General Terms and Conditions
§ 1 Scope of validity
1.1. These general terms and conditions shall apply exclusively to companies, legal persons under public law and special funds under public law within the meaning of Section 310(1) of the German Civil Code (BGB).
1.2. The business relationship between IFS Management GmbH and the buyer shall be governed exclusively by the following general terms and conditions. No provisions laid down by the buyer that differ from these terms and conditions shall be accepted by IFS Management GmbH, unless IFS Management GmbH has expressly confirmed their validity in writing.
§ 2 Conclusion of the contract and delivery
2.1. All orders placed by the buyer merely constitute offers made to IFS Management GmbH. Such offers shall be governed by these terms and conditions and shall be subject to the availability of the goods ordered and the acceptance of the order by IFS Management GmbH.
2.2. Unless otherwise agreed, goods shall be delivered ex warehouse to the delivery address specified by the buyer. All delivery periods and dates shall be non-binding. IFS Management GmbH shall endeavour to deliver the goods ordered within the specified delivery times; however, the adherence to delivery times shall not be essential for the performance of the transaction.
2.3. IFS Management GmbH shall not be held responsible for delays in delivery due to force majeure or events which make the delivery difficult or impossible to carry out. If a delivery cannot take place within a specified period and/or date due to unforeseeable circumstances which are beyond the control of IFS Management GmbH, e.g. industrial disputes, operational disruptions, traffic disruptions, official measures – such circumstances may also affect the supplier – as well as due to the late delivery of goods from the supplier, the agreed deadlines and dates shall be extended by the duration of the events causing the delay.
2.4. If the delivery time is exceeded by more than two weeks, the buyer shall have the right to withdraw from the contract. If the buyer suffers any damage as a result of a delay caused by IFS Management GmbH, the buyer shall be entitled to claim damages for delay. The right to claim damages for delay and to withdraw from the contract requires the buyer to have granted IFS Management GmbH a reasonable extension on the deadline in writing.
2.5. The goods ordered shall be delivered during normal business hours. If the buyer is not present to take receipt of the delivery, the goods ordered shall be deemed delivered. The risk of accidental loss and accidental deterioration of the goods ordered shall pass to the buyer at the time of the handover or, if the buyer is in default of acceptance, at the time when the products are offered to the buyer.
2.6. The buyer undertakes to inspect the goods ordered as soon as they have been delivered. If the goods are defective (or missing), the buyer undertakes to notify IFS Management GmbH of this within five working days from the delivery date.
§ 3 Payment terms
3.1 The buyer may pay the purchase price by credit card or by invoice when placing the order.
3.2 If the buyer selects "by invoice" as a payment method, IFS Management GmbH shall check and evaluate the data provided by the buyer. If there is a legitimate reason, IFS Management GmbH reserves the right to obtain further information on the buyer to check its creditworthiness.
3.3 Payment shall be due upon receipt of the invoice. If the buyer fails to pay the invoice within 14 days from receipt of the invoice, IFS Management GmbH shall be entitled to charge interest on arrears at a rate of 5 % above the base interest rate of the European Central Bank per annum. IFS Management GmbH expressly reserves the right to claim higher damages for delay.
3.4 The buyer undertakes to inform IFS Management GmbH in writing within seven days from receipt of the invoice if the invoice contains any errors (for example incorrect prices). After this deadline, the invoice shall be deemed accepted by the buyer.
3.5 All payments shall be made in full and without deductions. The buyer may only offset against claims of IFS Management GmbH if its counter-claims have been legally established or accepted by IFS Management GmbH. The buyer only has a right of retention if its counter-claim is based on the same contractual relationship.
3.6 The goods delivered by IFS Management GmbH shall remain the property of IFS Management until they have been paid for in full.
§ 4 Liability for defects
4.1 Any obvious defects in the goods delivered shall be notified in writing immediately, but no later than five working days after delivery. Hidden defects shall be notified in writing within one week after the defect has been identified. Failure to meet this deadline shall result in the loss of warranty.
4.2. If the purchased item is defective, the buyer may request supplementary performance (repair or replacement). If the supplementary performance fails, the buyer may, if the defect is significant, withdraw from the contract, reduce the purchase price or claim damages. Unless otherwise stated below, the buyer shall not be entitled to any further claims, irrespective of the legal grounds. IFS Management GmbH's liability shall therefore be limited to damage occurring to the delivery item itself; in particular, IFS Management GmbH shall not be liable for loss of profit or any other economic loss incurred by the buyer. Where IFS Management GmbH's liability is excluded or limited, this shall also apply to the personal liability of employees, representatives and vicarious agents.
4.3. The above limitation of liability shall not apply if the damage has been caused by intent or gross negligence or in the event of personal injury. If IFS Management GmbH is in negligent breach of an essential contractual obligation, its liability for material damage shall be limited to the damage typically suffered.
4.4. The limitation period for warranty claims shall be twenty-four months from the delivery date.
§ 5 Data protection
The buyer has received detailed information from IFS Management GmbH on the type, scope, location and purpose of the collection, processing and use of all personal data required for the handling of orders, the registration for the email notification service and the transmission of online reviews. The buyer gives its express consent to the collection, processing and use of personal data.
§ 6 Other provisions
6.1. These terms and conditions shall be governed by German law; the UN Convention of the International Sale of Goods shall not apply.
6.2. The place of performance and exclusive place of jurisdiction for all disputes shall be Berlin-Mitte.
6.3. If a provision of these terms and conditions is or becomes, in part or whole, void, ineffective, impracticable or unenforceable (hereinafter referred to as "invalid provision"), the effectiveness and enforceability of the remaining provisions shall not be affected. The parties therefore undertake, at this point, that any invalid provision will be replaced by a provision which the parties would have agreed upon if they had been aware of its invalidity and which most accurately reflects the meaning and purpose of these terms and conditions to the extent permitted by law. If the invalidity of a provision is based on a measure of performance or time (deadline or date) laid down therein, a provision shall be agreed which most accurately reflects the original measure to the extent permitted by law. The same shall apply to any gaps in these terms and conditions. It is the express wish of the parties that this severability clause does not result in a mere reversal of the burden of proof but that the provisions of Section 139 of the German Civil Code (BGB) as a whole be waived.
6.4. The EU Commission offers a platform for online dispute resolutions: https://webgate.ec.europa.eu/odr/
Berlin, June 17th 2016