Terms & Conditions
General Terms and Conditions of tex-lock
Status: 06/02/2025
Preamble
For reasons of linguistic simplification, gender is not mentioned where a gender-neutral formulation was not possible. In these cases, the masculine terms used also include the feminine forms.
1. scope of application
1.1 These Terms and Conditions of Sale apply to entrepreneurs, legal entities under public law or special funds under public law within the meaning of Section 310 (1) of the German Civil Code (BGB). We shall only recognise terms and conditions of the customer that conflict with or deviate from our Terms and Conditions of Sale if we expressly agree to their validity in writing.
1.2 They also apply to individuals and end consumers. An end consumer is any natural person who concludes a legal transaction for a purpose that cannot be attributed primarily to their commercial or independent professional activity.
1.3 These Terms and Conditions of Sale shall also apply to all future transactions with the Customer, insofar as they are legal transactions of a related nature.
1.4 Individual agreements made with the Buyer in individual cases (including collateral agreements, supplements and amendments) shall in any case take precedence over these Terms and Conditions of Sale. Subject to proof to the contrary, a written contract or our written confirmation shall be authoritative for the content of such agreements.
2. offer and conclusion of contract
2.1 If an order is to be regarded as an offer in accordance with § 145 BGB, we can accept it within 4 weeks. The contract is concluded between Texlock GmbH, Ludwig-Hupfeld-Strasse 16, 04178 Leipzig and the entrepreneur.
2.2 If the goods are ordered in the webshop on tex-lock.com, the contractual relationship is established between Texlock GmbH, Ludwig-Hupfeld-Strasse 16, 04178 Leipzig and the end consumer.
2.3 The presentation of the products in the online shop does not constitute a legally binding offer, but only an invitation to order.
2.4 By clicking on the button [Buy/Order with costs] you place a binding order for the goods listed on the order page. Your purchase contract is concluded when we accept your order by sending you an order confirmation by e-mail immediately after receiving your order.
3. documents provided
3.1 We reserve the property rights and copyrights to all documents provided to the customer in connection with the order placement - also in electronic form - such as calculations, drawings, etc.. These documents may not be made accessible to third parties unless we give the customer our express written consent. If we do not accept the customer's offer within the period specified in clause 3, these documents must be returned to us immediately or destroyed.
4. right of cancellation for end consumers
4.1 If you are a consumer (i.e. a natural person who places the order for a purpose that cannot be attributed to their commercial or independent professional activity), you have a right of cancellation in accordance with the statutory provisions.
4.2 If you as a consumer make use of your right of cancellation in accordance with section 4.1, you must bear the regular costs of the return shipment.
4.3 In all other respects, the provisions set out in detail in the following cancellation policy shall apply to the right of cancellation:
4.4 Right of cancellation
You have the right to cancel this contract within fourteen days without giving any reason.
The cancellation period is fourteen days from the day on which you or a third party named by you, who is not the carrier, have taken possession of the goods.
In order to exercise your right of cancellation, you must inform us [enter the name of the entrepreneur, address and, if available, telephone number, fax number and e-mail address] of your decision to cancel this contract by means of a clear declaration (e.g. a letter sent by post, fax or e-mail). You can use the available sample cancellation form, but this is not mandatory. You can also fill in and send the sample cancellation form or another clear declaration electronically on our website (insert Internet address). If you make use of this option, we will immediately send you a confirmation of receipt of such a cancellation (e.g. by e-mail).
To meet the cancellation deadline, it is sufficient for you to send your notification of exercising your right of cancellation before the cancellation period expires.
4.5 Consequences of the cancellation
If you withdraw from this contract, we shall reimburse to you all payments received from you, including the costs of delivery (with the exception of the supplementary costs resulting from your choice of a type of delivery other than the least expensive type of standard delivery offered by us), without undue delay and in any event not later than 14 days from the day on which we are informed about your decision to withdraw from this contract. For this repayment, we will use the same means of payment that you used for the original transaction, unless expressly agreed otherwise with you; in no case will you be charged any fees for this repayment. We may withhold the refund until we have received the goods back or until you have provided proof that you have returned the goods, whichever is the earliest.
You must return or hand over the goods to us or to (insert the name and address of the person authorised by you to receive the goods, if applicable) immediately and in any case within fourteen days of the day on which you inform us of the cancellation of this contract at the latest. The deadline is met if you dispatch the goods before the period of fourteen days has expired.
You bear the direct costs of returning the goods.
You only have to pay for any loss in value of the goods if this loss in value is due to handling of the goods that is not necessary for checking their condition, properties and functionality.
- End of the cancellation policy -
(¹ This cancellation policy does not apply to the separate delivery of goods.)
5 Prices and payment
5.1 Unless otherwise agreed in writing, the prices FCA Texlock Leipzig (INCOTERMS 2020) valid at the time of delivery plus packaging and shipping as well as VAT at the applicable rate shall apply. Packaging costs will be invoiced separately.
5.2 Payment of the purchase price shall be made exclusively to the account of Texlock GmbH at Leipziger Volksbank, IBAN DE06 8609 5604 0317 3559 47, BIC GENODEF1LVB. The deduction of a discount is only permitted with prior written special agreement.
5.3 Unless otherwise agreed, the purchase price shall be payable immediately upon receipt of the invoice. Interest on arrears shall be charged from the 1st reminder in the amount of 8 % above the respective base interest rate per annum. The interest rate published on the following website of the Deutsche Bundesbank shall apply:
https://www.bundesbank.de/de/bundesbank/organisation/agb-und-regelungen/basiszinssatz-607820
We reserve the right to assert claims for higher damages caused by delay.
5.4 Unless a fixed price agreement has been made, we reserve the right to make reasonable price changes due to changes in labour, material and distribution costs for deliveries made 3 months or more after conclusion of the contract.
5.5 Before accepting an order, Texlock reserves the right to subject the Customer to a credit check. If the order exceeds the creditworthiness, Texlock reserves the right to cancel the order or to demand a different payment term.
6. rights of retention
6.1 The customer is only authorised to exercise a right of retention to the extent that his counterclaim is based on the same contractual relationship.
7. delivery time
7.1 The commencement of the delivery period stated by us is subject to the timely and proper fulfilment of the customer's obligations. The defence of non-performance of the contract remains reserved.
7.2 If the customer is in default of acceptance or culpably violates other obligations to co-operate, we shall be entitled to compensation for the damage incurred by us in this respect, including any additional expenses. We reserve the right to assert further claims. If the above conditions are met, the risk of accidental loss or accidental deterioration of the purchased item shall pass to the customer at the point in time at which the customer is in default of acceptance or debtor's delay.
8. transfer of risk
8.1 If the goods are dispatched to the customer at the customer's request, the risk of accidental loss or accidental deterioration of the goods shall pass to the customer upon dispatch to the customer, at the latest upon leaving the factory/warehouse. This shall apply irrespective of whether the goods are dispatched from the place of fulfilment or who bears the freight costs.
9. distribution on the Internet by the customer
9.1 Texlock products are products of an exclusive nature. The Customer is therefore prohibited from selling the ordered goods via third-party Internet auction platforms and similar sales channels on the Internet without the prior consent of Texlock.
9.2 The customer is also prohibited from supplying third parties who sell the goods via third-party Internet auction platforms. In the event of non-compliance, any damages incurred shall be reimbursed by the customer.
10. reservation of title
10.1 We reserve title to the delivered goods until all claims arising from the delivery contract have been paid in full. This shall also apply to all future deliveries, even if we do not always expressly refer to this. We are entitled to take back the object of purchase if the customer is in breach of contract.
10.2 The customer is obliged to treat the purchased item with care as long as ownership has not yet been transferred to him. In particular, he is obliged to insure them adequately at his own expense against theft, fire and water damage at replacement value. As long as ownership has not yet been transferred, the customer must inform us immediately in writing if the delivered item is seized or exposed to other interventions by third parties. If the third party is not in a position to reimburse us for the judicial and extrajudicial costs of an action pursuant to § 771 ZPO (German Code of Civil Procedure), the customer shall be liable for the loss incurred by us.
10.3 The customer is authorised to resell the goods subject to retention of title in the normal course of business. The purchaser hereby assigns to us the claims against the customer arising from the resale of the goods subject to retention of title in the amount of the final invoice amount agreed with us. This assignment shall apply irrespective of whether the purchased item has been resold without or after processing. The customer remains authorised to collect the claim even after the assignment. Our authorisation to collect the claim ourselves remains unaffected by this.
However, we shall not collect the claim as long as the customer fulfils his payment obligations from the collected proceeds, is not in default of payment and, in particular, no application for the opening of insolvency proceedings has been filed and payments have not been suspended.
10.4 The handling and processing or transformation of the purchased item by the Ordering Party is always carried out in the name of and on behalf of Texlock. In this case, the expectant right of the Purchaser to the object of sale shall continue in the remodelled object. If the purchased item is processed with other items not belonging to us, we shall acquire co-ownership of the new item in the ratio of the objective value of our purchased item to the other processed items at the time of processing. The same shall apply in the event of mixing. If the mixing is carried out in such a way that the customer's item is to be regarded as the main item, it is agreed that the customer shall transfer co-ownership to us on a pro rata basis and shall keep the resulting sole ownership or co-ownership for us. To secure our claims against the customer, the customer shall also assign to us such claims which accrue to him against a third party through the combination of the reserved goods with a property; we hereby accept this assignment.
10.5 We undertake to release the securities to which we are entitled at the request of the customer insofar as their value exceeds the claims to be secured by more than 20 %.
11 Warranty and notification of defects as well as recourse/manufacturer recourse
11.1 Warranty rights of the purchaser presuppose that he has duly fulfilled his obligations to inspect and give notice of defects in accordance with § 377 HGB (German Commercial Code).
11.2 Claims for defects shall become time-barred 12 months after delivery of the goods supplied by us to our customer. The statutory limitation period shall apply to claims for damages in the event of intent and gross negligence as well as in the event of injury to life, limb and health which are based on an intentional or negligent breach of duty by the user. Our consent must be obtained prior to any return of the goods.
11.3 If, despite all due care, the delivered goods have a defect that already existed at the time of the transfer of risk, we shall, at our discretion, either repair the goods or deliver replacement goods, subject to timely notification of defects. We must always be given the opportunity for subsequent fulfilment within a reasonable period of time. Recourse claims shall remain unaffected by the above provision without restriction.
11.4 If the subsequent fulfilment fails, the customer may - without prejudice to any claims for damages - withdraw from the contract or reduce the remuneration.
11.5 Claims for defects shall not exist in the event of only insignificant deviations from the agreed quality, only insignificant impairment of usability, natural wear and tear or damage arising after the transfer of risk as a result of incorrect or negligent handling, excessive strain, unsuitable operating materials or due to special external influences which are not provided for in the contract. If improper modifications are made by the customer or third parties, no claims for defects shall exist for these and the resulting consequences.
11.6 Claims of the customer for expenses necessary for the purpose of subsequent performance, in particular transport, travel, labour and material costs, are excluded insofar as the expenses increase because the goods delivered by us have subsequently been taken to a place other than the customer's branch office, unless the transfer corresponds to their intended use.
11.7 The Purchaser's right of recourse against us shall only exist to the extent that the Purchaser has not made any agreements with its customer that go beyond the legally mandatory claims for defects. Paragraph 6 shall also apply accordingly to the scope of the customer's right of recourse against the supplier.
12. other
12.1 This contract and the entire legal relationship between the parties shall be governed by the laws of the Federal Republic of Germany to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).
12.2 The place of fulfilment and exclusive place of jurisdiction for all disputes arising from this contract is the registered office of Texlock GmbH, unless otherwise stated in the order confirmation.
12.3 All agreements made between the parties for the purpose of executing this contract are set out in writing in this contract.
13. use of the services
13.1 It is expressly prohibited to develop, support or use software, scripts, bots, crawlers, browser plug-ins, add-ons or other automated technologies or procedures to automatically read (scraping), copy or extract content or other data from our website or our services.
13.2 Any automated collection or use of data, in particular for commercial purposes or for further processing, is prohibited without our express written authorisation. Violations of this provision may result in legal action and exclusion from the use of our services.
14. severability clause
14.1 Should one or more provisions of these GTC be or become invalid or unenforceable, this shall not affect the validity of the remaining provisions. In this case, Texlock and the Buyer shall agree on a legally permissible provision that comes as close as possible to the economic purpose of the invalid or unenforceable provision.