General terms and conditions
Validity of the terms and conditions
1.1 Our General Terms and Conditions below shall apply to all contracts with merchants for the delivery of our goods which we offer for sale in our catalogs.
1.2 Any deviating terms and conditions of purchase of the purchaser shall only apply with our written consent. A counterconfirmation of the purchaser with deviating conditions is hereby contradicted.
1.3 The legal invalidity of any part of these terms and conditions shall not affect the validity of the remaining contents thereof.
1.4 Insofar as these General Terms and Conditions do not contain necessary provisions, the content of the contract shall be governed by the statutory provisions applicable in the Federal Republic of Germany.
Conclusion of contract
2.1 Our offers are always subject to change. The customer shall be bound by his order until it is rejected by us or revoked. The contract shall be concluded with our declaration of acceptance (order confirmation) and in accordance with its content or by delivery or performance. The contract of sale is subject to the availability of goods, as delays may occur due to the long transport routes from our foreign suppliers to us. So-called partial deliveries can occur, i.e. some items receive different confirmation dates. These dates will be listed by us in the order confirmation and updated, if necessary, as soon as we receive up-to-date information from our suppliers. If the customer does not accept partial deliveries, we must be informed of this in writing immediately after the order is placed, but no later than after receipt of the order confirmation. If the customer refuses to accept a partial delivery without such written notification, the customer shall pay the shipping costs incurred in full.
2.2 Individual agreements on delivery times, price agreements, assurances of characteristics and deviations from our General Terms and Conditions must be in writing in order to be effective. This requirement cannot be waived.
2.3 Details of form, color and performance as well as illustrations are only approximate and non-binding unless they are expressly designated as binding. Most of the articles in our range are handmade and therefore unique. Therefore, within the delivery of only one article in multiple versions, both the dimensions and the coloring (finish) may vary. The intensity of the coloring may decrease over time.
2.4 All trade is carried out on the basis of general international trade law. However, should these conflict with the laws and regulations of the Republic of Indonesia, the latter shall prevail unless otherwise stated and agreed. A customer's order is complete and accepted upon acceptance of the 50% deposit prior to the commencement of the order and is non-refundable.
3.1 By entering into a purchase agreement, we undertake to deliver the purchased item to the Buyer free of defects within the agreed delivery period. If no delivery period is specified, delivery shall be made immediately upon availability of the goods.
3.2 The prices are valid for FOB Indonesia. Asiastyle GmbH is not responsible for onward shipping, import, customs duties and further handling.
3.3 Individual price reductions between us and the customer are possible and are valid only in written form.
3.4 Packaging will not be charged and will not be taken back.
3.5 If, in the case of custom-made products, delivery is dependent on the Buyer providing us in advance with documents such as drawings, gauges, samples or the like, the delivery period to be agreed individually shall not commence until the date of receipt of these documents in full.
3.6 In the event of consideration of requests for changes or additions, the delivery period shall be extended by agreement.
3.7 If we are in default of delivery or performance and if the Buyer claims damages in lieu of performance, our liability shall only commence in accordance with the statutory provisions applicable in the Federal Republic of Germany, unless there is gross negligence or intent, if delivery or performance cannot be made in writing after a period to be agreed again. In the case of impossibility of delivery or performance for which we are responsible, liability is excluded. Also excluded, as far as legally permissible, are all further claims of the customer, including claims for damages arising from consequential damages.
3.8 Arbitrary delays by the Buyer, such as push-back or other delay in acceptance resulting in additional storage for Asiastyle, are not acceptable unless agreed upon in advance. The agreed delay shall never exceed the standard transportation time from the port of shipment to the port of destination.
If, in the case of an agreed container transaction (Inco-Term: FOB), no transport option (container) is offered by the buyer 4 weeks after notification of completion and, as a result, the goods are not shipped, the following storage costs will be incurred:
44 €/week for each 40-foot DV or HC container, 22 €/week for a 20-foot container, or 2 € per pallet per week.
4.1 The prices stated in our price lists, advertisements and promotional literature are always subject to change and shall only be deemed agreed upon upon written order confirmation. Check the order confirmation for obvious spelling and calculation errors as well as for discrepancies between the order, confirmation and delivery. You are obliged to inform us immediately of any such discrepancies.
4.2 Our prices are quoted in EURO net without value added tax. The catalog or list prices valid on the day of the conclusion of the contract shall apply to the calculation.
4.3 The amount of the maximum discount granted resulting from the addition of various discounts including discounts from special promotions shall be limited to 15 %. A total discount exceeding 15 % requires a separate written agreement.
Place of performance
5.1 The place of performance for the Buyer's payment obligation shall be 49504 Lotte in Germany.
5.2 Place of performance for our delivery obligation is FOB Indonesia.
6.1 All goods delivered by us shall pass to the risk of the Buyer as soon as they have been loaded onto the ship.
If the delivered goods are defective, the buyer or customer is only entitled to a claim for rectification of defects and, if this is impossible, to a claim for replacement delivery instead of the statutory warranty claims against us. Only then, if the rectification of defects has failed at the second attempt or the first replacement delivery has failed, the purchaser or orderer may, at his discretion, demand a reduction of the agreed price.
6.2Transport damage: Please check the shipment for any external damage to the packaging (tears, holes, compression) before acknowledging receipt, as the transport companies often dispute recourse claims in the event of hidden damage that only becomes visible after the goods have been unpacked.
If you notice any external damage to the packaging, please note this together with your signature on the receipt or, if applicable, on the electronic signature scanner. (e.g. "torn" or "heavily compressed").
The client must notify us in writing of any defects within 8 days of delivery by sending our delivery bill and a photograph to email@example.com, otherwise the delivery or service will be deemed to have been approved. Further claims of the client, in particular for damages, including consequential damages, are excluded to the extent permitted by law.
Due date of the purchase price
7.1 With the order confirmation of Asiastyle GmbH a down payment of 50 percent of the total costs shall be due immediately. Before handing over the container documents for shipment the remaining amount is due.
7.2 For the determination of the timely performance of the purchase price, it is not the date of dispatch but the date of receipt of payment by us that is decisive.
7.3 If the agreed term of payment is exceeded, the agreed deferral for all remaining invoices shall lapse. This shall also apply in the event of bankruptcy or composition proceedings.
Interest on due dates
8.1 Both parties to the contract shall be entitled to claim interest on their mutual claims under property law established by the purchase contract from the due date at the usual bank debit interest rate, but at least 9 % for the year.
8.2 The obligation to pay interest shall not apply,
a: as long as the due claim is deferred,
b: if the creditor is in default of acceptance under the conditions set out in the federal statutory provisions.
c: if the debtor was entitled to deposit money and deposited the amount.
8.3 If a due claim is subsequently deferred, this shall not eliminate the obligation to pay interest.
8.4 If the Buyer defaults on the second payment, we reserve the right to charge a storage fee: €44/week per 40-foot DV or HC container, €22/week for a 20-foot container, or €2 per pallet per week.
Retention of title
9.1 The goods shall remain the property of the Seller until full payment of all claims, including ancillary claims and claims for damages.
9.2 The retention of title shall remain in force even if individual claims of the Seller are included in a current account and the balance is struck and acknowledged.
9.3 The Buyer shall be entitled to resell the Retained Goods only subject to the following provisions and only subject to the condition that the claims pursuant to 9.5 are actually transferred to the Seller.
9.4 The Buyer's authority to sell retained goods in the ordinary course of business shall end upon revocation by the Seller as a result of a sustained deterioration of the Buyer's financial situation, but no later than upon the Buyer's cessation of payments or upon the filing of a petition in bankruptcy or the institution of composition proceedings against the Buyer's assets.
9.5 The Buyer hereby assigns to the Seller the claim including any balance claims with all ancillary rights from the resale of the reserved goods. The Seller accepts this assignment.
9.6 The Buyer is authorized to collect the assigned claims as long as he meets his payment obligations. The authorization to collect shall expire upon revocation, but no later than in the event of default of payment by the Buyer or in the event of a significant deterioration of the Buyer's financial circumstances. In this case, the Seller is hereby authorized by the Buyer to inform the customers of the assignment and to collect the claims itself.
9.7 If the invoice value of the security existing for the Seller exceeds the Seller's claims (including ancillary claims, e.g. interest, costs) by more than 20% in total, the Seller shall be obliged, at the request of the Buyer or of a third party adversely affected by the Seller's excess security, to release securities of the Seller's choice to this extent.
The Buyer may only offset against our purchase price claims or assert a right of retention if the Buyer's counterclaim is undisputed or a legally binding title exists.
11.1 For the mutual assertion of individual pecuniary claims based on the purchase contract, in particular purchase price claims, it is agreed, at the plaintiff's option, that the local court at the Seller's location shall have subject-matter and local jurisdiction. This agreement shall apply without restriction only to the extent that both contracting parties are fully qualified merchants and no exclusive place of jurisdiction has been established.
11.2 If one of the contracting parties is not a fully qualified merchant, the following shall apply:
Paragraph 11.1. shall be deemed expressly agreed for the following cases:
a: that the Buyer's domicile or place of business is abroad or in one of the contracting states of the EU;
b: that the contracting party to be sued in the action has moved its domicile or habitual residence from the area of application of the Federal Republic of Germany or that its domicile or habitual residence is not known at the time the action is brought.