AGB

I. GENERAL

(1) Our deliveries and services are carried out exclusively on the basis of the following conditions, which become part of the individual contracts.

(2) Different terms and conditions of the buyer do not become part of the contract, even if they are not expressly contradicted.

(3) The written confirmation of an order by BLACK M KG or the provision of a delivery and service by BLACK M KG together with their unconditional acceptance by the buyer is sufficient for the inclusion of these GTC in the respective contractual relationship.

(4) Terms and conditions of the buyer that conflict with or deviate from the GTC of BLACK M KG only apply if BLACK M KG expressly agrees to them in writing.

II. PLACING OF ORDERS

(1) Offers from BLACK M KG have a binding period of four weeks, unless otherwise stated.

(2) A delivery contract is only concluded with our written order confirmation, which is decisive for the content and scope of the delivery or if BLACK M KG has sent the goods to the buyer with an invoice.

III. PRICES

(1) The prices apply gross ex works: net price including 20% VAT (ie without customs duties and levies) plus transport and packaging costs.

(2) The prices are non-binding until invoicing.

IV. PAYMENT

(1) Payment of the purchase price is made in advance, unless another payment term has been agreed.

(2) Any interest on arrears will be charged at the usual bank interest rate, but at least eight percent pa above the respective base rate of the European Central Bank.

(3) Payment instructions, checks and bills of exchange are only accepted after special agreement and only on account of payment, with all collection and discount charges being calculated.

(4) In the case of export, all bank and letter of credit charges shall be borne by the buyer.

(5) The buyer can only set off if his counterclaims are legally valid and undisputedly recognized by BLACK M KG.

(6) If there are doubts about the creditworthiness of the buyer, all outstanding claims of BLACK M KG are due immediately. In these cases, BLACK M KG is entitled to withdraw from the contract immediately or to demand compensation from the buyer for non-performance.

V. DELIVERY TIME

(1) Delivery dates and delivery periods are non-binding.

(2) Delivery periods begin on the date of the order confirmation, but not before the buyer has fulfilled any obligations in advance.

(3) They end on the day the goods leave the factory or the readiness for dispatch has been notified.

(4) The delivery period is extended if circumstances of force majeure occur.

(5) If, in the event of force majeure, production is shut down or the fulfillment of the contract is unreasonable, BLACK M KG is entitled to withdraw from the concluded contract.

(6) The beginning and end of such hindrances will be communicated to the buyer as soon as possible.

(7) In the event of a breach of duty by the buyer, BLACK M KG is released from the delivery obligation.

(8) BLACK M KG is entitled to make partial deliveries.

VI. SHIPPING AND PASSING OF RISK

(1) Delivery is ex works at the expense and risk of the buyer (clause EXW Incoterms 2010).

(2) If the shipment is delayed through the fault of the buyer, the risk passes to the buyer on the day the goods are ready for shipment.

(3) BLACK M KG has the right to store the goods at the expense and risk of the buyer, whereby the date of storage corresponds to the delivery date.

(4) In the event of transport damage, the buyer must arrange for an inventory of the facts to be carried out immediately.

(5) Our shipping service provider is Projektlicht GmbH, where the Black M KG warehouse is also located.

VIII. RESERVATION OF TITLE

(1) The delivered goods remain the property of BLACK M KG until all claims (including claims for damages) have been met in full.

(2) The goods may not be pledged or assigned as security prior to final payment without the consent of BLACK M KG.

(3) The buyer may resell the reserved goods in the normal course of business, but assigns all claims from the resale of the reserved goods to BLACK M KG.

(4) If the buyer does not meet his payment obligation towards BLACK M KG, BLACK M KG is entitled to revoke the authorization granted and to make use of the security interest.

(5) If the buyer combines the reserved goods with other goods, BLACK M KG is entitled to co-ownership of the new item in the ratio of the invoice value of the reserved goods to the invoice value of the other goods used.

(6) Drawings, drafts, samples, manufacturer's instructions and other documents that are made available to the buyer for the execution of the order or the execution of the order remain the property of BLACK M KG.

(7) These drawings, drafts, samples, manufacturer's instructions and other documents may only be used, duplicated or made accessible to third parties for purposes other than those contractually agreed with the express written consent of BLACK M KG.

(8) The buyer must return drawings, drafts, samples, manufacturer specifications and other documents at his own expense within fourteen working days after completion of the evaluation and after the order has been placed.

(9) Otherwise the buyer will be charged for samples and product samples at the current price. A right of retention of the buyer is excluded in this respect.

IX. WARRANTY

(1) BLACK M KG guarantees that the contractual products are free of defects in terms of material and processing for a period of one year from the day of the transfer of risk.

(2) Obvious defects in the delivered goods and incorrect deliveries must be reported by the buyer in writing to BLACK M KG within three working days after receipt of the goods at the destination, hidden defects immediately after their discovery. To do this, please use the e-mail: info@onlyneedles.at

(3) If the buyer fails to report defects in a timely manner, the goods shall be deemed to have been accepted by the buyer; warranty claims are excluded in this case. The buyer only has to send the goods complained about to our complaints department for inspection after prior approval by BLACK M KG with the test results in the original packaging.

(4) If the notice of defects is justified, a replacement delivery or repair will be made free of charge. BLACK M KG sends replacement products in the case of a guarantee within one working day after receipt of the complaint in writing.

(5) In the event of subsequent delivery, the buyer is obliged to return the defective item within 5 days of receipt of the replacement.

(6) If a repair or replacement delivery proves to be impossible or unreasonable, the buyer is entitled to assert the statutory warranty rights.

(7) The above provision does not apply to damage caused by improper use, poor care, incorrect application, incorrect assembly, repair or maintenance by the buyer, third parties or natural wear and tear.

X. ENDIFFERENCE

(1) Complaints about quantity differences must be reported in writing immediately, at the latest within three working days after receipt of the goods at the destination.

(2) In the event that a small quantity was delivered, a subsequent delivery or credit will be made in the amount of the missing quantity.

XI. RESALE IN EXPORT

(1) In the case of resale of the goods for export, the buyer must ensure that the new and each additional buyer receives all the operating and operating instructions belonging to the purchased item and the quality and trademarks attached to the goods as well as information about known special features of the goods.

(2) The buyer may have to prepare translations.

XII. LIABILITY

(1) BLACK M KG is liable for intent and gross negligence as well as for breach of an essential contractual obligation.

(2) Liability is limited to the legal representative and leading vicarious agents.

(3) Liability for the actions of simple vicarious agents is excluded.

(4) BLACK M KG is liable in the event of an intentional breach of duty (cardinal breach of duty) that is decisive for the fulfillment of the contract, which is not foreseeable and typical of the contract.

(5) A liability of BLACK M KG in case of initial impossibility is excluded, as is liability for normal and slight negligence of the organs and executives.

(6) Claims for damages become time-barred one year after the start of the statutory limitation period.

(7) This does not apply to claims from tort.

XIII. FINAL PROVISIONS

(1) Place of performance for delivery and payment is Innsbruck.

(2) Austrian law applies with the express exclusion of the UN Sales Convention.

(3) The exclusive place of jurisdiction is Innsbruck.

(4) Changes to the GTC must be made in writing.

(5) Should individual provisions of these General Terms and Conditions be or become invalid, the validity of the remaining provisions shall remain unaffected.

(6) In this case, the contracting parties are obliged to participate in the creation of provisions through which a result that comes as close as possible to the ineffective provision becomes legally effective.

XV. Links and References

The links set to external sites only represent signposts to these sites; they are therefore displayed in their own browser windows using external links. BlackM KG does not identify itself with the content of the linked pages and assumes no liability for them.

XVI Governing Law and Jurisdiction

Austrian law applies. All legal transactions between BlackM KG and the customer are to be applied exclusively to Austrian law, to the exclusion of its reference standards and the UN Sales Convention, insofar as there are no mandatory legal provisions to the contrary. For consumers i. s.d. Art. 5 EVÜ, their mandatory national consumer protection regulations apply, unless the respective Austrian regulations are more favorable for the consumer. If the customer does not have a general place of jurisdiction in Germany, moves his domicile or habitual abode abroad after conclusion of the contract, or his domicile or habitual abode is unknown at the time the action is filed, then Innsbruck is the exclusive place of jurisdiction for all disputes resulting directly or indirectly from the contractual relationship. If the customer has his domicile or habitual abode in Germany or is employed in Germany, only the jurisdiction of the court can be justified for an action against him according to §§ 88, 89, 93 paragraph 2 and 104 paragraph 1 JN , in whose district the domicile, habitual residence or place of employment is located. This does not apply to legal disputes that have already arisen. For any legal disputes arising from the contract, the mandatory consumer law provisions at the customer's place of residence are also applicable to the contractual relationship. BlackM KG recognizes the internet ombudsman as out-of-court dispute resolution: Austrian Institute for Applied Telecommunications (ÖIAT)

Ungargasse 64-66/3/404

1030 Vienna https://www.ombudsstelle.at/

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