Terms and Conditions of Sale and Delivery
of PHS-electronic GmbH for Entrepreneurs

1 General

An entrepreneur is a natural or legal person or a partnership with legal capacity who, when concluding a legal transaction, acts in the exercise of his commercial or independent professional activity.

The offer of PHS-electronic GmbH is in any case only directed at adults, i.e. entrepreneurs who have reached the age of 18. only consumers are entitled to a right of withdrawal.

2 Scope

The offer, the order and the contractual relationship are exclusively based on the General Terms and Conditions of PHS-electronic GmbH (hereinafter: PHS); the General Terms and Conditions of PHS-electronic GmbH apply exclusively. The terms and conditions of the contractual partner do not apply. These terms and conditions shall also apply exclusively if PHS provides its services without reservation in the knowledge of conflicting general terms and conditions of the Customer.

These General Terms and Conditions shall also apply to future legal transactions between the contracting parties concerning the purchase of computers, computer components, software and accessories together with memory modules as well as legal transactions of a related nature without the need for a renewed reference to the General Terms and Conditions.

If the provision of services by PHS is carried out with the cooperation of third parties (e.g. Amazon or eBay), the terms and conditions of these third parties become an integral part of the contractual relationship between the Customer and PHS.

PHS is entitled to notify the Customer in writing or electronically of changes to the content of these General Terms and Conditions with the consequence that the changes are deemed to be part of the contract if the Customer does not object to them within a period of six weeks after receipt. PHS undertakes to inform the Customer of the consequences of a failure to object when notifying the Customer of the changes.

PHS is entitled to transfer its rights and obligations arising from a contractual relationship to one or more third parties (transfer of contract). In the event of such a transfer, the Customer shall be entitled to terminate the contractual relationship without notice.

3 Offer and conclusion

3.1 The offers provided for distance selling do not constitute a binding offer but a non-binding invitation to the Customer to order goods from PHS by online order. In the case of an online order, the Customer places a binding order for the items previously placed in the shopping basket by clicking the "Buy now" button. The order constitutes an offer to PHS to conclude a purchase contract. If the Customer has placed an order using the domain www.speicher.de, he will receive a confirmation from PHS via e-mail confirming receipt of his order by PHS and listing its details (order confirmation). This order confirmation does not constitute an acceptance of the Customer's offer, but is only intended to inform him that his order has been received by PHS. A purchase contract is only concluded when PHS sends the Customer an order confirmation or ships ordered products to the Customer. No purchase contract is concluded for products from one and the same order which are not listed in the order / dispatch confirmation. The customer's contractual partner is PHS-electronic GmbH, Karl-Götz-Straße 5, 97424 Schweinfurt, Germany.

3.2 Since the conclusion of the contract and the further order processing with the customer is carried out by e-mail (e.g. order confirmation), the customer is obliged to ensure that the e-mail address provided by him for order processing is activated, so that e-mails sent to him for order processing are also received. In particular, when using spam filters, the customer must ensure that the order confirmation, as well as all other e-mails sent to him in connection with order processing, can be delivered to him. In the course of order processing, PHS may pass on the Customer's e-mail address to the shipping company for the purpose of delivery notification.

3.3 The conclusion of contracts with third parties via the Amazon trading platform takes place in the manner described by Amazon Services Europe S.à.r.l., 5 Rue Plaetis, L-2338 Luxembourg, in its GTC. You can find the terms and conditions here:
https://www.amazon.co.uk/gp/help/customer/display.html/ref=footer_cou?ie=UTF8&nodeId=201909000

3.4 The conclusion of contracts via the eBay trading platform takes place in the manner described by eBay GmbH, Albert-Einstein-Ring 2-6, 14532 Kleinmachnow, Germany in its GTCs. You can find the terms and conditions here:
http://pages.ebay.co.uk/help/policies/user-agreement.html

3.5 Offers are always subject to change: Conclusions of contracts and other agreements only become binding upon written confirmation by PHS.

3.6 Insofar as employees or commercial agents make verbal subsidiary agreements or give assurances which go beyond the written purchase contract, these always require the written confirmation of PHS.

3.7 Verbal declarations by persons who are authorised to represent PHS without limitation or without restriction to the outside remain unaffected by the above provisions.

3.8 Unless otherwise agreed, the documents belonging to the offer, such as illustrations, drawings, weights and dimensions, are only approximate.

4 Terms of delivery, delay, impossibility of delivery

4.1 The expiry of certain delivery periods and dates does not release the customer who wishes to withdraw from the contract or claim damages for non-performance from setting a reasonable period of grace for performance and declaring that he will reject performance after expiry of the period. This shall not apply insofar as the Seller has expressly designated a deadline or a date for performance as binding in writing.

4.2 Partial deliveries are permissible to a reasonable extent.

4.3 The delivery period shall be reasonably extended - also within a delay - in the event of force majeure and all unforeseen obstacles occurring after conclusion of the contract for which PHS is not responsible (in particular also operational disruptions, disputes, lockouts or disruption of traffic routes), insofar as such obstacles demonstrably have a significant influence on the delivery of the sold item. This shall also apply if such circumstances occur at the suppliers of PHS and their sub-suppliers. PHS shall inform the Customer as soon as possible of the beginning and end of such obstacles. The Customer may request PHS to declare whether it intends to withdraw or to deliver within a reasonable period of time. If PHS does not declare this immediately, the Customer may withdraw.

4.4 Delivery periods shall be extended by the period during which PHS is in default with its contractual obligations within an ongoing business relationship - also from other contracts.

4.5 PHS shall not be responsible for delay and non-delivery (impossibility) as long as PHS, its vicarious agents and suppliers are not at fault. In all other respects PHS shall be liable in accordance with the statutory provisions. If PHS has to pay damages thereafter, in the event of slight negligence on the part of PHS a claim for damages to which the Customer is entitled - insofar as the contract is connected with the Customer's commercial activity - shall be limited to the damage foreseeable at the time of conclusion of the contract, up to a maximum of 10% of the value of that part of the total delivery which cannot be used on time or in accordance with the contract as a result of the delay or non-delivery. PHS shall in no case be liable for delayed or non-delivery (impossibility) due to the fault of its sub-supplier.

4.6 The Customer's right to withdraw from the contract after the fruitless expiry of a grace period granted to PHS remains unaffected.

5 Shipping and transfer of risk

5.1 Unless otherwise agreed, the route and means of dispatch are at the discretion of PHS. The goods shall be insured at the Customer's request and expense.

5.2 Shipping costs shall be borne by the Customer.

5.3 If shipment is delayed at the Customer's request or through the Customer's fault, PHS shall store the goods at the Customer's expense and risk. In this case, notification of readiness for dispatch is equivalent to dispatch.

5.4 In all other respects, the risk shall pass to the Customer when the goods are handed over to a forwarding agent or carrier, at the latest, however, when the goods leave the warehouse, even if the delivery is made by means of transport of PHS.

6 Prices and payment

6.1 The prices are always exclusive of German value added tax. Since the offer of PHS is also directed at end customers, PHS is obliged to indicate the prices on its Internet pages and those of the trading platforms including value added tax. On the invoice the amounts are shown net, plus value added tax.

6.2 Invoices are payable on the due date. The customer shall be in default of payment at the latest 30 days after receipt of the invoice and due date of the claim. PHS is entitled to cause default in payment even before the expiry of the aforementioned period by sending a reminder. A reminder is not required if a time is determined for the performance in accordance with the calendar or if the performance is preceded by an event and a reasonable time for the performance is determined in such a way that it can be calculated from the event in accordance with the calendar. 6.3.

6.3 Credit notes for cheques shall be made subject to receipt less expenses with value date of the day on which PHS can dispose of the equivalent value.

6.4 If the Customer is in default of payment or does not honour a bill of exchange on the due date, PHS is entitled to take back the goods, if necessary to enter the Customer's premises and to remove the goods. PHS may also prohibit the resale and removal of the delivered goods. The taking back of the goods does not constitute a withdrawal from the contract.

6.5 If the payment deadline is exceeded, interest of 9% above the base interest rate will be charged without proof, subject to the assertion of further damages. The customer shall be at liberty to provide evidence of lesser damage caused by default.

6.6 Any agreed discounts shall not be granted if the customer is in arrears with the payment of an earlier delivery.

6.7 Offsetting against any counterclaims of the Customer disputed by PHS is not permitted. Assertion of a right of retention due to counterclaims that are not recognised or not legally established is excluded unless these claims are based on the same contractual relationship. If a notice of defects is asserted, payments by the customer may be withheld to an extent that is in reasonable proportion to the defects. However, if the contract is part of the operation of his trade, the customer may withhold payments if a justified notice of defect is asserted.

7 Retention of title

7.1 PHS retains title to the goods until the purchase price has been paid in full. In the case of goods which PHS purchases from the Customer within the scope of its commercial activities, PHS retains title until all its claims against the Customer arising from the business relationship, including future claims arising from contracts concluded at the same time or later, have been settled. This shall also apply if individual or all claims of PHS have been included in a current invoice and the balance has been struck and accepted. If, in connection with the payment of the purchase price by the Customer, a bill of exchange liability of PHS is established, the reservation of title shall not expire before the Customer as drawee honours the bill of exchange.

7.2 If the reserved goods are combined by the Customer with other goods, PHS shall be 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 and the processing value. If the ownership of PHS expires due to combination, mixing or processing, the Customer shall already transfer to PHS at the time of the conclusion of the contract the ownership rights to the new item to which he is entitled to the extent of the invoice value of the goods subject to retention of title and shall store them for PHS free of charge. The co-ownership rights arising hereunder shall be deemed to be reserved goods within the meaning of No. 7.1. The Customer shall inform PHS immediately of any access by third parties to the reserved goods and assigned claims. He may only sell the reserved goods in the ordinary course of business under his normal terms and conditions and as long as he is not in default, provided that the claims from the resale are transferred to PHS in accordance with the following Nos. 7.3 to 7.6. The Customer is not entitled to dispose of the reserved goods in any other way.

7.3 The Customer's claims arising from the resale of the reserved goods are hereby assigned to PHS. They serve as security to the same extent as the reserved goods. If the reserved goods are sold by the Customer together with other goods not supplied by PHS, the claim from the resale shall be assigned in proportion to the invoice value of the other goods sold. In the event of the sale of goods in which PHS has co-ownership shares in accordance with No. 7.2, a part corresponding to its co-ownership share shall be assigned to PHS.

7.4 The Customer is entitled to collect claims from the resale. At the request of PHS he is obliged to inform his customers immediately of the assignment to PHS - if he does not do this himself - and to provide PHS with the information and documents necessary for collection. The Customer is not entitled to further assignment of the claims under any circumstances. An assignment by way of genuine factoring is only permitted to the Customer provided that PHS is notified of this and the factoring bank and the Customer's accounts held there are disclosed and the factoring proceeds exceed the value of the secured claim of PHS. With the crediting of the factoring proceeds the claim of PHS becomes due immediately.

7.5 PHS undertakes to release the securities to which it is entitled insofar as their value exceeds the claims to be secured, insofar as these have not been settled, by more than 10%.

7.6 The assertion of the retention of title and the reclaiming of the goods shall only constitute a withdrawal from the contract in the event of an express declaration to this effect.

8 Return of goods

8.1 The return of goods is, apart from warranty cases, only possible in exceptional cases and after prior written agreement. In the event of a return, a restocking fee of 20% of the purchase price or at least € 10.00 plus applicable statutory German VAT will be charged per return. These costs will be deducted from any credit notes.

8.2 The return of custom-made products, painted, damaged, unusable and non-original packed parts is excluded.

9 Notice of defects and warranty

9.1 Warranty claims due to material defects shall become statute-barred one year after the statutory commencement of the limitation period, unless the object of purchase is used in multi-shift operation after purchase or is used in another extraordinary manner. They presuppose that the defect was present at the time of the transfer of risk. Furthermore, claims for defects presuppose that the customer has duly fulfilled his owed obligations to examine the goods and give notice of defects, provided that he is a merchant. The merchant is therefore obliged to inspect the delivered goods immediately for obvious defects. Obvious defects include cases in which a different item or an insufficient quantity is delivered. Such obvious defects must be notified to PHS in writing within one week of delivery. Defects which only become apparent later must be notified to PHS within one week of their discovery. In the event of a breach of the duty to inspect and give notice of defects, the goods shall be deemed to have been approved in view of the defect in question. 9.2 In the event of justified complaints, the goods shall be deemed to have been approved.

9.2 In the event of a justified notice of defect, PHS shall be obliged to remedy the defect at its discretion. If PHS does not fulfil this obligation within a reasonable period of time, or if a rectification of defects fails despite repeated attempts, the Customer is entitled to reduce the purchase price or to withdraw from the contract. Further claims, in particular claims for reimbursement of expenses or damages due to defects or consequential damages, shall only exist within the scope of the provision on limitations of liability (No. 10).

9.3 Replaced parts shall be returned to PHS free of charge upon request.

9.4 Unauthorised reworking and improper handling shall result in the loss of all claims for defects. In order to prevent disproportionate damage or in the event of a delay in the rectification of defects by PHS, the Customer shall be entitled, after prior notification of PHS, to rectify the defect and to demand reimbursement of the reasonable costs thereof.

9.5 Normal wear and tear shall not give rise to any warranty claims.

9.6 The warranty period for repairs is 3 months for replacement deliveries and 6 months for replacement services. It shall run at least until the expiry of the original warranty period for the delivery item or as long as and insofar as PHS itself is entitled to corresponding longer warranty periods against its upstream supplier.

9.7 The sale of used objects of purchase to entrepreneurs and merchants is made to the exclusion of any warranty.

10 General limitation of liability

In all cases in which PHS, in derogation of the above conditions, is obliged to pay damages or reimbursement of expenses on the basis of contractual or statutory bases for claims, it shall only be liable insofar as it, its executive employees or vicarious agents are guilty of intent, gross negligence or injury to life, body or health. Liability without fault under the Product Liability Act shall remain unaffected. Liability for culpable breach of essential contractual obligations shall also remain unaffected. However, liability in this respect shall be limited to the foreseeable damage typical for the contract, except in the cases of sentence 1.

11 Place of performance, place of jurisdiction, applicable law

11.1. The place of performance and exclusive place of jurisdiction for delivery and payment (including actions on cheques and bills of exchange), as well as all disputes arising between the parties, shall be the head office of PHS, insofar as the Customer is a registered trader, a legal entity under public law or a special fund under public law.

11.2 The relations between the parties to the contract shall be governed exclusively by the law applicable in the Federal Republic of Germany to the exclusion of the UN Convention on Contracts for the International Sale of Goods.