General terms and conditions
1) Contractual partner and scope of application
1.1 Contractual partners in connection with the application of these Terms and Conditions of Sale and Delivery (hereinafter: GTC) are Oswald Riemer Uhrenarmbandfabrik GmbH, Willibald-Popp-Str. 2, 86179 Augsburg, Germany (hereinafter referred to as "RIOS1931") and the customer, together also referred to as "Contracting Parties" or "Parties".
1.2 Customers of RIOS1931 within the meaning of these GTC can only be entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB), legal entities under public law or special funds under public law.
1.3 Any provisions or terms of business that deviate from these GTC shall only become the subject of the contractual agreement between the customer and RIOS1931 if RIOS1931 has confirmed them in advance and acknowledged them in writing. This shall also apply if RIOS1931 does not expressly object to deviating terms and conditions of the customer, even if these are attached to requests for quotations, orders or declarations of acceptance by the customer, or if RIOS1931, in the knowledge of terms and conditions of the customer that are contrary to or deviate from these Terms and Conditions, carries out deliveries without reservation and/or provides the contractual service without reservation.
2) Conclusion of contract
2.1 Our offers are subject to change and are non-binding. The representations of the products on our website and in our catalogs do not constitute binding offers, but are intended for the submission of a binding offer by the customer. This shall also apply if we provide the customer with catalogs, technical documentation (e.g. drawings, plans, calculations), other product descriptions or documents - also in electronic form.
2.2 Unless otherwise agreed, RIOS1931 may accept offers from the customer within four (4) weeks of receipt thereof, in particular by notifying the customer of the dispatch of the goods.
3.1 Unless otherwise agreed in individual cases, our prices current at the time of conclusion of the contract shall apply, ex warehouse, plus statutory value-added tax, plus the costs of packaging, freight and insurance.
2 In the case of deliveries to countries outside the European Union, further costs may be incurred in individual cases, which shall be borne by the customer. These include, for example, costs for the transfer of money by credit institutions (e.g. transfer fees, exchange rate fees) or import duties or taxes (e.g. customs duties). Such costs may also be incurred in relation to the transfer of funds if the delivery is not made to a country outside the European Union, but the customer makes the payment from a country outside the European Union. In any case, the receipt of the full invoice amount by RIOS1931 is decisive. Any bank charges or transfer costs or similar shall be borne entirely by the purchaser; there shall be no division of charges.
3 In the absence of any other agreement with the customer, the purchase price shall be due for payment upon receipt of the invoice and shall be paid within 10 days of the invoice date.
4 For production orders, the customer must accept, take delivery of and pay for an overproduction of 5%. Production orders are orders where the buyer determines the number of goods to be produced. Custom-made products are excluded from exchange.
4) Terms of delivery
4.1 The delivery times stated by RIOS1931 are calculated from the date of acceptance of the contract. If no or no deviating delivery time is specified for the respective goods, it shall be approximately three 3 to four (4) months.
4.2 If no copies of the product selected by the customer are available at the time of the order, we will inform you immediately. If the product is permanently unavailable, we shall refrain from issuing a declaration of acceptance. In this case, a contract shall not be concluded. If the product designated by you in the order is only temporarily unavailable, we will also inform you of this immediately in the order confirmation. In the event of a delay in delivery of more than four (4) calendar weeks, you have the right to withdraw from the contract. A case of non-availability of performance in this sense shall be deemed to be in particular the non-timely self-delivery by our supplier if we have concluded a congruent hedging transaction, neither we nor our supplier are at fault or we are not obliged to procure in the individual case.
4.3 The risk of accidental loss and accidental deterioration of the goods sold shall pass to the customer as soon as we have delivered the item to the forwarding agent, the carrier or the person or institution otherwise designated to carry out the shipment. (4) If RIOS1931 takes back goods as a gesture of goodwill, the customer shall bear the costs of the return shipment.
5) Retention of title
5.1 We shall retain title to the goods sold until full payment of all our present and future claims arising from the purchase contract and an ongoing business relationship. For the duration of the retention of title, the customer shall be obliged to treat the goods together with the items provided with care.
5.2 The goods subject to retention of title may neither be pledged to third parties nor assigned as security before full payment of the secured claims. The customer shall notify us immediately in writing if and to the extent that third parties seize the goods belonging to us. The customer shall notify third parties of our rights and reimburse us for all costs associated with the protection of such rights, including attorneys' fees.
5.3 The customer is authorized to resell and/or process the goods subject to retention of title in the ordinary course of business. In this case, the following provisions shall apply in addition.
a) The retention of title shall extend to the products resulting from the processing or combination of our goods at their full value, whereby we shall be deemed to be the manufacturer. If, in the event of processing or combination with goods of third parties, their title remains, we shall acquire co-ownership in proportion to the invoice values of the processed, mixed or combined goods. Otherwise, the same shall apply to the resulting product as to the goods delivered under retention of title.
b) The customer hereby assigns to us by way of security all claims against third parties arising from the resale of the goods or the product in total or in the amount of our co-ownership share, if any, in accordance with the preceding paragraph. We accept the assignment. The obligations of the customer stated in paragraph 2 shall also apply in respect of the assigned claims.
c) The customer shall remain authorized to collect the claim in addition to us. We undertake not to collect the claim as long as the customer meets his payment obligations towards us, is not in default of payment, no application for the opening of insolvency proceedings has been filed and there is no other deficiency in his ability to pay. If this is the case, however, we may demand that the customer inform us of the assigned claims and their debtors, provide all information necessary for collection, hand over the relevant documents and inform the debtors (third parties) of the assignment.
d) If the realizable value of the securities exceeds our claims by more than 10%, we shall release securities of our choice at the customer's request.
6) Customer's Claims for Defects
6.1 The statutory provisions shall apply to the customer's rights in the event of material defects and defects of title (including wrong delivery and short delivery), unless otherwise stipulated below. In all cases, the special statutory provisions shall remain unaffected in the case of final delivery of the goods to a consumer (supplier's recourse pursuant to §§ 478, 479 BGB).
6.2 The basis of our liability for defects is above all the agreement reached on the quality of the goods. The product descriptions designated as such (including those of the manufacturer) which were provided to the customer prior to his order or which were included in the contract in the same way as these GTC shall be deemed to be an agreement on the quality of the goods.
6.3 We shall not be liable for public statements made by the manufacturer or other third parties (e.g. advertising statements).
6.4 The customer's claims for defects shall be subject to the condition that the customer has complied with its statutory obligations to inspect the goods and to give notice of defects (§§ 377, 381 HGB). If a defect becomes apparent during the inspection or at a later date, we must be notified thereof in writing without delay. The notification shall be deemed to have been made without delay if it is made within two weeks, whereby timely dispatch of the notification shall suffice to meet the deadline. Irrespective of this obligation to inspect and give notice of defects, the customer shall notify us in writing of obvious defects (including incorrect and short deliveries) within two weeks of delivery, whereby timely dispatch of the notification shall also suffice to meet the deadline. If the customer fails to duly inspect and/or notify the defect, our liability for the non-notified defect shall be excluded.
6.5 If the delivered item is defective, we may initially choose whether to provide subsequent performance by remedying the defect (subsequent improvement) or by delivering an item free of defects (replacement delivery). Our right to refuse subsequent performance under the statutory conditions shall remain unaffected.
6.6 The general limitation period for claims arising from material defects and defects of title shall be one year from handover. If acceptance has been agreed, the limitation period shall commence upon acceptance.
6.7 We shall be entitled to make the subsequent performance owed dependent on the customer paying the purchase price due. However, the customer shall be entitled to retain a part of the purchase price which is reasonable in relation to the defect. The customer shall give us the time and opportunity required for the subsequent performance owed, in particular to hand over the goods complained about for inspection purposes. In the event of a replacement delivery, the customer shall return the defective item to us in accordance with the statutory provisions. Subsequent performance shall neither include the removal of the defective item nor its re-installation if we were not originally obliged to install it.
6.8 We shall bear the expenses necessary for the purpose of inspection and subsequent performance, in particular transport, travel, labor and material costs (not: removal and installation costs), if a defect is actually present. However, if a request by the customer to remedy a defect turns out to be unjustified, we may demand reimbursement from the customer for the costs incurred.
6.9 Self-performance shall be excluded insofar as RIOS1931 does not definitively refuse subsequent performance.
6.10 The products may deviate slightly, within reason, from the illustrations shown on the Internet, in catalogs or other product descriptions due to the technical possibilities of presentation, in particular there may be deviations in color. However, this shall not constitute a defect within the meaning of the General Terms and Conditions.
7.1 Unless otherwise provided in these GTC including the following provisions, we shall be liable for a breach of contractual and non-contractual obligations in accordance with the relevant statutory provisions. We shall be liable for damages - irrespective of the legal grounds - in the event of intent and gross negligence. In the case of simple negligence, we shall only be liable a) for damages arising from injury to life, limb or health, b) for damages arising from the breach of a material contractual obligation (obligation whose fulfillment is a prerequisite for the proper performance of the contract and on whose fulfillment the contractual partner regularly relies and may rely); in this case, however, our liability shall be limited to compensation for the foreseeable, typically occurring damage. The total maximum amount shall be € 10,000.00.
7.2 The aforementioned limitations of liability shall not apply if we have fraudulently concealed a defect or have assumed a guarantee for the quality of the goods. The same shall apply to claims under the Product Liability Act.
8) Special notes and obligations
8.1 The customer is obliged to check the strength / quality / thickness of the leather strap before attaching the strap to the watch of his end user, or before delivery of the strap to his end user. § 377 HGB is applicable. If the customer has doubts about the quality of the strap, the impact on the case side, or closing side and / or doubts about the quality of the buckle of the strap, the customer shall be entitled and obliged to consult RIOS1931 in text form before using the goods.
8.2 If the customer commissions RIOS1931 to customize or modify the goods (e.g. embossing in the strap), the customer shall bear responsibility for the technical and legal consequences of such customization or modification. In particular, RIOS1931 shall not check whether the customer's requirements and wishes infringe third-party rights. The customer shall indemnify RIOS1931 in the event of legal disputes and against any claims and costs.
8.3 Drawings, dimensions, weights, colors or other illustrations on our website or in our catalogs may differ from the actual condition of the goods due to the natural condition of the products. Our illustrations as well as color pictures are symbolic photos.
9) Final Provisions
9.1 The place of performance shall be the registered office of RIOS1931.
9.2 The law of the Federal Republic of Germany shall apply to contracts between us and you to the exclusion of the UN Convention on Contracts for the International Sale of Goods. The statutory provisions on the restriction of the choice of law and on the applicability of mandatory provisions, in particular of the state in which you have your habitual residence as a consumer, shall remain unaffected.
9.3 The place of jurisdiction is Augsburg.
9.4 The remaining parts of the contract shall remain binding even if individual points are legally invalid. The invalid points shall be replaced by the statutory provisions, if any.