General Terms and Conditions – NovaNox GmbH & Co. KG
(1) The following terms and conditions apply to contracts that you conclude with us as the provider (NovaNox GmbH & Co. KG) via the website www.novanox.eu or through other means of distance communication, unless a written amendment is agreed between the parties. Deviating or conflicting terms and conditions are only effective with our express consent.
(2) We offer our products for purchase only if you are a natural or legal person or a legally capable partnership acting in the exercise of your commercial or self-employed professional activity at the time of concluding the legal transaction (entrepreneur). Conclusion of contracts with consumers is excluded.
(1) The subject matter of the contract is the sale of goods. The essential characteristics of the goods are described in the respective offer.
(2) Our offers on the internet are non-binding and do not constitute a binding offer to conclude a contract.
(3) You may send us inquiries regarding the purchase of our goods or the preparation of an offer via the inquiry and contact forms integrated on our website or via other means of distance communication (e.g. by telephone or e-mail). Your inquiries are non-binding for you.
We will submit to you a binding offer in text form (e.g. by e-mail), which you may accept within 5 days (unless a different deadline is specified in the respective offer).
(4) You may also submit a binding contractual offer (order) by means of distance communication.
Acceptance of the offer (and thus conclusion of the contract) for orders placed by telephone takes place immediately or at the latest within 5 days by confirmation in text form, in which the execution of the order or delivery of the goods is confirmed to you (order confirmation).
Should you not receive such a message within this period, you are no longer bound by your order. Any services already rendered will be reimbursed immediately in such a case.
(5) The processing of the order and the transmission of all information required in connection with the conclusion of the contract is carried out by e-mail, in part in an automated manner. You must therefore ensure that the e-mail address you have provided to us is correct, that receipt of e-mails is technically ensured and, in particular, is not prevented by spam filters.
(1) You shall provide us with the suitable information, texts or files required for the individual design of the goods with your inquiry or at the latest promptly after conclusion of the contract by e-mail or via another individually agreed means of communication. Any specifications we may have regarding file formats must be observed.
(2) You undertake not to transmit any data whose content infringes the rights of third parties (in particular copyright, name rights, trademark rights) or violates existing laws. You expressly indemnify us against all claims of third parties asserted in this context. This also covers the costs of legal representation required in this connection.
(3) We do not review the transmitted data for factual accuracy and assume no liability for errors in this regard.
(4) Where indicated in the respective offer, we will send you a proof copy for your review, which you must check promptly. If you agree with the draft, you release the proof copy for execution by countersigning it in text form (e.g. by e-mail).
The design work will not be carried out without your approval.
You are responsible for checking the proof copy for accuracy and completeness and for notifying us of any errors. We accept no liability for errors that have not been reported.
(1) Texts, images, graphics, designs or other works created by us are subject to copyright protection.
(2) Unless otherwise specified in the respective offer or individually agreed, you receive a simple license of use. This comprises a non-exclusive, time-unlimited right to use the work for your personal use.
You are expressly prohibited from making the protected works or parts thereof available to third parties in any way, whether privately or commercially.
(3) The transfer of the rights of use is subject to the condition precedent of full payment of the purchase price or the agreed remuneration.
(1) The prices stated in the respective offers and the shipping costs are net prices. They do not include statutory value added tax.
(2) The applicable shipping costs are not included in the purchase price; they are charged separately unless free shipping has been agreed. Further details can be found in the respective offer.
For self-collection, we will inform you by telephone or e-mail about the availability of the goods and the collection options. In this case, no shipping costs will be charged.
(3) For deliveries to countries outside the European Union, additional costs may arise that are beyond our control, such as customs duties, taxes or money transfer fees (transfer or exchange rate fees charged by credit institutions), which are to be borne by you.
(4) Costs incurred for money transfers (transfer or exchange rate fees charged by credit institutions) are also to be borne by you in cases where delivery is made to an EU member state but payment was initiated from outside the European Union.
(5) The following payment methods are available, unless otherwise stated in the respective offer:
(6) Unless a different payment deadline is stated in the respective offer or on the invoice, the payment claims arising from the concluded contract (in the case of installment payments, the first installment) are due immediately. Cash discount deductions are only permissible if expressly stated in the respective offer or on the invoice.
(7) If you are more than 7 days in arrears, in whole or in part, with an installment payment, the entire outstanding balance becomes due and payable immediately in one lump sum.
(8) The statutory provisions pursuant to § 288 of the German Civil Code (BGB) apply to the calculation of default interest and other damages arising from default.
(1) The estimated delivery period is specified in the respective offer. Delivery dates and delivery periods are only binding if confirmed by us in writing. For the payment method of advance payment by bank transfer, the goods will not be dispatched until the full purchase price and shipping costs have been received by us.
(2) Should a product you have ordered be unexpectedly unavailable despite the timely conclusion of an adequate cover transaction for reasons beyond our control, we reserve the right to withdraw from the contract. We will inform you immediately of the unavailability of the product and, in the event of withdrawal, promptly reimburse any payments already made by you.
(3) Dispatch is at your risk. If you wish, the goods will be shipped with appropriate transport insurance, the costs of which are to be borne by you.
(4) Partial deliveries are permissible and may be invoiced by us independently, provided you are not burdened with additional shipping costs as a result.
(1) If you are a merchant, the duty to inspect and give notice of defects regulated in § 377 of the German Commercial Code (HGB) applies. If you fail to give the notification stipulated therein, the goods shall be deemed to have been approved, unless the defect was not recognizable during the inspection. This does not apply if we fraudulently concealed the defect.
(2) The warranty period is one year from delivery of the goods. The reduction in the limitation period does not apply:
(3) Only our own statements and the manufacturer's product description are deemed agreed as the condition of the item – not other advertising, public promotions or statements by the manufacturer.
(4) In the case of defects, we shall provide warranty, at our discretion, by means of repair or replacement delivery. If the remedy of the defect fails, you may, at your discretion, demand a reduction in price or withdraw from the contract. The remedy shall be deemed to have failed after the second unsuccessful attempt, unless the nature of the item or the defect or other circumstances indicate otherwise. In the case of repair, we are not obliged to bear the increased costs arising from the transportation of the goods to a location other than the place of performance, unless such transportation corresponds to the intended use of the goods.
(5) For contracts for work and services, the following applies in deviation from the above warranty provisions:
The warranty period is one year from acceptance of the work. The reduction in the limitation period does not apply:
(1) You may only exercise a right of retention to the extent that your claim arises from the same contractual relationship.
(2) You are only entitled to set off claims if your counterclaims have been established by a final and binding court decision, are undisputed, or relate to counterclaims arising from the same contractual relationship.
(3) We retain title to the goods until all claims arising from the ongoing business relationship have been settled in full. Pledging or transfer of title by way of security of the goods subject to retention of title is not permitted prior to the transfer of ownership.
(4) You may resell the goods in the ordinary course of business. In this case, you hereby assign to us all claims in the amount of the invoice amount arising from the resale, and we accept such assignment. You remain authorized to collect the claim. However, if you fail to meet your payment obligations properly, we reserve the right to collect the claim ourselves.
(5) In the event of the combination or mixing of the reserved goods, we shall acquire co-ownership of the new item in proportion to the invoice value of the reserved goods relative to the other processed items at the time of processing.
(6) We undertake to release the securities to which you are entitled at your request to the extent that the realizable value of our securities exceeds the claim to be secured by more than 10%. The selection of the securities to be released is at our discretion.
(1) German law applies, excluding the UN Convention on Contracts for the International Sale of Goods (CISG).
(2) The place of performance and the place of jurisdiction is our registered office, provided you are a merchant, a legal entity under public law, or a special fund under public law. The same applies if you do not have a general place of jurisdiction in Germany or the EU.
NovaNox GmbH & Co. KG
Alte Frankfurter Straße 212
38122 Braunschweig
Germany
Phone: 0531/129 446 67
E-Mail: info@NovaNox.eu
The technical steps for concluding the contract and the conclusion itself are carried out in accordance with § 2 of our General Terms and Conditions (Part I).
3.1. The language of contract is German.
3.2. The complete contract text is not stored by us. Prior to submitting the inquiry or order, the contract data can be printed out using the browser's print function or saved electronically.
I. GENERAL TERMS AND CONDITIONS
§ 1 Basic provisions
(1) The following terms and conditions apply to all contracts that you conclude with us as a supplier (NovaNox GmbH & Co. KG) via the website www.novanox.eu, unless a modification is agreed in writing between the parties. Deviating or conflicting terms and conditions are only valid with our express consent.
(2) We offer our goods only for purchase insofar as you are a natural or legal person or a legal partnership which is, in concluding the legal transaction, acting in the exercise of its commercial or independent professional activity (entrepreneur). A purchase agreement with consumers is excluded.
§ 2 Formation of the contract
(1) Subject of the contract is the sale of goods. The details, in particular the essential characteristics of the goods, can be found in the respective description of the offer and the additional information on our Internet presence.
(2) On request, we will send you an individual offer, which will be sent to you in text form (e.g. e-mail) and to which we are bound for 5 days. You accept the offer with confirmation in text form.
§ 3 Individual design of the goods
(1) With your quotation request you provide us with the information, texts or files required for the individual design of the goods via the file upload on our website or by e-mail or in any other text form. Please note our possible specifications for file formats.
(2) You undertake not to transmit any data whose content infringes the rights of third parties (in particular copyrights, name rights, trademark rights) or infringe existing laws. You expressly indemnify us from all claims of third parties asserted in this connection. This also applies to the costs of legal representation required in this context.
(3) We do not undertake any examination of the submitted data for correctness of the content and consequently assume no liability for errors.
(4) As far as agreed, you will receive a correction document, which you have to check immediately. If you agree to the draft, release the correction template by way of counter-signature in text form (e.g. e-mail). The design work will not be executed without your approval. You are responsible for verifying the correctness and completeness of the correction document and notifying us of any errors. We accept no liability for non-rejected errors.
(5) If we create texts, pictures, graphics and designs for you within the framework of the individual design, these are subject to copyright.
Without our express consent the use, reproduction or alteration of individual parts or complete contents is not permitted.
Unless otherwise agreed, we will grant you a right of use to the copyrighted works created for you which is unlimited in time. You are expressly prohibited from providing the protected works or parts thereof in any way to third parties, either privately or commercially.
The transfer of the right of use is subject to the condition precedent of the full payment of the agreed purchase price.
(6) In the event of defects we shall, at our option, make a warranty by repair or replacement. If the defect rectification fails, you may, at your discretion, demand a reduction or withdraw from the contract. The defect removal shall be deemed to have failed after the second attempt has been unsuccessful, unless in particular the nature of the defect or the other circumstances indicate otherwise. In the case of rectification, we shall not be required to bear the increased costs resulting from the shipment of the goods to a place other than the place of performance, provided that the shipment does not correspond to the intended use of the goods.
§ 4 Prices, payment conditions and shipping costs
(1) The prices stated in the respective offers represent net prices. They do not include the statutory value-added tax.
(2) The shipping costs incurred are not included in the purchase price. They are indicated separately in our individual offer and are to be borne by you in addition, as long as postage-free delivery is not promised.
In case of self-pickup, we will inform you by telephone or e-mail about the delivery of the goods and the collection possibilities. In this case no shipping costs will be charged.
(3) You have the following payment options, unless otherwise stated in our individual offer:
(4) Insofar as no other payment period is stated in our individual offer or on the invoice, the payment claims arising from the concluded contract are immediately due for payment.
The deduction of discounts is only permissible provided that they are explicitly stated in the respective offer or invoice.
§ 5 Terms of delivery
(1) The estimated delivery time is stated in the respective offer. Delivery dates and delivery times are only binding if confirmed by us in writing. In the payment method Prepayment by transfer, the dispatch of the goods takes place only after we have received the complete purchase price and the shipping costs.
(2) Should a product ordered by you, contrary to expectations, not be available in spite of the timely completion of an adequate covering transaction for a reason beyond our control, you will immediately be notified of non-availability and, in the event of withdrawal, any payments already made will be refunded without delay.
(3) The shipment is at your risk. If you wish, it will be dispatched with a corresponding transport insurance, whereby the resulting costs will be borne by you.
(4) Part deliveries are permissible and can be invoiced by us independently, provided that you do not incur additional costs for shipping.
§ 6 Warranty
(1) The warranty period is one year from date of delivery of the goods. The one-year warranty period does not apply to damages attributable to us caused by the injury to life, body or health and gross negligence or deliberate damage or misrepresentation, as well as to recourse claims pursuant to §§ 478, 479 BGB (German Civil Code).
(2) The nature of the goods is only defined by our own data and the product description of the manufacturer as agreed, but not other advertising, public praises and utterances of the manufacturer.
(3) You are obliged to inspect the goods immediately and with due care for quality and quantity deviations and to notify us in writing of any obvious defects within 7 days from receipt of the goods, a timely mailing is sufficient for adhering to the deadline. This also applies to hidden defects discovered later from the time of their discovery. The assertion of the warranty claims is excluded in the case of infringement of the duty of examination and complaint.
§ 7 Right of retention, reservation of ownership
(1) You can only exercise a right of retention insofar as it concerns claims arising from the same contractual relationship.
(2) We reserve the right to ownership of the goods until full settlement of all claims arising from the current business relationship. A pledge or security transfer shall not be permitted prior to the transfer of ownership of the reserved goods.
(3) You can resell the goods in the ordinary course of business. In this case, you are already assigning to us all claims in the amount of the invoice amount which you are accruing from the resale, and we accept the assignment. You are further authorized to collect the claim. If you do not fulfill your payment obligations properly, however, we reserve the right to collect the claim ourselves.
(4) In case of connection and mixing of the reserved goods, we acquire co-ownership of the new item in the ratio of the invoice value of the reserved goods to the other processed items at the time of the processing.
(5) We undertake to release the collaterals to which you are entitled on your request insofar as the realizable value of our collaterals exceeds the claim to be secured by more than 10%. The choice of collaterals to be released is our responsibility.
§ 8 Liability
(1) We are fully liable for damage resulting from injury to life, body or health. Furthermore, we are liable without limitation in all cases of intent and gross negligence, in the case of malicious concealment of a defect, in the case of assuming the guarantee for the nature of the purchased item and in all other cases regulated by law.
(2) Liability for deficiencies within the scope of the statutory warranty depends on the corresponding regulation in our Customer Information (Part II) and General Terms and Conditions (Part I).
(3) Insofar as significant contractual obligations are concerned, our liability in the case of slight negligence is limited to the contract-typical foreseeable damage. Significant contractual obligations are significant obligations which arise from the nature of the contract and whose violation would jeopardize the attainment of the purpose of the contract as well as obligations imposed by the contract on the content of the contract in order to achieve the purpose of the contract and on whose observance you may regularly rely.
(4) In the case of infringement of insignificant contractual obligations, liability for negligent breach of duty is excluded.
(5) The data communication via the Internet cannot, according to the current state of the art, be ensured without errors and/or at any time. We are consequently not liable for the continuous or uninterrupted availability of the website and the services offered there.
§ 9 Choice of law, place of performance, place of jurisdiction
German law applies to the exclusion of the UN purchase law. Place of performance as well as jurisdiction is our seat.
II. CUSTOMER INFORMATION
1. Identity of the seller
NovaNox GmbH & Co. KG
Alte Frankfurter Straße 212
38122 Braunschweig
Germany
Telephone: 0531/129 446 67
E-mail: info@novanox.eu
2. Information on the formation of the contract
The contract is concluded in accordance with § 2 of our General Terms and Conditions (Part I).
3. Contract language, contract text storage
3.1. The contract language is German.
3.2. The full text of the contract is not saved by us. Before submitting the request, the contract data can be printed out or electronically secured via the print function of the browser.
4. Legal right of deficiency
The defect liability for our goods is governed by the "Warranty" clause in the General Terms and Conditions (Part I).
