GT&Cs

1.1 These general terms and conditions (GT&Cs) apply, with respect to contractors as defined by Section 14 of the German Civil Code, to all our contracts, deliveries, and other services that are based on orders placed via the online store at "shop.grobgroup.com" (hereinafter referred to as "online store"). 

1.2 To the extent required by these GT&Cs, customers are exclusively contractors. Under these GT&Cs, entrepreneurs are to be understood as natural or legal persons, or partnerships having legal capacity that are acting in their commercial or self-employed capacity when concluding the legal transaction. Under these GT&Cs, customers are to be understood as entrepreneurs only.

1.3 Moreover, any individual contractual agreements shall take precedence over these GT&Cs. Deviating, conflicting, or supplementary GT&Cs shall not form an integral part of the contract unless their validity is expressly agreed.

2.1 Offers from GROB are subject to change and without obligation unless the offer is expressly identified as binding. The products from the online store generally constitute legally non-binding offers and are an invitation to bargain (invitatio ad offerendum). 

2.2 Use of the online store

2.2.1 To facilitate use of the online store, i.e. to place orders, GROB shall provide the Customer with a Customer account. The Customer must use the Customer account it has been assigned to set up separate user accounts for those of its employees who are authorized to place orders in the GROB online store. The Customer's trading name address data must be stated on the registration form. The personal data of employees authorized by GROB to place orders (referred to below also as "Users") must also be stated. Such data include surname and first name, email address and telephone number. Finally, the Login data are required, i.e. a login email address and a password to be selected (referred to below also as "Login data"). 

The Customer's employees will then each be sent a confirmation email containing an activation link. The registration is completed by clicking on the activation link sent in the confirmation email. The User can then login to the Customer account using their login data. 

The Customer is obliged, for both itself and for the users, to provide at login and registration truthful and complete data, and also to communicate any changes to the data without delay. The Customer shall carry sole responsibility for incorrect information and the consequences thereof. In principle, the user account may be used only by the authorized employee concerned. The Customer must ensure that neither the account nor the Login data are misused. 

2.2.2 The Customer must ensure that Login data are treated as confidential. If the Customer and/or the User becomes aware that Login data are being misused, they must notify GROB without delay. In case of misuse, GROB shall be entitled to block access to the Customer account. The block can be canceled only at the Customer's written request.

2.2.3 GROB shall be entitled to block a Customer's or User's access to the Customer account if there is sufficient reason to assume the GT&Cs have been violated. The Customer will be notified immediately be email. The Customer can avert these measures by furnishing proof suitable for clearing such suspicion at its own expense.

2.3. An electronic ordering procedure is provided in the online store so that an offer may be submitted to conclude a contract. By clicking the "Commit to Buy" button after working through the ordering procedure, the Customer, or the User adequately authorized by it to place orders, submits a legally binding offer to conclude a purchase contract in respect of the goods in the shopping cart. The customer will be immediately informed by e-mail that the purchase order has been received (purchase order acknowledgment). This purchase order acknowledgment also contains these GT&Cs and some information for the customer. 

2.4 The purchase contract is not concluded as soon as the purchase order acknowledgment is received – this merely documents that the Customer's purchase order has been received by us – but only when we confirm the contract via email (acceptance of order) or deliver the goods. GROB shall be entitled to accept the contractual offer made in the purchase order within 3 working days or to refuse the purchase order without specifying its reasons for doing so. In the latter case, no contract will come into being. 

2.5 The Contract is concluded on the proviso that the goods will not be supplied or will only be partially supplied if they are not correctly or properly supplied to us by our own suppliers. This shall only apply in cases where the nondelivery is not the fault of GROB and GROB has duly concluded a concrete cover transaction with possible subsuppliers. GROB shall make all reasonable endeavors to procure the goods. Otherwise, the consideration shall be refunded immediately. If the goods are not available or are only partially available, the customer shall be informed immediately. 

3.1 All payment obligations are due in euros. The prices shown in the shopping cart represent the final prices. The total amount at the end of the ordering process includes the statutory sales tax. 

3.2 Unless specified otherwise, delivery and shipping costs are not included in the prices. The delivery and shipping costs incurred are shown as a lump-sum shipping fee, which can be viewed by clicking directly on the "Plus Shipping" label in the offer and which is also displayed as part of the electronic ordering procedure. The packaging costs are already included in each lump-sum shipping fee displayed. 

The purchase price plus lump-sum shipping fee (total price) becomes due as soon as the contract is concluded. The customer may pay the total price on account, by credit card, or in advance. GROB reserves the right to exclude specific forms of payment. In this regard, specific payment methods may be agreed/excluded separately in consultation with the customer.

3.3 If the payment is made by credit card, the account is usually debited within 72 hours of the order being placed. 

3.4 If the advance payment method is selected, GROB's bank details will be disclosed to the Customer in the request for payment; the goods will be delivered or made available once the payment has been received. 

3.5 Unless otherwise agreed between the parties, the total price must be transferred within ten days of the Contract being concluded except if the selected payment method necessitates a different payment period. 

3.6 The goods will generally only be shipped once the purchase price plus shipping costs have been credited. Unless an agreement has been made to deliver to the delivery address specified by the customer, the goods are to be collected from GROB-WERKE GmbH & Co. KG in Mindelheim. Deliveries can only be made within the countries listed in the respective item description. Shipping to other countries is not usually possible. 

3.7 In the event of delayed payment, GROB shall be entitled to claim interest for late payment at a rate of 9 % above the base rate unless the Customer can prove that lower losses or we can prove that higher losses have been incurred. 

3.8 The Customer may only assert a right to refuse payment or a right of retention due to a counterclaim that is based on the same contractual relationship. The setting-off of claims against counterclaims is only permitted if the counterclaim is undisputed or recognized by GROB, or has been established as final and absolute by a court of law. 

4.1 GROB will usually make the goods available for collection at the factory. In case of advance payment orders, the goods will only be made available once the purchase price has been paid. 

If the parties have agreed delivery of the goods, GROB will – in the case of advance payment or payment by credit card – usually ship the goods within no more than 3 working days of the payment being received, unless the product description states something else concerning the availability of the goods. If the payment is made on account, the goods will be shipped within 3 working days of the Contract being concluded, unless the product description states something else concerning the availability of the goods. 

4.2 The sole factor for determining whether the shipping date has been observed shall be the date on which GROB handed the goods over to the shipping company. 

4.3 The goods will be delivered to the delivery address specified by the Customer during the ordering procedure. 

4.4 Provided that the Customer's interests are duly considered, GROB shall be entitled to partial performance if the partial delivery is fit for use by the Customer within the scope of the contractually intended use, delivery of the remaining goods is assured, and no substantial extra work or additional costs are incurred by the Customer. If partial deliveries are made, the customer will not be charged for any further shipping costs aside from the one-off shipping costs. 

4.5 In the case of a sale that involves shipping the goods, the risk of the goods accidentally perishing and accidentally deteriorating shall pass when the goods are handed over to the forwarding agent, the shipper, or any other person or establishment appointed to ship the goods; in all other cases, it shall pass at the moment when the goods are made available for collection. 

The passing of the risk still applies even if the customer delays in acceptance. 

4.6 The Customer may only assert a right to refuse payment or a right of retention due to a counterclaim that is based on the same contractual relationship. The setting-off of claims against counterclaims is only permitted if the counterclaim is undisputed or recognized by GROB, or has been established as final and absolute by a court of law. 

4.7 Obligation for reexport of specified wares to Russia or for use in Russia

 

(1) The importing party and its connected companies must not sell, export or reexport the supplied wares either directly or indirectly to the Russian Federation or for use in the Russian Federation.

 

(2) In the event of violation of this prohibition, GROB specifies that it is:

(a) legally obliged to immediately report this violation to its authorities, and

(b) legally obliged to unconditionally review business relations with the buyer (including the option of immediate termination of all business relations)

 

For the sake of clarity, it must be stated that the EU is authorized to exclude companies worldwide from participating in business transactions with the EU by including them in the blacklist in accordance with Annex I of Regulation (EU) No. 269/2014.

5.1 GROB reserves title to the goods until such time as the outstanding debt claims under the purchase contract have been settled. 

5.2 The Customer shall be entitled to resell the goods in the ordinary course of business. The customer hereby assigns to GROB all debt claims up to the value of the invoice that become due to the customer from a third party as a result of the resale of the goods. GROB hereby accepts this assignment. Following the assignment, the customer is entitled to collect the debt claim. GROB reserves the right to collect the debt claim itself as soon as the customer fails to properly fulfill its payment obligations and delays in payment. 

5.3 GROB undertakes to release the applicable securities at the Customer's request if the realizable value of the securities exceeds the debt claim being secured by more than 10 %. We shall be responsible for choosing which securities are released. 

6.1 Subject to the rules set out below, the warranty shall be based on the statutory provisions. 

6.2 Due to the level of image fidelity that is possible with the available technology, the ordered goods may – within reasonable bounds – differ slightly from the goods pictured on the Internet and, in particular, there may be deviations in color. An additional warranty for the goods delivered by GROB shall only apply if this has been expressly specified in the contract confirmation for the respective goods. 

6.3 The Customer shall not be entitled to assert claims for defects due to a minor defect. In the event of a major defect, GROB shall decide on the nature of supplementary performance. 

6.4 The Customer is required to examine the goods immediately on receipt. The goods shall be deemed to have been approved by the entrepreneur unless – in the case of apparent defects – a defect is reported within 7 calendar days of receipt or – in the case of other defects – within 7 calendar days of the defect being discovered. 

6.5 The period of limitation for defects in new goods shall be one year from the transfer of risk. The period of limitation shall not recommence if a replacement delivery is made as part of GROB's liability for defects. This shall not affect the rights of the customer under Sections 478 and 479 of the German Civil Code. 

6.6 The shortening of the warranty period to one year shall not apply if the obligation to pay compensation for bodily injury or injury to health is based on a defect for which GROB is responsible, or on gross negligence on the part of GROB or one of GROB's vicarious agents. This notwithstanding, GROB shall be generally liable in accordance with the German Product Liability Act. 

7.1 Any claims for damages that arise directly or indirectly in connection with the services/goods shall, regardless of the legal basis, be excluded

7.2 This exclusion of liability does not apply in the event of essential contractual obligations (cardinal obligations) being breached. Cardinal obligations are commitments which must be fulfilled to enable due performance of the contract in the first place and on which the customer – as a contractual partner – routinely relies and is entitled to rely, thus constituting precisely those rights and obligations that the contract must guarantee on the basis of its content and purpose. 

7.3 The level of liability shall be limited to compensation of the foreseeable loss typical of the Contract. GROB shall in all cases be entitled to prove a lower level of loss. 

7.4 The exclusions and limitations of liability in these GT&Cs do not, furthermore, apply to losses arising from injury to life, limb, or health that are attributable to a deliberate or negligent breach of duty on the part of GROB or by one of GROB's legal representatives or vicarious agents. Nor do the exclusions and limitations of liability in these GT&Cs apply to other losses that are attributable to a deliberate or grossly negligent breach of duty by GROB or by one of GROB's legal representatives or vicarious agents, or to cases where the other losses are due to the absence of warranted properties or to the fraudulent concealment of a defect.

 

7.5 The provisions of the German Product Liability Act shall not be affected by these exclusions and limitations of liability. 

8.1 GROB collects, stores, and utilizes customer data in the course of fulfilling contracts. The details can be found in the GROB data privacy policy, which is available online and can be accessed there at any time. 

9.1 The business dealings arising from and in connection with this Contract are exclusively subject to the law of the Federal Republic of Germany to the exclusion of the uniform United Nations Convention on Contracts for the International Sale of Goods (CISG). 

9.2 The place of jurisdiction for all disputes arising from this Contract is the competent court at GROB's place of business, unless an exclusive place of jurisdiction is given. However, GROB shall also be entitled to bring an action against the customer at the court with jurisdiction at the customer's place of business.