General Terms and Conditions (GTC) for Einkochwelt
1. Validity of the GTC
1.1 These GTC apply for all deliveries and any related services between us and the Customer, insofar as the Customer is a business owner (§14 German Civil Code [BGB]), a legal entity under public law, or a special fund under public law. These GTC shall apply exclusively. They also apply to orders placed via online platforms used by us (e.g. Shopify shops, Amazon Marketplace, eBay, Shopware or comparable platforms), provided that we are the customer's contractual partner. Any General Terms of the Customer that conflict with, deviate from or supplement our GTC - in particular as contained in conditions of purchase - shall not be recognised, unless we have given our express written consent to their validity in individual cases. This requirement of consent applies in all cases, even if we are aware of the Customer’s GTC and carry out the delivery of goods or the provision of services, or accept payments.
1.2 These GTC shall apply for all future transactions with the Customer without any requirement on our part to repeat reference to them in each individual case.
1.3 ‘Platform(s)’ are e-commerce services operated by third parties, in particular Amazon Marketplace, Shopify, Shopware, eBay and comparable current and future shop systems or marketplaces used by us.
1.4 ‘FBM’ refers to shipping by the seller; ‘FBA’ refers to shipping/logistics by Amazon (Fulfillment by Amazon).
2. Offers and Orders
2.1 Our offers are both non-binding and subject to change without notice, as long as the offers are not explicitly identified as binding or contain a specific acceptance period. Customer orders are only binding upon our confirmation in written or text form, or upon delivery by us.
2.2 In the case of missing, incorrect, or untimely self-deliveries, we are entitled to rescind the contract. Withdrawal due to failure to receive delivery ourselves requires that we have concluded a congruent covering transaction with a reliable upstream supplier for the same goods and quantity, that we are not responsible for the non-delivery, and that we inform the customer immediately of the unavailability. We shall reimburse any consideration already paid without delay. We are further entitled to rescind the contract if a petition has been made for the commencement of insolvency proceedings against the Customer’s assets, an affidavit has been issued, or the petition to open insolvency proceedings has been dismissed due to a lack of assets.
2.3 Any agreement on a guarantee must be made in writing and is only effective insofar as it describes the content of the guarantee and the duration and physical scope of the guarantee protection in sufficient detail.
2.4 For orders placed via platforms, the contract is concluded when we accept the order in the platform interface, confirm it in writing or dispatch the goods. Automatic order or status notifications from the platform do not constitute acceptance unless expressly designated as such.
2.5 Our presentation of goods on platforms does not constitute a binding offer; errors, product/price updates and changes in availability are reserved.
2.6 Technical errors, data or transmission errors (e.g. incorrect price/stock display) entitle us to contest the order; we will refund any consideration already paid without delay.
3. Prices
3.1 Our prices apply “ex works (EXW)”; packaging costs are not included. The decisive factors when determining the price shall be our current prices at the respective time of delivery and/or provision of services, plus applicable taxes. If we raise our prices in general for the product to be delivered or the service to be performed between the time of contract conclusion and delivery and/or provision of services, the Customer is entitled to withdraw from the contract in respect of the amount that has not yet been delivered within 14 days of notification of the price increase.
3.2 In the event that material prices have demonstrably risen or fallen by more than 5% after a period of more than three months from the date of the binding offer, the parties agree to negotiate a corresponding adjustment to the agreed prices. The parties shall only take into account verifiable, cost-based factors when making the adjustment and shall apply the adjustment to increases and decreases according to the same criteria.
3.3 Unless expressly agreed otherwise, prices quoted are ex works (EXW, Incoterms 2020) plus statutory value added tax and packaging, shipping and insurance costs.
3.4 Fees and charges levied by platforms or payment service providers shall be borne by the customer if they are incurred as a result of the payment or processing method chosen by the customer and are not already included in the price.
3.5 Agreed discounts do not apply to freight, insurance and platform/PSP fees.
4. Terms of Payment
4.1 Upon receipt of the invoice, payments are due immediately and shall be paid by means of a bank debit entry or pursuant to the conditions agreed upon in the order confirmation or in the invoice. Payment periods named in the order confirmation and/or the invoice, in particular also for the time-limit calculation with respect to the discount deductions, shall begin with the invoice date. Discount deductions agreed upon for the Customer shall only apply if the Customer is not in default of payment for any other invoices issued by us. Deposits and pre-payments are to be made plus value added tax. Payments shall only be deemed to have been made once the amount is finally available in our account. Payments via platforms/PSPs shall only be deemed to have been made once the payout amount has been finally credited to our account.
4.2 If the Customer delays payment, we have the right to charge interest of 9% over the basic interest rate in addition to a €40.00 processing fee. The right to assert additional damages shall remain reserved.
4.3 The customer may only offset undisputed or legally established claims. The customer shall only be entitled to a right of retention insofar as it is based on the same contractual relationship.
4.4 In the event of any justified doubts regarding the Customer’s ability to pay or the Customer’s creditworthiness, in particular in the case of outstanding payments, we shall be entitled to revoke any terms of payment and to demand payment in advance or security for further deliveries. The right to assert further damages shall remain reserved.
5. Retention of Title
5.1 The delivered goods shall remain our property (“reserved goods”) until all outstanding claims arising from the business relationship have been fully settled. In the presence of a current account in the context of the business relationship with the Customer, this shall apply until the fulfilment of the respective balance claims.
5.2 Even if the reserved goods are processed, we still remain the manufacturers and acquire joint ownership of the newly produced goods. If processing, combining, or mixing of the reserved goods occurs with goods belonging to a third party, we shall also acquire joint ownership of the resulting goods, in proportion to the invoice value of the reserved goods to that of the other material. If processing, combining or mixing of the reserved goods occurs with a principal item that is the Customer’s property, the Customer shall now transfer his ownership and co-ownership rights of the new item to us.
5.3 The Customer has the right to dispose of the goods subject to our ownership rights in the ordinary course of business, as long as he/she meets his/her obligations arising from the business relationship with us in good time. The Customer cedes all claims arising from the sale of goods to which we retain title at the time of the conclusion of the contract; provided that we have acquired joint ownership in the case of processing, combining or mixing, the transfer of claims shall occur in proportion to the value of the goods delivered under retention of title to the value of the goods with a third party retention of title. Recognised balance claims arising from current account agreements in the amount of outstanding debts shall be ceded by the Customer to us upon conclusion of the contract. However, the Customer does not have the right to pledge the reserved goods or the assigned claims to third parties nor to transfer such as security.
5.4 The Customer is obliged to keep the reserved goods at his/her own expense with the diligence of a prudent businessperson, and to insure them against the usual storage risks. He/she now hereby assigns his claims from the insurance company to us.
5.5 If the value of the securities exceeds our claims by more than 15%, we abandon said securities to this extent.
5.6 We are to be informed without undue delay in case of a third party’s pledging of the reserved goods as well as any other impairments of rights. Upon request the Customer shall immediately advise us in writing as to the debtors of the assigned debts and notify the assignment to the debtor.
5.7 If a fulfilment service provider (e.g. Amazon) stores or processes our goods subject to retention of title, it shall act as a custodian/vicarious agent; rights arising from the retention of title shall remain unaffected. The customer hereby assigns to us any claims against the fulfilment service provider for the surrender of the goods subject to retention of title in the event of security.
5.8 The customer must notify us immediately of any access by third parties to the goods subject to retention of title and cooperate to a reasonable extent in enforcing our rights.
5.9 If the value of the securities exceeds our claims by more than 15% on a sustained basis, we shall release securities at our discretion.
6. Delivery Period / Transfer of risk
6.1 If the customer's cooperation is required for the provision of our services, delivery, execution or completion deadlines shall only commence once the customer has fulfilled their obligation to cooperate.
6.2 Unless otherwise agreed between the parties, EXW (Incoterms 2020) shall apply.
6.3 The transfer of risk is governed by the agreed Incoterms. At the customer's request, we will insure the shipment against theft, breakage, transport and other insurable risks at the customer's expense.
6.4 Unless otherwise agreed, EXW (Incoterms 2020) shall apply. If, in exceptional cases, we organise the shipment (FBM), the risk shall pass to the customer as soon as we hand over the goods to the first carrier.
6.5 In the case of shipment via FBA, the risk shall pass to the customer as soon as the goods have been handed over to the warehouse designated by the fulfilment service provider; from this point onwards, the customer shall bear the risks of storage, relocation and further transport.
6.6 At the customer's request, the shipment will be insured against usual risks at the customer's expense.
6.7 The customer's obligations to cooperate (e.g. timely specifications, approvals) postpone delivery deadlines until the cooperation has been fulfilled, plus a reasonable start-up period.
7. Packaging
7.1 Packaging shall be invoiced separately.
7.2 If we use reusable transport packaging to deliver to the customer, one of our system partners will collect the reusable transport packaging in consultation with the customer as required. The customer agrees to the disposal of the reusable transport packaging by one of our system partners and/or their assistants as agreed during normal business hours. The customer agrees to store the reusable transport packaging properly until disposal and to make it available for collection generally on the second working day, but no later than 14 days after delivery.
7. 3 The customer undertakes to treat the reusable transport packaging with care, to protect it from contamination, damage and loss, and to use it only for the transport and storage of the delivered products within their own premises. The customer further undertakes to check the information provided by one of our system partners regarding the type and quantity of reusable transport packaging delivered or collected. If the customer fails to object to this information within a reasonable period of time, this information shall be binding on the customer, provided that our system partner has indicated that failure to object to the system partner's information within a reasonable period of time shall be deemed to constitute acceptance of this information.
7.4 If the customer repackages the goods or fills them with goods, they shall be responsible for the obligations arising from packaging law/extended producer responsibility (EPR) for this packaging/packaging components. Our responsibility is limited to the transport packaging used by us and, where applicable, any expressly assumed take-back/licensing obligations.
7.5 The customer must store and use packaging properly and immediately check the information provided by our system partner regarding the type/quantity of reusable transport packaging; if no complaint is made within a reasonable period of time, the information shall be deemed to have been confirmed.
8. Guarantee
8.1 The Customer must inspect the goods immediately upon delivery and contest in writing any defects, false deliveries or quantity deviations immediately, or at the very latest within one week of delivery. In partial deliveries, the obligation of the Customer refers to each and every instalment of parts. Hidden defects must be reported immediately after their discovery. Transport-related damage is governed by the agreed risk transfer rule (Incoterms/shipping model). We shall only be liable if we bear the risk or expressly take out insurance. When using glass closures, the Customer shall inform us of the respective specific purpose, in order to find the most suitable closure. Otherwise the Customer has sole responsibility to carry out packing and filling experiments to determine the suitability of the packaging. Platform specifications regarding returns/deadlines do not constitute acknowledgement and do not alter the obligations to give notice of defects or the limitation periods of the existing contract with the customer.
8.2 Notification of defects shall not entitle the Customer to withhold due payments or refuse to accept further deliveries.
8.3 If the notification of defect is submitted in a timely and justified matter, the Customer’s claims arising from the defects shall be restricted to the right to subsequent fulfilment. Within the context of subsequent fulfilment, we have the right to choose between a new delivery and rectification. If the subsequent fulfilment fails, the Customer may reduce the purchase price or, at his/her discretion, withdraw from the contact. Claims for damages according to this Clause remain unaffected. The guarantee period is one year from delivery of the item; this shall not affect claims in cases of fraudulent intent, under the Product Liability Act, or in the case of items that have been used for a building in accordance with their normal use and have caused its defectiveness; in this respect, the statutory periods shall apply.
8.4 We do not guarantee that the content, designs or specifications provided by the customer are free of third-party property rights; the customer is responsible for this and indemnifies us in this respect. Otherwise, we deliver the goods free of third-party rights in accordance with the usual purpose of use at the agreed place of delivery. Any shape and template designs made by us remains our property and may only be used as a pattern for third parties with our express written consent. Designs and drawings are, if no order is placed, calculated at cost price.
8.5 Release for production and publishing is at the discretion of the Customer. With said release, the Customer assumes responsibility for the accuracy of image and text. After release and declaring that the products are ready for printing by the Customer, we are released from any liability for the accuracy and flawlessness of the documents submitted. The Customer guarantees that the graphics, images and content provided to us do not infringe any copyright, trademark or other related rights of third parties. We are not required to examine third-party property rights. The Customer shall exempt us from any third-party claims and shall make good any damages we suffer that arise from third-party rights. Furthermore, for technical reasons of processing, slight colour variations may occur. These are part of the technical design and are not objectionable. These obligations also apply to content in online listings (e.g. product texts, brands, images) and to regulatory information (e.g. labelling). The customer indemnifies us against any claims insofar as content/information originates from the customer.
8.6 We cannot accept liability if the delivered product is packaged or filled with other materials or goods than those we explicitly designated as permissible.
8.7 Irrespective of the legal cause, we are only liable for damages in the following cases:
Claims for damages by the customer due to slightly negligent breach of duty – whether contractual or non-contractual – by us, our executive employees or other vicarious agents are excluded. This does not apply if an essential contractual obligation is breached; in this case, liability is limited to the foreseeable damage typical for this type of contract. The aforementioned limitations of liability do not apply to damages resulting from injury to life, limb or health. Mandatory statutory liability provisions remain unaffected.
9. Special conditions for online platforms
9.1 Insofar as platforms stipulate mandatory requirements for ordering, payment or return processes, the parties shall comply with these in their external relations. In their internal relations, these General Terms and Conditions shall apply exclusively, unless expressly agreed otherwise.
9.2 Declarations may be made via the platform functions or in text form; the platform logs shall serve as proof of submission/assignment.
9.3 If payment is made via the platform/PSP, the payment shall only be deemed to have been made once it has been finally credited to our account; chargebacks shall be borne by the customer insofar as they fall within their area of responsibility.
9.4 The customer warrants that the content provided by them (trademarks, designs, texts, labels) is lawful and complies with the platform guidelines; clause 8.5 applies accordingly.
9.5 Clauses 6.5 - 6.7 apply to the transfer of risk, storage and insurance. Any reimbursements paid by the platform do not reduce the customer's statutory/contractual rights in respect of defects.
9.6 Contractual penalties/fees imposed by the platform due to breaches of duty by the customer (e.g. inaccurate content, unauthorised labels) shall be borne by the customer; we may pass on the corresponding amounts.
10. Force Majeure
10.1 Should any event or circumstance occur beyond our reasonable control, such as natural phenomena, labour disputes, unforeseeable lack of labour forces, raw materials, energy or auxiliary materials, traffic or operations interruptions, fire and explosion damages, strikes, lockouts, war, political unrest, acts of terrorism, official decrees or any other cases of force majeure reduce the availability of goods at the plant from which we receive our goods, such that we cannot fulfil our contractual obligations (taking into account on a pro rata basis other internal or external delivery obligations), we are released from said contractual obligations for the duration of the disturbance and to the extent of its consequences, and are not obliged to procure goods from other sources.
10.2 The aforementioned shall also apply if the event or circumstance renders the performance of the applicable undertaking commercially unsustainable or occurs with our suppliers. If the events last longer than 3 months, we have the right to rescind the respective contract. In the event of impediments that are of temporary duration, the deadlines for delivery or performance shall be extended or the delivery or performance dates shall be postponed by the period of the impediment plus a reasonable starting period.
10.3 Serious failures of platform, cloud, data centre or payment service provider infrastructures, insofar as these are beyond our control, as well as cyber attacks on such infrastructures, are also considered disruptions within the meaning of this clause.
11. Confidentiality
11.1 The customer undertakes to treat all technical and commercial information relating to the goods and other information, including technical and commercial trade secrets, which are either marked as confidential or must be regarded as confidential due to the circumstances under which they were made available or became known to the customer (hereinafter collectively referred to as ‘know-how’), and not to disclose or make it accessible to third parties, in particular our competitors.
11.2 This confidentiality obligation does not apply to information which:
• was demonstrably already known to the customer through written documents,
documentation or other evidence at the time it was made available to them by us,
without this knowledge being based on a breach of confidentiality obligations; or
• was publicly available without the influence of the customer; or
• was provided to the customer without any obligation of confidentiality by a third party who did not receive this information directly or indirectly from us.
11.3 We reserve all rights to the know-how.
11.4 This confidentiality obligation shall remain in force even after the contractual obligations between the customer and us have been fulfilled.
11.5 The customer undertakes to protect us and our business activities and agrees that the payment of damages would only inadequately compensate for a breach of the confidentiality obligations under this clause 11. Furthermore, the customer accepts and confirms that any actual or threatened breach of these confidentiality obligations would cause us irreparable damage and that we are therefore entitled, in addition to all legal and other claims, to obtain an injunction against the actual, imminent or continued breach of this confidentiality obligation if we can demonstrate that the breach may cause damage, without us being obliged to prove actual damage.
12. Final Provisions
12.1 Should any of the above terms and conditions prove to be invalid, either wholly or in part, this shall not affect the validity of the remaining terms and conditions.
12.2 The place of jurisdiction is, at our discretion, our domicile or the general jurisdiction in the Customer’s domicile.
12.3 The laws of the Federal Republic of Germany shall exclusively govern the relationship between us and the Customer to the exclusion of the UN Sales Convention/CISG. The customary clauses are to be construed in accordance with Incoterms 2020.
12.4 We are entitled to amend these General Terms and Conditions with future effect. We will inform customers in writing or via the platform used. If the customer does not object within 14 days of receipt, the changes shall be deemed to have been approved; we will point this out separately.
12.5 Where written form has been agreed, text form shall suffice, unless mandatory law requires written form. Clause 2 remains unaffected.
12.6 Deliveries are subject to the absence of legal obstacles under applicable foreign trade, sanctions and customs law. The customer shall provide the necessary information/documents.
12.7 We process personal data in accordance with the applicable data protection regulations (in particular the GDPR and BDSG). Information on data processing can be found in our privacy policy, which forms an integral part of the contract insofar as we process the customer's personal data in the course of performing the contract.
Hilden, December 2025