We, edding Tech Solutions GmbH (hereinafter referred to as “edding”), have written this privacy statement to inform you about the personal data we collect when you interact with our website, how these data are used and your options for influencing the way we collect, store and process data (hereinafter also referred to as “use”).
The controller responsible for the use of personal data within the terms of the General Data Protection Regulation (hereinafter referred to as “GDPR”) is edding Tech Solutions GmbH, Bookkoppel 7, 22926 Ahrensburg, Germany, telephone +49 (0)4102 808-0, firstname.lastname@example.org
The company’s data protection officer, Herr Andreas Daniel, can be reached via the contact details above.
If you would like to view or update personal data, or have questions about privacy in relation to our website, please email email@example.com or write to us at the above address.
Personal data means any information relating to an identified or identifiable natural person (data subject). An identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person.
We collect and store your personal data when you use this website if you provide us with such data voluntarily. We use such personal data without specific consent solely for the purpose of dealing with your request or question. You are free to choose whether to provide us with your data for the stated purposes. If the nature of your request or question permits, you can also interact with us anonymously, or by using a pseudonym. We will always obtain your express consent to use your personal data for other purposes (in particular for advertising).
In principle, we will only store your data for the length of time required to deal with your request or question. Data required for internal administrative purposes, in particular for commercial purposes and in order to defend legal claims, will not be erased until such data are no longer required for the purpose in question (legal basis is Art. 6 (1f) GDPR), but until that time will be barred from being used for any other purpose.
If you send us an email, we will store your email address and any personal information that the message contains (legal basis is Art. 6 (1f) GDPR). We only do this in order to be able to deal with your enquiry, and we will erase the data in question once the data are no longer required. You may also assert your rights as a data subject (see point 5) at any time with regard to the processing of data; in particular, you can object to the corresponding processing of data.
If you have contacted us using the contact form and have agreed the declaration of consent shown below, we will use your personal data as follows:
In order to process the form, the personal data you have entered in the corresponding entry fields of the contact form will be collected and stored.
Depending on the matter in question, this shall include the following personal data in particular:
Furthermore, you can compose a message to edding in the area of the contact form provided for this. If you enter any personal data as part of your message, these data will also be collected and stored.
These personal data are used exclusively in order to deal with your enquiry and are stored in the event that you have further questions. The enquiry may be forwarded by email to the relevant distribution partner of the country selected by you in order to be able to respond to your enquiry.
If you fill in the contact form or send an email to express interest in specific or general goods or services offered by edding, we will use the data you have provided so that we may advise you and, where necessary, send you information about these goods or services.
We use your personal data for the stated purposes on the basis of your consent (legal basis is Art. 6 (1a) GDPR). Furthermore, we store your IP address and the time at which you gave your consent to document the fact that you have given your consent.
If you subscribe to the newsletter and if you have consented to receiving the newsletter when you register we will use your personal data as follows:
When you subscribe to the newsletter, we will store your email address. Furthermore, you are able to submit your title, forename, surname and date of birth. The same applies to your interests. We use these data for internal statistical purposes and in order to personalise your newsletter.
We use what is known as the "double opt-in process" when you sign up for our newsletter. After you have signed up for our newsletter, we will send an email to the email address you have provided and will ask you to confirm that you have asked to receive the newsletter. If you confirm your subscription, the newsletter will be sent to your email address until further notice. If, on the other hand, you do not confirm your subscription, your registration will be automatically deleted after 48 hours.
We use your personal data for the stated purposes on the basis of your consent (legal basis is Art. 6 (1a) GDPR). Furthermore, when you sign up for and confirm your newsletter subscription, we store your IP address and the time at which you gave your consent to document the fact that you have given your consent.
We use MailChimp, a service of the Rocket Science Group, LLC, 675 Ponce De Leon Ave NE #5000, Atlanta, GA 30308, USA (hereinafter "MailChimp"), to structure the remaining content, distribute our newsletter and to analyse the response. We have concluded a data processing agreement with MailChimp for this purpose. This agreement ensures that MailChimp processes your personal data exclusively according to our instructions and in accordance with current data protection law. MailChimp is licensed under the EU-US Privacy Shield and therefore guarantees a level of data protection which corresponds to the standards of European laws on the protection of personal data.
If you sign up our newsletter, your email address and other personal data that you have given us in order to personalise the newsletter will therefore be stored on MailChimp's servers in the USA. MailChimp uses this information to send out our newsletters and to analyse user behaviour once the newsletter is received. MailChimp collects technical information when analysing use, in particular with regard to the browser used, the IP address and the time of download. MailChimp establishes whether and when a newsletter or the links it contains are opened. This information is used exclusively to make a better assessment of the expectations of the newsletter recipient and to adapt the content accordingly. In addition, it is also possible for MailChimp to use these data to optimise or improve its own services (for example, making newsletter distribution more efficient), by recording the language settings, location data or time zones. At no time will MailChimp write to you for its own ends using your personal data, or pass your data on to third parties.
The legal basis on which the newsletter is distributed is the consent for which provision is made in Art. 6 (1a) GDPR. We therefore use the services of MailChimp as our processor on the basis of the statutory consent given in accordance with Art. 6 (1f) GDPR. Our legitimate interest lies in the centrally coordinated offer of a legally compliant and interest-specific newsletter by a professional provider. If you no longer wish to receive the newsletter, you may cancel at any time (Art. 21 GDPR), or withdraw your consent (Art. 7 (3) GDPR) and thereby unsubscribe from the newsletter. To do so, click on the link that can be found in each newsletter. You will then be taken through the subscription cancellation process. Alternatively, you can cancel the newsletter by sending an email to firstname.lastname@example.org
In the online-shop edding offers free various products.
If you place an order, we will process the data you have entered into the input form (e-mail address, title, first and last name, company and invoice and delivery address) as well as details of the ordered products. For payment purposes we also process the payment data provided by you.
The legal basis of this data processing is the initiation or performance of the contract (Article 6 (1 b) GDPR). The data will be used exclusively for the ordering and payment process.
To fulfil our contractual obligations (in particular for the delivery of orders) we cooperate with various subsidiaries of the edding group and distribution partners. We pass on your name as well as your address only for purposes of delivery of the product samples (Article 6 (1b) GDPR). These companies are obliged to comply with the applicable data protection regulations.
If the subsidiaries and distribution partners are based in countries outside the European Union, we will take appropriate security measures to protect your personal data. An appropriate security measure for example consists in an agreement with the recipient which includes the standard contractual clauses approved by the European Commission for the transfer of personal data to non-EU countries.
Provided a corresponding consent from you, we reserve the right to contact you for commercial purposes. Contacting will be done by the subsidiaries or distribution partner of your country.
We will pass your data to our subsidiaries and distribution partners, who are responsible for your country. These companies are obliged to comply with the applicable data protection regulations.
If the subsidiaries and distribution partners are based in countries outside the European Union, we will take appropriate security measures to protect your personal data. An appropriate security measure for example consists in an agreement with the recipient, which includes the standard contractual clauses approved by the European Commission for the transfer of personal data to non-EU countries.
We use what is known as the "double opt-in process" when you have given your consent for further contacting. After you have given your consent for further contacting, we will send an email to the email address you have provided and will ask you to confirm that you have agreed in being contacted by us for direct advertisement. If you confirm, the direct advertising e-mail will be sent to your email address. If, on the other hand, you do not confirm, your registration will be automatically deleted after 48 hours.
We use your personal data for the aforementioned purposes on the basis of your consent (Article 6 (1a) GDPR). In order to document the submission of your consent, we also store your IP address and the time of submission of your consent. Your consent may be withdrawn at any time. To do so, please send an e-mail to email@example.com.
We use MailChimp, a service of the Rocket Science Group, LLC, 675 Ponce De Leon Ave NE #5000, Atlanta, GA 30308, USA (hereinafter "MailChimp"), for further content arrangement, distribution and analyse of the response of direct advertising e-mail. We have concluded a data processing agreement with MailChimp for this purpose. This agreement ensures that MailChimp processes your personal data exclusively according to our instructions and in accordance with current data protection law. MailChimp is licensed under the EU-US Privacy Shield and therefore guarantees a level of data protection which corresponds to the standards of European laws on the protection of personal data.
If you agree to us contacting you, your e-mail address and any other personal data provided to us by you for personalizing the e-mail will therefore be stored on the servers of MailChimp in the USA. MailChimp uses this information to send the e-mail and to analyze user behavior upon receipt of the e-mail. MailChimp collects technical information when analysing use, in particular with regard to the browser used, the IP address and the time of download. MailChimp establishes whether and when an e-mail or the links it contains are opened. This information is used exclusively to make a better assessment of the expectations of the recipient and to adapt the content accordingly. In addition, it is also possible for MailChimp to use these data to optimise or improve its own services (for example, making newsletter distribution more efficient), by recording the language settings, location data or time zones. At no time will MailChimp write to you for its own ends using your personal data, or pass your data on to third parties.
We use the services of MailChimp as a contract processor based on the statutory provisions of Article 6 (1f) GDPR. Our legitimate interest is the use of an efficient, secure and user-friendly system from a professional provider for sending personalised direct mail. You may object to the use of MailChimp as a service provider at any time by sending us an informal message (Art. 21 DSGVO). In this case we will not be able to offer our service to you.
We collect and use personal data generated automatically by your visit to our website in order to provide our services. The authoritative legal basis for this analysis of user behaviour is section 15 (3) of the German Telemedia Act [Telemediengesetz] and Art. 6 (1f) GDPR. Our legitimate interest lies in offering a user-friendly service, optimising our product to meet our customers’ expectations, for example by tracking how users reach our website, the content that is of interest when they do and how much time is spent viewing it. We can then offer products that correspond more specifically to interests on this basis.
Whenever you visit our website, our server temporarily notes your computer’s IP address, the client’s file request (filename and URL) and the http status code, as well as the website from which you have visited us, in what are known as log files. We store your IP address for seven days to highlight abuse (spam, virus, worms, etc.) and to identify and rectify problems.
Furthermore, our website uses “cookies” in several places, designed to make our products more user-friendly and efficient. Cookies are small text files which do not contain any personal data. These are placed on your computer and stored by your browser. These data are not combined with other data sources. Most of the cookies we use are “session cookies” and are deleted once you finish browsing.
Cookies do not damage your computer per se and do not contain viruses. You can set your browser so that it does not accept cookies at all or so the cookies are deleted at the end of your browser session. Please note that you may not be able to use all of our website’s functions if you do so.
You can prevent cookies from being accepted by adjusting your browser settings accordingly. We must, however, point out that if you do so you might not be able to use all our website’s functions in full. You can further prevent Google’s collection and processing of the aforementioned data by downloading and installing a browser plug-in provided by Google. edding also offers an opt-out cookie which also prevents the collection and processing of data by Google when you visit our website in future. Click on the button below this text to install the opt-out cookie. The opt-out cookie only applies to the specific browser used and only to our website and is stored on your device. If you delete cookies in this browser, you will have to install the opt-out cookie again.
This website uses the Google Analytics “Demographics and Interests reporting” function. This allows the generation of reports containing data about the age, gender and interests of the website visitors. Such data are obtained from Google's interest-related advertising and from visitor data from third-party providers. The data cannot be attributed to any specific person. You can deactivate this function at any time using the display settings in your Google account, or you can prevent Google Analytics from collecting your data by clicking on the button below. This sets an opt-out cookie that prevents the collection of your data during any future visits to this website.
Please visit Google Analytic’s website for further information.
Some data may have to be forwarded to comply with contractual and statutory requirements:
Service providers come into contact with our customers’ personal data only within the scope of data processing. There is express legal provision for this (Art. 6 (1f) GDPR in conjunction with Art. 28 GDPR) in accordance with our legitimate interest in offering our services on a more user-friendly, secure and more operationally meaningful basis.
In this case, too, edding remains responsible for protecting your data. The service provider works exclusively in line with our instructions, which we ensure through strict contractual regulations, technical and organisation measures and additional checks.
We reserve the right to disclose your personal data if we are obliged to do so by law, or if we are asked to provide such information by officials or prosecution authorities. Beyond this, we do not pass any data on to third parties.
In principle, your data are processed in Germany. In individual cases, the data may also be processed outside Germany if permitted by law. We have taken comprehensive, state-of-the-art technical and organisational safety measures in accordance with European data protection law (Art. 32 GDPR) to protect your data from unauthorised access and abuse.
You can request information about the scope, origin and recipients of the stored data and the reason for which such data are stored, free of charge, at any time (Art. 15 GDPR). You can ask for incorrect data to be rectified at any time (Art. 16 GDPR). You also have the option of receiving the personal data relating to you in a structured, commonly-used and machine-readable format (Art. 20 GDPR). You can object to the use of your personal data in future (Art. 21 GDPR), request partial or complete erasure (Art. 17 GDPR), restrictions on the processing thereof or blocking (Art. 18 GDPR).
We will verify your request and comply with it, provided there is no other statutory basis for processing. We will inform you of the outcome.
No special format is required when asserting your right to information. Send an email to firstname.lastname@example.org or a letter to the above address.
of edding Tech Solutions GmbH
(Version: January 2019)
1.1 These general terms and conditions of sale and delivery apply to all contracts concluded for the sale of products (“goods”) by edding Tech Solutions GmbH, Bookkoppel 7, 22926 Ahrensburg, phone: 04102-8080, e-mail email@example.com, registered with the Commercial Register of the Local Court of Luebeck under HRB 17842 HL Germany (“we”, “us” or “edding”) to its dealer and other customers (“customer”). They shall also apply to future contracts without us referring to them again in each case.
1.2 We do not accept terms and conditions of the customer that are contrary to or supplementing these general terms and conditions of sale and delivery unless we expressly accept any such in writing. Approval shall also be needed and these general terms and conditions of sale and delivery shall also apply if we, in awareness of terms and conditions of the customer that are contrary to or supplementing these general terms and conditions of sale and delivery, deliver without reservations.
1.3 Individual agreements with the customer shall take precedence over these general terms and conditions of sale and delivery. All agreements that are concluded between us and the customer for execution of a business transaction shall be concluded in writing. The same shall apply to legally binding declarations and notifications (e.g. the setting of time limits, withdrawal declarations, terminations, defect notifications) that are made by the customer after conclusion of the contract.
1.4 The product offers are directed exclusively at customers and these general terms and conditions of sale and delivery shall only apply if the customer is an entrepreneur (Section 14 BGB - Bürgerliches Gesetzbuch, German Civil Code), a legal entity under public law or a special estate under public law.
2.1 Our offers are non-binding and subject to alteration unless they are expressly marked as binding or are tied to a specific acceptance period. This shall also apply if we have provided the customer with catalogues, technical documents, other product descriptions or documents (also in electronic form) to which we reserve ownership rights and copyrights.
2.2 The customer's order of goods shall constitute a binding offer of contract. A sales contract shall only be concluded once we dispatch the ordered goods to the customer or if we confirm acceptance of the order in writing within a reasonable period (order confirmation).
2.3 The scope of delivery and the specifications of the goods are listed only in our order confirmation or, if such confirmation is not available, in our offer.
2.4 In the case of orders placed via the online shop, the presentation and advertising of the products in the online shop does not constitute a binding offer to conclude a sales contract. The customer can select goods from the range and collect them in a so-called shopping basket by clicking on the "Add to shopping basket" button.
2.5 The offer to conclude a contract is made by the customer by submitting a binding offer to purchase the goods contained in the shopping basket by clicking the button "order with the obligation to pay" when placing his order. Before sending his order, the customer can view, change and print the data at any time. However, the order can only be placed and transmitted if the customer has accepted these general terms and conditions of sale and delivery by ticking the box provided for this purpose and thereby included it in his offer.
2.6 Upon receipt of the order, the customer shall first receive confirmation of receipt of his order as well as details of his order by e-mail to the e-mail address specified by him (order confirmation). This receive confirmation does not constitute an acceptance of his offer, but only informs that his order has been received by us if it does not expressly contain an acceptance of the offer. Otherwise, a sales contract is only concluded when we either send the customer an order confirmation with a separate e-mail or when we send the ordered goods to the customer. In the order confirmation, a separate e-mail or at the latest upon delivery of the goods, we will send the customer the contract text (i.e. order, general terms and order confirmation) on a permanent data carrier. We save the contract text in compliance with data protection regulations. The contract is concluded in English.
2.7 If delivery of the goods ordered by the customer is not possible, for example because the corresponding goods are not in stock, we shall refrain from issuing an order confirmation. In this case a contract will not be concluded. We will inform the customer without delay and refund any consideration already received without delay.
2.8 The following delivery restrictions exist: We only deliver to countries in the European Economic Area as well as to Switzerland, Monaco and San Marino.
3.1 Our information regarding the products (e.g. weights, dimensions, and technical data) as well as our descriptions thereof (e.g. images) shall only be decisive as approximations, unless suitability for a purpose as specified in the contract requires absolute conformity. These are not guaranteed characteristics, but descriptions or features of the goods. Customary deviations are permissible, provided that these do not restrict suitability for a purpose as specified in the contract.
3.2 We deliver the goods pursuant to the agreements made. Arising shipping costs are listed in the product description and are billed separately. Partial deliveries shall be permissible to a reasonable extent. If the partial deliveries can be used by themselves they shall be deemed an independent delivery in regard to payment terms.
3.3 Delivery terms shall only be binding if we have expressly confirmed them to be binding in writing. Otherwise, the delivery periods are “approximations”.
3.4 All delivery and dispatch periods stated by us in the order or otherwise agreed upon shall commence (a) if delivery against advance payment has been agreed upon, on the day of receipt of the complete purchase price (including value added tax and dispatch costs) or (b) if payment by cash on delivery or on account has been agreed upon, on the day of the conclusion of the purchase contract by order confirmation (in the case of direct dispatch of the goods without order confirmation, the order confirmation shall be decisive). The day on which we hand over the goods to the shipping company is decisive for compliance with the shipping date.
3.5 Even if goods are marked as "in stock" on the order form, we shall be entitled to sell these goods at any time if (a) when placing the order or in our online shop a reference is made to the limited availability of the goods or if (b) the delivery is made against advance payment and payment is not received by us within a period of five working days after our acceptance of the offer. In these cases the dispatch takes place within the agreed period or the period specified by us only while stocks last.
3.6 If no delivery period is specified or otherwise agreed, or if we are no longer obliged to comply with an agreed delivery period due to a permissible sale (see Section 3.5), shipment within three weeks of the relevant start of the delivery period in accordance with Section 3.4 shall be deemed to have been agreed.
3.7 In the event that an ordered product is temporarily out of stock (e.g. because it has been sold off in accordance with Section 3.5 or our suppliers do not deliver goods to us in good time), the delivery period applicable in each case in accordance with this Section 3 shall be extended until delivery by our supplier plus a period of four working days, but by a maximum of three weeks, provided that we are not responsible for the delay in delivery by our supplier and have ordered the goods again without delay.
3.8 If the goods (e.g. for one of the reasons mentioned in section 3.7) cannot be delivered or cannot be delivered on time, we will notify the customer immediately. If the goods are not available for the foreseeable future, we and the customer shall be entitled to withdraw from the purchase contract. In the event of withdrawal, we shall reimburse the customer immediately for any payments made to us. The statutory rights of the customer due to delay in delivery shall not be affected by the above provision.
3.9 For all orders not placed via the online shop the following applies: If binding delivery terms cannot be complied with for reasons we are not responsible for (unavailability of the supply), we shall inform the customer hereof immediately and shall at the same time communicate an expected new delivery period. If the performance is not available within the new delivery period, either, we shall have the right to withdraw from either the entire or part of the contract and we shall return any payments made by the customer immediately. A case of unavailability of the supply shall in particular be assumed in case our supplier fails to receive a delivery in time, if we have concluded a congruent hedging transaction, if neither we nor the supplier are at fault or if we are not obliged to procure an item in the respective individual case.
3.10 Apart from the above, a delivery shall be considered delayed in accordance with the statutory provisions. In any case (with the exception of short selling), it shall be necessary for the customer to send a reminder. Our liability shall be limited in accordance with section 7.11 in case of default in delivery.
3.11 If the customer delays acceptance, fails to cooperate or if we are in default of delivery for any other reasons attributable to the customer, we shall have the right to demand reimbursement of any resulting damage, including additional costs (e.g. storage). For this purpose, we shall invoice liquidated damages of 3 % of the price of the goods per month, starting upon the delivery deadline or, if no delivery deadline applies, once a notification was sent that the goods are ready for dispatch. Proof of higher damage and our statutory claims (especially reimbursement of additional costs, appropriate compensation, termination) shall remain unaffected; the liquidated damages, however, shall be counted towards any further monetary claims. The customer shall be entitled to furnish proof that we did not incur any or a considerably lower damage than the aforementioned flat-rate.
4.1 The price of a product displayed in the online shop does not include statutory sales tax, shipping costs (which are dependent on the shipping method, size and weight as stated in our online shop), bank and credit card fees (unless otherwise stated).
4.2 In the case of an order in the online shop, the price stated on the order confirmation is the final price including all applicable taxes (including statutory sales tax). This price includes the price of the products as well as any shipping and handling charges, bank charges or fees due on payment by credit card.
4.3 Unless agreed otherwise, when ordering in the online shop we deliver only against prepayment (in the manner specified in the online shop on the order form) or cash on delivery, in each case against invoice. The payment is due with a delivery against prepayment immediately with conclusion of the contract (see section 2). If, in individual cases, delivery on account has been agreed, invoice amounts are to be paid within 10 days of delivery and invoicing without any deduction, unless otherwise agreed in writing.
4.4 For orders that are not placed via the online shop, unless agreed otherwise, the applicable prices are our current list prices applicable at the time the contract is concluded. The prices are stated ex works/warehouse excluding packaging and shipping and excluding statutory VAT; in case of export deliveries also excluding customs as well as fees and other public duties. Payment by sending a cheque or bill of exchange shall be made on account of performance. Discount or bill of exchange charges shall be at the expense of the customer.
4.5 . Invoiced amounts shall always be payable without any deductions within 15 days of the invoice date and delivery and/or acceptance of the goods, unless agreed otherwise in writing. The decisive payment date shall be the receipt of the payment in our account. The customer shall be in delay as soon as the aforementioned payment deadline expires. In case of an initial delivery, the delivery shall be made in return for payment in advance. Based on our discretion and if a corresponding proof of creditworthiness is furnished, deliveries against invoice are possible.
4.6 We do, however, also in an ongoing business relationship, have the right to execute part or all of a delivery in return for advance payment only and we can declare such reservation with the order confirmation at the latest. If it becomes obvious after conclusion of the contract (e.g. through application for opening of insolvency proceedings) that our claim to the purchase price is at risk due the customer lacking the ability to pay, statutory regulations entitle us to refuse performance and (where applicable after setting a deadline) to withdraw from the contract (Section 321 BGB).
4.7 Only undisputed or legally adjudicated claims shall entitle the customer to offsetting or withholding. In case of goods being defective, customer's counterclaims shall remain unaffected.
5.1 Unless agreed otherwise, we shall have the right to determine mode of transport (especially the forwarder, form of transport, packaging) ourselves. In case of shipping on customer's request, delivery terms and dates shall refer to the time of handover to the carrier or other third parties charged with transport. We shall only be obliged to properly and timely deliver the product to the carrier and shall not be responsible for any delays caused by the carrier.
5.2 The risk of accidental loss or accidental deterioration of the goods shall pass to the customer by no later than the goods being handed over to the carrier, forwarder or other third parties charged with transport (the commencement of the loading process shall be decisive). This shall also apply if partial deliveries are provided and irrespective of who bears the shipping costs.
5.3 Where acceptance is agreed, the risk shall pass upon acceptance. Moreover, the statutory provisions of the law governing contracts for work shall apply mutatis mutandis to any acceptance that was agreed. If shipping or handover is delayed for a reason caused by the customer, the risk shall pass to the customer on that day on which we are ready for dispatch and have notified the customer thereof.
5.4 If acceptance has to take place, the purchase item shall be deemed accepted if (a) the delivery was made, (b) we have notified the customer thereof under reference to this notional acceptance and if we have requested the customer to accept the item within a reasonable period, and (c) when the customer has not refused acceptance within this period by stating a not just minor and actually existing – or an under objective assessment at least likely – defect.
6.1 Unless agreed otherwise, we shall be obliged to provide the delivery free from industrial property rights and third-party copyrights (hereinafter: property rights) within the European Union only.
6.2 We shall not be liable for any violations of property rights caused by customer specifications or any use of the product that we cannot foresee or by the products being modified by the customer or on the customer’s behalf. The customer is obliged to ascertain for themselves that the products do not violate any third-party property rights in their sales area.
6.3 If property rights are violated in any other form at the time of transfer of risk and if we are responsible and liable for this, we shall provide supplementary performance in one of the following ways
(a) we will change the products in such a way that the third-party property rights are no longer violated and that the functioning or the usability of the products is not affected to a disproportionate degree;
(b) we will replace the goods violating the property right with products that do not violate property rights when used as contractually agreed, provided that doing so is acceptable for the customer and the customer’s client;
(c) by obtaining for us the corresponding or sufficient right of use.
Any further rights and claims to reduction, withdrawal and/or damages shall apply only as set out in section 7.
6.4 We hold the copyright to all images, videos and texts that are published in our advertising materials. Any use of the images, videos and texts shall not be permissible save with our express permission. Any modifications to our products or their packaging shall require our express permission; this shall also apply to the sale of any modified goods or packaging.
7.1 The rights of the customers in case of material defects or defects of title shall be governed by the statutory provisions unless regulated otherwise in the following clauses. The special regulations regarding recourse of the entrepreneur in case of delivery to an end customer under a consumer goods purchase (Sections 445a, 445b BGB in conjunction with Sections 474, 478 BGB) shall remain unaffected. Any manufacturer guarantees granted by us, shall only apply vis-à-vis end customers.
7.2 Customer claims for defects shall require the customer to have complied with his legal inspection and notification obligations (Sections 377, 381 HGB - Handelsgesetzbuch, Commercial Code). Complaints based on incomplete, incorrect or defective delivery shall be reported immediately after delivery; hidden defects shall be reported to edding in writing immediately after discovery thereof. A notification shall be deemed to have been immediate if sent within 12 days after delivery or discovery of the defect; timely dispatch of the notification shall be sufficient to comply with this time limit.
7.3 Claims for defects shall become time-barred after one year.
7.4 If the last purchaser in the supply chain is an entrepreneur (Section 14 BGB), recourse claims pursuant to Section 445a para. 1 BGB shall also become time-barred after one year after delivery to the customer. In this case, however, the statute of limitations shall no sooner become effective than two months after the time at which the customer has satisfied the claims of his client. This suspension of the statute of limitations shall expire no later than two years after the time at which we have delivered the item to the customer.
7.5 If the supplied goods are defective, we shall, at our choice, initially have the obligation and right to provide a subsequent performance or a replacement delivery. The subsequent performance shall include neither the removal of the defective item nor its re-installation if we were not obliged to install the original item. If such attempt is unsuccessful, i.e. if it is impossible or unreasonable, if we refuse or in case of an inappropriate delay of the subsequent performance or replacement delivery, the customer may withdraw from the contract or may reduce the purchase price to a reasonable degree. The same shall apply if any time limit the customer has to set expired unsuccessfully or if no such time limit has to be set according to legal provisions. If, after a resale of the goods, remedies are pursued against us by the customer due to claims for defects on the part of customer’s client and if the last purchaser in the supply chain is an entrepreneur (section 14 BGB), a time limit as also otherwise required for the rights pursuant to Section 437 BGB must be set, contrary to the legal provisions under Section 445a para. 2 BGB.
7.6 Expenses that are actually necessary for the subsequent performance shall be borne by us, provided that a defect in fact exists. Claims of the customer for reimbursement of expenses shall, however, be excluded to any such degree to which expenses increase because the goods were subsequently moved to a location other than the place of performance, unless such relocation conforms to the contractually agreed use or any intended use as it results from the circumstances.
7.7 If a defect was caused due to fault of ours, the customer may demand damages subject to the conditions set out in section 7.12.
7.8 The customer shall comply with any and all of his contractual duties, especially also the agreed payment conditions; we have the right to make any subsequent performance we owe, dependent on the customer paying the payable purchase price. The customer shall have the right, however, to retain a part of the purchase price that stands in appropriate proportion to the defect.
7.9 The liability for defects shall not apply to natural wear and tear. Furthermore, it shall not apply to any such damage that was caused after transfer of risk through incorrect or negligent treatment, excessive use, unsuitable operating materials, such chemical, electrochemical or electrical impact that is not foreseen under the contract or through faulty installation or putting into operation by the customer or by any third parties not authorised by us; provided that we are also not at fault in these cases. Also excluded are claims for defects that are based on modification of the goods, improper installation of the goods in another item or improper combination with another item by the customer or a third party or if defects were caused by improper repairs.
7.10 The customer shall only have a right to withdraw or give notice based on a violation of duty that is not a defect if we are responsible for that violation of duty. A free right of notice of the customer (especially pursuant to Sections 648 BGB) is excluded. Apart from the above, statutory regulations and consequences apply.
7.11 Our liability for delayed delivery shall – with the exception of intent or gross negligence – be limited to an amount of no more than 25 % of the net purchase price.
7.12 We shall be liable for damages - irrespective of legal grounds - according to statutory provisions. However, our liability shall be limited to instances of intent and gross negligence. In case of violations of duty caused by minor negligence, we shall only be liable in case of (1) injury to life, limb or health, (2) violation of an essential contractual duty (i.e. an obligation that makes the execution and proper implementation of the contract possible in the first place and on compliance with which the contractual partner usually relies and may rely); in such case, however, our liability shall be limited to the reimbursement of the foreseeable typical damage, (3) us having issued a guarantee for the characteristics of the goods, (4) mandatory statutory liability, especially under product liability law, or (5) fraudulent concealment of a defect.
8.1 The supplied goods (goods subject to retention of title) shall remain our property until payment in full of all present and future claims under the business relationship, including any and all current account balance claims.
8.2 The goods subject of retention of title must not be pledged nor transferred as security to third parties before payment in full of the claims secured in this manner. The customer shall notify us immediately if an application for opening of insolvency proceedings is filed or if third parties gain access to any goods belonging to us.
8.3 If customer's conduct violates the contract, especially in case of non-payment of the payable purchase price, we shall have the right to withdraw from the contract in accordance with statutory provisions and/or to demand release of the goods that are subject to retention of title. The demand for release shall not constitute a simultaneous declaration of withdrawal. Rather, we shall have the right to demand release of the goods only and to reserve withdrawal. If the customer does not pay the payable purchase price, we may only exercise these rights if we have previously set for the customer a reasonable deadline for payment without success and/or if such deadline is not required by law.
8.4 Until revocation (see section 8.6 below), the customer shall have the right to resell and/or to process the goods subject to retention of title as part of ordinary business. In this case, the provisions below shall apply in addition.
8.5 The customer already now assigns the claims against third parties resulting from the resale of the goods or the product in their entirety and/or to the amount of any co-ownership share of ours in terms of the previous clause to us by way of security. We accept this transfer. The obligations of the customer as set out in section 8.2 shall also apply in regard to any such assigned claims.
8.6 The customer shall remain entitled to collect the claim, in addition to us. We agree to not collect the claim for as long as the customer complies with his payment obligations towards us, if his ability to perform is not reduced, and if we do not assert the right of retention by exercising one of the rights as set out in section 8.3. If this is the case, however, we may demand the customer to inform us of the assigned claims and the respective debtors, to provide us with all information required for collection, to release the associated documents, and to notify the customer’s debtors of the transfer. In this case, we shall furthermore have the right to revoke the permission for the customer to resell and process the goods that are subject to retention of title.
8.7 If the realisable value of the securities exceeds our claims by more than 20 %, we shall release securities at our choice on request of the customer.
8.8 If the retention of title as set out herein is not valid under the law governing the area in which our goods are located, the customer already now commits to agreeing to a regulation that comes closest to the nature of a retention of title under the respective applicable law. If this necessitates a special registration or any other requirements, the customer already now agrees to arrange at his costs for any such requirements to be met.
9.1 We shall store and process the customer details that were communicated in accordance with applicable laws for contract execution purposes, i.e. insofar as this is required for the establishment and execution of the underlying contractual relationship and/or any further agreements between us and the customer.
9.2 The customer shall treat as confidential any and all business and trade secrets of edding and its affiliated companies that the customer is made aware of as being any such by edding or to which the customer gains access during his work, also after the business relationship has ended. Documents on secret business processes that were entrusted to the customer must be returned to edding by the customer after their use as ordered, but no later than upon termination of the contractual relationship. The customer is obliged to treat the contract details as confidential. Exempted from this regulation is any disclosure to parties who are, by law, subject to professional confidentiality obligations. The customer shall be obliged to also bind his vicarious agents to the above confidentiality obligations.
The customer shall comply with any and all legal and/or official regulations, laws, ordinances and decrees that affect him and his company as well as the option for sale of the contractual products in the agreed contractual territory; he shall pay any and all taxes, permit and license fees or registration charges as well as any other costs and duties that are associated with the foundation and/or operation of the entrepreneur’s business as well as with the sale of the contractual products, if any.
11.1 These general terms and conditions of sale and delivery and all legal relationships between the customer and us shall be exclusively governed by the law of the Federal Republic of Germany. The United Nations Convention on Contracts for the International Sale of Goods dated 11 April 1980 (CISG) shall not apply.
11.2 The place of jurisdiction for any and all disputes arising under the contract shall be Hamburg. Alternatively, edding shall have the right to bring action before the general place of jurisdiction of the customer.
11.3 In case of customers with place of business outside the European Union, the parties may, as an alternative, bring action before an arbitration court – subject to an expressly concluded deviating agreement – under exclusion of ordinary recourse to the courts and under compliance with the arbitration rules of the German Arbitration Institute (“DIS”); such procedure shall be resolved with final effect by one or more arbitrators appointed in accordance with these rules. Place of arbitration shall be Hamburg.
edding Tech Solutions GmbH
Phone: +49 (0)4102 808-0
VAT-ID: DE 318612847
edding Tech Solutions GmbH