General Terms and Conditions
1. Scope
1.1 These General Terms and Conditions (hereinafter referred to as the T&Cs) of Menke IT GmbH (hereinafter referred to as the ‘Seller’) shall apply to all contracts concluded by an entrepreneur (hereinafter referred to as the ‘Customer’) with the Seller concerning the goods offered by the Seller in its online shop. Our offers are only addressed to entrepreneurs, legal entities under public law or special funds under public law, as defined by § 310 par. 1 of the German Civil Code. Unless agreed otherwise, the Customer's own terms and conditions are excluded from these T&C.
1.2 In addition to checking the entrepreneurial status of the Customer in the course of the ordering process, the Seller reserves the right to request proof of the entrepreneurial status by presenting suitable and up-to-date documents, e.g. extract from the commercial register or trade registration.
1.3 These General Terms and Conditions shall also apply to all future business transactions with the Customer, insofar as these are legal transactions of a similar nature.
2. Conclusion of the Contract
2.1 The presentation of the goods, especially in the online shop, does not yet constitute a binding offer from the Seller.
2.2 First, the Customer places the selected goods in the shopping cart. At the next step, the order process begins, in which all the data necessary for the order processing is entered.
A summary of the order and contract data appears at the end of the order process. The offer of the goods contained in the shopping basket is made binding by the Customer only after the Customer clicks the button that concludes the order process and thereby confirms the order and contract data.
The customer can also submit his/her offer to the Seller by fax, email, by post or by telephone.
2.3 The Seller accepts the Customer's offer through the following possible alternatives:
by sending a written order confirmation or in text form (fax or email) or
by sending the Customer a request for payment after placing the order or
by delivery of the ordered goods
The first alternative is decisive for the time of acceptance.
The period for the offer acceptance begins on the day when the offer is sent by the Customer and ends when the fifth day following the dispatch of the offer is expired. If the Seller does not accept the Customer’s offer within the aforementioned period, it will mean that the Seller rejects the offer. The Customer is then no longer bound by his/her declaration of intent.
2.4 The text of the contract concluded between the Seller and the Customer shall be saved by the Seller. The contract text is stored on the Seller’s internal systems. The Customer can view the T&C on this page at any time. The order data and the T&C will be sent to the Customer by email. Once the order process is completed, the contract text is accessible to the Customer free of charge via the customer login, provided that the Customer opened a customer account.
2.5 All entries made are displayed before clicking the order button and can be viewed by the Customer before sending the order and corrected by pressing the back button of the browser or by usual mouse and keyboard functions. In addition, correction buttons may be available to the Customer. Such buttons have appropriate labels.
2.6 The contract language is German.
2.7 The Customer is responsible for providing a correct email address for communication and for processing the order, as well as to set the filter functions in such a way that emails related to this order can be delivered to him/her.
3. Prices and terms of payment
3.1 The prices shown are net prices plus VAT. If additional shipping costs are incurred, the Customer can see them in the product description. If an unforeseeable cost increase occurs (e.g. currency fluctuations, unexpected price increases of the suppliers etc.), the Seller is entitled to pass on the price increase to the Customer if the delivery is agreed to be performed later than four months after the contract conclusion.
3.2 The Customer can select the payment methods available in the online shop.
3.3 In the case of advance payment by bank transfer, the payment is due immediately after conclusion of the contract, unless otherwise agreed.
3.4 Payment by PayPal is processed via PayPal (Europe) S.à r.l. et Cie, S.C.A., 22-24 Boulevard Royal, L-2449 Luxembourg. In this cases, PayPal's terms of use shall apply. They are available at https://www.paypal.com/de/webapps/mpp/ua/useragreement-full.
3.5 In the case of a payment upon receipt an invoice, the purchase price shall become due when the goods are delivered and invoiced. The purchase price must be paid within 14 days after receipt of the invoice. The Seller reserves the right to carry out a credit check and reject such payment method in the event of a bad credit check result. Other payment methods remain the responsibility of the Customer.
4. Terms of delivery and shipping
4.1 The delivery of goods by dispatch shall be made to the delivery address specified by the Customer. In the case of a payment via PayPal, the delivery address given by the Customer at PayPal at the time of payment shall be decisive.
4.2 The delivery of goods by dispatch shall be made to the delivery address specified by the Customer.
4.3 If additional costs incur at the Seller due to an incorrect delivery address or an incorrect addressee, or other circumstances that make the delivery impossible, the Customer shall reimburse such costs, unless the incorrect data or such impossibility are not attributable to the Customer.
4.4 If it is agreed that the Customer shall pick up the goods himself, the latter shall be informed by the Seller that the goods ordered by him are ready for collection. Upon receipt of this email, the Customer can collect the goods either at the Seller's registered office or at another agreed place, depending on the agreement with the Seller. In this case, no shipping costs are incurred.
5. Reservation of Ownership
5.1 If the Seller delivers in advance, the goods shall remain the Seller’s property until the purchase price is paid in full.
5.2 As long as the ownership has not yet been transferred to the Customer, the Customer is obliged to treat the purchased item with care. In particular, the Customer is obliged to insure the goods to their value as new against theft, fire, and water damage, at his/her own expense. If maintenance and inspection work must be carried out, the Customer must carry out this work on time at his own expense. If the ownership is not transferred, the Customer must notify us immediately in text form if the delivered item is seized or subjected to other interventions by third parties. Insofar as the third party is not able to reimburse the Seller for the judicial and extra-judicial costs of an action pursuant to Sec. 771 of the German Civil Process Code, the Customer shall be liable for the loss incurred.
5.3 The Customer is entitled to resell the reserved goods in the normal course of business. The Customer’s claims and rights from resale of the goods subject to retention of title are deemed to be assigned to the Seller in the amount of the final invoice sum (including value added tax) agreed with the Seller. Such an assignment applies regardless of whether the purchased item was resold worked or unworked. The Customer remains authorized to collect the receivables even after the assignment. The Seller's authority to collect the receivable itself shall remain unaffected. However, the Seller may not collect the receivables as long as the Customer meets his payment obligations by using the collected revenues, is not in default of payment and, in particular, no application for insolvency proceedings is filed or the payment is suspended.
5.4 Working and processing of goods on behalf of the Seller. In this case, the Customer's contingent right to the sales products is continued with regard to the processed or converted goods. If the contract item is processed with other subjects not belonging to the Seller, the latter acquires joint ownership of the new goods in the relation of the objective value of the contract item to the other worked or processed subjects at the time of their being worked/processed. The same applies in the case of mixing. If the mixing is carried out in such a way that the Customer's item is to be regarded as the main item, it is deemed to have been agreed that the Customer transfers co-ownership to the Seller on a pro rata basis and stores the resulting sole or co-ownership on behalf of the Seller. In order to secure the Seller’s receivables from the Customer, the Customer also assigns the Seller such receivables and claims that arise against a third party due to the combination of the reserved goods with a real estate property; the Seller accepts this assignment as early as now.
5.5 The Seller undertakes to release the securities to which he is entitled upon the Customer’s request if their value exceeds the receivables and claims to be secured by more than 20%.
6. Liability
6.1 The Seller is not responsible for the content of third-party websites, for damages or other faults which are based on the incorrectness or incompatibility of the software or hardware of the partners, as well as for damages caused due to the lack of availability or faulty functioning of the Internet.
For the rest, no matter for what legal reason, the Seller bears liability only in the following cases:
In the case of intent and gross negligence on the part of its legal representative, executive, or its other agent
In the event of any culpable breach of a material contractual obligation (a material contractual obligation is an abstract term; that means such an obligation without which a proper execution of the contract is impossible and whose observance the other party may regularly rely upon). In the case of property damage, liability is limited to the amount of the typically foreseeable damage.
6.2 The above-mentioned limitations of liability shall not apply in the event of mandatory legal liability, especially under the Product Liability Act, when a guarantee is provided, and in cases of culpable injury to life, body, and health.
7. Liability for defects
7.1 The warranty period shall be one year from delivery of the purchased goods, provided that the Seller has not fraudulently concealed a defect or accepted a guarantee.
7.2 The legal provisions, investigation, and complaint obligations according to the German Commercial Code shall apply to merchants. The goods shall be inspected for defects immediately. Complaints about obvious defects are excluded after 7 days from receipt of the goods at the destination.
7.3 If the Seller is responsible for a defect in an item purchased, the Seller is entitled to remedy the defect or to deliver a replacement, at his discretion. The Seller reserves the right to take a sample of the defective item at any time. The Customer shall provide the necessary access to the item.
8. Final provisions
8.1 The law of the Federal Republic of Germany shall apply with the exclusion of UN international laws concerning the international purchase of movable goods.
8.2 Place of Jurisdiction
If the customer has its registered office in the Federal Republic of Germany, the exclusive place of jurisdiction for all disputes arising from this contract shall be the place of business of the Seller, unless a different place of jurisdiction is mandatory by law. If the Customer has its registered office outside the Federal Republic of Germany, the Seller's registered office shall be the exclusive place of jurisdiction. Nevertheless, in the above cases, the Seller is also entitled to appeal to the court where the Customer hat its registered office.
8.3 Should any provision of these T&C be or become invalid, this shall not affect the validity of the other provisions of the contract or the contract in its entirety. An invalid provision will be replaced by a clause that comes closest to the economic intent. The same applies in the event of a gap in the contract.