Terms and Conditions Gastro-Cool GmbH & Co. KG

Date 14.10.2024

The offers of our online shop "Gastro-Cool" at www.gastro-cool.de, www.gastrocool.de, www.gastro-cool.at, www.gastro-cool.eu, www.gastro-cool.fr and www.gastro-cool.nl (hereinafter referred to as "Online Shop Gastro-Cool") apply exclusively to commercial and independent customers.

§ 1 Scope of Application

(1) Our online shop is aimed EXCLUSIVELY at commercial, entrepreneurial, or freelance customers as well as legal entities under public law or special funds under public law within the meaning of Section 310 (1) of the German Civil Code (BGB). When purchasing from us, this must be done for purposes that can predominantly be attributed to your commercial or self-employed professional activity.

(2) Accordingly, these Terms and Conditions apply if you are a commercial, entrepreneurial, or freelance customer, a legal entity under public law, or a special fund under public law within the meaning of Section 310 (1) BGB, and you place your order for purposes that can predominantly be attributed to your commercial or self-employed professional activity. In this case, the provisions of these General Terms and Conditions (B2B) of Gastro-Cool GmbH & Co. KG (HRA 6402, Commercial Register of the Krefeld District Court), Hans-Böckler-Str. 8, 47877 Willich (General Partner: Gastro-Cool Verwaltungs GmbH, HRB 14974, Commercial Register of the Krefeld District Court, Hans-Böckler-Str. 8, 47877 Willich, Managing Director: Mr. Niklas Sluyter), VAT ID No.: DE251845044, hereinafter referred to as “we” or the “Seller”), email: info@gastro-cool.de, telephone: +49 (0) 2154 484 60-0, fax: +49 (0) 2154 484 60-20, shall apply exclusively unless amended by written agreements between the parties. We are your contractual partner.

(3) When purchasing via our website www.gastro-cool.de, you acknowledge these Terms and Conditions in the version valid at the time of conclusion of the contract as exclusively applicable by clicking the button stating: “I have read and agree to the General Terms and Conditions.”

(4) Conflicting or deviating terms and conditions are not recognized unless Gastro-Cool GmbH & Co. KG has expressly agreed to them in individual cases. If provisions of this contract nevertheless conflict with provisions of other terms and conditions, the provisions of the General Terms and Conditions of Gastro-Cool GmbH & Co. KG shall prevail in case of doubt.

§ 2 Conclusion of Contract / Product Characteristics

(1) The language available for the conclusion of the contract is exclusively German.

The essential characteristics of the goods offered by us and the validity period of limited offers can be found in the respective product descriptions on our website. Information on our website regarding the subject of delivery (e.g. weights, dimensions, utility values, load capacity, tolerances, and technical data) as well as our representations thereof (e.g. drawings and images) may vary insignificantly. If exact conformity is required for the intended contractual purpose, we ask you to inquire again. Images of our products are symbolic photos. Customary deviations and deviations due to legal requirements or technical improvements, as well as the replacement of components with equivalent parts, are permissible insofar as they do not impair the usability for the contractually intended purpose or the essential characteristics of the product.

(2) The presentation of our goods does not constitute a binding offer on our part. Only your order constitutes a binding offer. Receipt of your offer will be confirmed by us by email without delay. Acceptance of your offer occurs, depending on the agreed payment method:

• generally within two working days by sending a corresponding email, fax, or the ordered goods to you, or by handing over the goods in the case of warehouse collection. This constitutes the conclusion of the purchase contract;

• deviating from the above general rule, in the case of agreed advance payment by bank transfer: after submitting the order, you will be requested by us to transfer the stated amount in advance. In this case, the contract is concluded upon our request for payment.

(3) Due to our continuous efforts to improve our products, we reserve the right to deliver a structurally identical model for the ordered item, provided it has the essential characteristics of the ordered device.

(4) Any input errors made when placing your order in our online shop Gastro-Cool can be identified on the final “OVERVIEW” page before submitting the order and corrected at any time prior to submission using the delete and change functions.

(5) We reserve the right to execute or provide outstanding deliveries only against advance payment or security if, after conclusion of the contract, circumstances become known that are likely to significantly reduce your creditworthiness and thereby jeopardize payment of our outstanding claims arising from the respective contractual relationship (including other individual orders governed by the same framework agreement).

§ 3 Prices and Payment Terms

(1) The purchase price is due immediately upon ordering. Payment may be made, at your choice, by advance payment via bank transfer, instant bank transfer, PayPal, cash on delivery, or—if collected from the warehouse—by cash or EC card payment. The selection is made during the ordering process. Deviations must be agreed in writing.

§ 4 Retention of Title / Right of Withdrawal in Case of Default

(1) The delivered goods remain our property until full payment has been made. You are entitled to resell the goods subject to retention of title in the ordinary course of business. You hereby assign to us the claims against your customer arising from the resale in the amount of the final invoice total agreed with us (including VAT). You remain authorized to collect the claim even after assignment. Our right to collect the claim ourselves remains unaffected. However, we will not collect the claim as long as you meet your payment obligations, are not in default, and in particular no insolvency proceedings have been initiated or payments suspended. Pledging or transfer by way of security of the goods subject to retention of title is prohibited.

(2) We retain ownership or copyright and the related usage rights to all offers, cost estimates, drawings, images, calculations, brochures, catalogs, models, tools, and other documents and aids provided by us. You may not disclose, make available, use, or reproduce these items—either as such or in content—to third parties without our express written consent. Upon our request, such items must be returned to us in full and any copies destroyed if they are no longer required in the ordinary course of business or if negotiations do not result in the conclusion of a contract.

(3) If you are in default of payment for more than one month after dispatch of the goods, we are entitled to withdraw from the contract and reclaim the goods. Any depreciation due to damage or use must be compensated by you.

§ 5 Delivery Conditions / Force Majeure

(1) Deliveries are made from our registered office at Hans-Böckler-Str. 8, 47877 Willich, unless otherwise agreed.

(2) Delivery dates and deadlines stated by us are always approximate unless expressly confirmed by us in writing as binding. If shipment is agreed, delivery periods and dates refer to the time of handover to the freight forwarder, carrier, or other third party commissioned with transport.

We may demand an extension of delivery deadlines or a postponement of delivery dates for the period during which you fail to meet your contractual obligations to us. If the carrier cannot hand over the goods for reasons attributable to you, we are entitled to charge you for both transport and return transport (e.g. lack of cash for agreed cash-on-delivery or absence at the agreed delivery time).

(3) We are not liable for impossibility of delivery or delivery delays caused by force majeure or other unforeseeable events at the time of contract conclusion (e.g. operational disruptions, difficulties in material or energy procurement, transport delays, strikes, lawful lockouts, shortages of energy or raw materials, difficulties in obtaining official permits, official measures, or incorrect, delayed, or failed delivery by suppliers). If such events substantially hinder or make delivery impossible for more than four weeks, we are entitled to withdraw from the contract. In cases of temporary impediments, delivery deadlines shall be extended accordingly. If acceptance becomes unreasonable for you, you may withdraw from the contract by immediate written notice.

(4) Partial deliveries are permissible only if:

• the partial delivery is usable for the intended contractual purpose,

• delivery of the remaining goods is ensured, and

• no significant additional expense or costs are incurred by you (unless we agree to bear such costs).

(5) In the event of delay or impossibility of delivery, liability for damages is limited in accordance with § 10 of these Terms and Conditions.

§ 6 Place of Performance, Shipping, Packaging, Transfer of Risk, Acceptance, Disposal

(1) The place of performance for all obligations is Hans-Böckler-Str. 8, 47877 Willich, unless otherwise agreed. Delivery to another location is generally made curbside, unless expressly agreed otherwise.

(2) Packaging is at our discretion unless otherwise agreed. We will make shipping suggestions.

(3) Risk passes to you at the latest upon handover of the goods to the carrier. This also applies to partial deliveries or if we have assumed additional services.

(4) If shipment or handover is delayed due to reasons attributable to you, risk passes on the day we notify you of readiness for shipment.

(5) Storage costs after transfer of risk are borne by you. Storage by us is charged at 0.25% of the invoice amount per commenced week.

(6) Insurance against theft, breakage, transport, fire, water damage, or other insurable risks is taken out only at your express request and at your expense.

(7) If acceptance is required, the goods shall be deemed accepted if delivery has occurred and seven working days have passed, or if you begin using or reselling the goods, unless acceptance is refused due to a reported defect that makes use impossible or significantly impaired.

§ 7 Warranty

(1) The warranty period is one year from delivery or acceptance.

(2) Goods must be inspected immediately upon delivery. Defects are deemed approved unless reported in writing within seven working days. Email is insufficient; fax is sufficient.

(3) In the event of defects, we are entitled to remedy or replace the goods. If this fails, you may withdraw or reduce the purchase price.

(4) Claims for damages require fault on our part under § 10.

(5) For defects in third-party components, warranty claims are asserted against the manufacturer or assigned to you.

(6) Warranty is void if modifications are made without our consent.

(7) Used goods are supplied without warranty.

(8) Transport damage must be reported immediately; deadlines apply as stated.

§ 8 Intellectual Property Rights

(1) We warrant that the goods do not infringe third-party IP rights.

(2) If infringement occurs, we will modify, replace, or license the goods at our discretion.

(3) For third-party products, claims are asserted against manufacturers or assigned.

§ 9 Liability for Damages

(1) We are liable only for intent, gross negligence, or breach of essential contractual obligations.

(2) Liability for negligence is limited to foreseeable damage, capped at EUR 100,000 per case.

(3) Limitations apply to employees and agents.

(4) These limitations do not apply to product liability or personal injury.

§ 10 Final Provisions

(1) Amendments require written form (including fax or email).

(2) German law applies, excluding the CISG.

(3) Place of jurisdiction is Willich, where legally permissible.

(4) Invalid provisions do not affect the remainder of the contract.

(5) We are not subject to any specific codes of conduct.

Statutory Notice on Online Dispute Resolution (OS)

In accordance with EU law, we are not willing or obliged to participate in dispute resolution proceedings before a consumer arbitration board. The competent body would otherwise be:

Federal Universal Arbitration Board
Zentrum für Schlichtung e.V.
Straßburger Str. 8, 77694 Kehl am Rhein
www.universalschlichtungsstelle.de
mail@universalschlichtungsstelle.de

EU ODR Platform:
https://ec.europa.eu/consumers/odr/