AGBGeneral terms and conditions
§ 1 General
- The following terms and conditions of sale and delivery shall apply exclusively to all deliveries and other services; they shall apply only to entrepreneurs within the meaning of § 310 para. 1 BGB in conjunction with § 14 BGB.
- Inclusion and interpretation of these terms and conditions of sale and delivery shall be governed by the laws of the Federal Republic of Germany, as shall the conclusion and interpretation of legal transactions with the Buyer itself. The application of the Uniform Law on the Formation of Contracts for the International Sale of Goods, the Uniform Law on the International Sale of Goods of the UN Sales Convention are excluded.
- The invalidity of individual provisions of this contract or its components shall not affect the validity of the remaining provisions.
- The place of performance for all obligations arising from this contractual relationship is the registered office of the customer.
- The place of jurisdiction shall be the place of jurisdiction responsible for the registered office of the Seller / Contractor. The latter shall also be entitled to bring an action before a court which is competent for the registered office or a branch of the buyer/principal.
- Partial deliveries are permissible.
- Take-back and disposal of electronic equipment: On 24.03.2005 the Electrical and Electronic Equipment Act ( ElektroG ) came into force due to the implementation of two EC directives. proLogistik Id.-Nr. WEEE-Reg.-Nr.DE 48798644
- As a manufacturer of electrical equipment, proLogistik GmbH assumes responsibility for its products and has undertaken to take back its self-manufactured old equipment from the customer and to ensure its proper disposal. For this reason, in the future we will take back our old equipment from our customers if necessary and guarantee its proper disposal.
§ 2 Set-off and retention
Offsetting and retention are excluded unless the offsetting claim is undisputed or has been legally established.
§ 3 Retention of title
- proLogistik / the contractor retains ownership of the delivered goods until full payment. The retention of title shall also apply until all claims, including future and conditional claims, arising from the business relationship between proLogistik and the customer have been satisfied.
- The customer is not authorized to transfer ownership by way of security or to pledge the goods.
- If the goods are treated or processed by the customer, the retention of title shall also extend to the entire new item. The Customer shall acquire co-ownership to the fraction corresponding to the ratio of the value of its goods to that of the goods delivered by the Contractor.
- The Contractor shall be entitled to assert the rights of retention of title without withdrawing from the contract.
- The customer only acquires a right to use the software. A simultaneous transfer of ownership does not take place.
- With the granting of the rights of use of company software, software products, software licenses, proLogistik remains their owner. This is a one-time and non-transferable right of use. Copies may only be made for backup purposes.
- The customer undertakes to use the purchased software package in accordance with the individually agreed contractual terms.
- Passing on the software to third parties and its duplication for company and non-company employees is therefore not permitted.
§ 4 Warranty
proLogistik gives warranty for twelve months after delivery on the delivered hardware scope. In the event of a defect, the hardware must be delivered free of charge to the pL Repair Center. This is followed by the restoration of functionality, testing and free shipping to the customer. Excluded from this are wear parts. Wearing parts include all batteries, battery boxes, print heads and headsets (for hygienic reasons). proLogistik grants its customers a maximum warranty of 6 months on wear parts. The warranty period is reduced for rechargeable batteries if the batteries are used in multi-shift operation.
The following conditions then apply: proLogistik generally guarantees its supplied batteries for 500 charge/discharge cycles. For the batteries on hand trucks, proLogistik provides a warranty for 250 charge/discharge cycles. The warranty claim is void in case of improper handling of the batteries.
- Operation of the battery boxes and charging with a maximum operating time of only 4 hours. In this case, immediate replacement of the accumulators is necessary.
- When not in use, the batteries should be connected to the charger at cyclic intervals of approx. 14 days to prevent deep discharge. Claims for defects shall become time-barred one year after delivery. proLogistik accepts no liability for operating errors, third-party equipment errors or damage caused by force. Errors in the delivered user software will be repaired for a period of 12 months. The user shall provide complete documentation for this purpose.
If the contract is a commercial transaction for both parties, the customer shall inspect the goods immediately upon receipt, insofar as this is feasible in the ordinary course of business, and shall notify proLogistik immediately if a defect becomes apparent. If the customer fails to give such notice, the goods shall be deemed to have been approved, unless the defect was not recognizable during the inspection. In all other respects, the provisions of sections 377 et seq. of the German Commercial Code shall apply.
The claims for defects are limited to supplementary performance. If the supplementary performance fails, the purchaser has the right to demand, at his discretion, a reduction of the remuneration or the rescission of the contract with regard to the defective functionality.
§ 5 Liability
Claims for damages by the customer are excluded. This does not apply to intent, gross negligence, breaches of essential contractual obligations by proLogistik or the assumption of guarantees.
§ 6 Maintenance
proLogistik is prepared to take over the maintenance of the scope of delivery described above according to its standard maintenance conditions.
§ 7 Duty to cooperate
If the client’s cooperation services (e.g. data interface, hardware, system software, assembly, etc.) are delayed, this may result in delays and additional expenses for which proLogistik shall not be responsible or bear the costs.
Furthermore, the customer must provide proLogistik with all information relevant to proLogistik that proLogistik requires for the individual programming of the WMS and the subsequent implementation at the customer’s premises in good time and no later than the acceptance of the specifications.
Additional expenses may be incurred for subsequent change requests, which will be invoiced separately and will not automatically become part of this contract.
The customer shall provide proLogistik with a functioning Internet connection for assignments carried out on the customer’s premises. Without such access, proLogistik cannot make any changes on site, as it is then not possible to access proLogistik’s central version management system (CVS).
§ 8 Miscellaneous
Should changes to the scope of services become necessary during the course of the project, the contracting parties shall agree on a corresponding price change. This applies in particular in the event that commissioning is extended beyond the period specified in the schedule for reasons for which the Contractor is not responsible.
The calculation of the installation costs assumes a maximum installation height of 3 m. For installation heights above 3 – 5 m, a forklift truck with installation cage and driver or a self-propelled lifting platform must be provided by the customer. A self-propelled lifting platform must be provided for installation heights of 5 m or more. Here you can download our terms and conditions.