General Terms and Conditions

§ 1 Scope and Provider

(1) These General Terms and Conditions apply to all orders you place
in the online shop www.merz-it-service.de operated by MerZ IT-SerVice, Nicole Grewe, Am Berndebach 35a, 57439 Attendorn.

(2) The goods offered in our online shop are intended exclusively for buyers who are at least 18 years of age and qualify as entrepreneurs within the meaning of Section 14(1) of the German Civil Code (BGB).

(3) Our deliveries, services and offers are provided exclusively on the basis of these General Terms and Conditions. In dealings with businesses, these General Terms and Conditions therefore also apply to all future business relationships, even if they are not expressly agreed again. We hereby reject the incorporation of any customer's general terms and conditions that conflict with our General Terms and Conditions.

(4) The contractual language is exclusively German.

§ 2 Conclusion of Contract

(1) The presentation of goods in the online shop does not constitute a binding offer to conclude a purchase contract. It is a non-binding invitation to order goods from the online shop.

(2) By clicking the "Buy" button, you submit a binding offer to purchase (Section 145 BGB).

(3) After we receive your offer to purchase, you will receive an automatically generated email confirming receipt of your order (acknowledgement of receipt). This acknowledgement does not constitute acceptance of your offer to purchase. No contract is concluded by the acknowledgement of receipt.

(4) A purchase contract for the goods is concluded only when we expressly declare acceptance of the offer to purchase or dispatch the goods to you without a prior express declaration of acceptance.

§ 3 Prices

The prices stated on the product pages are in euros (EUR / €) and are net prices, plus statutory VAT and any applicable shipping costs.

§ 4 Payment Terms and Default

(1) You may choose to pay:

in advance (bank transfer)
by Paypal (advance payment)
by invoice

(2) If you select advance payment by bank transfer, we will provide our bank details in the order confirmation. The invoice amount must be transferred to our account immediately upon receipt of the order confirmation.

(3) If you pay by PayPal/credit card, we initiate payment on the day the goods are dispatched or our service is provided.

(4) If you pay by invoice, you receive the invoice with delivery of the goods or completion of our service. The invoice states our bank details and the invoice amount. The invoice amount is due immediately and without deduction. In individual cases, we reserve the right to refuse payment by invoice or require a deposit of 50% of the anticipated invoice amount. There is no entitlement to payment by invoice. In such cases, you can still order using PayPal or advance payment by bank transfer.

(5) If you are in default of payment, you must pay statutory default interest at 8 percentage points above the base interest rate. A reminder fee of EUR 10 is charged for issuing a payment reminder. We reserve the right to claim further damages.

§ 5 Set-off/Right of Retention

(1) You are entitled to set off a counterclaim only if it has been established by a final, binding judgment or is not disputed by us.

(2) You may exercise a right of retention only insofar as your counterclaim arises from the same contractual relationship.

§ 6 Right of Return

(1) There is no right of return for our work relating to services, software development and templates; any such right is excluded.

§ 7 Delivery; Retention of Title

(1) We retain ownership of the goods until all claims arising from the ongoing business relationship have been settled in full. Until ownership of the goods subject to retention of title has passed, pledging them or transferring them as security is not permitted.

(2) Delivery periods must be agreed. The delivery period is suspended for the duration of correspondence with the customer (for example, testing, design, acceptance or the provision of materials such as images, FTP details, etc.).

§ 8 Warranty

Unless expressly agreed otherwise, your warranty claims are governed by the statutory provisions of sales law (Sections 433 et seq. BGB), subject to the following modifications:

Only our own specifications and the manufacturer's product description are binding as regards the quality of the goods; public promotional statements and other advertising by the manufacturer are not binding.
You must inspect the goods with due care for deviations in quality and functionality and notify us of obvious defects immediately upon receipt. This also applies to hidden defects discovered later, from the time of discovery. Failure to comply with the duty to inspect and notify excludes warranty claims.
In the event of defects, we will, at our discretion, remedy the defect or provide a replacement (subsequent performance). In the case of repair, we are not required to bear increased costs arising from moving the goods to a location other than the place of performance, unless such relocation corresponds to the intended use of the goods.
If subsequent performance fails twice, you may, at your discretion, request a price reduction or withdraw from the contract.
The warranty period is one year from delivery of the goods. This limitation does not apply to claims arising from injury to life, limb or health or from breach of an essential contractual obligation whose fulfilment is necessary for proper performance of the contract and on whose observance the contractual partner may regularly rely (a cardinal obligation), or to claims for other damage caused by an intentional or grossly negligent breach of duty by the user of these terms or its vicarious agents.

§ 9 Trademark Rights, Copyright and Rights of Use

(1) The customer must assume all legal responsibility regarding copyright protection, protection of minors, press law and the right to one's own image. For publications commissioned by the customer, only texts and images for which appropriate usage rights exist and for which any necessary consent from the persons depicted has been obtained may be published or supplied for publication.

(2) Copyright in the software developments, extensions, templates, layouts and graphics we create remains with MerZ IT-SerVice. We grant you an unlimited-in-time right to use the developments purchased from us. However, these usage rights are not transferable to third parties.

(3) Templates we create may, after purchase, be used for an unlimited period on only one website/domain each. Use on multiple websites/domains is not permitted. Resale of our templates is not permitted. Copyright notices may be removed only by us and only if this option was ordered with the template.

§ 10 Liability

(1) Unlimited liability: We are liable without limitation for intent and gross negligence and in accordance with the German Product Liability Act. In cases of slight negligence, we are liable for damage arising from injury to life, limb or health.

(2) Otherwise, the following limited liability applies: In cases of slight negligence, we are liable only for breach of an essential contractual obligation whose fulfilment is necessary for proper performance of the contract and on whose observance you may regularly rely (a cardinal obligation). Liability for slight negligence is limited to damage foreseeable at the time the contract was concluded and typically to be expected. This limitation of liability also applies in favour of our vicarious agents.

(3) We exclude liability in the following cases:

errors in third-party software, services and templates
subsequent changes to our work or the software used (for example, through updates or software extensions) by third parties or the contractor itself.
improper use of our work
infringement of copyright or third-party claims
force majeure (such as natural events, power failures, hardware defects or traffic disruption), network and server errors, transmission problems, viruses/trojans/malware and hacker attacks

(4) Any contributory negligence on the part of the customer shall be taken into account against the customer.

§ 11 Confidentiality Clause

We undertake to keep confidential all business secrets disclosed by the client. This also applies to knowledge of internal processes and circumstances acquired during performance of this contract. We take all necessary measures to prevent third parties from learning of or exploiting this information. Our staff and employees are also bound by confidentiality insofar as they are not already required to observe it under their employment contracts.

§ 12 Right of Withdrawal

Our business customers have no statutory entitlement to a right of withdrawal, and such a right is therefore excluded. We do not offer our goods or services for sale to private consumers.

§ 13 Final Provisions

(1) If one or more provisions of these General Terms and Conditions are or become invalid, the validity of the remaining provisions is unaffected.

(2) Contracts between you and us are governed exclusively by German law, excluding the provisions of the United Nations Convention on Contracts for the International Sale of Goods (CISG).

(3) If you are a merchant, a legal entity under public law or a special fund under public law, the seller's registered place of business shall be the place of jurisdiction for all disputes arising from or in connection with contracts between you and us.

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