Disclaimer: The following template has been prepared by a lawyer (https://drschwenke.de) in accordance with the typical requirements of an online shop. However, you should only use the template after careful review and adaptation to your specific business model. The following template therefore contains additional notes that you must observe and red passages that you must particularly review and, if necessary, adapt. Please remove these notes after editing. In case of doubt, seek legal advice. Copyright: You may use the template within the domain/website as long as your Marketpress license is valid for it. Transfer to third parties, including customers (e.g., as a developer), is not permitted.
Terms and Conditions with Customer Information
1. Scope
2. Offers and Service Descriptions
3. Ordering Process and Conclusion of Contract
4. Prices and Shipping Costs
5. Delivery, Product Availability
6. Payment Terms
7. Retention of Title
8. Warranty for Defects and Guarantee
9. Liability
10. Storage of the Contract Text
11. Final Provisions
1. Scope
1.1. For the business relationship between [Insert: DemoShop e.K., Owner: Max Muster Demostraße 1, 12345 Demostadt] (hereinafter referred to as “Seller”) and the customer (hereinafter referred to as “Customer”), the following General Terms and Conditions shall apply exclusively in their version valid at the time of the order.
1.2. A consumer within the meaning of these General Terms and Conditions is any natural person who concludes a legal transaction for a purpose that can predominantly be attributed neither to their commercial nor their independent professional activity. An entrepreneur is a natural or legal person or a partnership with legal capacity who, when concluding a legal transaction, acts in the exercise of their commercial or independent professional activity.
1.3. Deviating conditions of the customer are not recognized, unless the seller expressly agrees to their validity.
2. Offers and Service Descriptions
2.1 The presentation of products in the online shop does not constitute a legally binding offer, but an invitation to place an order. Service descriptions in catalogs and on the seller’s websites do not have the character of an assurance or guarantee.
2.2 All offers are valid “while stocks last”, unless otherwise noted with the products. Errors and omissions excepted.
Note: Please enter the appropriate button labels below.
3. Ordering Process and Conclusion of Contract
3.1. The customer can non-bindingly select products from the seller’s assortment and collect them in a so-called shopping cart via the [add to cart] button. Within the shopping cart, the product selection can be changed, e.g., deleted. Subsequently, the customer can proceed to complete the ordering process within the shopping cart via the [Proceed to Checkout] button.
3.2. By clicking the [order with obligation to pay] button, the customer submits a binding offer to purchase the goods in the shopping cart. Before submitting the order, the customer can change and view the data at any time, and return to the shopping cart using the browser’s “back” function or cancel the entire ordering process. Required information is marked with an asterisk (*).
3.3. The seller will then send the customer an automatic confirmation of receipt by e-mail, in which the customer’s order is listed again and which the customer can print out using the “Print” function (order confirmation). The automatic confirmation of receipt merely documents that the customer’s order has been received by the seller and does not constitute acceptance of the offer. The purchase contract is only concluded when the seller ships or hands over the ordered product to the customer within 2 days, or confirms the shipment to the customer within 2 days with a second e-mail, explicit order confirmation, or sending of the invoice. Acceptance can also occur through a payment request sent by the seller to the customer and, at the latest, by the completion of the payment process. In the event of multiple acceptance processes, the earliest time of acceptance is decisive. If the seller does not accept the customer’s offer within the acceptance period, no contract is concluded, and the customer is no longer bound by their offer.
3.4 In the case of customers who are businesses, the aforementioned period for shipping, handover, or order confirmation is seven instead of two days.
3.5. Should the seller enable payment in advance, the contract is concluded with the provision of bank details and the payment request. If payment, despite being due, has not been received by the seller within 10 calendar days after sending the order confirmation, even after a renewed request, the seller withdraws from the contract, with the consequence that the order becomes void and the seller is not obliged to deliver. The order is then settled for both buyer and seller without further consequences. Therefore, an item reservation for advance payments is made for a maximum of 10 calendar days.
4. Prices and Shipping Costs
4.1. All prices stated on the seller’s website include the applicable statutory value-added tax.
4.2. In addition to the stated prices, the seller charges shipping costs for delivery. The shipping costs are clearly communicated to the buyer on a separate information page and during the ordering process.
5. Delivery, Product Availability
5.1. If payment in advance has been agreed upon, delivery will take place after receipt of the invoice amount.
5.2. Should the delivery of the goods fail due to the fault of the buyer despite three delivery attempts, the seller may withdraw from the contract. Any payments made will be immediately refunded to the customer.
5.3. If the ordered product is not available because the seller is not supplied with this product by their supplier through no fault of their own, the seller may withdraw from the contract. In this case, the seller will inform the customer without delay and, if applicable, suggest the delivery of a comparable product. If no comparable product is available or the customer does not wish to receive a comparable product, the seller will immediately refund any consideration already provided by the customer.
5.4. Customers are informed about delivery times and delivery restrictions (e.g., restriction of deliveries to certain countries) on a separate information page or within the respective product description.
5.5 In the case of customers who are businesses, the risk of accidental loss and accidental deterioration of the goods passes to the buyer as soon as the seller has delivered the item to the forwarder, the carrier, or the person or institution otherwise designated to carry out the shipment; the specified delivery dates and deadlines, unless otherwise agreed, are not fixed dates.
5.6 The seller is not responsible for delays in delivery and performance due to force majeure and unforeseen events that make delivery significantly more difficult or impossible for the seller, even if binding deadlines and dates have been agreed upon with customers who are entrepreneurs. In this case, the seller is entitled to postpone the delivery or performance for the duration of the hindrance plus a reasonable start-up period. The right to postpone the deadline also applies to customers who are entrepreneurs in cases of unforeseen events affecting the operations of a sub-supplier for which neither the sub-supplier nor the seller is responsible. During the duration of this hindrance, the customer is also released from their contractual obligations, in particular payment. If the delay is unreasonable for the customer, they may withdraw from the contract by written declaration after setting a reasonable deadline or after mutual consultation with the seller.
6. Payment Terms
6.1. The customer can choose from the available payment methods within and before completing the ordering process. Customers are informed about the available payment methods on a separate information page.
6.2. If payment by invoice is possible, payment must be made within 30 days of receipt of the goods and the invoice. For all other payment methods, payment must be made in advance without deduction.
6.3. If third-party providers are commissioned with payment processing, e.g., PayPal, their General Terms and Conditions apply.
6.4. If the due date for payment is determined by the calendar, the customer is already in default by missing the deadline. In this case, the customer must pay the statutory default interest.
6.5. The customer’s obligation to pay default interest does not exclude the seller’s right to claim further damages caused by default.
6.6. The customer is only entitled to offset claims if their counterclaims have been legally established or recognized by the seller. The customer can only exercise a right of retention insofar as the claims result from the same contractual relationship.
7. Retention of Title
The delivered goods remain the property of the seller until full payment has been received.
For customers who are entrepreneurs, the following also applies: The seller retains title to the goods until all claims from an ongoing business relationship have been fully settled; the buyer is obliged to treat the purchased item with care as long as ownership has not yet passed to them. In particular, they are obliged to adequately insure it at their own expense against theft, fire, and water damage at its new value, if appropriate or customary in the industry. If maintenance and inspection work must be carried out, the buyer must perform it in good time at their own expense. The processing or transformation of the reserved goods by the customer is always carried out for the seller. If the reserved goods are processed with other items not belonging to the seller, the seller acquires co-ownership of the new item in proportion to the value of the reserved goods to the other processed items at the time of processing. For the item created by processing, the same applies as for the reserved goods. The customer also assigns the claim to secure the claims against them that arise from the connection of the reserved goods with a property against a third party. The customer must immediately notify the seller of third-party access to the goods owned or co-owned by the seller. The customer bears the costs incurred by such interventions for a third-party objection action or costs for an out-of-court release. The customer is entitled to resell the reserved goods in the ordinary course of business. The customer hereby assigns to the seller, as security, all claims arising from the resale or any other legal reason regarding the reserved goods (including all balance claims from current accounts). The seller revocably authorizes the customer to collect the claims assigned to the seller for their account and in their own name. This collection authorization can be revoked if the customer does not properly fulfill their payment obligations. The seller undertakes to release the securities due to the seller at the customer’s request if their total sales value exceeds the sum of all outstanding claims of the seller from the business relationship by more than 10% (in the event of a realization risk by more than 50%). The selection of the securities to be released is incumbent upon the seller. Upon settlement of all claims of the seller from delivery transactions, ownership of the reserved goods and the assigned claims pass to the buyer. The selection of the securities to be released is incumbent upon the seller.
8. Warranty for Defects and Guarantee
8.1. The warranty (liability for defects) is determined by statutory provisions, subject to the following regulations.
8.2. A guarantee for goods supplied by the seller only exists if it has been expressly given. Customers are informed about the guarantee conditions before initiating the ordering process.
8.3 If the customer is an entrepreneur, they must inspect the goods immediately, notwithstanding statutory obligations to give notice of defects, and notify the supplier in writing of recognizable material defects immediately, at the latest within two weeks after delivery, and of unrecognizable material defects immediately, at the latest within two weeks after discovery. Customary deviations in quality, weight, size, thickness, width, equipment, pattern, and color that are permissible according to quality standards or are minor do not constitute defects.
8.4 If the customer is an entrepreneur, the choice between rectification or replacement delivery of defective goods is made by the seller.
8.5 Claims for material defects, notwithstanding the liability provisions of these General Terms and Conditions, generally expire one year after the transfer of risk for customers who are entrepreneurs, unless longer periods are mandatorily prescribed by law, particularly for special provisions for the entrepreneur’s right of recourse. For used goods, the warranty for customers who are entrepreneurs is excluded.
8.6 If the customer, who is an entrepreneur, has installed the defective item within the meaning of Section 439 (3) of the German Civil Code (BGB) into another item or attached it to another item in accordance with its nature and intended use, the seller is not obliged, subject to an express agreement and notwithstanding other warranty obligations, to reimburse the customer for the necessary expenses for removing the defective item and installing or attaching the rectified or delivered defect-free item as part of supplementary performance. Accordingly, the seller is also not obliged to reimburse expenses for removing the defective item and installing or attaching the rectified or delivered defect-free item as part of a recourse claim by the customer within the supply chain (i.e., between the customer and their customers).
9. Liability
9.1. For the seller’s liability for damages, the following exclusions and limitations of liability apply, notwithstanding other statutory claim requirements.
9.2. The seller is liable without limitation insofar as the cause of damage is based on intent or gross negligence.
9.3. Furthermore, the seller is liable for the slightly negligent breach of essential obligations, the breach of which jeopardizes the achievement of the contract’s purpose, or for the breach of obligations whose fulfillment enables the proper execution of the contract in the first place and on whose compliance the customer regularly relies. In this case, however, the seller is only liable for the foreseeable, contract-typical damage. The seller is not liable for the slightly negligent breach of obligations other than those mentioned in the preceding sentences.
9.4. The foregoing limitations of liability do not apply to injury to life, body, and health, for a defect after assuming a guarantee for the quality of the product, and for fraudulently concealed defects. Liability under the Product Liability Act remains unaffected.
9.5. Insofar as the seller’s liability is excluded or limited, this also applies to the personal liability of employees, representatives, and vicarious agents.
10. Storage of the Contract Text
10.1. The customer can print out the contract text before submitting the order to the seller by using the print function of their browser in the last step of the order.
10.2. The seller also sends the customer an order confirmation with all order data to the e-mail address provided by them. With the order confirmation, but at the latest upon delivery of the goods, the customer also receives a copy of the General Terms and Conditions, together with the cancellation policy and information on shipping costs as well as delivery and payment conditions. If you have registered in our shop, you can view your placed orders in your profile area. Furthermore, we store the contract text, but do not make it accessible on the internet.
10.3 Customers who are entrepreneurs can receive the contract documents by email, in writing, or by reference to an online source.
11. Final Provisions
11.1. If the buyer is an entrepreneur, subject to other agreements or mandatory legal provisions, the place of performance is the seller’s registered office, while the place of jurisdiction is the seller’s registered office if the customer is a merchant, a legal entity under public law, or a special fund under public law, or if the buyer has no general place of jurisdiction in the seller’s country of residence. The seller reserves the right to choose another permissible place of jurisdiction.
11.2 In the case of entrepreneurs, the law of the [Federal Republic of Germany / Republic of Austria] applies, excluding the UN Convention on Contracts for the International Sale of Goods, as long as no mandatory legal provisions oppose this.
11.3. The contract language is German.
Note: Please note below that the link http://ec.europa.eu/consumers/odr/ must be clickable
11.4. European Commission’s platform for online dispute resolution (ODR) for consumers: http://ec.europa.eu/consumers/odr/. We are neither willing nor obliged to participate in a dispute resolution procedure before a consumer arbitration board.