Terms of service

SH Distribution GmbH (hereafter referred to as "SHD") shall render all deliveries and services exclusively on the basis of these Terms and Conditions. These present conditions will also apply to future transactions unless SHD has informed the customer in writing that certain stipulations have been amended. These standard terms and conditions shall also apply even if SHD does not expressly object to a customer's conflicting or deviating terms and conditions. Deviations from these conditions are only valid if they have been confirmed in writing in advance.

Offer Conditions/ Order Confirmation

Pictures and information in the online shops, catalogues, prospectuses and offers are generally not binding if they have not been expressly declared in writing to be binding in the individual case. Binding in terms of content / condition and scope of the delivery or service is the written order confirmation from SHD or if such confirmation is not issued, the order of the customer. An order will be accepted by SHD by either written order confirmation or realisation of the order. Because of the technical progress SHD reserves the right to deliver goods with a deviating product description at the same price if they correspond to or exceed the order performance data and properties. In such a case SHD will inform the customer before shipping the goods, if the customer disagrees, they may withdraw from the contract.

Prices

All prices are quoted net in EURO "ex-stock" Hohenstein-Ernstthal, but do not include packing costs, freight costs and any other incidental expenses (e.g. installation costs) and the respective applicable value added tax. However, prices in our internet shops and on our end-user pricelists include value added tax and are correspondingly marked. All prices in our shop are in Euro.

Delivery Dates

Delivery dates shall be binding only if they have been confirmed as binding in writing in a specific case by SHD. In the event of a delay in delivery, the buyer can set a reasonable extension period and if this lapses without successful delivery, they may withdraw from the contract. Any claims for damages on the part of the customer will only be accepted if the default is based on gross negligence or wilful conduct.

Conditions of Payment

All payments from end customers shall be due and payable without any deduction within 10 days after the date of invoice. Payments from IT resellers shall be payable by direct debit from their bank account without any deduction within 3 days after the date of invoice. SHD needs a copy of the business registration or an extract from the commercial register to classify a contracting party as reseller. Based on solvency and sales volume of the customer deviations from the above rules can be agreed on. In case of insufficient solvency SHD may demand payment in cash or payment in advance. If a customer fails to meet the terms of payment or if SHD has reasonable doubts concerning the customer's creditworthiness, SHD may request cash or advance payment or may retain goods not yet supplied or confiscate (at the customer's cost) supplies not yet paid for, and also stop working on all open orders. If SHD accepted payment by cheque, payment will be considered made as soon as the cheque has been cashed in. The customer has to cover any fees arising due to reverse booking of payments caused of insufficient funds of the customer or incorrect bank date provided by the customer. In the event of default, SHD may also claim interest of 5 % annually above the base interest rate as per Discount Rate Transition Act (Diskontsatzüberleitungsgesetz). The customer may set off only those claims that are undisputed by SHD or against which no legal recourse is possible. The retention of payments by the customer for counterclaims resulting from unrelated contracts shall be excluded. If the customer fails to accept delivery, SHD may withdraw from the contract, after having unsuccessfully granted the customer a reasonable period of grace, or claim damages.

Retention of title

The delivered goods shall remain the property of SHD until the complete payment of the purchase price has been effected and all previous as well as future claims arising from the business relationship have been satisfied. The customer, however, may sell on the goods subject to retention of title in the normal course of business. Already with the purchase of the goods that are subject to retention of title the customer assigns to SHD the receivables from the resale of those goods. If items delivered by SHD have been processed or altered, this shall be carried out on behalf of SHD. We shall acquire co-ownership of the new product in proportion of the value of the goods subject to retention of title to the other included material at the time of production. The customer undertakes to hold the goods that are subject to retention of title in safekeeping and to insure them at customer's expense for SHD. Goods subject to retention of title must not be pledged or transferred as security. In the event of third parties taking hold of goods delivered under retention of title the purchaser shall undertake to point out SHD's ownership and inform SHD immediately in writing. Any costs incurred for any third party interference proceedings or out-of-court release shall be borne by the customer. If the customer fails to meet his payment obligations by more than 14 days, SHD shall be entitled to require the surrender of the supplied goods subject to retention of title or to take them back into possession from a third party at the expense of the customer. In this case SHD shall only be under an obligation to deliver goods ordered if the buyer has made all the agreed payments. SHD's right to claim damages shall remain unaffected. If the value of the collateral existing for SHD exceeds not only temporarily all of it receivables by more than 10%, then SHD shall, at the request of the customer, release collateral at SHD's discretion.