General Terms and Conditions
Only the German version of our General Terms and Conditions is valid.
The following terms and conditions apply to all contracts that you (hereinafter referred to as "User") conclude with us as Agricon GmbH. Unless otherwise agreed, we object to the inclusion of any terms and conditions of your own that you may use.
The GTC apply in particular to contracts for the sale, provision and/or performance of other services, irrespective of whether we manufacture the goods or services ourselves or purchase them from suppliers (Sections 433, 651 of the German Civil Code). Unless otherwise agreed, the GTC in the version valid at the time of conclusion of the contract by the Buyer or in any case in the version last notified to him in text form will also apply as a framework agreement for similar future contracts without Agricon GmbH having to refer to them again in each individual case.
A consumer within the meaning of the following provisions is any natural person who enters into a legal transaction for purposes that can predominantly be attributed neither to his commercial nor to his independent professional activity. An entrepreneur is any natural or legal person or a partnership with legal capacity who, when concluding a legal transaction, acts in the exercise of his or her independent professional or commercial activity.
The services of Agricon GmbH are directed at entrepreneurs within the meaning of § 14 BGB (German Civil Code) who make use of the services within the scope of their independent, professional or commercial activity. The services of Agricon GmbH are also directed at public corporations and institutions under public law. The conclusion of a contract with consumers is excluded.
Agricon GmbH reserves the right to check the entrepreneurial status of the user before the conclusion of the contract.
Agricon GmbH furthermore reserves the right to demand proof of entrepreneurial status from the user before and during the execution of the contract.
Offer and contract documents
The offers of Agricon GmbH on the Internet are non-binding and not a binding offer to conclude a contract.
In individual cases Agricon GmbH sells goods or services partly or exclusively as a commission agent in its own name for the account of a third party, i.e. for a third party as the owner of the goods or services. The contracting party with all rights and obligations is, notwithstanding this, Agricon GmbH.The contract documents in principle comprise the offer made by Agricon GmbH to the user, these terms and conditions of business and the conditions of use which may be expressly included.
Remuneration, terms of payment and due date
All prices are net, i.e. excluding any applicable value added tax.
All prices are ex works. Shipping and packaging costs will be invoiced separately.
If services are provided as individual services over a period of time, Agricon GmbH may invoice each block of services separately.
Payments are due upon delivery/provision of the goods or services to the user and are payable within 14 days from the date of invoice.
The delivery period named in the offer begins with the complete clarification of all technical specifications and the fulfillment of the user's cooperation obligations.
Delayed completion of the order due to weather conditions does not entitle the user to withdraw from the contract or to assert claims for damages.
Deliveries shall be made ex works. Otherwise, clause 4.2 p. 2 of the GTC shall apply.
Transport and other packaging in accordance with the packaging regulations will not be taken back. Standardized pallets are excluded from this.
If delivery is delayed at the request of the user, he will be charged, beginning one month after notification of readiness for dispatch, for the costs incurred by storage, in the case of storage at Agricon GmbH, but at least 50% of the invoice amount for each month. Agricon GmbH will, however, be entitled, after setting a reasonable period of grace and this period having elapsed to no avail, to dispose otherwise of the goods to be supplied and to supply the user within a reasonably extended period.
Retention of title
The goods remain the property of Agricon GmbH until the purchase price has been paid in full.
Agricon GmbH retains title to goods and services until all claims arising from the current business relationship have been settled in full. Prior to the transfer of ownership of the goods subject to retention of title, pledging, resale, leasing, giving away or transfer of ownership by way of security is not permitted and may also not be given to third parties for repair.
If the goods or other services are subject to retention of title, the user is obligated to handle the goods or other services with care and appropriately, and to have all planned maintenance work and necessary repairs carried out without delay.
Furthermore, he is obligated to insure them at his own expense against natural hazards, theft and other damage at replacement value.
The user may resell the goods in the ordinary course of business. In this case the user already now assigns all claims in the amount of the invoice which accrue to him from the resale to Agricon GmbH, which accepts the assignment. The user is further authorized to collect the claim. However, insofar as the user does not properly meet his payment obligations, Agricon GmbH reserves the right to collect the claim itself. The Buyer will bear all costs which have to be incurred in order to stop the seizure and to recover the object of purchase, insofar as they cannot be collected by Agricon GmbH or by third parties.
If the reserved goods are combined and mixed, Agricon GmbH shall 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 processing.
Agricon GmbH undertakes to release the securities to which it is entitled at the user's request insofar as the realizable value of the securities exceeds the claim to be secured by more than 10%. The selection of the securities to be released is the responsibility of Agricon GmbH.
Assignment, right of retention and set-off
The assignment of claims against the operator to third parties is only possible with written consent. This applies in particular to a transfer of the provider account to a third party.
The user may only exercise a right of retention insofar as it concerns claims from the same contractual relationship. Providers shall only be entitled to a right of retention in relation to counterclaims that have become res judicata or are undisputed.
The user may only offset against counterclaims that have been legally established or are undisputed.
Acceptance and default in acceptance
If the user does not accept the item in due time, Agricon GmbH is entitled to set him a reasonable period of grace, to dispose of the item otherwise after its expiry and to supply the user with a reasonably extended period of grace. The rights of Agricon GmbH to withdraw from the contract after setting a period of grace or to claim damages for non-performance remain unaffected.
The user is required to accept partial deliveries (advance deliveries), insofar as this is reasonable.
If the client cancels services before the services have been fully performed for reasons not attributable to Agricon GmbH, Agricon GmbH is entitled to cancellation costs.
The amount of the cancellation costs is 50% of the total value of the order less the services already provided excluding VAT. In the case of area-related services and services, area changes of up to 10% will be tolerated.
Agricon GmbH is entitled to withdraw from already accepted and confirmed orders in case of lack of cooperation of the client. In this case Agricon GmbH is entitled to cancellation costs in the amount of 50% of the unrealized order volume excluding VAT.
In principle, the statutory rights of liability for defects shall apply. In all other respects, the following shall apply in deviation from para.1:
Only the information provided by Agricon GmbH and the product descriptions of any other manufacturer are deemed to be agreed as the quality of the goods, but not other advertising, public promotions and statements by the manufacturer.
The user is obliged to examine the goods immediately and with due care for deviations in quality and quantity and to notify Agricon GmbH of obvious defects in text form (e.g. e-mail) within 7 days of receipt of the goods; timely dispatch is sufficient to meet the deadline. This also applies to hidden defects discovered at a later date. The assertion of warranty claims is excluded in the event of a breach of the duty to inspect and give notice of defects.
In the event of defects, Agricon GmbH will, at its discretion, provide warranty by rectification of the defect or replacement delivery. If the rectification of defects fails, the user may, at his discretion, demand a reduction in price or withdraw from the contract. The rectification of the defect will be deemed to have failed after a second unsuccessful attempt, unless the nature of the item or defect or other circumstances indicate otherwise. In the event of rectification, Agricon GmbH will not be required to bear the increased costs incurred by transporting the goods to a place other than the place of performance, provided that such transport does not correspond to the intended use of the goods.
The warranty period is one year from delivery of the goods. The shortened warranty period shall not apply to culpably caused damage attributable to us arising from injury to life, limb or health and damage caused by gross negligence or intent or fraudulent intent, as well as in the case of recourse claims pursuant to §§ 478, 479 BGB.
Transport and travel costs shall not be assumed for portable items in the customary business catchment area if they would exceed the selling price of the item.
The assertion of warranty claims is only permissible upon presentation of the invoice or other proof of purchase.
Excluded from any warranty are: Defects caused by damage, incorrect connection or incorrect operation by the user. Damage caused by force majeure, e.g. lightning, defects caused by wear and tear due to overstressing of mechanical or electromechanical parts due to improper use or defects caused by pollution, damage caused by extraordinary mechanical, chemical or atmospheric influences. This also applies in particular to damage caused by unsuitable, defective or leaking batteries and accumulators inserted in devices.
Agricon GmbH is liable in each case without limitation for damage arising from injury to life, limb or health. Furthermore, Agricon GmbH is liable without limitation in all cases of intent and gross negligence, in the event of fraudulent concealment of a defect, in the event of the assumption of a guarantee for the quality of the subject matter of the contract and in all other cases regulated by law.
Liability for defects within the scope of the statutory warranty shall be governed by the corresponding provision in Section 10 of the GTC.
Insofar as essential contractual obligations are affected, the liability of Agricon GmbH in the case of slight negligence is limited to the foreseeable damage typical of the contract. Essential contractual obligations are essential obligations which arise from the nature of the contract and the breach of which would jeopardize the achievement of the purpose of the contract as well as obligations which the contract imposes on Agricon GmbH according to its content for the achievement of the purpose of the contract, the fulfillment of which make the proper execution of the contract possible in the first place and on the observance of which the user may regularly rely.
In the event of a breach of immaterial contractual obligations, liability is excluded in the case of slightly negligent breaches of duty.
In case of withdrawal, the seller and the user are obliged to return the services received from each other. For the surrender of the use or the use, the value thereof is to be remunerated, whereby the reduction in value of the object of sale that has occurred in the meantime is to be taken into account.
Performance and repair conditions
Costs for the orders not executed
Since troubleshooting time is working time, the user will be charged for the effort incurred and to be substantiated if an order cannot be carried out because, for example, ...
- the defect complained of could not be determined in compliance with the rules of technology
- the user culpably misses the agreed deadline
- the order was withdrawn during implementation
- the license authorizations for the use of the corresponding products were not given at the beginning of the order.
Remuneration of a cost estimate
If a cost estimate is prepared on behalf of the user, the costs shall be reimbursed by the user in accordance with the time spent.
- Workshop cost estimates without subsequent repair order placement will be charged with a handling fee plus packaging, freight and shipping costs.
Warranty for repairs and liability
In general, the warranty requirements and statutory liability rights for defects listed under item 10 shall apply. In all other respects the following shall apply in derogation thereof:
The claim to warranty in the event of interference with the object of repair by the user or third parties shall not expire if the user refutes a correspondingly substantiated assertion by the Contractor that interference with the object caused the defect.
The warranty period for batteries, accumulators, storage media, IT technology is 6 months, 6 months on used equipment and used systems, and 6 months on all external services and third-party repairs under a contract for work. For all other products and services, the warranty periods listed under point 10 apply.
The User shall grant the Contractor the time and opportunity reasonably required to remedy the defect. In particular, the user shall ensure that the object complained of is available to the contractor or his representative for inspection and repair. If the user refuses to do so or if he unreasonably delays this, the contractor may withhold performance from the user step by step in accordance with § 322 BGB (German Civil Code) and refuse to remedy the defect until the user has provided the necessary cooperation.
Warranty and liability for building work, constructions, additions and conversions of parts
not carrying current and voltage:
- Warranty and liability shall be governed exclusively by § 13 VOB/B.
Extended lien of the work contractor on movable property
The contractor shall be entitled to a lien on the user's object which has come into his possession on the basis of the order on account of his claim arising from the order. The right of lien can also be asserted on account of claims from work carried out earlier, spare parts deliveries and other services, insofar as they are connected with the object. The right of lien shall only apply to other claims arising from the business relationship insofar as these are undisputed or have become res judicata.
If the item is not collected or a collection order is not triggered in due time after the collection request, an appropriate storage fee may be charged by the work contractor upon expiry of this period. If the item is not collected at the latest 3 months after the collection request, the obligation for further storage and any liability for slight, negligent damage or destruction shall lapse. One month before the expiry of the deadline, the user shall be sent a shipping notice at his expense.
The Contractor shall be entitled to sell the item at its market value after expiry of the period to cover its claims. Any additional proceeds shall be reimbursed to the user, taking into account all costs incurred to date in connection with the claim. The work contractor shall informally notify the owner of the sale in advance.
Retention of title
Insofar as the spare parts or similar inserted on the occasion of repairs do not become essential components, Agricon GmbH retains ownership of these inserted parts until all claims of the work contractor arising from the contract have been settled.
If the user defaults on payment or fails to meet his obligations under the retention of title, Agricon GmbH may demand that the user return the item for the purpose of removing the inserted parts. All costs of retrieval and removal will be borne by the user. If the repair is carried out on the user's premises, the user must give Agricon GmbH the opportunity to remove the parts. Labor and travel costs will be borne by the user. If the user does not give Agricon GmbH the opportunity to remove the parts, Clause 15, Paragraph 2, Sentences 1 and 2 apply accordingly.
Data communication and indemnification for third-party claims
Data communication via the Internet cannot be guaranteed to be error-free and/or available at all times according to the current state of the art. In this respect, Agricon GmbH is not liable for the constant or uninterrupted availability of the website and the service offered there.
The processing of the order and transmission of all information required in connection with the conclusion of the contract is carried out by e-mail, partly automatically. The user must therefore ensure that the e-mail address he has provided is correct, that the receipt of e-mails is technically ensured and, in particular, that it is not prevented by SPAM filters.
The user indemnifies Agricon GmbH against all claims made by third parties on the basis of the infringement of their rights through the use of the user materials in accordance with the order within the framework of the execution of the contract. In addition to claims for damages, the indemnity also includes reimbursement of the reasonable costs of legal defense incurred as a result of the unlawful or improper use of the services of third parties. The indemnification requires that any settlement or acknowledgement of third party claims shall only be made with the prior written consent of the User.
Choice of Law, Place of Performance and Jurisdiction
German law shall apply to the exclusion of the UN Convention on Contracts for the International Sale of Goods.
The place of performance for all services arising from the business relations existing with Agricon GmbH and the place of jurisdiction is the registered office of Agricon GmbH, insofar as the user is a merchant, a legal entity under public law or a special fund under public law. The same applies if the user has no general place of jurisdiction in Germany or the EU or if the user's place of residence or habitual abode is unknown at the time the action is brought. The right to also call upon the court at another legal place of jurisdiction remains unaffected by this.