Terms and conditions

General terms and conditions of vermicon AG, Munich, Germany

1. Preface

1.1 In business transactions with non-consumers in the sense of § 310 BGB (German Civil Code), all orders granted to us and deliveries and other performances executed by us are governed by the following conditions. Deviating agreements, in particular the General Business Conditions of the purchaser, are only then applicable when expressly confirmed by us in writing.

1.2 Conclusion of the Contract
Orders by private customers represent a purchase offer to vermicon AG. After ordering from vermicon AG we will send you a confirmation email containing all details of your order (confirmation of order). The sole purpose of this email is to confirm your order. It does not constitute our acceptance of your offer. A contract between you and vermicon AG is concluded as soon as we dispatch the ordered item and you receive an email confirming the shipment (shipping confirmation).

2. Prices

Product pricing is set in Euro ex-warehouse, value added tax not included. Domestic (German) shipping and packing are set at fixed charges. Reshipped packages are not refundable.

3. Payment Options and Due Date

3.1 Payment
Payment be made according to the individually chosen method of payment, i.e. on account, by bank transfer in advance, by credit card charge or by direct debit. The Contract Partner may not exercise any right of retention unless its counterclaims have been expressly declared to be undisputed or recognised by declaratory judgement. Misspelling and obvious miscalculation are subject to correction.

3.2 Due Date
Where payment on account was agreed upon payment is due within 14 days after delivery / bill receipt without deduction. Where consumers have agreed upon bank transfer in advance, credit card charge or direct debit payment of the quoted price is due immediately upon confirmation of the order and without deduction.

4. Deliveries, delivery terms

4.1 Delivery dates are only binding when agreed or confirmed in writing. Delivery deadlines agreed in writing apply as adhered to when the consignment is handed over within this period to the shipper or shipping agent, or leaves our warehouse, respectively is ready for collection by the customer.

4.2 With hand-over of the merchandise to the shipper or shipping agent, at the latest, however, upon its leaving our warehouse, the risk of accidental loss and deterioration is transferred to the customer.

4.3 Blameless delay in delivery, strikes or lockouts and incidents of force majeure entitle us to withdraw fully or partially from the contract, or to prolong the delivery time correspondingly. The purchaser may demand from us a written declaration on whether we wish to withdraw from the contract or deliver within an appropriate period. Should our immediate declaration not be forthcoming, the customer may withdraw from the contract.

4.4 Delivery to our private customers who agreed upon the payment method of bank transfer in advance is expected to be made within one working day after the complete payment has been transferred to our account; where direct debit has been agreed upon delivery is expected to be made within one working day after the debit transfer request; where credit card charge has been agreed upon delivery is expected to be made within one working day after the credit card data transfer.

5. Reservation of ownership

Delivered merchandise remains our property until all claims arising from the business transaction are settled. The purchaser is entitled to sell the delivered merchandise to third parties under the scope of conventional and correct business operations. In this case for good measure the purchaser already transfers to us now the claims on purchase price payment arising from purchase contracts signed with third parties.

6. Fulfilment as Per Contract and Guarantee

6.1 The purchaser is obliged to check merchandise for obvious defects immediately upon delivery. We must be notified in writing of any defects within two weeks following receipt of merchandise.

6.2 If the merchandise delivered by us is defective, we shall provide replacement. Upon failure of the replacement delivery the purchaser has the choice of demanding reduction of payment or cancellation of the contract. In case of negligible defects (petty claims), claim of the purchaser is limited to reduction of the purchase price.

6.3 The aforementioned rights of the purchaser due to deficiencies expire by limitation one year following delivery of the merchandise. Compensation claims are regulated by paragraph 7.

7. Limitation of liability

7.1 Claims for damages, compensation and reimbursement of expenses of the purchaser (hereinafter summarized as "compensation claims"), regardless of for what legal reason, particularly due to infringement of liabilities from an obligation and tortious acts are excluded. This does not apply when a guarantee or a procurement risk is undertaken. It does not apply furthermore in cases of gross negligence or intent (hereinafter called "gross culpability"), to liability under the Product Liability Act, to death, physical injury or health risk, as well as to the infringement of fundamental contractual obligations. Compensation claims for the infringement of fundamental contractual obligations are, however, limited to contract-typical, foreseeable damages, insofar as gross negligence is not perpetrated or liability prevails for injury to life, body or health.

7.2 The statutory provisions on expiry by limitation apply to gross negligence and to compensation claims resulting from injury to life, body or health. In all other cases the expiry by limitation term for damage compensation claims against the seller amounts to one year.

8. Recourse of the Purchaser Following Resale to a Consumer

When the end-purchaser of the sold merchandise is a consumer and should she/he or an intermediary, to whom the purchaser has sold the merchandise, demand that the merchandise be taken back by the purchaser due to defects, then the purchaser must notify us immediately of the risk of recourse. The purchaser will undertake all in her/his power to ensure that the recourse claim directed at her/him can also be fulfilled by us at our request in order to keep the costs of recourse as low as possible.

9. Disposal

9.1 Customer is obliged to closely observe our goods accompanying documents and to ensure the correct disposal of the goods in accordance with the applicable law.

9.2 In case Customer is a businessman, Customer shall be obliged to dispose the goods at own costs. Customer shall be obliged to transfer this obligation on the purchaser of the goods or parts thereof in case of a resale of the goods. In case the Customer is a Consumer the statutory provisions regarding disposal of waste shall apply.

10. Applicable law / place of performance / jurisdiction

10.1 German Law, excluding rulings of international civil law and the stipulations of the Convention on Contracts for the International Sale of Goods (CISG), applies to all legal relationships between the parties.

10.2 Place of legal fulfilment and legal venue for all disputes arising out of and in connection with this contract is Munich. We are nonetheless also entitled to choose to institute legal proceedings against the purchaser at her/his domicile.

11. Revocation

11.1 Private customers’ right to revoke As private customer you may revoke your contract with vermicon AG within 2 weeks in writing (e.g. by letter, fax, email) without giving any reasons. You may also revoke your contract by returning the merchandise within 2 weeks. The 2 week period commences upon your receipt of this revocation instruction in writing, provided you have already received the ordered item (in case of recurring delivery of identical merchandise it commences upon receipt of the first partial delivery) and provided we have already fulfilled our duty of informing you according to § 312 c para. 2 BGB in connection with § 1 para. 1, 2 and 4 BGB-InfoVO as well as our duties according to § 312 e para. 1 sentence 1 BGB in connection with § 3 BGB-InfoVO. The 2 week period is observed by dispatching the written revocation statement or the return shipment on time.

The revocation be sent to:
vermicon AG
Emmy-Noether-Str. 2
D-80992 Munich
Phone: +49 89 158 82-0
Fax: +49 89 158 82-100
web: www.vermicon.com
email: snaidr@vermicon.com.

11.2 Consequences of revocation
In case of a valid revocation, all performances received (e.g. interest) and emoluments taken are to be returned. In case the item received has deteriorated or has been destroyed you must provide compensation for value in lieu of restitution or return. This does not apply if deterioration of the item occurred solely due to its examination – as possibly conducted by you for instance in a retail store – or due to the item being used in accordance with its intended use. You may prevent deterioration by not using the item in the same way you would if it were your own property and by omitting any actions possibly having negative influence on its value. You are obliged to make a return shipment of the item if it can be sent by parcel at our risk. You are to bear the costs of the return shipment in case the ordered item is identical to the delivered and the returned item’s price does not exceed 40 € or in case the item price is higher and at the time of your revocation you have not made a partial or complete payment yet. In all other cases we bear the costs of the return shipment. Payments are to be returned within 30 days. This 30 day period for you commences upon dispatch of your written revocation statement or of the item and for us upon their receipt. Partial payment agreements become void upon you exercising your right to revoke. In case you ordered a service from us your right to revoke expires upon us starting to provide the service to you if you have consented to us providing the service before the end of the 2 week period.

12. Data protection / obligation of secrecy

12.1 All data entered into our internet platform (e.g. email addresses, names, postal addresses) is deemed to have been submitted by the internet user voluntarily and consensually.

12.2 Data transfer
Internet users are hereby informed according to the Teledienstdatenschutzgesetz (TDDSG), the Mediendienstestaatsvertrag (MDStV), the Bundesdatenschutzgesetz (BDSG) as well as to the applicable data protection regulations that all personal data entered into our internet platform for registration purposes are saved in a machine-readable format, processed and used exclusively in the extent consented to by the internet user.

12.2 Data sharing with third parties
Your data is absolutely confidential and will not be shared with third parties. In order to ship your order we work in cooperation with approved service providers with whom we necessarily share your personal data (name, postal address). We also share your personal data in order to enable electronic payment (credit card, bank transactions). Our cooperating partners are bound by law not to share your data with third parties.

12.3 Support
We want you to feel safe. If you have any questions regarding your personal data submitted to us e.g. as to when or to whose notice it was entered, or the cause for its storage feel free to ask us at any time.

vermicon AG, October 2010