Terms of Trade
General Terms and Conditions and Customer Information
I. General Terms and Conditions
§ 1 Basic Provisions
(1) The following terms and conditions are valid for all contacts concluded between you and us (Near Dark GmbH) as the Supplier via the internet page neardark.de or by telephone, fax or email, insofar as no alteration is agreed in writing between the Parties. Differing or conflicting terms and conditions are only effective with our explicit agreement.
(2) We only offer our wares for sale insofar as you are a natural or legal person or a company or partnership capable of being subject to legal rights and duties which is exercising its commercial or freelance activity when concluding a legal transaction (contractor). The conclusion of a purchase contract with consumers is excluded.
§ 2 The coming into effect of the contract
(1) The subject of the contract is the sale of wares. The details, in particular the essential characteristics of the wares, are found in the article descriptions and the supplementary specifications on our online presence / in our catalogue.
(2) Our offers on the internet do not constitute a binding offer for the conclusion of a contract.
(3) You can submit a binding purchase offer (order) by telephone, email, or fax; in writing; or by our online shopping cart system.
When making a purchase via the online shopping cart system, the wares you intend to purchase are deposited in a "shopping cart". There is a button in the navigation bar which allows you to call up the shopping cart and make changes to it at any time. After calling up the page "check-out"; and entering your personal data, and payment and delivery conditions, you will be shown the final order data on the order overview site.
Before sending the order, you have the chance to check all the details here, to change them (the "back" function on your internet browser can also be used for this) or to discontinue the purchase. When you send the order via the corresponding button, you submit a binding offer to us.
You will then receive an automatically generated email notifying you of the receipt of your order. This is still not, however, the completion of a contract.
(4) The acceptance of the offer (and thus the conclusion of the contract) will take place within 4 working days with a confirmation in text form (for example email) in which the execution of the order or delivery of the wares will be confirmed to you (confirmation of order).
If you should not receive such a notification within this time, you are no longer bound to your order. In this case, any possible payments already made will be refunded without delay.
(5) On request, we will create an individual offer for you, which we will send to you in text form and to which we will bind ourselves for 5 working days. You accept the offer with confirmation in text form.
(6) The order will be handled and all the information necessary in connection with the completion of the contract will be transmitted by email, partly automatically. For this reason, you must make sure that the email address you register with us is correct, that you ensure your reception of emails and, in particular, that this is not hindered by a spam filter.
§ 3 Custom designed wares
(1) For wares which are custom designed, you provide us with the information, texts or files necessary via the online order system, immediately after your order, with your request for a quotation, or at the latest immediately following the conclusion of the contract by email. Any possible guidelines for file formats must be followed.
(2) You are obliged not to transmit data whose contents transgress the rights of third parties (in particular copyrights, trademarks, or rights to the use of names) or breach existing laws. You explicitly indemnify us from all third party claims applicable in connection with this. This also pertains to the costs of any legal representation necessary in connection with this.
(3) We will not examine the data transmitted to us for the correctness of the contents and in this respect we incur no liability for error.
(4) Insofar as it is specified in the relevant offer, we will send you a proof which is to be examined without delay. If you are in agreement with the design, you then release the proof for implementation with a counter-signature in text form (for example by email). The design work will not be implemented without your approval. You are responsible for checking the proof for correctness and completeness and for informing us of any possible errors. We incur no liability for errors for which there was no complaint.
(5) Insofar as we create texts, images, graphics and designs for you as part of customised design, these are subject to copyright law. Without our explicit agreement, the use, reproduction or alteration of individual parts or of the complete content is not permitted.
Insofar as nothing else is agreed, we transfer to you an indefinite right of use for the copyrighted works which we have created for you. It is explicitly forbidden for you to provide the protected works or parts thereof to third parties privately or commercially in any manner whatsoever.
The transfer of the rights of use is subject to the suspensive condition of the full payment of the agreed purchase price.
§ 4 Prices, terms of payment and shipping charges
(1) The prices listed in the individual offers are net. They do not include statutory value-added tax.
(2) The shipping charges which arise are not included in the purchase price. They are calculated separately insofar as free delivery has not been promised. More details can be found in the correspondingly labelled button on our internet site or in the individual offers.
(3) You have the methods of payment available shown via a correspondingly labelled button on our internet site or in the individual offer. Insofar as no other period for payment is given for the individual methods of payment or on the invoice, the claims for payment arising from the contract concluded are due for payment immediately. Deductions for discounts are only permitted provided they are explicitly shown in the individual offer or on the invoice.
§ 5 Delivery conditions
(1) The estimated delivery time is given in the individual offers. The scheduled delivery date and delivery time are only binding if they are confirmed by us in writing. If the payment is being done by prepayment by bank transfer, the wares will only be delivered after the full purchase price and shipping costs have arrived in our account.
(2) Should a product which you have ordered not be available, contrary to expectations, despite finalisation of an adequate covering transaction occurring in good time, for reasons which can not be attributed to us, you will be informed without delay about the unavailability, and, in case of cancellation, any payments already made will be returned to you without delay.
(3) The delivery shall be at your risk. If you wish it, the delivery can be covered by appropriate transport insurance, whereby the costs incurred for this are to be born by you.
(4) Partial deliveries are permitted and we may charge for them separately, if this does not result in your incurring additional costs for shipment.
§ 6 Warranty
(1) The guarantee period is one year following the delivery of the wares. The one-year guarantee period does not apply to damages culpably attributable to us arising from death and injury to body and health, those caused wilfully or by gross negligence, or claims for recourse in accordance with §§ 478, 479 BGB (German Civil Code).
(2) The characteristics of the wares valid are only our own specifications and the manufacturer's product description as agreed, not, however, any other advertisement, public claims or statements from the manufacturer.
(3) You are obliged to check the wares for quality and differences in amounts without delay and with due care, and to notify us in writing of obvious defects within 7 days of receipt of the wares, whereby the timely despatch of the report is also sufficient here in order to adhere to the deadline. This is also valid for subsequently identified hidden defects from time they are discovered. In the event that the obligation to inspect and provide notice of any defects is violated, asserting claims for warranty is precluded.
(4) In case of defects, we have the right to choose either to repair the defect or to deliver a replacement. If we are unable to remedy the defect, you have the right to demand either a price reduction or may withdraw from the contract, at your own choice. The remedy of the defect shall be deemed as failed after the second unsuccessful attempt, if nothing to the contrary arises based on the nature of the item or the defect, or other circumstances. If there is a rectification, we do not need to bear the increased costs created by taking the wares to a location other than the place of performance, if the shipment does not correspond to the intended use of the goods.
§ 7 Right of retention, retention of title
(1) You may only assert a right of retention as far as it is a matter of claims resulting from the same contractual relationship.
(2) We shall retain the title to the goods until full settlement of all claims under the contractual relationship has been made. Before the transition of ownership of the goods subject to retention of title, pawning or transfer of ownership as security lien is not permitted.
(3) You may resell the wares in the ordinary course of business. In this case you assign all claims that arise from the resale in the amount of the invoice price to us, we accept the assignment. You are authorised to collect the debts. We reserve the right, however, to collect payment ourself, insofar as you fail to comply accordingly with your payment obligations.
(4) In cases where the retained goods are combined and commingled, we shall acquire co-ownership of the new item in the proportion of the invoice value of the retained goods to the other processed objects at the time of processing.
(5) We undertake to release securities, to which we are entitled, at your request insofar as the realisable value of our securities exceeds the payment to be secured by more than 10%. The choice of which securities to release rests with us.
§ 8 Liability
(1) We are liable in each case and without restriction for damages arising from injury to life, limb or health. Further, we are liable without restriction in all cases of malicious intent and gross negligence, for fraudulent concealment of a defect, for the assumption of warranty for the condition of the purchase item and in all other cases governed by law.
(2) Liability for defects within the scope of the statutory warranty shall be in accordance with the corresponding regulation in our Customer Information (Part II) and General Terms and Conditions (Part I).
(3) Insofar as material contractual obligations are affected, liability is restricted in cases of slight negligence to typical and foreseeable damages. Material contractual obligations are material obligations arising from the nature of the contract whose infringement would jeopardise achievement of the purpose of the contract, as well as obligations, which the contract imposes on us in accordance with its content in order to achieve the purpose of the contract, the fulfilment of which makes the due execution of the contract possible and compliance with which you may regularly rely upon.
(4) In the case of an infringement of immaterial contractual obligations, liability is excluded in cases of ordinary negligent breaches of duty.
(5) There can be no guarantee on the basis of currently available technology that data communications on the Internet are error-free and/or available at all times. In this respect, we shall not be liable either for the continuous or uninterrupted availability of the website and the service offered there.
§ 9 Choice of law, place of fulfilment, place of jurisdiction
German law applies to the exclusion of the UN Convention on the International Sale of Goods. The place of fulfilment and the place of jurisdiction are our headquarters.
These General Terms and Conditions have been created by the legal experts from the Händlerbunde specialising in IT and are permanently checked for legal conformity. Händlerbund Management AG guarantees the legal certainty of the texts and is liable in cases of warning letters. Further information can be found under: http://www.haendlerbund.de/agb-service.
II. Customer Information
1. Vendor's identity
Near Dark GmbH
Bonner Straße 11 a
Telephone: +49 (0) 2242/874 16-0
2. Information about the conclusion of the contract
The technical steps for concluding the contract, the conclusion itself and the correction options take place in accordance with § 2 of our General Terms and Conditions (Part I).
3. Contract language, contract text record
3.1. The languages for the contract are German and English.
3.2. The full text of the contract is not stored by us. Before sending the order via the online shopping cart system or the enquiry, you can print the contract details via the print function of your browser or save it electronically.
4. Statutory liability for defects
Liability for defects for our wares is in accordance with the regulation "Warranty" on the General Terms and Conditions (Part I).
5. Shipping and payment
The following conditions hold:
The minimum order is € 100.00 net.
Delivery takes place within Germany and worldwide.
We arrange transport insurance only at the explicit wish or the contracting party and at their cost.
Shipping charges(plus statutory VAT
Hazardous deliveries in germany is possible by parcel.
Hazardous deliveries abroad by shipping company is also possible for half pallets. Price on request.
Important note: Please check on the legal situation and import regulations of your country before sending off your order. We incur no liability for goods confiscated by customs which contravene the import regulation of your country.
Terms of payment
For deliveries within Germany, you have the following payment options:
Payment in advance by bank transfer
Payment via credit card (please note the form on our homepage)
SEPA Direct Debit
and by agreement
For deliveries abroad, you have the following payment options:
Payment in advance by bank transfer
Payment via credit card (please note the form on our homepage)
and by agreement
For payments by credit card, your account will be charged on the day the wares are dispatched.
For further questions, contact our customer service hotline: +49 (0) 2242 / 874 16 -25 email us: firstname.lastname@example.org or write to us at:
Near Dark GmbH, Kundenservice, Bonner Straße 11a, 53773 Hennef, Deutschland.
Effective May 2016