Terms and Conditions
General Terms and Conditions of WERO GmbH & Co. KG
Idsteiner Str. 94, 65232 Taunusstein, email: info@wero.de (hereinafter referred to as the “Supplier”)
1. Scope
The
Supplier sells goods in the fields of first aid, skin protection/hygiene and
occupational safety via various channels, in particular through
its field sales force, by post-order catalogue, by telephone, by letter, by fax,
by email or via electronic platforms and ordering systems, such as
online shops.
The Provider’s services are governed by the
present General Terms and Conditions in the version applicable at the time the contract is concluded
. These General Terms and Conditions apply exclusively. Any deviating terms and conditions of the Customer
shall not apply unless the Provider expressly agrees to them
.
2. Conclusion of Contract via the Provider’s Online Shops
The
offers in the Provider’s online shops constitute a non-binding
invitation to the Customer to order goods or services.
By submitting the order (clicking the
‘Place order with obligation to pay’ button) in the shop, the Customer makes a binding
offer to conclude a contract.
Confirmation of
receipt of the order follows immediately after the order is submitted
and does not, in principle, constitute acceptance of the contract. The
Supplier may declare acceptance within ten working days
by sending a written order confirmation or a
order confirmation in text form (fax or email), in which case
the date on which the order confirmation is received by the customer is decisive,
or by the supplier delivering the ordered goods, in which case the
date on which the goods are received by the customer is decisive, or by the supplier
requesting payment from the customer after the order has been placed (e.g. in the case of
PayPal payment). If several of the aforementioned alternatives apply,
the contract is concluded at the time when one of the aforementioned
alternatives occurs first. If the Supplier does not declare acceptance within
the aforementioned period, this shall be deemed a rejection, with the consequence
that the Customer is no longer bound by their declaration of intent.
When
a quotation is submitted via the provider’s online order form,
the text of the contract is stored by the provider and sent to the customer,
together with these General Terms and Conditions, in writing (e.g.
by email, fax or letter) once the order has been submitted. In addition, the contract text
is archived on the Provider’s website under ‘Order History’
and can be accessed free of charge by the Customer via their password-protected customer account by
entering the relevant login details, provided that
the Customer has created a customer account in the
Provider’s online shop prior to submitting their order.
Before submitting
the order in a binding manner via the provider’s online order form, the
customer may correct their entries at any time using the usual keyboard and
mouse functions. Furthermore, all entries are displayed once more in a
confirmation window before the
order is submitted in a binding manner and can also be corrected there using the usual
keyboard and mouse functions.
The
German language is available for the conclusion of the contract. In
the Provider’s English-language shops, the English
language is also available for the conclusion of the contract.
3. Conclusion of a contract outside the online shop
In addition to
sales via online shops, the Provider also sells goods through
direct sales and concludes contracts in person via the
field sales force, by telephone, by email, by post, by fax,
via electronic catalogues, via online ordering platforms for
non-consumers and via other direct sales channels. The
conclusion of contracts via these channels is governed by the provisions of the German Civil
Code (BGB) and other relevant civil law
provisions, unless otherwise stipulated in these General Terms and Conditions.
Consumers
do not have access to the sales channels mentioned in this clause.
Sales to consumers take place exclusively via the
provider’s online shops.
4. Right of withdrawal
Consumers are generally entitled to a right of withdrawal. Further information on the right of withdrawal is set out in the Provider’s withdrawal policy.
No right of withdrawal is granted to businesses or other customers who are not consumers.
Furthermore, the
right of withdrawal does not apply to consumers who, at the time of
conclusion of the contract, are not nationals of a Member State of the European Union
and whose sole place of residence and delivery address, at the time of
conclusion of the contract, are outside the European Union.
5. Payment, Default
Prices and terms of payment shall be communicated to the customer prior to the conclusion of the contract. We reserve
the right to adjust our prices.
If the customer defaults on payment, the supplier is entitled to charge interest on arrears at a rate of five percentage points above the European Central Bank’s base rate. In the event that the supplier
asserts further damages arising from the default, the customer has the option of proving that the claimed damages did not arise at all or arose in a lower amount.
6. Retention of title
In relation to
consumers, the supplier retains title to the goods delivered until full payment
of the purchase price due has been made.
The following applies to businesses and other customers who are not consumers:
The
customer is entitled to resell and transfer ownership of the goods subject to retention of title in the ordinary course of business
or to use them within the framework of a contract for work and materials
. However, the customer hereby assigns to the supplier, by way of security, all
claims against third parties arising from the resale of the goods subject to retention of title,
until all claims of the supplier
against the customer have been settled. The customer remains authorised to collect these
claims even after their assignment. The
supplier’s right to collect the claims itself remains
unaffected by this; however, the supplier undertakes not to
collect the claims as long as the customer
duly fulfils its payment obligations and is not in default of payment. Should this, however,
be the case, the Supplier may demand that the Customer disclose to the
Supplier the assigned claims and their debtors,
provide all information necessary for collection, hand over the relevant
documents and notify the third-party debtors of the assignment.
If
the realisable value of the goods subject to retention of title exceeds the claims to be secured
arising from the ongoing business relationship by 20 per cent, the
Supplier shall be obliged, at the Customer’s request, to release the goods subject to retention of title
.
Any processing or transformation of the goods subject to retention of title
by the customer shall always be carried out on behalf of the Supplier. If
the goods subject to retention of title are processed together with items not belonging to the Supplier,
the Supplier shall acquire co-ownership of the new item in the
proportion of the value of the goods subject to retention of title to that of the other
processed item(s). The foregoing shall also apply if the goods are
processed or
mixed with other items not belonging to the Supplier.
The assignment does not cover those claims of the
customer arising from the resale of goods
purchased subject to extended retention of title.
7. Delivery
The
delivery time will be communicated to consumers prior to the conclusion of the contract (e.g. on
the product page in the online shop). The start of the delivery period specified by the Supplier
is subject to the timely and proper
fulfilment of the Customer’s obligations, in particular the
correct provision of the delivery address when placing the order.
If
the Supplier is unable to deliver the ordered goods through no fault of its own
because the Supplier’s supplier has failed to fulfil its
contractual obligations, the Customer will be informed immediately
that the ordered goods are not available.
In this case, both the Supplier and the Customer are entitled to withdraw from the contract.
Any payments already made by the contracting party will be
refunded without delay. The Customer’s statutory rights remain
unaffected.
8. Transfer of risk in relation to business customers
In relation to
business customers or other customers who are not consumers,
the risk of deterioration or loss of the goods passes to the
customer upon
handover of the goods to the carrier. If handover or dispatch is delayed for reasons for which the customer
is responsible, the risk shall pass to the customer on the day notification is given that
the goods are ready for dispatch.
9. Default of Acceptance
If
the customer is in default of acceptance or culpably breaches other
obligations to cooperate, the supplier is entitled to claim compensation for the
damage incurred as a result, including any additional expenses. The Supplier reserves the right to make further claims. This shall
not apply if the Customer validly exercises a right of withdrawal to which they are entitled,
if they are not responsible for the circumstance that led to the impossibility of delivery,
or if they were temporarily prevented from accepting the
service offered, unless the Supplier had
given them reasonable prior notice of the service.
Interest
shall be charged on the
purchase price during the period of default. The rate of interest on arrears
shall be five percentage points per annum above the base rate. In the case of
legal transactions between businesses or other customers who are not
consumers, the interest rate shall be nine percentage points above the
base rate.
The customer, for their part, reserves the right
to prove that damage in the amount claimed has not been incurred, or
at least that it is substantially lower. The risk of
accidental loss or accidental deterioration of the
purchased goods passes to the customer at the point in time when the customer
falls into default of acceptance or payment.
10. Warranty
If
the goods are defective, the
provisions of statutory liability for defects apply to consumers without restriction.
In relation to businesses and other customers who are not consumers,
the law on warranty for defects applies subject to the restrictions set out in the
following paragraphs.
For businesses
and other customers who are not consumers, a
minor defect does not, in principle, give rise to any claims for defects. For new goods,
the limitation period for a defect is one year from
the transfer of risk; for second-hand goods, the warranty for defects is
excluded. In the event of a defect, the supplier may choose the form
of subsequent performance. The limitation period does not recommence if, within the framework
of liability for defects, a replacement delivery is made. These
limitations of liability and shortened limitation periods within the meaning of this
paragraph do not apply to items which, in accordance with their usual
intended use, have been used in a building and have
defectiveness, for damage resulting from injury to
life, limb or health arising from an intentional
or negligent breach of duty by the supplier or an
intentional or negligent breach of duty by a legal
representative or vicarious agent of the supplier, or for other
damage resulting from an intentional or grossly negligent
breach of duty by the Supplier or from an intentional or grossly
negligent breach of duty by a legal representative or
vicarious agent of the Supplier, and in the event that the
Supplier has fraudulently concealed the defect.
Furthermore,
in the case of traders or other customers who are not consumers,
the statutory limitation periods for the right of recourse under
Section 478 of the German Civil Code (BGB) remain unaffected.
If the customer acts as a trader
within the meaning of Section 1 of the German Commercial Code (HGB), they are subject to the commercial duty to inspect and
give notice of defects in accordance with Section 377 of the German Commercial Code (HGB). If the customer fails to comply with the
notification obligations set out therein, the goods shall be deemed to have been approved.
11. Liability
The
Supplier shall be liable to the Customer for all contractual, quasi-contractual
and statutory claims, including tortious claims, for compensation for damages and
reimbursement of expenses as follows:
The Supplier shall be liable without limitation on any
legal ground in cases of intent or gross negligence, in the event of
intentional or negligent injury to life, limb or
health, on the basis of a guarantee, unless
otherwise provided for in this regard, or on the basis of mandatory
liability, such as under the Product Liability Act.
If the
Supplier negligently breaches an essential contractual obligation, liability
shall be limited to the foreseeable damage typical for this type of contract, unless
unlimited liability applies in accordance with the preceding clause. Essential
contractual obligations are obligations which the contract imposes on the Provider, by
virtue of its content, for the fulfilment of the purpose of the contract; the
fulfilment of which is essential for the proper performance of the contract
and on the observance of which the Customer may reasonably rely.
In all other respects, the Provider’s liability is excluded.
The above
provisions on liability also apply with regard to the Provider’s
liability for its vicarious agents and legal representatives.
The
customer shall indemnify the provider against any claims by third parties –
including the costs of legal defence at their
statutory rate – which are asserted against the provider on the basis of
acts by the customer that are unlawful or in breach of contract.
12. Final Provisions
The law
of the Federal Republic of Germany shall apply, to the exclusion of the
UN Convention on Contracts for the International Sale of Goods, provided that this choice of law does not result in a
consumer being deprived of mandatory consumer protection provisions
thereby.
If the customer is a trader, a legal person under public
law or a special fund under public law, the court at the
Provider’s registered office shall have jurisdiction, unless an
exclusive place of jurisdiction is established for the dispute. This shall also apply if the
customer is not domiciled within the European Union. The Provider’s
registered office is set out in the heading of these General Terms and Conditions.
Insofar as
any provision of these General Terms and Conditions is or
becomes invalid or unenforceable, the remaining provisions of these
General Terms and Conditions shall remain unaffected.
13. Information on online dispute resolution / consumer arbitration
We are neither willing nor obliged to participate in dispute resolution proceedings before a consumer arbitration body.
The provider’s email address can be found in the heading of these Terms and Conditions.
Date: August 2025
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