Standard Business Terms and customer information
I. Standard business terms
§ 1 Basic provisions
(1) The following terms and conditions shall apply to all contracts that you, as the supplier (Marcel Lemke), have concluded with us via the website ww.bakido.de, unless otherwise agreed upon in writing by the parties. Deviations or conflicting terms and conditions shall be applicable only upon our express consent.
(2) We shall only offer our goods for sale if you are a natural or legal person or a legal private company, who, when concluding a legal transaction, is running its commercial or independent business (entrepreneur). Conclusion of a purchase contract with the consumers shall be excluded.
§ 2 Conclusion of the contract
(1) The subject-matter of the contract is the selling of products . The key features of the goods can be found in the respective quote.
(2) On placing the product in question on our website, we provide you with a binding offer to conclude an agreement on the online shopping cart system subject to the conditions specified in the item description.
(3) The contract is concluded via the online shopping cart system as follows:
The goods intended for purchase are placed in the "shopping cart". You can call up the "shopping cart" using the corresponding button in the navigation bar and make changes there at any time.
After clicking the button "Checkout" or "Proceed to order" (or similar designation) and entering the personal data as well as the payment and shipping conditions, the order data will finally be displayed to you as an order overview.
If you are forwarded to the instant payment system, choose and enter your details as appropriate. You will then be returned to the order summary page in our online shop.
Before the order is sent, you can re-check all the data, change it (which can also be done via the internet browser’s ‘back’ function) or cancel the purchase transaction.
By clicking the appropriate button to submit the order, you declare acceptance of the order in a legally binding way by which the agreement takes place.
(4) Furthermore, you can submit a binding offer (order) by telephone, email, fax or post.
The offer is accepted (and the contract therefore concluded) after ordering by telephone immediately or at the latest within 5 days by a confirmation in written form (e.g. email), which confirms implementation of the order or delivery of the goods (order confirmation).
Should you not receive corresponding notification within this time, you are no longer bound to your order. Services, if any, already provided shall in this case be reimbursed immediately.
(5) We submit individual offers upon request, which shall be sent to you as a hard copy and which we shall be binding for us for a period of 5 days. You can accept the offer by sending us a written confirmation.
(6) The execution of the order and the sending of all the details necessitated by the conclusion of the contract take place via e-mail, in a partially-automated manner. Consequently, you have to ensure that the e-mail address that you have deposited with us is the correct one, and that the receipt of the respective e-mails is guaranteed. In particular, you have to ensure that the respective e-mails are not blocked by a SPAM filter.
§ 3 Prices, payment terms and shipping costs
(1) The prices stated in the respective offers are net prices. They do not include the statutory VAT.
(2) The dispatch expenses incurred are not included in the purchase price; they are separately accounted unless the delivery is promised to be free of cost. You can find more details under a correspondingly designated button on our Internet website or in the relevant offer.
(3) If delivery is made to countries outside of the European Union, we may incur unreasonable additional costs, such as duties, taxes or money transfer fees (transfer or foreign exchange fees charged by the banks), which you must bear.
(4) You must also bear the costs arising from money transfers in cases in which the delivery is made to an EU Member State, but the payment is initiated outside of the European Union.
(5) Payment options are displayed using a correspondingly designated button on our Internet website or in the relevant offer. If no other payment period is stated on the invoice or in case of individual payment types, the payment claims from the signed contract are immediately due for payment. Discount deduction is permissible only if it expressly stated in the relevant offer or in the invoice.
§ 4 Delivery conditions
(1) The probable delivery date is stated in the respective offer. Delivery dates and terms of delivery are binding only if they have been confirmed by us in writing. With the prepayment method via transfer, the dispatch of the goods does not take place until after our receipt of the full purchase price and the dispatch costs.
(2) If a product ordered by you is not available, contrary to expectations despite a timely completion of the relevant covering transaction, for reasons for which we are not responsible, you shall be informed about the non-availability without delay and in case of a withdrawal, the payments that have already been made by you shall be reimbursed immediately.
(3) The shipping shall take place at your risk. If you wish, the goods shall be shipped with a suitable transport insurance and the costs arising from the same shall be borne by you.
(4) Part deliveries shall be permissible and can be independently specified by you, provided this does not incur additional shipping costs for you.
§ 5 Warranty
(1) The warranty period shall last for one year from the delivery of the goods. The reduction in time-limit does not apply:
- to damages culpably attributable to us arising from injury to life, limb or health and for other damages caused by wilful intent or gross negligence;
- insofar as we have wilfully concealed the defect or accepted a warranty for the quality of the goods;
- to goods which are used for a building in accordance with their normal use instructions and whose defects were caused by this;
- for statutory recourse claims, which you have against us in connection with warranty rights.
(2) In terms of the quality of the goods, only our own information and the product description of the manufacturer shall be deemed to have been agreed, and not other advertising, public promotions and statements made by the manufacturer.
(3) In case of defects, we provide guarantee through repair or replacement at our own discretion. If the defect is not removed, you can demand a reduction in the price or withdraw from the contract at your discretion. The defect removal is applicable after a failed second attempt, unless the circumstances prove otherwise, in particular due to the nature of the object and/or defect or other conditions. In case of repair, we must not bear the additional costs, which arise from the transfer of the item to a place other than the place of fulfilment, as far as the transfer does not correspond to the intended use of the item.
§ 6 Right of retention, retention of title
(1) You can exercise the right of retention only if it concerns claims from the same contract relationship.
(2) The goods shall remain our property until the full settlement of all claims from the ongoing business relation. Pledging or assigning the goods as security before the transfer of property of the reserved goods is not permitted.
(3) You can resell the goods in the proper course of business. For this, all claims that arise from the resale in the amount of the invoice price shall be assigned to us already now; we shall receive the assignment. You shall be further authorised to collect the claim. If you do not properly meet your payment obligations, we shall reserve the right to collect the claim.
(4) In the event of connecting and blending goods that are subject to retention of title, we shall acquire co-ownership in the proportion of the goods’ invoice value in relation to other processed items at the time of processing.
(5) We shall be under obligation to release securities that are due to you if and when the feasible value of our securities exceeds the claims that are to be secured by more than 10%. The choice of the securities to be released shall reside with us.
§ 7 Choice of law
The German law shall apply with the exclusion of the UN purchasing law.
II. Customer information
1. Identity of the provider
Marcel Lemke
Alfred-Kowalke-Str. 39 A
10315 Berlin
Germany
telephone number: +493023947878
E-Mail: info(at)bakido.de
2. Information regarding the conclusion of the contract
The technical steps for forming the contract and the formation of the contract, as well as the scope for correction are carried out as per the stipulation of § 2 of our General Terms and Conditions (part 1).
3. Contractual language, saving the text of the contract
3.1 Contract language shall be English.
3.2 The entire contract wording shall not be saved by us. Before the order or request is submitted the contract information can be printed using the print function on the browser or saved electronically.
These SBTs and customer details were created by the lawyers specialising in IT law who work for the Händlerbund, and are constantly checked for legal conformity. Händlerbund Management AG guarantees the legal security of the texts and assumes liability in case warnings are issued. More detailed information can be found on the following website: https://www.haendlerbund.de/de/leistungen/rechtssicherheit/agb-service.
Last updated: 29.11.2022
General Terms and Conditions and Client Information
Table of Contents
- Scope of Application
- Conclusion of the Contract
- Prices and Payment Conditions
- Shipment and Delivery Conditions
- Force Majeure
- Delay in Performance
- Reservation of Title
- Warranty Claims
- Liability
- Statute of Limitation
- Retention, Assignments
- Applicable Law and Jurisdiction
1) Scope of Application
1.1 These Terms and Conditions of Marcel Lemke (hereinafter referred to as "Seller") shall apply to all contracts concluded between an entrepreneur (hereinafter referred to as "Client”) and the Seller relating to all goods and/or services presented in the online shop of the Seller. The inclusion of the Customer's own conditions is herewith objected to, unless other terms have been stipulated .
1.2 The present General Terms and Conditions shall also apply exclusively, if the Seller performs the order without reservation, in the knowledge that the Client’s terms and conditions may conflict with or deviate from its own.
2) Conclusion of the Contract
2.1 The product descriptions displayed in the Seller's online shop do not constitute binding offers on the part of the Seller, but are merely descriptions which allow the client to submit a binding offer
2.2 The Client may submit the offer using the online order form integrated into the Seller's online shop. By clicking the button finalizing the order process, after having placed the goods and/or services selected in the virtual shopping basket and passed through the electronic ordering process, the Client submits a legally binding offer of contract with regard to the goods and/or services contained in the shopping basket.
2.3 The Seller may accept the Client’s offer within five days in one of the following manners:
- by transmitting a written order confirmation or an order confirmation in written form (fax or e-mail) to the Client, insofar as the receipt of the order confirmation by the Client is decisive, or
- by delivering ordered goods to the Client, insofar as the receipt of goods by the Client is decisive, or
- by requesting the customer to pay after submitting his order, or
- provided direct debit payment is offered and the Client chooses this payment method, by collecting the total price directly from the Client’s account, insofar as the time of debiting the Client’s account is decisive.
The contract shall be concluded at the time when one of the aforementioned alternatives occurs . Should the Seller not accept the Client's offer within the aforementioned period of time, this shall be deemed as rejecting the offer, with the effect that the Client is no longer bound by his statement of intent.
2.4 In case of an order via the Seller’s online order form, the contract's content will be stored by the Seller and will be sent to the Client in writing including these Terms and Conditions (for example via e-mail, fax or letter) after the Client has submitted his order. In addition, the contract's content will be stored on the Seller's website and can be found by the Client via the password-protected customer account by entering the respective login information, provided that the Client has created a customer account in the Seller’s online shop prior to submitting his order.
2.5 Prior to submitting his binding order via the online order form of the Seller, the Client can correct all the data entered via the usual keyboard and mouse function. In addition, prior to submitting the order, all data entered will be displayed in a confirmation window and can be corrected here as well, via the usual keyboard and mouse function.
2.6 The German and English language are exclusively available for the conclusion of the contract.
2.7 Order processing and contacting usually take place via e-mail and automated order processing. It is the Client' responsibility to ensure that the e-mail address he provides for the order processing is accurate so that e-mails sent by the Seller can be received at this address. Particularly, it is the Client's responsibility, if SPAM filters are used, to ensure that all e-mails sent by the Seller or by third parties commissioned by the Seller with the order processing can be delivered.
2.8 In the event of stipulation of special conditions by the parties, the aforesaid special conditions do not apply to contractual relationships running simultaneously and in the future with the Client.
2.9 In the event that the Client is financially unable to fulfill his obligations to the Seller, the Seller is entitled to end existing exchange contracts with the Client without notice by means of withdrawal. The same applies even in the event of the Client pleading insolvency. Section 321 German Civil Code and section 112 German Insolvency Act remain unaffected. The Client will inform the Seller in writing about his impending insolvency in good time.
3) Prices and Payment Conditions
3.1 All prices indicated by the seller are net prices plus the legal value-added tax. Costs for packaging, loading, freight, insurance (in particular transport insurance), duties and charges will be calculated separately.
3.2 In case of delivery to countries outside the European Union, additional costs may incur in individual cases for which the Seller is not responsible and which have to be borne by the Client. This includes for example transfer fees charged by banking institutes (transfer charges, exchange fees) or import duties or taxes (customs). Such costs regarding money transfer may also incur, if delivery is not made in a country outside the European Union and the Client carries out the payment from a country outside the European Union.
3.3 Payment can be made using one of the methods mentioned in the seller's online shop.
3.4 If prepayment has been agreed upon, payment shall be due immediately upon conclusion of the contract.
3.5 Payment shall be deemed to have been made if the equivalent value has been credited to one of the Seller’s accounts. In the event of delayed payment, the Seller may demand default interest in the amount of ten percent above the relevant base interest rate. All other legal rights to which the Seller is entitled in the event of delayed payment of the client remain unaffected. Provided that claims are overdue, payments received shall be applied first to possible costs and interest and subsequently to the oldest claim.
3.6 If unforeseeable cost increases should occur (such as currency fluctuations, unexpected rise in prices of suppliers), the Seller is entitled to pass on such price increases to the Client. However, this only applies if delivery has been agreed to occur later than four months after conclusion of the contract.
3.7 When choosing the payment method "PayPal" , the handling of payments is done via the payment service provider PayPal (Europe) S.a.r.l. et Cie, S.C.A., 22-24 Boulevard Royal, L-2449, subject to the conditions of use which can viewed at https://www.paypal.com/de/webapps/mpp/ua/useragreement-full. This would require, among other things, that the Client has opened a PayPal account or that he already has such an account.
4) Shipment and Delivery Conditions
4.1 Goods are delivered on dispatch route and to the delivery address indicated by the Client, unless otherwise agreed upon. In the processing of the transaction, the delivery address indicated during the Seller's order processing shall be applicable.
4.2 The Seller is entitled to make partial deliveries, in so far as it seems reasonable for the Client. In the event of permissible partial deliveries, the Seller is entitled to issue partial invoices.
4.3 The Seller reserves the right to withdraw from the contract in the event of his own suppliers failing to deliver or if such delivery is incorrect. This only applies if the Seller is not liable for the non-delivery and if the Seller has concluded a congruent covering transaction with his supplier. The Seller shall make every reasonable effort to obtain the goods. In the case of the unavailability or the partial availability of the goods, the Client will be informed without delay and payments made by the Client will be immediately refunded.
4.4 The risk of accidental destruction and accidental deterioration of the goods shall be transferred to the Client upon delivery of the goods to an adequate forwarding company. The same applies as well if the Seller bears the costs of the transport. Transport insurance is provided only upon the Client’s instruction and at his own cost. If installation and assembly are owed by the Seller, the risk passes to the Client with the handing over of the completely installed and assembled goods to the Client.
4.5 Should delivery of the goods to the Client be delayed for reasons for which he is responsible, the risk passes to him with the notification of the readiness for dispatch. Possible storage costs incurred after the risk has been transferred are borne by the client.
4.6 Personal collection is not possible for logistical reasons.
5) Force Majeure
In cases of force majeure having an impact on the performance of the contract, the Seller is entitled to postpone the delivery for the duration of the hindrance and, in the event of a longer-term impediment, to withdraw from the contract without giving rise to claims asserted against him by the Client. The term “force majeure” shall mean any event which is unforeseeable for the Seller; or any event, even if it were foreseeable, would be beyond the control of the Seller, and whose impact on the performance of the contract could not therefore be averted despite reasonable efforts made by the Seller. Possible legal claims of the Client remain unaffected.
6) Delay in Performance
6.1 In case of delay in performance, the Client is entitled to withdraw from the contract within the framework of the statutory provisions provided that the Seller bears the responsibility of delay.
6.2 In the event of default on the part of the Seller, the Client is obliged to give notice within a reasonable period of time, whether he wishes to withdraw from the contract or insists on the delivery being carried out.
6.3 If shipping is delayed at the request of the Client for more than one month after he has been duly notified of the readiness for shipment, the Client will be charged a monthly fee for the storage costs to the amount of 0,5% of the goods to be delivered, however, these fees shall not amount to more than 5% of the total price.
6.4 The proof of a higher or a lower damage is expressly reserved to both parties.
6.5 The above liability limitations do not apply in the event of intent, malice aforethought, gross negligence and in event of damages caused by injury to life, physical injury or injury to health.
7) Reservation of Title
7.1 The Seller reserves the right of ownership of the delivered goods until complete payment of the purchase price has been effected. In addition, the Seller reserves the right of ownership of the goods until all his claims arising from his business relationship with the Client are met.
7.2 In the case of processing of delivered goods, the Seller shall be considered the manufacturer and shall acquire ownership of the newly arising goods. If processing is done with other materials, the Seller acquires ownership in proportion to the invoice amount of his delivered goods to the value of the other used materials. In the case of combination or mixing of goods belonging to the Seller with objects belonging to the Client, the article belonging to the Client is considered to be the main object. In this case, the Seller acquires the co-ownership of this new object in proportion to the purchase price of his goods or – in the absence of such a purchase price - in proportion to the current market value. In those cases the Client is considered to be the custodian.
7.3 Goods under reservation of title may neither be pledged nor transferred by way of security. The Client, in his capacity as a reseller, is only allowed to resell in the normal course of business on condition that the Client’s claims against his customers arising from the resale will be assigned effectively to the Seller and the ownership of the goods will be transferred under the condition of payment. By concluding a contract, the Client assigns his claims against his customers arising from those sales to the Seller by way of security. The Seller accepts that assignment simultaneously.
7.4 The Client has to give notice to the Seller immediately, if he has access to goods belonging or co-belonging to the Seller or to claims assigned. He has to pay to the Seller any amounts assigned to the Seller he has collected, insofar as the Seller’s claims are due.
7.5 Insofar as the value of the Seller’s security rights exceeds the amount of the secured claims by more than 10%, the Seller will release a corresponding part of his security rights at the Client’s request.
8) Warranty Claims
In cases of defects the legal provision will apply. Deviating therefrom, the following shall apply to items which have not been used in accordance with their normal use for a building and which have caused its defectiveness.
8.1 An insignificant defect does not cause warranty claims and does not entitle the Client to refuse delivery of the goods. Should part of the goods be defective in a significant manner, the Client is not entitled to refuse total delivery. This does not apply if partial delivery is of no interest to the Client. Furthermore, payments effected by the client may only be retained to an extent which is appropriately proportionate to the occurred defect. If the item is made available at no cost, the Seller’s liability for defects is excluded except for cases involving intent and gross negligence.
8.2 Warranty claims do not arise in cases of natural wear and tear or in cases of damages after the passing of risk which are caused by incorrect or negligent treatment, excessive stress, and unsuitable operating equipment or caused by special external influences not covered by the contract, or caused by non-reproducible disturbances. If the Client or a third party undertakes modifications or maintenance works which are improper, no warranty claims can be made for the resulting damages, unless the Client can prove that the notified defect was not caused by those modifications or maintenance works.
8.3 Warranty claims are excluded in cases of used goods.
8.4 The limitation period for any claim arising from defects is one year calculated from delivery of the goods. Subsequent performance (new delivery or remedying of a defect) shall affect exclusively the period of limitation for claims arising from defects which led to the subsequent performance.
8.5 The aforementioned limitations of liability and reduction of limitation pursuant to Section 8.1, 8.3 and 8.4 do not refer to cases related to the right of recourse (Section 445a German Civil Code) as well as to claims for damages and compensation of expenses the Client can make according to the relevant legal provisions related to defects. Section 9 will apply for the latter claims.
8.6 If the client is a business person, he has to comply with the commercial obligation to inspect and to give notice of defects pursuant to section 377 German Commercial Code. If the Client fails to comply with those obligations, the goods shall be deemed as approved, unless the defect was not recognizable during inspection.
8.7 In the case of subsequent performance, the Seller has the right to choose between rectification and replacement delivery.
8.8 In the case of replacement delivery, the Client is obliged to send back first the goods delivered within 30 days. The return parcel must contain the reason for return, the name of the Client and the number assigned to the purchase of the defective goods in order to enable the Seller to identify the returned goods. So long as and insofar as the identification of the returned goods is not possible on grounds for which the Client is answerable, the Seller is not bound to accept returned goods and to refund the purchase price. The costs for resending the goods will be borne by the Client.
8.9 If the Seller delivers a defect-free item in order to comply with his duty of subsequent performance, he may claim compensation for use pursuant to section 346, para 1 German Civil Code. Further legal claims remain unaffected.
9) Liability
Liability for being in default is exhaustively provided for by section 6. Furthermore, the Seller shall be liable for any claims arising from damages and compensation based on contract, quasi-contract and on legal provisions or on tort as follows.
9.1 The Seller is liable for every legal reason without limitation:
- In cases of intent or gross negligence, or
- in cases of negligent or willful physical injury or negligent or willful injury of life, body or health of a person, or,
- on the grounds of a warranty promise, unless otherwise agreed,or,
- on the grounds of compulsory statutory liability as defined, for example, in the product liability law.
9.2 If the Seller has violated essential contractual obligations through negligence, his liability is limited to foreseeable damage typical of the contract, unless unlimited liability applies pursuant to section 9, para 1. Essential contractual obligations are those obligations the contract imposes on the Seller which are material to the contract and whose fulfillment makes the due performance of the contract possible and on the performance of which the Client normally relies and is intended to rely.
9.3 Otherwise, the Seller’s liability is excluded.
9.4 The aforementioned liability provisions will also apply in the case of the Seller’s liability for his assistants and legal representatives.
10) Statute of Limitation
The Client’s claims against the Seller - except those mentioned in Section 8 - expire by limitation no later than one year after the time of knowledge and at the latest five years after delivery of the performance, unless unlimited liability applies pursuant to Section 9, para 1.
11) Retention, Assignments
11.1 The right of retention and the right to retain performance are excluded, unless the Seller does not deny the underlying counterclaims or unless those claims have been recognized by declaratory judgment.
11.2 The assignment of claims by the Client arising from the contract with the Client, in particular the assignment of Client’s warranty claims, are excluded.
12) Applicable Law and Jurisdiction
12.1 The laws of the Federal Republic of Germany shall apply to all legal relations between the parties to the exclusion of the laws on the international purchase of movable goods.
12.2 If the Client is a business person, a legal entity under public law or a special fund under public law, the place of jurisdiction for all disputes arising from this contract is the place where the Seller has his principle place of business. The same applies if the Client has no general place of jurisdiction in Germany or if his domicile or normal place of residence is not known at the time of the institution of legal proceedings. In any event regarding the aforementioned cases, the Seller is entitled to appeal to the court at the Client’s domicile.