ATTENTION: The offer of the independent online shop REPRO ONLINE SHOP is exclusively directed at entrepreneurs and business owners.

General Terms and Conditions for the REPRO ONLINE Shop

1. General, Customer Base

(1) All offers, purchase contracts, deliveries, and services based on orders from our customers (hereinafter referred to as "customers") via our online shop "REPRO ONLINE SHOP" (hereinafter referred to as the "online shop") are subject to these General Terms and Conditions.

(2) The product offering in our online shop is exclusively directed at entrepreneurs. For the purposes of these General Terms and Conditions, an "entrepreneur" is a natural or legal person or a legal partnership with legal capacity who, when entering into the contract, acts in the exercise of their commercial or self-employed professional activity (§ 14 para. 1 German Civil Code).

(3) The customer's terms and conditions do not apply, even if we do not expressly object to their validity in individual cases.

2. Conclusion of Contract

(1) Our offers in the online shop are non-binding.

(2) By placing an order in the online shop, the customer makes a binding offer to purchase the respective product. We can accept the offer until the end of the third working day following the day of the offer.

(3) We will immediately send the customer a confirmation of receipt of the offer upon receipt of the offer, which does not constitute acceptance of the offer. The offer is only deemed accepted by us when we declare acceptance to the customer (by email) or dispatch the goods. The purchase contract with the customer is only concluded upon our acceptance.

3. Prices and Payment

(1) Our prices are subject to statutory value-added tax, but do not include shipping costs. The customer is responsible for customs duties and similar charges.

(2) Unless expressly agreed otherwise, we only deliver against prepayment (in the manner specified on the order form in the online shop) or cash on delivery, each against invoice. Upon request of the customer, to be indicated in the order form, we also deliver the goods against cash payment in our business premises in (location, address).

(3) The customer is not entitled to set-off or retention rights, unless the counterclaim is undisputed or has been legally established.

4. Shipment of Goods

(1) Deadlines and dates specified by us for the shipment of goods are always approximate and may therefore be exceeded by up to two working days. This does not apply if a fixed shipping date has been agreed.

(2) All delivery periods specified or otherwise agreed upon by us in the order commence (a) on the day of receipt of the full purchase price (including value-added tax and shipping costs) if delivery is agreed against prepayment, or (b) on the day of conclusion of the purchase contract if payment is agreed by cash on delivery or invoice.

(3) The day of delivery of the goods by us to the shipping company is decisive for compliance with the shipping deadline.

(4) Even if goods are marked as "in stock" on the order form, we are entitled to sell these goods at any time if:

a) a note on the order form indicates the limited availability of the goods, or

b) delivery is made against prepayment and payment is not received by us within a period of five working days after our acceptance of the offer.

In these cases, shipment will only take place within the agreed or specified period as long as stocks last.

(5) If no delivery period is specified or otherwise agreed upon, or if we are no longer obliged to comply with an agreed delivery period due to the permissible sale according to paragraph 4, shipment within three weeks from the start of the delivery period in accordance with paragraph 2 shall be deemed agreed.

(6) In the event that our supplier does not deliver goods that are indicated as "not in stock" on the order form or that have been sold out in accordance with paragraph 4, we will extend the relevant delivery period according to this clause 4 until the goods are delivered by our supplier, plus a period of three working days, but not exceeding a period of three weeks, provided that we are not responsible for the delay in delivery by our supplier and have reordered the goods immediately.

(7) If the goods are not or not timely deliverable for one of the reasons mentioned in paragraph 6, we will notify the customer immediately. If the goods are not available from our suppliers for the foreseeable future, we are entitled to withdraw from the contract. In the event of withdrawal, we will immediately refund the customer for any payments made to us. The customer's statutory rights due to delivery delays are not affected by the above provision, whereby the customer can only claim damages in accordance with the special provisions of clause 9 of these General Terms and Conditions.

(8) We are entitled to make partial deliveries of separately usable products included in an order, with us bearing the additional shipping costs caused thereby.

5. Shipping, Insurance, and Transfer of Risk

(1) Unless expressly agreed otherwise, we determine the appropriate type of shipment and the transport company at our reasonable discretion.

(2) We are only responsible for the timely and proper delivery of the goods to the transport company and are not responsible for delays caused by the transport company. Any shipping duration specified by us is therefore non-binding. However, if we have undertaken installation or assembly work at the customer's premises, we are responsible for the timely completion of this work and handover to the customer at the contractually agreed date.

(3) In all cases, the risk passes to the customer upon delivery of the goods to the transport company, provided that we are only responsible for shipment. However, if we have undertaken installation and assembly work at the customer's premises, the risk passes upon completion of such work and handover to the customer.

6. Retention of Title

(1) We retain ownership of the goods delivered by us until full payment of the purchase price (including value-added tax and shipping costs) for the respective goods.

(2) Without our prior written consent, the customer is not entitled to resell the goods delivered by us and still subject to retention of title.

7. Warranty

(1) If the delivered goods have a defect, we can choose between rectification of the defect or delivery of a defect-free item; this choice can only be made by giving notice in writing (including by fax or email) to the customer within three working days of receipt of the notification of the defect. We can refuse the type of subsequent performance chosen by the buyer if it is only possible with disproportionate costs.

(2) If subsequent performance according to clause 7 (1) fails or is unreasonable for the customer or if we refuse subsequent performance, the customer is entitled, in accordance with applicable law, to withdraw from the purchase contract, reduce the purchase price, or claim damages or reimbursement of futile expenses. In addition, the special provisions of clause 9 of these General Terms and Conditions apply to claims for damages by the customer.

(3) The customer must carefully examine the goods immediately upon receipt. The delivered goods are deemed approved by the customer if a defect is not reported to us (i) in the case of obvious defects within five working days of delivery or (ii) otherwise within five working days of discovery of the defect.

8. Industrial Property Rights and Copyrights

(1) The customer is granted the non-exclusive right to use the software delivered with the goods in connection with the use of the goods.

(2) The customer is not entitled to make copies of the software, except for the purpose of use in accordance with clause 8 (1) or for backup purposes.

(3) The customer may only transfer the rights granted to him in the software to a third party if ownership of the respective product (in particular hardware product) is simultaneously transferred to this third party and the customer does not retain any copies of the software.

(4) In no case are we obliged to disclose the source code of the software.

9. Liability

(1) Our liability for delay in delivery is limited to an amount of 10% of the respective purchase price (including value-added tax), unless there is intent or gross negligence.

(2) We are not liable (regardless of the legal basis) for damages that are not typically to be expected in the normal use of the goods. Our liability is also excluded for damages resulting from data loss if recovery is not possible or is made more difficult due to a lack of or insufficient data backup. The above limitations of liability do not apply in cases of intent or gross negligence.

(3) The limitations of this clause 9 do not apply to our liability for guaranteed characteristics within the meaning of § 444 of the German Civil Code, for injury to life, body, or health, or under the Product Liability Act.

10. Data Protection

(1) We may process and store the data relating to the respective contracts as far as this is necessary for the execution and handling of the contract and as long as we are obliged to keep these data due to legal regulations.

(2) We reserve the right to transmit personal customer data to credit agencies if this is necessary for the purpose of a credit check, provided that the customer expressly agrees to this on a case-by-case basis. We will not otherwise disclose personal customer data to third parties without the express consent of the customer, unless we are legally obliged to do so.

(3) The collection, transmission, or other processing of personal customer data for purposes other than those mentioned in this clause 10 is not permitted.

11. Applicable Law and Jurisdiction

(1) The purchase contract between us and the customer is subject to the law of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods, subject to mandatory international private law provisions.

(2) If the customer is a merchant within the meaning of § 1 para. 1 of the German Commercial Code (HGB), a legal entity under public law, or a special fund under public law, the courts in Cologne shall have exclusive jurisdiction for all disputes arising out of or in connection with the relevant contractual relationship. In all other cases, we or the customer may file suit before any court having jurisdiction under statutory provisions.