General Terms and Conditions (GTC)
Version: 1.0
Status as of: 7 January 2025
General Information:
All sales of products via uversa.de are made in the name and for the account of:
KonTec Maschinenbau GmbH
represented by: Tobias Bach (Managing Partner)
Mittagstr. 19 87527 Sonthofen
Register Court: Local Court (Amtsgericht) Kempten, Commercial Register HRB 9711
VAT ID No.: DE 257 513 550
Part 1: General Terms and Conditions for the Use of the Online Shop “https://uversa.de”
Table of Contents
1. Scope of Application
2. Conclusion of Contract
3. Right of Withdrawal
4. Prices and Terms of Payment
5. Delivery and Shipping Conditions
6. Granting of Rights of Use for Digital Content
7. Retention of Title
8. Liability for Defects (Warranty)
9. Special Conditions for the Processing of Goods According to the Customer’s Specifications
10. Applicable Law
11. Place of Jurisdiction
12. Alternative Dispute Resolution
13. Products
1. Scope of Application
- These General Terms and Conditions (hereinafter “GTC”) of KonTec Maschinenbau GmbH (hereinafter “Seller”) apply exclusively to contracts for the delivery of goods that an entrepreneur (hereinafter “Customer”) concludes with the Seller via the ordering process integrated in the online shop. Consumers within the meaning of section 13 of the German Civil Code (BGB) are excluded from purchasing. Any terms and conditions of the Customer are hereby rejected, unless expressly agreed otherwise.
- These GTC apply accordingly to contracts for the delivery of digital content, unless expressly stipulated otherwise for such content.
- For the purposes of these GTC, an entrepreneur is any natural or legal person or a partnership with legal capacity who, when entering a legal transaction, acts in the exercise of its commercial or independent professional activity.
- For the purposes of these GTC, digital content means all data not located on a physical data carrier which are produced in digital form and provided by the Seller, granting certain rights of use as specified in these GTC.
2. Conclusion of Contract
- The product descriptions contained in the Seller’s online shop do not constitute binding offers on the part of the Seller, but are to be understood as an invitation to the Customer to submit a binding offer.
- The Customer may submit an offer via the online order form integrated in the Seller’s online shop. After the Customer has placed the desired goods in the virtual shopping cart and has completed the electronic ordering process, the Customer submits a legally binding offer to enter a contract with respect to the goods contained in the shopping cart by clicking the button that concludes the ordering process.
- The Seller may accept the Customer’s offer within five days by
- sending the Customer a written order confirmation or an order confirmation in text form (fax or e-mail), with receipt of the order confirmation by the Customer being decisive, or
- delivering the ordered goods to the Customer, with receipt of the goods by the Customer being decisive, or
- requesting payment from the Customer after the order has been placed.
- If several of the mentioned above alternatives apply, the contract is concluded at the time when one of the mentioned above alternatives occurs first. The period for acceptance of the offer begins on the day following the day on which the Customer sends the offer and ends at the end of the fifth day following the day on which the offer was sent. If the Seller does not accept the Customer’s offer within the mentioned above period, this shall be considered a rejection of the offer, with the consequence that the Customer is no longer bound by its declaration of intent.
- All orders are paid by invoice. The invoiced amount is due and payable without deduction within 30 days after receipt of the invoice.
- When an offer is submitted via the Seller’s online order form, the contract text is stored by the Seller and sent to the Customer after the order has been submitted, together with these GTC, in text form (e.g. e-mail, fax or letter). In addition, the contract text is archived on the Seller’s website and can be accessed by the Customer free of charge via the Customer’s password-protected customer account by entering the appropriate login data, provided that the Customer created a customer account in the Seller’s online shop before submitting the order.
- Before bindingly submitting the order via the Seller’s online order form, the Customer can identify possible input errors by carefully reviewing the information displayed on the screen. A technical means for better recognition of input errors is the browser’s zoom function, with which the display on the screen can be enlarged. The Customer can correct his inputs using the usual keyboard and mouse functions during the electronic ordering process until the Customer clicks the button that concludes the ordering process.
- The languages available for the conclusion of the contract are German and English.
- Order processing and contact generally take place via e-mail and automated order processing. The Customer must ensure that the e-mail address specified for order processing is correct so that e-mails sent by the Seller can be received. In particular, the Customer must ensure that, when using spam filters, all e-mails sent by the Seller or by third parties commissioned by the Seller with order processing can be delivered.
3. Right of Withdrawalt
There is no right of withdrawal, as our offer is directed exclusively at entrepreneurs within the meaning of section 14 BGB. Entrepreneurs have no statutory right of withdrawal.
4. Prices and Terms of Payment
- Unless otherwise indicated in the Seller’s product description, the prices stated are net prices in euros; statutory value-added tax will be added. Any applicable delivery and shipping costs are indicated separately in the respective product description.
- The invoiced amount is due and payable without deduction within 30 days after receipt of the invoice, unless otherwise agreed.
- In the case of deliveries to countries outside the European Union, additional costs may be incurred in individual cases which are not the responsibility of the Seller and are to be borne by the Customer. These include in particular import duties and taxes (e.g. customs duties).
- Payment is made exclusively by invoice. The Seller reserves the right, in individual cases, to perform a credit check and, in the event of a negative credit assessment, to make delivery only against advance payment.
5. Delivery and Shipping Conditions
- Delivery of goods is made by shipment to the delivery address specified by the Customer, unless otherwise agreed. The delivery address specified in the Seller’s order processing is decisive for the execution of the transaction.
- If the transport company returns the shipped goods to the Seller because delivery to the Customer was not possible, the Customer shall bear the costs of the unsuccessful shipment. This does not apply if the Customer is not responsible for the circumstances that led to the impossibility of delivery, or if the Customer was only temporarily prevented from accepting the performance, provided that the Seller had not given the Customer reasonable advance notice of the performance.
- Self-collection is possible at the address specified above by prior arrangement.
- Digital content is provided to the Customer exclusively in electronic form, namely
– by download
6. Granting of Rights of Use for Digital Content
- Unless otherwise indicated in the content description in the Seller’s online shop, the Seller grants the Customer a non-exclusive, geographically and temporally unlimited right to use the digital content provided for the Customer’s own business purposes.
- The transfer of the content to third parties or the creation of copies for third parties outside the scope of these GTC is not permitted, unless the Seller has expressly consented to the transfer of the contractual license to the third party.
- The granting of rights of use takes place only upon full payment of the remuneration owed under the contract. The Seller may grant the Customer provisional permission to use the contractual content prior to that time. However, such provisional permission does not result in a transfer of the rights of use.
7. Retention of Title
The Seller retains title to the delivered goods until full payment of the purchase price owed. If the Seller makes advance performance, title to the goods remains with the Seller until full settlement of all outstanding claims.
8. Liability for Defects (Warranty)
- If the purchased item is defective, the statutory provisions on liability for defects shall apply, unless otherwise provided below.
- By way of derogation from the statutory provisions, the limitation period for claims for defects in used goods is one year from delivery of the goods to the Customer. This shortening of the limitation period to one year does not apply
- to goods which, in accordance with their customary use, have been used for a structure and have caused its defectiveness,
- to claims for damages and reimbursement of expenses asserted by the Customer, and
- in cases where the Seller has fraudulently concealed the defect.
- The Customer is requested to report goods delivered with obvious transport damage to the carrier immediately upon delivery and to inform the Seller thereof. Failure by the Customer to comply with this request shall have no effect on the Customer’s statutory or contractual claims for defects.
9. Special Conditions for the Processing of Goods According to the Customer’s Specifications
- If, under the terms of the contract, the Seller is obliged not only to deliver the goods but also to process the goods in accordance with the Customer’s specifications, the Customer shall provide the Seller with all content required for processing, such as texts, images or graphics, in the file formats, formatting, and image and file sizes specified by the Seller, and shall grant the Seller the rights of use necessary for this purpose. The Customer alone is responsible for the procurement and acquisition of rights to this content. The Customer represents and assumes responsibility that it has the right to use the content made available to the Seller. The Customer shall ensure that no third-party rights are infringed, in particular copyrights, trademark rights and personal rights.
- The Customer shall indemnify the Seller against any claims asserted by third parties against the Seller in connection with the infringement of their rights through the contractual use of the Customer’s content by the Seller. In this context, the Customer shall also bear the reasonable costs of the necessary legal defense, including all court and attorney fees at the statutory rate. This does not apply if the Customer is not responsible for the infringement. In the event of a claim by third parties, the Customer is obliged to provide the Seller without delay, truthfully and completely, with all information necessary for reviewing the claims and for a defense.
- The Seller reserves the right to refuse processing orders if the content provided by the Customer for such processing violates statutory or regulatory prohibitions or public policy. This applies in particular in the case of content that is unconstitutional, racist, xenophobic, discriminatory, offensive, harmful to minors and/or glorifies violence.
10. Applicable Law
All legal relationships between the parties are governed by the law of the Federal Republic of Germany, excluding the provisions on the international sale of goods (CISG).
11. Place of Jurisdiction
If the Customer is a merchant, a legal entity under public law or a special fund under public law with its registered office within the territory of the Federal Republic of Germany, the exclusive place of jurisdiction for all disputes arising from this contract is the Seller’s registered office. If the Customer’s registered office is located outside the territory of the Federal Republic of Germany, the Seller’s registered office shall be the exclusive place of jurisdiction for all disputes arising from this contract, provided that the contract or claims arising from the contract can be attributed to the Customer’s professional or commercial activity. In the mentioned above cases, however, the Seller is also entitled to bring an action before the court at the Customer’s registered office.
12. Alternative Dispute Resolution
The Seller is neither obliged nor willing to participate in dispute resolution proceedings before a consumer arbitration board.
13. Products
Colors may vary due to production processes.
Part 2: General Terms and Conditions for Other Business Contracts
Table of Contents
1. General Provisions
2. Offers, Provision of Data, Information and Samples
3. Acceptance and Confirmation of Orders
4. Prices, Terms of Payment
5. Delivery Times
6. Delivery
7. Acceptance, Quantity Variance, Return of Goods
8. Retention of Title
9. Warranty, Replacement, Liability
10. Applicable Law, Limitation, Place of Performance and Jurisdiction
11. Severability Clause
12. Dispute Resolution
1. General Provisions
- These General Terms and Conditions (GTC) apply to all present and future business contracts with entrepreneurs within the meaning of section 14 BGB, legal entities under public law and special funds under public law that are not concluded via the ordering process integrated in the online shop. For all other Customers, only those provisions of these GTC shall apply that are legally permissible.
- The Customer’s purchasing conditions are hereby expressly rejected. Exclusively our General Terms and Conditions apply, to which the Customer agrees upon conclusion of the contract. This also applies to future transactions, even if no explicit reference is made to GTC. If the Customer places an order deviating from our conditions, our General Terms and Conditions still apply exclusively, even if we do not expressly object.
- Our employees and representatives are not authorized to enter into oral side agreements, make oral assurances or orally agree on modifications of the contract.
2. Offers, Provision of Data, Information and Samples
- Offers, pro forma invoices, brochure information and price lists are non-binding and subject to change. This applies to both verbal and written information.
- We reserve the right to make technical and production-related changes compared to the information provided in our information and sales documents, within the scope of customary commercial deviations.
- The provision of CAD data and samples is made on a voluntary basis.
- All ownership and copyright in samples, illustrations and information remains with the Seller. Disclosure to third parties requires the Seller’s express consent.
- We do not assume any liability for the accuracy, completeness, timeliness or suitability for use of the data made available. Use of this data is at the Customer’s own risk.
- If manufacturing or product information is provided by the Customer, the Customer is responsible for reviewing such information for third-party intellectual property rights. Should liability nevertheless arise, the Customer shall indemnify the Seller against all claims asserted by third parties.
3. Acceptance and Confirmation of Orders
- All offers, pro forma invoices, brochure information and price lists constitute an invitatio ad offerendum and are therefore non-binding. A contract is concluded only upon acceptance of the order by the Seller. Acceptance is effected either by written order confirmation or by delivery of the goods.
- Orders placed by telephone are legally binding for the Customer.
- Complaints concerning order confirmations as well as changes must be asserted without undue delay. Any services rendered up to that point will be invoiced.
- Withdrawal from the order is generally excluded in the case of customized products (special orders).
4. Prices, Terms of Payment
- Our prices apply ex works, plus packaging, shipping, insurance and statutory value-added tax.
- Our invoices are due and payable without deduction within 30 days from the invoice date.
- In the event of default of payment or in the event of circumstances that subsequently reduce the purchaser’s creditworthiness, all outstanding claims become immediately due. The Seller reserves the right to make further deliveries only against advance payment or appropriate security and, after expiry of a reasonable grace period, to withdraw from the contract or claim damages for non-performance.
- Bills of exchange and cheques are accepted only on account of performance. All related bank charges, bill charges and any additional costs shall be borne by the purchaser. Unauthorized deductions will be reclaimed
- The legal requirements and consequences of default of payment are governed by the statutory provisions.
5. Delivery Times
- Agreed delivery times are subject to the condition that all technical and commercial issues have been clarified and that the Customer has duly fulfilled all obligations incumbent upon it in due time. Otherwise, the delivery time shall be extended accordingly.
- Delivery times are considered met if the goods are made available for shipment at the agreed time, or, for products subject to acceptance, if notice of readiness for acceptance has been given.
- If delays occur due to failure of timely self-supply, industrial disputes, force majeure or other events beyond the Seller’s control, the delivery time shall be extended appropriately. Foreseeable delays will be communicated to the Customer as soon as possible.
- Compensation in the event of delay in delivery: In the event of a delay in delivery for which the Seller is responsible, the Seller will inform the Customer without unreasonable delay and will take all reasonable measures to minimize the delay. Any further claims of the Customer, in particular claims for damages due to delay in delivery, are excluded to the extent permitted by law. However, the Customer retains the right to withdraw from the contract in accordance with the statutory provisions if delivery does not take place despite a reasonable grace period set by the Customer.
- The Customer is entitled, within the framework of the statutory provisions, to withdraw from the contract if the Customer has set the Seller a reasonable grace period in writing after the due date and such period has not been observed.
6. Delivery
- Deliveries are made ex works (EXW) in accordance with INCOTERMS 2020 .
- All risk passes to the purchaser once the goods have been made available for shipment at the place of dispatch, irrespective of whether the shipment is made from the place of performance. This also applies in the case of partial deliveries or if the Seller bears the shipping costs or carries out delivery itself.
- The choice of shipping method is at the Seller’s discretion.
- The Customer may not reject partial deliveries to the extent that they are reasonable and must pay for such partial deliveries immediately upon receipt. Complaints on one partial delivery do not entitle the Customer to reject further deliveries under the same or any other contract.
7. Acceptance, Quantity Variance, Return of Goods
- The Customer is obliged to accept the delivery, provided there is no material defect. If the Customer fails to comply with this obligation within two weeks, the Seller is entitled to charge fees for storage and insurance and, after expiry of a reasonable period of time, to dispose of the goods otherwise. Delivery times for any new delivery to the Customer will be extended accordingly. Further the seller reserves the right to claim damages for all expenses incurred in connection with the execution of the legal transaction.
- For customized products and products outside the standard range, the Seller reserves the right to supply up to 10% more or less than the ordered quantity, but at least a variance of 2 units. In such cases, the actual delivery quantity will be invoiced.
- Returns of goods are only possible by prior arrangement. Custom-made products are generally excluded from return. For cost reasons, goods with a net goods value of less than € 20 cannot be accepted for return. For the return of parts, the Seller charges handling and restocking fees of 20% of the goods value, but at least € 20.
8. Retention of Title
- Delivered goods remain the property of the Seller until full settlement of all claims, or until cheques or bills of exchange given for such claims have been honored. The purchaser is entitled to resell the goods subject to retention of title in the ordinary course of business. Pledging or transfer by way of security is not permitted.
- The purchaser hereby assigns its claims arising from the resale of the goods subject to retention of title to the Seller. At the Seller’s request, the purchaser is obliged to disclose the third-party debtors and to notify them of the assignment. The Seller is entitled to notify the third-party debtors of the assignment itself. If the goods subject to retention of title are resold as part of another item, the Seller acquires ownership in the item to the value of the goods subject to retention of title.
- The purchaser must inform the Seller without delay of any third-party measures, such as enforcement measures affecting the goods subject to retention of title or the claims assigned in advance and provide the Seller with the documentation required.
9. Warranty, Replacement, Liability
- Obvious defects, damage as well as incorrect deliveries must be notified to the Seller in writing without undue delay, at the latest within one week after receipt of the goods. Hidden defects must be reported without undue delay after their discovery. Goods that are subject to complaint must not be resold, processed or installed.
- Our warranty applies exclusively to defects attributable to circumstances that existed before the transfer of risk. We do not assume any warranty for defects resulting from unsuitable or improper use, incorrect assembly or commissioning, improper or negligent handling or maintenance, or natural wear and tear.
- For refinement (finishing) orders, the warranty applies only to the refinement process itself, not to the item provided to us.
- Where the Seller is obliged to provide a warranty, the Seller has the right, at its own discretion, either to remedy the defect free of charge or to provide a replacement. The Customer is obliged to grant the Seller the necessary time and opportunity to do so. If the Customer fails to do so, the Seller is released from any liability for resulting consequences. If subsequent performance fails within a reasonable period, the Customer has the right – in the case of a material defect – to withdraw from the contract. The right to reduce the purchase price (reduction) is excluded. Replaced parts become the property of the Seller.
- In urgent cases of need, replacement will be supplied at the daily price and, after determination of the obligation to provide replacement, a credit note will be issued. For this purpose, the goods subject to complaint are to be returned at the Seller’s expense.
- Costs for removal and installation, modification work on installed parts and parts supplied by the Customer will be borne by us in the event of warranty only if the defect could not have been detected with reasonable effort before installation, if the costs have not increased due to the place where the item has been taken, and if bearing such costs does not represent an unreasonable burden for us.
- If a defect is due to a defective product supplied by a third party, we are entitled to assign our claims for defects against the upstream supplier to the Customer. In this case, our warranty obligation lapses only if the Customer has unsuccessfully asserted the assigned claims in court against the upstream supplier. The Customer is obliged to inform us without delay of the judicial enforcement of such claims. Furthermore, our consent must be obtained for all agreements regarding the assigned claims.
- Limitation of liability: For damage not occurring to the delivered goods themselves, the Seller is liable – irrespective of the legal basis and to the extent permitted by law – only in cases of intent or gross negligence on the part of the owner, corporate bodies or executive employees. In all other cases, the Seller’s liability is excluded to the extent permitted by law. This applies in particular to damage caused by simple negligence, except in cases of culpable injury to life, body or health or in cases of fraudulently concealed defects. Liability for personal injury or damage to property in privately used items exists only to the extent that liability is mandatory under the German Product Liability Act. In the event of culpable breach of essential contractual obligations, the Seller is also liable only for the typical, foreseeable damage.
- Any other claims for damages against us, irrespective of their legal basis, are excluded.
10. Applicable Law, Limitation, Place of Performance and Jurisdiction
- All legal relationships between the contracting parties are governed by the law of the Federal Republic of Germany.
- All claims of the Customer, irrespective of their legal basis, become time-barred after 12 months. For claims for damages, the statutory limitation periods apply.
- The place of performance for all obligations arising from this contract is Kempten.
- The place of jurisdiction for all disputes arising from this contract is Kempten. However, the Seller reserves the right to bring an action against the Customer at the Customer’s place of business.