General Terms and Conditions B2B

preamble

The following general terms and conditions of Jolly Designs GmbH, Hans-Mess-Str. 3, 61440 Oberursel (hereinafter referred to as the seller), are the basis for all services provided

  1. Scope, contractual partner
  2. Offers and service descriptions
  3. Ordering process and conclusion of contract
  4. Prices and shipping costs
  5. Delivery, product availability
  6. Payment terms
  7. Default in payment and right of retention
  8. Retention of title
  9. Duty to examine and give notice
  10. Claims for defects
  11. Liability
  12. Limitation period
  13. Final provisions

I. Scope, Contracting Parties

  1. These General Terms and Conditions (hereinafter referred to as T&Cs) apply to all contracts concluded between an entrepreneur (hereinafter referred to as the customer) and the seller via the closed B2B area on the website jolly-designs.com , via open B2B online marketplaces such as Orderchamp, Avocadostore, Faire and Ankorstore, via websites with integrated shop offers such as Etsy and Amazon, at trade fairs, by telephone or by e-mail.

  1. An entrepreneur within the meaning of Section 14 Paragraph 1 of the German Civil Code (BGB) is any natural or legal person or a partnership with legal capacity who, when concluding a legal transaction, acts in the exercise of his or her commercial or independent professional activity.

  1. These General Terms and Conditions apply in the version valid at the time the contract is concluded for the current and future business relationships between the seller and the customer, even if they have not been expressly agreed again. Deviating conditions of the customer will not be recognized unless the seller expressly agrees to their validity.

II. Offers and service descriptions

  1. The presentation of the products on the seller's websites and at trade fairs does not constitute a legally binding offer to conclude a purchase contract, but rather an invitation to the customer to submit an offer.

  1. Descriptions of services in catalogues and on the seller's websites do not constitute a warranty or guarantee. The quality of the products offered in the online shop is based exclusively on the product descriptions. The product images are only intended to serve as a guide to the appearance of the products. For all textiles, wall stickers and other printed products, minor deviations in colour from samples, in format and in the quality of paper, fabric and surface cannot be completely avoided due to manufacturing or printing technology. The display on the Internet varies from monitor to monitor and can never correspond exactly to the original.

  1. All offers are valid "while stocks last" unless otherwise stated for the products. Errors and omissions excepted.

III. Ordering process and conclusion of contract

  1. The customer can submit the offer in person, by telephone, in writing, by email or via the ordering method available in the seller's online shop. If you are interested in personalized products, you can send an individual request to the seller.

  1. When ordering via the online shop, the products on offer can initially be selected and collected without obligation using the "Add to shopping cart" button. The customer can view, change and delete the selected products in an overview at any time using the shopping cart symbol. The customer can complete the order process by clicking the "Go to shopping cart" button in the product basket; this will take them to the online order form, which the customer must fill out in full. Information that is not required is marked "optional". Alternatively, the customer can complete the order process using an express checkout by clicking the Shop Pay, Paypal or Google Pay button in the online order form; this will take them to the respective payment service provider.

  1. The customer's legally binding order is made by submitting the fully completed online order form and clicking the "Buy Now" button. Before submitting the order, the customer can check the data again and change it at any time.

  1. After completing the ordering process, the customer receives an automatic confirmation of receipt by email with an order overview and these General Terms and Conditions (order confirmation). The order confirmation represents acceptance of the purchase offer. Further information on products marked with the status "Pre-Order" or "Pre-Sale" can be found in Section V. The seller is entitled to refuse to accept the order.

  1. In individual cases, the purchase contract with the customer is concluded earlier:

a) If the customer has selected payment in advance, the contract is concluded when the bank details and payment request are provided. If the payment is not received by the seller within 10 calendar days of the order confirmation being sent, even after a further request, despite being due, the seller has the right to withdraw from the contract, with the result that the order is no longer valid and the seller is not obliged to deliver. The order is then completed for the customer and the seller without any further consequences. A reservation of the product in the case of advance payments is therefore made for a maximum of 10 calendar days.

b) If the customer has chosen to pay by credit card, the credit card will normally be charged prior to delivery. In this case, the purchase contract is deemed to have been concluded at the time the credit card is charged.

c) If the customer already has a Shop Pay account, the customer’s offer will be accepted immediately after entering the email address and initiating the payment transaction.

d) If the customer makes an instant transfer, he will be asked to enter his online banking details as well as his PIN and TAN. After submitting the order in the online shop and being asked to initiate the payment transaction, the customer's offer will be accepted immediately by the seller.

e) If the customer has decided to pay via PayPal, the customer will be asked to confirm his/her access data and make the payment. After submitting the order and requesting the payment transaction to be initiated via PayPal, the seller immediately accepts the customer's offer.

f) When paying with Google Pay, the customer is asked to log into their Google account and select the card to be charged. If a credit card is stored and this is charged when paying, which usually takes place before the order is delivered, the contract is deemed to have been concluded at the time the credit card is charged. If the customer has stored a debit card, the customer's offer is accepted after the payment transaction has been initiated.

g) When paying with Apple Pay, the time at which the purchase contract is concluded depends on the card deposited. If the customer has deposited a credit card and this is charged when paying, which will usually occur before the order is delivered, the contract is deemed to have been concluded at the time the credit card is charged. If the customer has deposited a debit card, the customer's offer is accepted after the payment transaction has been initiated.

  1. The final contract is in German.

  1. The seller can terminate existing exchange contracts with the customer by withdrawing from the contract without notice if the customer is not financially able to fulfill his obligations to the seller. This also applies if the customer files for insolvency. Section 321 of the German Civil Code (BGB) and Section 112 of the German Insolvency Code (InsO) remain unaffected. The customer will inform the seller in good time of any impending insolvency.

IV. Prices and shipping costs

  1. The prices stated in the seller's offer at the time of the order apply; these refer to the product shown in the description, but not to the contents, accessories and decoration. The seller reserves the right to change the prices stated in the catalog or online shop. All prices are final prices, i.e. they include the applicable statutory VAT and are exclusive of shipping costs, if applicable. If the customer is a foreign company, the OSS regulations apply.

  1. In addition to the stated prices, the seller charges shipping costs for delivery, depending on the delivery area and volume weight of the shipment. The amount of the shipping costs will be communicated to the customer with the order confirmation.

  1. Additional costs may be incurred in individual cases for cross-border deliveries, such as additional taxes and/or duties, for example in the form of customs duties. The customer must inform themselves about the costs before placing the order. By concluding the contract, the customer agrees to cover these costs.

V. Delivery, product availability

  1. Products are delivered via the seller's logistics partners to the delivery address provided by the customer. Customers are informed about delivery times and delivery restrictions (e.g. restriction of deliveries to certain countries) on a separate information page ( jolly-designs.com/pages/lieferung ). The customer must inquire about the shipping time for personalized products before ordering.

  1. As soon as the seller has handed over the goods to the logistics partner, the risk of accidental loss and accidental deterioration of the products sold passes to the customer. This also applies if the seller bears the costs of transport. Transport insurance is only provided upon special request and at the customer's expense.

  1. If the customer fails to accept the goods, the risk will pass to the customer when the customer is notified that the goods are ready for dispatch. Any storage costs incurred after the risk has passed must be borne by the customer. Inquiries regarding the possibility of a later delivery can be directed to the seller individually.

  1. Products that are not in stock are indicated on the website with the status "Pre-Order" or "Pre-Sale" in the respective product description or on the product image; the expected availability date is also indicated on the corresponding product page. Any deviations in shipping times will be indicated in the order confirmation.

  1. If advance payment has been agreed, delivery will take place after receipt of the invoice amount. Otherwise, the seller will ship the ordered products in good time so that they are delivered to the customer within the shipping time specified in the offer.

  1. If delivery to the customer is not possible, the commissioned logistics partner will send the goods back to the seller, whereby the customer must bear the costs for the unsuccessful delivery. This does not apply if the customer is not responsible for the unsuccessful delivery attempt.

  1. If not all ordered products are in stock and this is expressly stated in the respective product description, the customer has the option of

a) to withdraw from the contract or

b) to agree to one or more partial deliveries (partial delivery of the available products before partial delivery of the pre-ordered products), for which the customer must, however, bear the additional shipping costs, or

c) to opt for simultaneous delivery of all products as soon as the pre-ordered products are available.

The same options are available to the customer if there are unforeseen delays in the delivery of part of the goods. The seller will then inform the customer immediately.

  1. If the ordered product is not available because the seller is not supplied with this product by its supplier through no fault of its own, the seller can withdraw from the contract. In this case, the seller will inform the customer immediately and, if necessary, suggest the delivery of a comparable product. If no comparable product is available or the customer does not want a comparable product to be delivered, the seller will immediately reimburse the customer for any consideration already provided.

  1. If unforeseeable cost increases occur (e.g. currency fluctuations, unexpected price increases by the logistics partner, etc.), the seller is entitled to pass the price increase on to the customer. However, this only applies if the delivery is to take place later than four months after the conclusion of the contract.
  1. In the event of force majeure that affects the performance of the contract, the seller is entitled to postpone delivery for the duration of the hindrance and to withdraw in whole or in part in the event of longer-term delays, without this giving rise to any claims against the seller. Force majeure is deemed to be all events that were unforeseeable for the seller or those that - even if they were foreseeable - are outside the seller's sphere of influence and whose impact on the performance of the contract cannot be prevented by reasonable efforts on the part of the seller. Any legal claims of the customer remain unaffected.


VI. Terms of payment

The customer can generally choose from the following payment methods. The seller reserves the right not to offer certain payment methods for each order. Only payments from EU accounts are accepted. Any costs associated with a money transaction must be borne by the customer.

  1. Standard transfer / purchase on account

The customer is permitted to complete the payment process by means of a standard bank transfer. To do so, he must use the following bank account details:

Account holder: Jolly Designs GmbH

Bank: Frankfurter Volksbank

IBAN: DE81 5019 0000 6500 8088 86

BIC: FFVBDEFF

  1. Payment in advance

The customer has the option of paying in advance. If this payment method is selected, the customer will receive the seller's account details with the order confirmation. If payment is not received by the seller within 10 calendar days of the order confirmation being sent, even after a further request, despite being due, the seller has the right to withdraw from the contract, with the result that the order is no longer valid and the seller is not obliged to deliver; the order is cancelled.

  1. Credit card

The customer reserves the right to make payment by credit card (Mastercard, AMEX, MAESTRO, VISA). Payment is processed via the payment processing system Stripe of Stripe Inc., 510 Townsend Street, San Francisco, CA 94103, USA.

  1. Purchase on account, Klarna

The payment method " purchase on account " is provided by Klarna. If the customer chooses this payment method via Klarna when making a purchase, he only has to provide his name, email address and address. His account details are not recorded. Klarna then handles the purchase and transfers the money directly to the seller. The customer then receives an email from Klarna with an invoice for the items he has ordered. As soon as the items are shipped by the seller, Klarna informs the customer in another email. The customer then has 14 days to pay his invoice to Klarna.

The customer can view further information provided by Klarna regarding the payment method and the general terms and conditions during the payment process.

  1. Instant bank transfer

The payment method " Instant transfer " is also provided by Klarna. If the customer selects "Instant transfer" when making a purchase, payment is made via the customer's online banking. The customer is authenticated by entering a PIN and TAN. Sofort GmbH, part of the Klarna Group, handles the payment process with the relevant bank.

If the customer defaults on payment, Klarna can charge a flat rate of €1.20 for each reminder. The customer has the opportunity to prove that Klarna has suffered no or only minor damage.

The customer can view further information provided by Klarna regarding the payment method and the general terms and conditions during the payment process.

  1. Paypal

If the customer is registered with PayPal, he has the option of making the payment via this payment service provider. After submitting the online order form by clicking on the "Buy Now" button, the customer is redirected to his PayPal account and can authorize payment of the invoice amount. As soon as the seller's PayPal account has been informed of the customer's authorization, the goods will be shipped - depending on the delivery time specified. The customer's PayPal account will be charged with the actual invoice amount immediately after authorization.

The seller's PayPal account is as follows: jollydesigns2017@gmail.com

Further information provided by PayPal as well as its general terms and conditions can be found directly during the payment process.

  1. ShopPay

The customer also has access to an accelerated checkout system with Shop Pay, a product from Shopify. In order to use this, the customer must have previously registered there and, as part of the registration process, have provided credit card information, mobile phone number, delivery address and email address for this website. When making a subsequent payment, payment can then be made by simply entering the email address.

Further information can be found on the Shop Pay website .

  1. Apple Pay

The customer can also make the payment via the Apple Pay payment system of Apple Inc.

Further information can be found on Apple’s website .

  1. Google Pay

Payment can also be made via Google Pay, a wallet system of Google LLC.

Further information can be found on the Google website .

  1. Voucher / Giftcard

The customer is also permitted to complete the payment process by redeeming a voucher for the online shop if the seller has made this available as an option for the products to be purchased.

VII. Default in payment and right of retention

  1. If the customer defaults on a payment, he is obliged to pay statutory default interest of 9 percentage points above the base interest rate. In addition, there is a claim to payment of a flat rate of 40 euros. The right to claim further damages remains reserved.

  1. The customer is only permitted to fulfil the purchase price payment obligation by offsetting if his counterclaims have been legally established, are undisputed or have been recognised by the seller. The customer is only entitled to exercise a right of retention to the extent that his counterclaim is based on the same contractual relationship.

  1. The customer is not permitted to assign any claims resulting from the contract, in particular any claims for defects.

  1. The seller may assert a right of retention against all future orders of the customer, even if they have been accepted, if the customer fails to meet his payment obligations.

VIII. Retention of title

  1. The delivered products remain the property of the seller until full payment has been made. Pledging or transferring ownership of the reserved goods as security before transfer of ownership is not permitted.
  1. The customer is entitled to resell the products in the ordinary course of business via his store or his own online shop. In this case, the customer hereby assigns to the seller all claims in the amount of the invoice amount that arise from the resale. The seller accepts this assignment. However, the customer remains authorized to collect the claims. If the customer does not properly meet his payment obligations, the seller reserves the right to collect claims himself. The resale of the seller's products via third-party websites is excluded.

  1. The customer must immediately report access to the products owned or co-owned by the seller or to the assigned claims. He must immediately transfer to the seller any amounts assigned to the seller and collected by him, insofar as the seller's claim is due.

  1. The seller undertakes to release the securities to which he is entitled upon request to the extent that the realisable value of his securities exceeds the claims to be secured by more than 10%. The selection of the securities to be released is at his discretion.

IX. Obligation to examine and give notice of defects

  1. Section 377 of the German Commercial Code (HGB) applies to the contract regardless of whether the customer is a merchant or not.

  1. The goods must be inspected immediately after delivery. If a defect is discovered, this must be reported to the seller immediately. If the customer fails to report the defect, the goods are deemed to have been approved, unless the defect was not apparent during the inspection. If such a defect is discovered later, the notification must be made immediately after it is discovered; otherwise the goods are deemed to have been approved with regard to this defect. To preserve the customer's rights, it is sufficient to send the notification in a timely manner. If the seller has fraudulently concealed the defect, he cannot invoke the obligation to give notice of defects.

X. Claims for defects

  1. If the customer has received defective goods and has properly notified the seller in accordance with Section VIII, the statutory warranty rights shall apply.
  1. The customer's claims for defects expire one year after delivery of the goods. Deviating from this, the statutory limitation periods apply in the cases

    (a) intentional conduct;

    b) fraudulent concealment of a defect;

    c) in which damages resulting from injury to life, body or health are based on a negligent breach of duty by the seller or an intentional or negligent breach of duty by a legal representative or vicarious agent of the seller;

    d) in which other damages are based on a grossly negligent breach of duty by the seller or an intentional or grossly negligent breach of duty by a legal representative or vicarious agent of the seller.


XI. Liability

The following exclusions and limitations of liability apply to the Seller’s liability for damages, without prejudice to the other statutory requirements for claims:

  1. In the event of gross negligence, the seller is liable for the typical damage that was foreseeable at the time the contract was concluded. The seller is also liable for the slightly negligent breach of essential obligations, the breach of which endangers the achievement of the purpose of the contract, or for the breach of obligations, the fulfilment of which makes the proper execution of the contract possible in the first place and on whose compliance the customer regularly relies (so-called cardinal obligations). In this case, however, the seller is only liable for the foreseeable, contract-typical damage. Subject to paragraph 3, the seller is not liable for the slightly negligent breach of obligations other than those mentioned in the preceding sentences. The objection of contributory negligence remains open.
  1. The above limitations of liability do not apply in the event of injury to life, body or health, for a defect after a guarantee has been given for the quality of the product, in the event of intent or in the event of fraudulently concealed defects. Liability under the Product Liability Act remains unaffected.
  1. Otherwise, the seller's liability is excluded. To the extent that the seller's liability is excluded or limited, this also applies to the personal liability of employees, representatives and vicarious agents.

XII. Limitation Period

Claims of the customer against the seller shall expire – with the exception of the claims regulated under Section X. – within one year from knowledge of the facts giving rise to the claim, but no later than five years after the service has been provided, unless unlimited liability applies in accordance with the above section.


XII. Final provisions

  1. The contract concluded between the customer and the seller is subject to the law of the Federal Republic of Germany.

  1. The exclusive place of jurisdiction is the registered office of the seller.

  1. All legal relationships between seller and customer are subject exclusively to the law of the Federal Republic of Germany without taking into account the provisions of the United Nations Convention on Contracts for the International Sale of Goods (CISG) of April 11, 1980.

  1. Should one or more provisions of these General Terms and Conditions be or become invalid, this shall not affect the validity of the remaining provisions.

Status: June 2024