Terms and Conditions of Trade
Validity of deliveries, offers and sales are exclusively based upon the following conditions
These terms of trade shall become part of all contracts and shall also be valid for future business relationships without further agreement. Contradicting terms of trade or deviant counter-confirmations are only accepted after expressed written agreement by TimeElements.
Offer, acceptance and contract
Written or verbal offers are not binding and subject to change, even if not marked as such. The TimeElements internet offers are an invitation to contract according to BGB. A purchase and sales contract between the customer and TimeElements is only formed after TimeElements confirms the customer’s order by letter or E-Mail.
Deadline, delayed acceptance and special warranty
According to § 146 BGB a tender‘s order is terminated if it is either not accepted or rejected by TimeElements. TimeElements shall confirm any customer’s offer within seven days after receipt of the offer. If TimeElements doesn’t comply with this time limit, the purchase and sales contract fails and the customer is released from his binding offer. If TimeElements only confirms a customer’s order after the given period of time has expired, no purchase and sales contract is realized because the customer is released by the expiry of the given period. The order confirmation has to be seen as a new offer and the customer is free to either accept or deny it.
Right of cancellation according to § 145 BGB
The tender’s offer is binding. However, TimeElements grants right of cancellation according to § 3 Abs. 3 Fernabsatzgesetz. The customer may recede from the purchase and sales contract. The period for the right of cancellation comes into force only by correct and complete return of the delivered goods to TimeElements. Return costs are the responsibility of TimeElements.
Right of cancellation on the part of TimeElements
TimeElements reserves the right to cancel any purchase and sales contract. This may take place for example in cases of any shortage of supply or unpredictable problems of delivery.
Prices and shipping costs
All listed or quoted prices are not binding. Errors and price alterations are reserved. All prices are to be understood as given in Euros. Other agreements provided, TimeElements will deliver ordered items within Germany at a shipping rate of € 39.00 including packing, insurance and freight. Deliveries abroad, also to EU-countries, are charged with an adequate flat-rate for shipping (including packing, insurance and freight) according to/depending on the destination country. The customer will be informed about the shipping cost in advance.
Passing of risk
Delivery/collection of goods shall be at the risk of TimeElements. Returns shall be at the risk of the customer and are only accepted by insured parcel (at the amount of the purchase price).
All binding dates of delivery are subject to expressed written confirmation. Part deliveries are permitted. Also in cases of binding agreements on deadlines and dates, TimeElements is not liable for delays of delivery and performance by reasons of unforeseen circumstances and events essentially impeding or preventing delivery, i.e. strikes, breakdowns, official orders, problems of procurement also of suppliers. The purchaser shall be obliged to accept ordered and delivered goods. In case the purchaser denies or omits acceptance, the purchaser is in default of acceptance. Following another failed attempt of delivery, TimeElements reserves the right to charge 20 % of the value of the goods ordered as compensation (subject to a possible higher damage)
Conditions of payment
All deliveries are made against upfront wire transfer or cash on delivery. Payment is settled the moment the amount payable is credited to the account of TimeElements. Customer’s delay of payment authorizes TimeElements to charge a maximum interest of 5 % or the prime rate of the European Central Bank respectively. Enforcement of any further damage caused by delay is reserved explicitly.
Retention or set-off
The customer is only authorized to retention or set-off of partial amounts if a counterclaim which shall be set off is finally decided or is confirmed in writing by TimeElements.
Reservation of ownership
TimeElements reserves proprietary rights until all claims of TimeElements against the customer are settled, including future claims and claims arising from contracts made at the same time or later. This is also valid if some or all claims of the vendor were included in a current account and the balance is struck and accepted.
For all delivered goods TimeElements provides warranty coverage according to the statutory provisions for all damage resulting from material or production after passing of risk according to the following provisions: The customer obliges himself to examine all deliveries from TimeElements on receipt to be free from defects and in due condition. TimeElements reserves the right for two attempts of remedy of defect. If the remedy of defect should fail the customer generally has the right of withdrawal or rescission. Warranty does not cover any defects caused by improper handling of the goods by the customer or a third party. In case of any claims the customer has to give an exact description of the defect to TimeElements. The removal of any marking, stickers or identification labeling off the goods causes loss of warranty.
Obligation to secrecy
Both parties agree on unrestricted secrecy in respect of all mutual business transactions as well as future mutual business transactions. None of the parties is permitted to pass on any details about purchases/orders/transactions to any third parties.
If one party passes on any information or details on purchases/orders/transactions to any third party, all costs, commission payments and/or fees caused by the passing on of this information will be charged to the perpetrator.
Customer’s return privilege
TimeElements generally offers the customer a 14-day (after receipt of delivery) return privilege for all goods. In case of return the customer immediately informs TimeElements about his intent of return and returns the goods to TimeElements. The shipping costs are TimeElements responsibility. Only if the goods are delivered to TimeElements the customer can change the article, otherwise TimeElements shall refund the purchase price of the same. The customer may decide upon the way of refunding. Refunding takes place 30 days after receipt of delivery at the latest. If the purchased goods are unsellable after being returned to TimeElements because of damage or use by the customer, refunding is impossible. TimeElements reserves the right to abate the amount of refunding or to return the goods to the customer. According to § § 346 ff BGB the customer has no general return privilege in case of improper return of the goods.
If any provision of these Terms and Conditions of Trade or of any other contractual agreements is or shall become invalid, the remaining provisions and agreements shall, nevertheless, remain in full force and effect. The partners oblige themselves already today to agree upon an alternative provision replacing the same in the best possible original, economic, and legal form. Any modifications or amendments, whatsoever, of these Terms of Trade shall only be legally effective in written form. This is also valid for waiving the written form requirement. As far as this is legally possible, place of performance and jurisdiction is Heilbronn. Any dispute arising shall be governed by the German version of these Terms of Trade and by German Law.