GTC

§ 1 General - Scope of application
1. these terms and conditions of sale shall apply to the exclusion of any terms and conditions of the customer. They shall also apply if we carry out the delivery to the customer without reservation in the knowledge that the customer's terms and conditions conflict with or deviate from our terms and conditions of sale.
2. additions and amendments to these terms and conditions shall only be effective if they have been confirmed in writing.

§ 2 Offer - Offer documents
We reserve ownership and copyrights to illustrations, drawings, sales documents, samples etc.. The customer requires our express written consent before passing them on to third parties

§ 3 Order processing - Prices - Terms of payment
1. the respective statutory VAT is already included in our prices.
2. the deduction of discounts requires a special written agreement.
3. offsetting by the customer is only possible with legally established or undisputed counterclaims. The customer may only exercise a right of retention if his counterclaim is based on the same contractual relationship.
4. in the event of default, all instalment payment agreements, including those in the form of acceptances of bills of exchange, shall lapse.
5. the default in payment therefore establishes the total due date of the outstanding claims.
6. we have the right to assign our claims against the customer to third parties.
7. the customer shall bear all fees, costs and expenses incurred in connection with any successful legal action against him outside Germany.
8. notices of defects only authorise the retention of a reasonable amount, but do not release the customer from the obligation to pay in other respects.

§ 4 Delivery time
1. in the event of default of acceptance by the customer or breach of duties to co-operate, we may assert claims for damages.
2. the agreement of a firm deal must be made expressly. Otherwise, we shall endeavour to comply with specified delivery dates. However, the customer can only derive rights from non-compliance if he can prove to us that his interest in the further fulfilment of the contract has justifiably ceased to exist.
3. if the delay in delivery is due to an intentional or grossly negligent breach of contract for which we are responsible, this shall entitle the customer to compensation. However, the liability for damages shall be limited to the foreseeable, typically occurring damage.
4. the same applies if the delay in delivery is due to a culpable breach of a material contractual obligation on our part.
5. if the delay in delivery is due to a non-material breach of contract, the customer may demand liquidated damages in the amount of 3% of the delivery value for each full week of delay, but not more than 15 % of the delivery value, unless we can prove that no damage or only minor damage has been incurred.

§ 5 Transfer of risk - packaging costs
1. transport packaging and all other packaging in accordance with the Packaging Ordinance will be taken back on request. This does not apply to pallets and labelled reusable packaging, which remain our property. The customer must store them properly and free of charge until collection.
2. we select the shipping route and shipping method according to the rules of a conscientious businessman. Delivery shall always be made to the customer's business address. Other unloading points must be expressly agreed.
3. the risk of delivery shall pass to the customer upon dispatch by our contract carrier when the goods leave the factory. If the goods are collected by the customer's vehicles or contract carriers, the risk shall pass to the customer when the goods are handed over.
4. the risk shall also pass in the case of carriage paid delivery ex our works.
5. dispatch shall be at the customer's expense up to the applicable value limit. The goods are insured for transport. The insurance premium will be charged to the customer. If the customer does not pay the transport insurance, there is no entitlement to a replacement free of charge.

§ 6 Breach of duty
1. defects must be reported immediately in writing.
2. if the customer has asserted warranty claims against us and it turns out that either there is no defect or the asserted defect is due to a circumstance that does not oblige us to provide a warranty, the customer shall reimburse us for all costs incurred as a result, provided that he has overlooked this due to gross negligence and is responsible for our claim.

§ 7 Liability
1. further claims of the customer are excluded, unless we, our representatives or vicarious agents are proven to have acted with intent or gross negligence. Insofar as we cannot be accused of wilful breach of contract, liability for damages shall be limited to the foreseeable, typically occurring damage.
If the goods have been taken to a place other than the place of delivery specified by us, the customer shall reimburse the additional costs for transport, travelling, working time and material transport incurred as a result of the difference in location.
2. liability based on mandatory statutory provisions remains unaffected.
3. the customer shall not be entitled to set off any counterclaims due to asserted defects, with the exception of those mentioned in § 3 No. 5, unless these are recognised or have been legally established. In this respect, the customer may also not refuse payment on other legal grounds.

§ 8 Retention of title, cancellation
1. we reserve title to the purchased item until all payments arising from the business relationship have been received. If the customer is in breach of contract, in particular in the event of default of payment, we shall be entitled to take back the purchased item. This shall also apply if an application for insolvency proceedings is filed against the customer's assets or if such proceedings are opened. This shall also apply if we can prove that the customer has become insolvent.
2. our taking back the purchased item does not constitute a cancellation of the contract unless this is provided for by law or a corresponding written agreement exists. The seizure of the purchased item by us shall always constitute a cancellation of the contract.
3. after taking back the purchased item, we shall be authorised to realise it. The realisation proceeds shall be set off against the customer's liabilities - less reasonable realisation costs. We shall carry out the realisation with the diligence of a prudent businessman.
4 In the event of justified cancellation, compensation shall be agreed for the period of use. This is calculated by dividing the net purchase price by 365, multiplied by the actual period of use in days.
5. the customer is obliged to treat the purchased item with care until the final transfer of ownership to him, in particular he is obliged to insure it adequately at his own expense against fire, water and theft at replacement value.
6. the customer is authorised to resell the purchased item in the ordinary course of business. However, he hereby assigns to us all claims in the amount of the final invoice amount (including VAT) of our existing claims which accrue to him from the resale against his customers or third parties. This shall apply irrespective of whether the purchased item is resold without or after processing.
7. the customer shall remain authorised to collect the assigned claims as long as he meets his obligations to us. If this is no longer the case, if the customer becomes insolvent or if an application is made to open insolvency proceedings against the customer's assets, we may demand that the customer informs us of the assigned claims and their debtors, provides all information necessary for collection, submits the relevant documents and informs the debtors (third parties) of the assignment. We are then authorised to disclose the assignment.
8. the processing or transformation of the object of sale by the customer shall always be carried out on our behalf. If the purchased item is processed with other items not belonging to us, we shall acquire co-ownership of the new item in the ratio of the value of the purchased item (final invoice amount including VAT) to the other processed items at the time of processing. In all other respects, the same shall apply to the item created by processing as to the purchased item delivered under reservation of title.
9 The same shall apply if the purchased item is inseparably mixed with other items not belonging to us.
10. to secure our claims, the customer also assigns to us those claims which arise against a third party through the connection of the object of sale with a property.
11. we undertake to release the securities to which we are entitled at the customer's request to the extent that the realisable value of our securities exceeds the claims to be secured by more than 10%. We shall be responsible for selecting the securities to be released in this respect.

§ 9 Cancellation policy for consumers
If you are a consumer, you have a right of cancellation in addition to our General Terms and Conditions.
A consumer is any natural person who enters into a legal transaction for purposes that are predominantly outside their trade, business or profession.
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Cancellation policy
Right of cancellation
You have the right to cancel the contract within fourteen days without giving any reason. The cancellation period is fourteen days from the day the contract is concluded.
To exercise the right to cancel, you must inform us (Roland Kohler Designmöbel GmbH, Schubertstraße 5, 74722 Buchen, phone: 06281/ 55 65 90, e-mail: info@roland-kohler.com) of your decision to cancel this contract by a clear statement (e.g. a letter sent by post, or e-mail).

To meet the cancellation deadline, it is sufficient for you to send your notification of cancellation before the cancellation period has expired.

Consequences of cancellation
If you withdraw from the contract, we shall reimburse to you all payments received from you, including the costs of delivery (with the exception of the supplementary costs resulting from your choice of a type of delivery other than the least expensive type of standard delivery offered by us), without undue delay and in any event not later than 14 days from the day on which we are informed about your decision to withdraw from the contract. For the 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 for this repayment.

If you have requested that the services should commence during the cancellation period, you must pay us a reasonable amount corresponding to the proportion of the services already provided up to the time at which you inform us of the exercise of the right of cancellation with regard to this contract compared to the total scope of the services provided for in the contract.

End of the cancellation policy
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§ 10 Dispute resolution
The European Commission provides a platform for online dispute resolution (OS), which you can find at https://ec.europa.eu/consumers/odr/.
We are not willing or obliged to participate in dispute resolution proceedings before a consumer arbitration board.

§ 11 Place of jurisdiction - Place of fulfilment - Choice of law - Miscellaneous
1. if the customer is a merchant, the place of jurisdiction shall be Mosbach. However, we are also entitled to sue the customer at his place of business. Irrespective of the amount in dispute, we shall be entitled to appeal to the local or regional court as the court of first instance.
2. unless otherwise stated in the order confirmation, the place of fulfilment shall be our registered office.
3. should one or more provisions of this agreement be or become invalid, this shall not affect the validity of the remaining provisions. In the event of invalidity, the contracting parties undertake to agree effective provisions that come as close as possible to the economic purpose of the invalid provisions.
4. the entire contractual relationship shall be governed by German law with the exception of international sales law.