawal form for this purpose, which is, however, not mandatory. You can also fill out and submit the model withdrawal form or another clear declaration electronically on our website (insert internet address). If you make use of this option, we will send you a confirmation of receipt of such revocation without delay (e.g. by e-mail).
To comply with the revocation period, it is sufficient that you send the notification of the exercise of the right of revocation before the expiry of the revocation period.
4.5 Consequences of revocation
If you revoke this contract, we shall reimburse you all payments we have received from you, including delivery costs (with the exception of additional costs resulting from the fact that you have chosen a type of delivery other than the most favorable standard delivery offered by us), without undue delay and no later than within fourteen days from the day on which we received the notification of your revocation of this contract. For this repayment, we will use the same means of payment that you used for the original transaction, unless expressly agreed otherwise with you; in no case will you be charged any fees because of this repayment. We may refuse repayment until we have received the goods back or until you have provided proof that you have returned the goods, whichever is the earlier.
You must return or hand over the goods to us or to (insert here the name and address of the person authorized by you to receive the goods, if applicable) without undue delay and in any case no later than within fourteen days from the day on which you notify us of the cancellation of this contract. The deadline is met if you send the goods before the expiry of the period of fourteen days.
You bear the direct cost of returning the goods.
You must pay for any loss in value of the goods only if this loss in value is due to handling of the goods that is not necessary for checking the condition, properties and functioning of the goods.
- End of the cancellation policy -
(¹ This cancellation policy does not apply to the separate delivery of goods).
5. prices and payment
5.1. Unless otherwise agreed in writing, the FCA Texlock Leipzig prices (INCOTERMS 2020) valid at the time of delivery apply plus packaging and shipping as well as VAT in applicable amount. Packaging costs will be charged seperately.
5.2. The purchase price must be paid exclusively to the account of Texlock GmbH at the Leipziger Volksbank, IBAN DE06 8609 5604 0317 3559 47, BIC GENODEF1LVB. The deduction of cash discount is only permitted with a prior written special agreement.
5.3 Unless otherwise agreed, the purchase price shall be paid immediately upon receipt of the invoice. Interest on arrears shall be charged from the 1st reminder in the amount of 8% above the respective base interest rate p.a.. The interest rate published on the following website of the Deutsche Bundesbank shall be the basis for this:
We reserve the right to assert a higher damage caused by default.
5.4 Unless a fixed price agreement has been made, we reserve the right to make reasonable price changes due to changes in wage, material and distribution costs for deliveries made 3 months or later after the conclusion of the contract.
5.5 Before accepting an order, Texlock reserves the right to subject the orderer to a credit check. If the order exceeds the credit rating, Texlock reserves the right to cancel the order or to request another payment term.
6. rights of retention
6.1 The Customer shall only be entitled to exercise a right of retention insofar as its counterclaim is based on the same contractual relationship.
7. delivery time
7.1 The commencement of the delivery period stated by us shall be subject to the timely and proper fulfillment of the Purchaser's obligations. We reserve the right to plead non-performance of the contract.
7.2 If the customer is in default of acceptance or culpably violates other duties to cooperate, we are entitled to be compensated for the damage incurred by us in this respect, including any additional expenses. Further claims remain reserved. If the above conditions are met, the risk of accidental loss or accidental deterioration of the object of sale shall pass to the customer at the point in time at which the customer is in default of acceptance or debtor's delay.
8.1 If the goods are shipped to the customer at the customer's request, the risk of accidental loss or accidental deterioration of the goods shall pass to the customer upon dispatch to the customer, at the latest when they leave the factory/warehouse. This applies regardless of whether the goods are dispatched from the place of performance or who bears the freight costs.
9. Iinternet sales by the customer
9.1 Texlock products are exclusive products. The customer is therefore prohibited from selling the ordered goods via third-party internet auction platforms as well as similar sales channels on the internet without Texlock's prior consent.
9.2 The customer is also prohibited from making deliveries to third parties who sell the goods via thirdparty internet auction platforms. In the event of noncompliance, any damage incurred must be compensated by the customer.
10.1 We reserve title to the delivered item until all claims arising from the delivery contract have been paid in full. This also applies to all future deliveries, even if we do not always expressly refer to this. We are entitled to take back the purchased item if the customer behaves in breach of contract..
10.2 As long as ownership has not yet been transferred to the Purchaser, the Purchaser shall be obliged to treat the purchased goods with care. In particular, he shall be obliged to insure it adequately at his own expense against theft, fire and water damage at the replacement value. As long as ownership has not yet been transferred, the customer must inform us immediately in writing if the delivered item is seized or exposed to other interventions by third parties. Insofar as the third party is not in a position to reimburse us for the court and out-of-court costs of an action pursuant to § 771 ZPO (German Code of Civil Procedure), the customer shall be liable for the loss incurred by us.
10.3 The customer is entitled to resell the goods subject to retention of title in the normal course of business. The purchaser hereby assigns to us the claims against the customer arising from the resale of the goods subject to retention of title in the amount of the final invoice amount agreed with us. This assignment shall apply irrespective of whether the purchased goods have been resold without or after processing. The customer remains authorised to collect the claim even after the assignment. Our authority to collect the claim ourselves remains unaffected by this.
However, we shall not collect the claim as long as the customer meets its payment obligations from the proceeds collected, is not in default of payment and, in particular, no application for the opening of insolvency proceedings has been filed or payments have not been suspended.
10.4 The treatment and processing or transformation of the purchased item by the customer is always carried out in the name and on behalf of Texlock. In this case, the purchaser's expectant right to the purchased item continues with the transformed item. If the purchased item is processed with other items that do not belong to us, we acquire co-ownership of the new item in relation to the objective value of our purchased item to the other processed items at the time of processing. The same applies in the event 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 is agreed that the customer transfers proportionate co-ownership to us and keeps the resulting sole ownership or co-ownership safe for us. To secure our claims against the customer, the customer also assigns to us such claims that accrue to him against a third party as a result of the connection of the goods subject to retention of title with property; we already accept this assignment.
10.5 We undertake to release the securities to which we are entitled at the request of the customer if their value exceeds the claims to be secured by more than 20%.
11 Warranty and notice of defects as well as recourse/manufacturer recourse
11.1 Warranty rights of the customer presuppose that he has duly complied with its obligations to examine and give notice of defects according to § 377 of the German Commercial Code (HGB).
11.2 Claims for defects expire 12 months after the goods delivered by us have been delivered to our customer. The statutory limitation period applies to claims for damages in the event of intent and gross negligence as well as injury to life, body and health, which are based on an intentional or negligent breach of duty by the user. Prior to returning the goods our permit is to be requested.
11.3 If, despite all due care, the delivered goods show a defect that was already present at the time of the transfer of risk, we will, at our discretion, repair the goods or deliver replacement goods, subject to notification of defects in due time. We must always be given the opportunity to remedy the defect within a reasonable period of time. Claims for recourse remain unaffected by the above regulation without restriction.
11.4 If the supplementary performance fails, the purchaser can - without prejudice to any claims for damages - withdraw from the contract or reduce the payment.
11.5 Claims for defects do not exist in the case of only insignificant deviations from the agreed quality, in the case of only insignificant impairment of usability, in the case of natural wear and tear or damage that occurs after the transfer of risk as a result of incorrect or negligent handling, excessive stress, unsuitable equipment or due to special external influences, which are not required under the contract. If the customer or third parties make improper changes, there are no claims for defects for these and the resulting consequences.
11.6 Claims by the customer for the expenses required for the purpose of supplementary performance, in particular transport, travel, labor and material costs, are excluded if the expenses increase because the goods delivered by us were subsequently taken to a location other than the customer's branch has been made, unless the shipment corresponds to its intended use.
11.7 The customer's right of recourse against us only exists insofar as the customer has not made any agreements with his customer that go beyond the legally mandatory claims for defects. Paragraph 6 also applies accordingly to the extent of the customer's right of recourse against the supplier.
12.1 This contract and the entire legal relationship between the parties are subject to the law of the Federal Republic of Germany to the exclusion of the UN Sales Convention (CISG).
12.2 Place of performance and exclusive place of jurisdiction and for all disputes arising from this contract is the registered office of Texlock GmbH, unless otherwise stated in the order confirmation.
12.3 All agreements made between the Parties for the purpose of executing this Agreement are set forth in writing in this Agreement.
13. severability clause
13.1 Should one or more provisions of these GTC be or become invalid or unenforceable, this shall not affect the validity of the remaining provisions. In this case, Texlock and the buyer shall agree on a legally permissible provision that comes closest in economic terms to the invalid or unenforceable provision.