General Terms and Conditions of Business

General Terms and Conditions of Sale and Delivery

(Status September 2021)

§ 1 Scope of application

  1. These General Terms and Conditions of Sale and Delivery (hereinafter referred to as GTC) shall apply to all our deliveries, services and offers, in particular to the contracts concluded via our online shop, between us:

    MVG-Metal Processing Company Ltd.
    An der Wasserwiese 1
    52249 Eschweiler
    Germany

    Telephone: +49 (0) 2403 / 7902 - 60
    Fax: +49 (0) 2403 / 7902 - 99
    E-mail: info@mvg-ahk.de

    Legal form: GmbH [Private Limited Company]
    Registered office of the company: Eschweiler
    Local Court Aachen HRB 11609
    CEO: Christoph Pütz, Michael Pütz

    and yourself/yourselves as our customer. The GTC apply irrespective of whether you are a consumer, an entrepreneur or a legal entity under public law or a special fund under public law. The customer is a consumer insofar as the purpose of the deliveries ordered and services cannot be predominantly attributed to his commercial or independent professional activity. On the other hand, an entrepreneur is any natural or legal person or partnership with legal capacity who, when concluding the contract, acts in the exercise of his commercial or self-employed professional activity.

    All agreements made between yourself/yourselves and us in connection with the respective contractual relationship result from these GTC, our written order confirmation and our declaration of acceptance. We do not recognise any terms or conditions deviating from or conflicting with these, unless we have expressly agreed to them in writing.

    The version of the GTC valid at the time of conclusion of the contract shall be authoritative.

  2. If the customer is an entrepreneur, the following shall also apply:

    1. The GTC shall also apply to all future deliveries, services or offers to the customer, even if they have not been separately agreed.
    2. The customer's terms and conditions of business shall not apply, even if we do not separately object to their validity in individual cases. Even if we refer to a letter that contains or refers to the customer's or a third party's terms and conditions, this does not constitute an agreement to the validity of those terms and conditions.

§ 2 Offers, registration in our online shop and conclusion of contract

  1. The presentation of goods and services in our online shop does not constitute a legally binding offer, but an invitation to order (invitatio ad offerendum). On the websites we do not offer goods for purchase by minors. Anyone under the age of 18 may only order through the respective parent or legal guardian.

  2. Offers and price quotations contained in the online shop, online advertisements, brochures, advertisements and other advertising material are subject to change and non-binding. Information on the object of the delivery or service (e.g. weights, dimensions, utility values, load-bearing capacity, tolerances and technical data) as well as our representations of the same (e.g. drawings and illustrations) are only approximations, unless usability for the contractually intended purpose requires exact conformity. They are not guaranteed quality features, but descriptions or identifications of the delivery or service. Deviations that are customary in the trade and deviations that occur due to legal regulations or represent technical improvements, as well as the replacement of components with equivalent parts are permissible insofar as they do not impair the usability for the contractually intended purpose.

  3. By clicking the "buy now" button in the last step of the ordering process, you make a binding offer to purchase the goods and/or services displayed in the order overview. Immediately after sending the order, you will receive a confirmation of order by e-mail to the e-mail address provided during the ordering process. However, this does not constitute an acceptance of your contractual offer. A contract between you and us will be concluded once we have accepted your order by a separate e-mail or send the goods for dispatch. Please check your e-mail SPAM folder regularly.

  4. You are bound by the order for 14 calendar days after placement of order, which has not yet been accepted by us.

  5. Your right to revoke your order pursuant to § 8 shall remain unaffected.

  6. The language provided for the conclusion of the contract is exclusively German. Translations into other languages are for your information only. In the event of contradictions between the German text and the translation, the German text shall prevail.

  7. The contractual provisions with details of the goods and/or services ordered, including these general terms and conditions and the cancellation policy, will be sent to you by e-mail, which you can then print. We will be save these details.

§ 3 Delivery, availability of goods

  1. Delivery times stated by us are calculated from the time of conclusion of the contract. If no delivery time or no deviating delivery time is specified for the respective goods in our online shop, it shall be 1-3 days.

  2. If the product selected by the customer is not available at the time of the customer's order, we shall inform the customer of this immediately.

  3. We are entitled to make partial deliveries, insofar as this is reasonable for you.

  4. In the case of orders from customers whose place of residence or business is abroad or in the case of justified indications of a risk of non-payment, we reserve the right not to deliver until we have received the purchase price plus shipping costs (advance payment reservation). If we make use of the reservation of advance payment, we will inform you immediately. In this case, the delivery period begins with the payment of the purchase price and the shipping costs.

  5. We also refer to the overview of the shipping costs, available at https://www.mvg-ahk.de/en/Shipping-and-Charges/.

$ 4 Prices, payment, shipping costs

  1. All prices quoted in our online shop are gross prices including the statutory value added tax and do not include shipping costs. If you order from us as an entrepreneur in the protected area "specialist dealer", the prices stated there are net prices, with the exception of shipping costs.

  2. The price including VAT and applicable shipping costs will be displayed in the last step of the ordering process before you submit the order.

  3. If we fulfil your order by partial deliveries in accordance with § 3 para. 3, you will only have shipping costs for the first partial delivery. If the partial deliveries are made at your request, we will charge shipping costs for each partial delivery.

  4. If you effectively revoke your contractual declaration in accordance with § 8, you can demand the reimbursement of costs already paid for shipping to you (delivery costs) under the statutory conditions (see § 8 for other consequences of revocation).

  5. The payment methods displayed at the end of the order process are available to the customer. However, for each order we reserve the right not to offer certain payment methods and to refer to other payment methods which are, however, also free of charge. There is no entitlement to a certain method of payment.

  6. Payment in advance is a bank transfer, which the customer must initiate him/herself after order confirmation. We ask the customer to state his/her name and the order number for allocation purposes. Depending on the bank, it takes approx. 1 to 3 days (from abroad possibly a little longer) until the receipt of payment can be booked.

  7. If credit card payment is selected, the invoice amount is due immediately upon conclusion of the contract. The credit card payment shall be processed by PAYONE GmbH, Lyoner Str. 9, 60528 Frankfurt/Main, https://www.payone.com/DE-de. PAYONE GmbH collects the invoice amount from the customer's specified credit card account to our favour. The credit card will be debited immediately after the customer has sent the order in the online shop. We are responsible for general customer enquiries, e.g. regarding the goods, delivery time, dispatch, returns, complaints, revocation declarations or consignments, also by credit card payment via PAYONE GmbH.

  8. If payment is made by instant bank transfer, payment processing shall be carried out by PAYONE GmbH, Lyoner Str. 9, 60528 Frankfurt/Main, https://www.payone.com/DE-de.

  9. If payment is made via PayPal, the payment shall be processed via the payment service provider PayPal (Europe) S.à r.l. et Cie, S.C.A., 22-24 Boulevard Royal, L-2449 Luxembourg (hereinafter: "PayPal"), subject to the PayPal terms and conditions of use, which can be viewed at https://www.paypal.com/de/webapps/mpp/ua/useragreement-full or - if the customer does not have a PayPal account - terms and conditions for payments without a PayPal account can be viewed at https://www.paypal.com/de/webapps/mpp/ua/privacywax-full. Terms of payment If, on the basis of your special agreement with us or on the basis of statutory provisions, you withdraw from the purchase contract, return the goods, claim a price reduction or have other reasons for not making your payment in full or in part, the bank will in this case return the claim to us. A final agreement on payment must then be settled between us, or the transaction will be reversed. Warning: Consequences of late payments In the case of late payments, interest on arrears in the agreed amount, as well as costs for appropriate reminders will be charged. If the internal dunning process is unsuccessful, the bank may hand over the outstanding debt to a debt collection agency for collection. In this case, you may incur costs for legal action by collection agencies and possibly for legal representation.

  10. If you are an entrepreneur, the following shall apply - also in the case of deviation: In the case of payment by direct debit or purchase on account, payment will be processed by SüdFactoring GmbH, Pariser Platz 7, 70173 Stuttgart. SüdFactoring reserves the right to carry out a credit check for payment direct via debit and purchase on account. SüdFactoring uses the result of the credit check with regard to the statistical probability of non-payment for the purpose of deciding on the provision of the respective payment method. You are only entitled to offset our claims if your claims are legally established, if we have acknowledged them or if your claims are undisputed. You are also entitled to offset our claims if you assert notices of defects or counterclaims from the same purchase contract. As a buyer, you may only exercise a right of retention if your counterclaim is based on the same purchase contract.

§ 5 Dispatch

The delivery of the goods takes place ex-works, i.e. from our factory. We will only dispatch the goods if this has been agreed in the individual case.

§ 6 Warranty

  1. If the customer is a consumer, the following shall apply:

    1. We shall be liable for material defects or defects of title of delivered goods in accordance with the statutory provisions applicable. The limitation period for statutory claims for defects is two years and begins with the delivery of the goods.
    2. Any seller's warranties given by us for certain goods or manufacturer's warranties granted by the manufacturers of certain goods shall also be included in the claims for material defects or defects of title in line with subsection 1 lit. a. above. Details of the scope of such warranties are set out in the warranty conditions accompanying the goods.
  2. If the customer is an entrepreneur, the following shall apply:

    1. The warranty period shall be one year from delivery or, if acceptance of the goods is required, from acceptance.
    2. The delivered goods are to be carefully inspected immediately and directly after delivery to the customer or to the third party designated by the customer. They shall be considered approved if we do not receive a written notification of defects with regard to obvious defects or other defects which were recognisable during an immediate, careful inspection within seven working days of the delivery of the goods, or otherwise within seven working days of the detection of the defect or the point in time at which the defect was recognisable for the customer during normal use of the goods without closer inspection. At our request, the disputed goods shall be returned to us carriage paid. In the event of a justified complaint, we shall reimburse the costs of the most reasonable dispatch route; this shall not apply if the costs increase because the goods are located at a place other than the place of intended use.
    3. In the event of material defects in the delivered goods, we shall first be obliged and entitled to rectify the defect or make a replacement delivery at our discretion within a reasonable period of time. If this is not feasible, i.e. a correction/replacement is not possible, unacceptable, is rejected or in the case of an unreasonable delay of the rectification or replacement delivery, the customer may withdraw from the contract or reasonably reduce the purchase price.
    4. In the event of defects in components from other manufacturers, which we are unable to remedy for licensing or actual reasons, we shall, at our discretion, assert our warranty claims against the manufacturers and suppliers for the account of the customer or assign them to the customer. Warranty claims against us are in place in the case of such defects under the other conditions and in accordance with these GTC only if the legal enforcement of the aforementioned claims against the manufacturer and supplier was unsuccessful or is futile, for example due to insolvency. For the duration of the legal dispute, the limitation period for the relevant warranty claims of the customer against us shall be suspended.
    5. The warranty shall lapse if the customer modifies the goods or has them modified by a third party without our consent and the rectification of defects is thereby rendered impossible or unreasonably difficult. In any case, the customer shall bear the additional costs of remedying the defect resulting from the modification.

§ 7 Liability

  1. if the customer is a consumer, the following shall apply:

    1. Claims of the customer for compensation are excluded. Exceptions here are claims for damages by the customer arising from injury to life, limb or health or from the breach of essential contractual obligations (cardinal obligations), as well as liability for other damages based on an intentional or grossly negligent breach of duty on our part, or by our legal representatives or vicarious agents. Material contractual obligations are those necessary to achieve the objective of the contract.
    2. In the event of a breach of material contractual obligations, we shall only be liable for the foreseeable damage typical for the contract if such damage was caused by simple negligence, unless the customer's claims for damages are based on injury to life, limb or health. The restrictions of the above § 7 para. 1 lit a and b shall also apply in favour of our legal representatives and vicarious agents if claims are asserted directly against them.
    3. The limitations of liability resulting from § 7 para. 1 lit a and b above shall not apply insofar as we have fraudulently concealed the defect or have assumed a guarantee for the quality of the item. The same shall apply insofar as we and the customer have reached an agreement on the quality of the item.
    4. The provisions of the Product Liability Act shall remain unaffected.
  2. If the customer is an entrepreneur, the following shall apply:

    1. Our liability for damages, irrespective of the legal grounds, in particular due to impossibility, delay, defective or incorrect delivery, breach of contract, breach of duties during contractual negotiations and tort, shall be limited in accordance with this § 7 para. 2, insofar as fault is involved in each case. We shall not be liable in the event of other damage caused by simple negligence on the part of our legal representatives or vicarious agents, provided that this does not involve a breach of essential contractual obligations in the context of § 7 Para. 1 lit. b.
    2. Insofar as we are liable for damages on the merits in accordance with § 7 para. 2, this liability shall be limited to damages which we foresaw as a possible consequence of a breach of contract at the time of conclusion of the contract or which we should have foreseen, taking into account the circumstances of which we were aware or which we should have been aware of, if we had handled with due care. Indirect damage and consequential damage resulting from defects in the delivery item are also only eligible for compensation insofar as such damage is typically to be expected when the delivery item is used for its intended purpose.
    3. In the event of liability for simple negligence, our liability to pay compensation for damage to property or personal injury shall be limited to the damage typically arising in transactions of this type, even if this involves a breach of material contractual obligations.
    4. The above exclusions and limitations of liability shall apply to the same extent in favour of our legal representatives or vicarious agents.
    5. Insofar as we provide technical information or act in an advisory capacity and this information or advice is not part of the contractually agreed scope of services, this shall be done free of charge and to the exclusion of any liability.
    6. The limitations of this § 7 para. 2 shall not apply to our liability for intentional conduct, for guaranteed characteristics, for injury to life, limb or health or under the Product Liability Act.
    7. If the buyer withdraws from the contract, he/she shall be obliged to pay us 25% of the order value as compensation for damages, irrespective of his/her obligation to prove that no damage has incurred or that the damage is significantly lower. The same applies if the buyer is in default with the acceptance of the goods, after previously setting another deadline and a threat of refusal.

§ 8 Right of withdrawal

  1. If you are a consumer (i.e. a natural person who places an order for a purpose that is not attributable to your commercial or self-employed professional activity), you have the right to withdraw from an order in accordance with the following cancellation policy.

  2. If you as a consumer make use of your right of withdrawal, you have to bear the regular costs of the return.

  3. In addition, the regulations that are detailed in the following apply to the right of withdrawal

    Cancellation policy

    Right of withdrawal

    You have the right to withdraw from this contract within fourteen days without giving any reason. The revocation period is fourteen days from the day on which you or a third party named by you - not the carrier - has taken possession of the goods. In order to exercise your right of revocation, you must send us

    MVG-Metallverarbeitungsgesellschaft mbH
    An der Wasserwiese 1
    52249 Eschweiler
    Germany

    Telefax: +49 (0) 2403 / 7902 - 99
    E-Mail: info@mvg-ahk.de

    a clear declaration (e.g. a letter sent by post, fax or e-mail) of your decision to revoke this contract. You can use the attached sample cancellation form which is, however, not mandatory.

    To comply with the withdrawal period, it is sufficient to send notification that you will make use of the right of withdrawal before the withdrawal period expires.

    Consequences of the revocation

    If you withdraw from this contract, we will, without delay, refund all payments we have received from you and, at the latest, within fourteen days of the day on which we received the notification of your withdrawal from this contract. These repayments include the delivery costs (with the exception of additional costs resulting from the selection of a special delivery other than the standard delivery we offer), For this repayment, we will use the same means of payment you used for the original transaction, unless expressly otherwise agreed with you; by no means will you be charged for this repayment.

    We may refuse repayment until we have received the goods or until you have provided proof that you have returned the goods - whichever may be the earlier.

    You must return or hand over the goods to us without delay, and in any case no later than fourteen days from the day on which you notify us of the cancellation of this contract. The deadline will be considered met if the goods are dispatched before the expiry of the period of fourteen days.

    You shall bear the direct costs of returning the goods.

    You shall only have to pay for any loss in value of the goods if this loss in value is due to improper handling of the goods for inspecting the condition, properties and functioning of the goods.

    End of the cancellation policy

  4. You are welcome to use the sample withdrawal form to declare your withdrawal, you are, however, not obliged to do so.

    Sampel withdrawal form

    If you want to cancel the contract, please complete this form and send it to

    MVG-Metallverarbeitungsgesellschaft mbH
    An der Wasserwiese 1
    52249 Eschweiler

    eMail: verkauf@mvg-ahk.de
    Fax: 02403 7902-99

    I/we (*) hereby revoke the contract concluded by me/us (*) for the purchase of the following goods (*)/the provision of the following service (*)

    ______________________________________________________
    ______________________________________________________
    Ordered on (*) ____________ /received on (*) _________________
    Name oft he consumer(s)
    ______________________________________________________
    Address of the consumer(s)
    ______________________________________________________
    Signature of the consumer (only applicable for notification on paper)
    _______________________________________________________
    Date
    _______________________________________________________
    (*) Delete as applicable

§ 9 Retention of title

  1. The delivered goods remain our property until the purchase price has been paid in full.

  2. If the buyer is an entrepreneur, the following shall apply:

    1. The retention of title agreed below serves to secure all our respective current and future claims against the buyer arising from the supply relationship existing between the contracting parties.
    2. The goods delivered by us to the buyer remain our property until full payment of all secured claims. The goods, as well as the goods covered by the retention of title taking their place, according to this clause are hereinafter referred to as goods subject to retention of title.
    3. The buyer shall keep the goods subject to retention of title for us free of charge.
    4. The buyer shall be entitled to process and sell the goods subject to retention of title in the ordinary course of business until the case of realisation arises. Pledges and transfers of ownership by way of security are not permitted.
    5. If the goods subject to retention of title are processed by the buyer, it is agreed that the processing is carried out in our name and for our account as manufacturer and that we acquire direct ownership or - if the processing is carried out using materials from several owners or the value of the processed item is higher than the value of the goods subject to retention of title - co-ownership (fractional ownership) of the newly created item in the ratio of the value of the goods subject to retention of title to the value of the newly created item. In the event that no such acquisition of ownership should occur on our part, the buyer shall transfer future ownership or - in the above-mentioned ratio - co-ownership of the newly created item to us as security. If the reserved goods are combined or inseparably mixed with other items to form a uniform item and if one of the other items is to be regarded as the main item, the buyer shall, insofar as the main item belongs to him, transfer to us pro rata co-ownership of the uniform item in the ratio stated in sentence 1.
    6. In the event of the resale of the goods subject to retention of title, the buyer hereby assigns to us by way of security the resulting claim against the purchaser - in the event of our co-ownership of the goods subject to retention of title, in proportion to the co-ownership share. The same applies to other claims which take the place of the reserved goods or otherwise arise with regard to the reserved goods, such as insurance claims or claims in tort in the event of loss or destruction. We authorise the buyer (until revocation) to collect the claims assigned to us in his own name for our account. We may only revoke this collection authorisation in the event of realisation.
    7. If third parties gain access to the goods subject to retention of title, especially by way of seizure, the buyer shall immediately draw their attention to our ownership and inform us thereof in order to enable us to enforce our ownership rights. If the third party is not in a position to reimburse us for the judicial or extrajudicial costs incurred in this connection, the buyer shall be liable for these.
    8. We shall release the goods subject to retention of title, as well as the items or claims replacing them upon request at our discretion, insofar as their value exceeds the amount of the secured claims by more than 30%.
    9. If we withdraw from the contract in the event of breach of contract by the buyer - in particular default of payment - (realisation event), we shall be entitled to demand the return of the goods subject to retention of title.

§ 10 Force majeure

  1. A case of force majeure shall be deemed to exist in the event of any unforeseeable, serious event, such as war, terrorist conflicts, epidemics or industrial disputes, which is beyond the control of a contracting party and as a result of which a contracting party is prevented from fulfilling obligations, including fire damage, floods, strikes, as well as operational disruptions for which it is not responsible or official orders and lawful lockouts.

  2. In the event of a hindrance to the obligations under the contract, the affected contracting party shall immediately notify the other contracting party of the occurrence and cessation of the force majeure. It will make every effort to remedy the force majeure and to limit its effects as far as possible.

  3. The contracting parties undertake to adapt the contract to the changed circumstances in good faith. For the duration and to the extent of the direct and indirect effects, the contracting parties shall be released from their contractual obligations and shall not be liable for any damages in this respect. In addition, each contracting party may withdraw from the contract if it is foreseeable that an agreed date of performance will be exceeded by more than 8 weeks.

§ 11 Copyright and trademark rights

  1. The websites at www.mvg.group, www.mvg-ahk.de, www.mvg-ahk.at; www.mvg-ahk.ch, www.mvg-ahk.be, www.mvg-ahk.nl, www.mvg-ahk.lu, www.mvg-ahk.com and www.mvg-ahk.eu are our property and are operated by us. All materials contained in these websites, in particular texts, images, graphics, sound, video and animation files, as well as their arrangements are subject to copyright and other laws protecting intellectual property. The use, i.e. printing, saving, processing and copying of the materials is not permitted. In particular, it is not permitted to use the materials on Internet platforms such as Ebay.

  2. The use of logos shown on our web pages is, as far as registered trademarks are concerned, expressly forbidden and constitutes a violation of trademark law. It will be prosecuted by the trademark owner under both civil and criminal law.

§ 12 Consumer arbitration board/ dispute resolution procedure

The European Commission provides consumers with a platform for out-of-court online dispute resolution (OS), which you can find under the external link to Online Dispute Resolution. We are neither willing nor obliged to participate in a dispute resolution procedure before a consumer arbitration board.

§ 13 Data protection

  1. The protection of the customer's personal data, which the customer provides when using our websites, is very important to us. We therefore strictly adhere to the legal provisions of the Federal Data Protection Act and the Telemedia Act when collecting, processing and using the data.

  2. If you, as a customer have any questions regarding the processing of your personal data, please contact us via the e-mail address listed below: datenschutz@mvg-ahk.de.

  3. Please refer to our data protection declaration and data protection information.

§ 14 Final provisions

  1. The provisions of these General Terms and Conditions, as well as the legal relations between the parties shall be governed by German law to the exclusion of its conflict-of-law rules. The application of the UN Convention on Contracts for the International Sale of Goods is excluded. If you have placed the order as a consumer and have your normal residence in another country at the time of your order, the application of mandatory legal provisions of this country remains unaffected by the choice of law made in sentence 1. If you have your normal residence in Austria, German law shall also generally apply in this case, unless Austrian law offers further protection.

  2. If you are an entrepreneur and have your registered office in Germany at the time of the order, the exclusive place of jurisdiction shall be Stuttgart (registered office of SüdFactoring GmbH) or our registered office, at our discretion. Otherwise, the applicable statutory provisions shall apply to the local and international jurisdiction.

  3. If you are an entrepreneur, the following shall apply in addition: Insofar as the contract or these GTC contain loopholes, those legally effective provisions shall be deemed agreed to fill these loopholes which the contractual partners would have agreed according to the economic objectives of the contract and the purpose of these terms and conditions of delivery and payment if they had been aware of the loophole.

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