General Terms and Conditions
General Terms and Conditions of Sale of the Online Shop operated by Cellofoam GmbH & Co. KG, Biberach, Germany – valid as of 06/2014
1. Scope of application
The business relation between you as the customer and the online shop of Cellofoam GmbH & Co. KG shall be governed exclusively by the following General Terms and Conditions of Sale, at the exclusion of all other terms and conditions. The version valid at the moment of your placing the order shall be the only applicable version. Any rights that we are entitled to by law beyond the present General Terms and Conditions shall remain unaffected.
2. Conclusion of the contract
(1) By placing an order, you are submitting a proposal for the conclusion of a purchase contract with us. The purchase contract will only be definitely concluded by our sending an order confirmation or dispatching the merchandise ordered. A simple confirmation of receipt of your order does not amount to the acceptance of the order.
(2) Pictures and drawings as well as indications of weight, dimensions, performance and consumption or any other specifications of the merchandise in the documents pertaining to the order shall be deemed only approximate, except if they are explicitly marked as binding. They shall not constitute any guarantee or agreement as to certain characteristics of the merchandise.
(3) The minimum order volume is €50.00, exclusive of vat and shipping costs.
3. Your right of cancellation
(1) In your role as consumer you have the right to cancel the contract under the conditions and with the legal consequences and effects stated in the "Information on your right of cancellation" below.
Right of cancellation
You may cancel this contract within fourteen days without providing any reasons. The fourteen-day cancellation period starts with the day on which you or a third party designated by you – other than the forwarder – have/has taken possession of the last partial shipment or the last part shipped.
Consequences of the cancellation
In case of a valid cancellation we will reimburse you for all payments that we will have received from you in connection with the related contract, including shipment costs (but excluding additional costs incurred due to your choosing another delivery option than the most cost-effective, standard delivery option that we offer). Reimbursement will take place directly and at the latest within fourteen days from the day that we have received your notice of cancellation. Reimbursement will be effected using the same mode of payment that you used for the initial transaction, except if explicitly agreed otherwise. In neither case will we charge you a fee for the reimbursement transaction. We may hold back the reimbursement until we have received the return shipment of the merchandise in question or until you have provided proof of dispatching the return shipment, whichever date is earlier.
You have to return the goods immediately, at all events not later than within fourteen days after informing us in writing of your decision to cancel the contract. The return can be carried out either by parcel shipment or by personal delivery. To comply with the deadline it suffices to dispatch the merchandise within the said 14-day period of return. You shall bear the direct costs of the return shipment.
If the merchandise can only be restituted in a deteriorated condition, you shall only have to compensate us for the loss of value if this deterioration is due to your handling or using the goods beyond the limits of the necessary examinations for assessing their quality, condition and functions.
End of the information on your right of cancellation
(2) Merchandise excluded from the right of cancellation: The right of cancellation does not apply to contracts for the supply of non-prefabricated goods that have been produced according to the purchaser's individual specifications or choices or that are clearly tailored to the purchaser's personal needs.
4. Delivery and return
(1) We shall only accept orders from and execute deliveries to countries within the European Union. Except if expressly agreed otherwise, the merchandise ordered shall be delivered by DHL package to the delivery address specified by you.
(2) In general, the merchandise will be dispatched within two to five days after receipt of payment. Except if expressly agreed otherwise, statements as to the expected delivery date are non-binding.
(3) For any transactions with merchants within the meaning of § 14 BGB, we reserve the right to production-related excess or short delivery of up to 5 % of the quantity ordered. In the event of short delivery, there shall be no refund.
(4) Partial deliveries shall be admissible.
(5) If we cannot deliver because the merchandise ordered is not available, we shall immediately notify you thereof. In this case we shall have the right to withdraw from the purchase contract. Any consideration already paid by you shall be refunded without delay. This will not affect your rights as defined by law.
(6) If you are a merchant within the meaning of § 14 BGB, you are required to inspect the merchandise immediately after delivery for any damage incurred during transport. If any damage is discovered, a written complaint has to be filed without delay. Such transport damages must be confirmed in writing by the DHL agent upon delivery.
(7) If you fail or refuse to accept the merchandise ordered, we shall charge a processing fee of € 40.00 in addition to the costs for postage and packaging incurred by us. You shall have the right to prove that we incurred no or lesser costs for processing or for postage and packaging.
(8) If the merchandise will be returned, please contact us. We shall not take over additional costs caused by your sending the merchandise back by other means.
5. Prices, shipping costs and retention of title
(1) Our prices are “ex works” and inclusive of statutory vat. They are only valid for orders placed via our online shop. The prices and shipping costs valid at the moment of your placing the order shall apply, except if the prices and shipping costs on the day of order confirmation or on the day of shipping are more favorable to you.
(2) We shall retain title to the item(s) purchased until we have received all payments under the delivery contract.
(1) Payments shall be made in advance via bank transfer or via PayPal, credit card or cash on delivery (only in Germany). If specifically agreed, purchase on account is possible.
(2) For payments via bank transfer, we shall send you our bank account data together with the order confirmation.
(3) In the event that cash on delivery is chosen as mode of payment, we shall charge an additional cash collection fee of € 2.00 per box. This fee shall be paid directly to the carrier.
(4) In case of purchase on account we reserve the right to deliver the merchandise only against immediate payment upon delivery. In this case you shall be notified of this procedure in due time prior to delivery.
(5) All amounts invoiced are due immediately upon receipt of invoice, and without deduction.
(6) If you are in default of payment, we shall be entitled to demand interest on arrears: from consumers within the meaning of § 13 BGB at a rate of 5 %, and of merchants as defined by § 14 BGB at a rate of 8 % over the current base rate per annum as published by the European Central Bank. If you are in default of payment, we shall reserve the right to charge, in addition to the above mentioned interest on arrears, a flat fee of € 5.00 per reminder letter. You shall have the right to prove that sending the reminder caused us no or lesser costs. Our right to prove that the default of payment caused higher damage than that shall remain unaffected.
(7) Offsetting of counterclaims against our claims to payment under the contract shall be only permitted if your counterclaims have either been legally settled or accepted by us. You shall be only entitled to withhold payment if your counterclaim arises from the same contractual relationship as our claim to payment.
(8) Payment refunds shall be made to a bank account specified by you. Only bank accounts within the European Union shall be accepted for that purpose.
7. Product defect claims and liability
(1) If the merchandise shows any deficiency, the general legal provisions shall apply for transactions with consumers within the meaning of § 13 BGB. For transaction with merchants within the meaning of § 14 BGB, the following provisions shall apply: a) The exercise of your right to claim a defect presupposes that you have examined the merchandise upon delivery and immediately notified us in writing of any defects found, at the latest two weeks after delivery of the merchandise. Hidden defects have to be reported in writing immediately after discovery. The report shall include a description of the defect(s).
b) In case of defective merchandise, you are entitled to subsequent performance, either in the form of reworking (remediation of the defect) or replacement delivery, at our choice. In the event that we undertake a remediation of defect, all expenditures for the necessary reworking, including in particular costs of transport, travel, wages and material, fall under our responsibility, except for additional costs caused by the fact that the merchandise has been transported to a location different from the delivery address. Personnel and non-personnel costs that you claim in this connection shall be calculated at cost price.
c) If we will not or cannot remedy the defect, you are entitled to withdraw from the contract or demand reduction of the purchase price. This provision shall apply also if the remediation fails, or if you cannot reasonably be expected to accept it, or if it is delayed beyond an acceptable period for reasons that fall under our responsibility.
d) The period of limitation for all claims of defects shall be one (1) year except if the defective merchandise has been used as intended in a building and caused a defect of that building. The period of limitation also applies for claims in tort arising from a defect of the merchandise. The period of limitation starts with the day of delivery. Our unlimited liability for product defects, or for damages arising from a breach of warranty, or caused by intention or gross negligence on our part, or for loss of life, physical injury or damage to health shall remain unaffected.
(2) An assignment of claims of defect or claims under warranty shall not be admissible.
(3) In the event of a replacement delivery you shall return the initially delivered merchandise to us within 30 days, as stipulated by law and at our costs. We reserve the right to claims for damages, in accordance with the legal regulations.
(4) We shall be liable without limitation for damages arising from a breach of warranty or from loss of life, physical injury or damage to health. The same shall apply in case of intention or gross negligence on our part. We shall be only liable for slight negligence if we are in breach of essential contractual obligations that arise from the nature of the contract or are of special importance for the achievement of the contractual purpose. In the event that such obligations have been breached or in the case of delay or impossibility of performance, our liability shall be limited to foreseeable, typical damages in the scope of such a contract. The obligatory provisions of the law on product liability shall remain unaffected.
8. Who we are
Cellofoam GmbH & Co. KG,
Business area soniflex,
Freiburger Strasse 44,
D-88400 Biberach, Germany,
Phone: +49 (0) 7351 / 3402861,
Fax: +49 (0) 7351 / 3402863,
Commercial Register: District court Ulm HRA 640971
9. Final provisions
(1) The contractual relationship between you and us shall be subject to the law of the Federal Republic of Germany with the exception of the provisions on international private law and to the exclusion of the unified UN Law on International Sales.
(2) If you are a merchant within the meaning of § 14 BGB, the sole and exclusive venue for any and all disputes arising from the business relationship between you and us shall be the court of the district where Cellofoam GmbH & Co. KG has its principal seat. We shall also be entitled to file a claim at the court of your principal seat or at any other venue permitted by law.
(3) If you are a merchant within the meaning of § 14 BGB, the place of fulfillment of all performances under the contract shall be our principal seat.
(4) In the event that any of the clauses of these General Terms and Conditions should be or become invalid or impracticable, in full or in part, or if these conditions should prove to be incomplete, the validity of the remaining provisions shall remain affected. Any invalid or impracticable provision shall be considered replaced by a valid or practicable provision that comes as close as possible to the purpose and intention of the original, invalid or impractical provision. In the event that these conditions should prove to be incomplete, it shall be assumed that the contractual parties have agreed on a provision that corresponds to the purpose and intention of what the parties would have stipulated if they had taken the matter into consideration from the outset.
Please note: Our General Terms and Conditions were originally written in German. The present English translation of the German text serves only for information purposes. The content of the German version shall be the only legally applicable version.
For further information:
If you have any questions or need further information, please call our customer service, Monday to Thursday between 8 a.m. and 4 p.m., Friday 8 a.m. to noon: