1. Scope of Application
1.1 These General Terms and Conditions (T&Cs) govern the sale of products and the delivery of services by Prismax Autos GmbH (hereinafter referred to as "Prismax") to customers. By placing an order with Prismax, the customer agrees to these T&Cs.
1.2 All deliveries, services, and offers by Prismax are made exclusively based on these T&Cs. Any conflicting or deviating terms from the customer are not recognized unless Prismax expressly agrees to them in writing.
2. Offers and Contract Conclusion
2.1 All offers made by Prismax are subject to change concerning price, quantity, technical information, delivery time, and delivery options.
2.2 A contract is concluded only upon written order confirmation by Prismax or by the delivery of goods.
2.3 Agreements that deviate from Prismax's offers must be made in writing with the head office in München and exclusively with authorized employees. Only those employees with special authority or those listed in the commercial register are considered authorized.
3. Prices and Payment
3.1 Prices are exclusive of value-added tax (VAT), considering the respective delivery location.
3.2 Invoices are payable immediately. Payment methods include cash payment or pre-payment.
3.3 Prismax may reject cheques of any kind as well as bills of exchange. If accepted, this is done on account of payment. Discount and bill charges shall be at the customer's expense and are due immediately.
3.4 The enforcement of warranty claims does not entitle customers to retain the purchase price, either wholly or partially.
3.5 If the payment period is not adhered to, the customer shall be considered in default without a warning and must pay default interest amounting to the statutory default interest rate.
3.6 Offsetting by the customer is only possible with claims that are acknowledged in writing, undisputed, or legally established and is limited to claims resulting from the underlying contract.
3.7 Should a customer fail to meet their payment obligations, particularly by ceasing payments, or if a cheque or bill of exchange is not honored, or if Prismax becomes aware of other circumstances questioning the customer's creditworthiness, Prismax is entitled to declare the entire residual debt payable, even if cheques or bills of exchange have been accepted.
4. Delivery and Transfer of Risk
4.1 Delivery dates or periods, which can be agreed upon as binding or non-binding, must be in writing.
4.2 The risk is transferred to the customer as soon as the shipment has been handed over to the person performing the transport or has left Prismax's warehouse for shipment. If the shipment becomes impossible through no fault of Prismax, the risk transfers to the customer upon notification of readiness for shipment.
4.3 If the customer defaults on acceptance, Prismax is entitled to demand compensation for the resulting damage and any additional expenses. The same applies if the customer culpably violates cooperation obligations. Upon the occurrence of default in acceptance or debtor's delay, the risk of accidental deterioration and accidental loss transfers to the customer.
5. Retention of Title
5.1 The delivered goods remain the property of Prismax until full payment of all claims arising from the delivery contract.
5.2 The customer is obliged to handle the goods with care as long as ownership has not yet been transferred.
5.3 In the event of seizure or other interventions by third parties, the customer must inform Prismax immediately in writing.
6. Warranty and Liability
6.1 The customer's warranty rights presuppose that they have properly fulfilled their obligations to inspect and give notice of defects under applicable law.
6.2 Claims for defects become statute-barred 12 months after the transfer of risk.
6.3 In the event of a defect, Prismax shall, at its discretion, provide subsequent performance in the form of remedying the defect or delivering a new defect-free item.
6.4 If the supplementary performance fails, the customer is entitled to demand rescission or a reduction.
6.5 Prismax is liable in accordance with statutory provisions if the customer asserts claims for damages based on intent or gross negligence, including intent or gross negligence on the part of Prismax's representatives or vicarious agents.
6.6 Liability for culpable injury to life, body, or health remains unaffected; this also applies to mandatory liability under the Product Liability Act.
6.7 Unless otherwise stipulated above, liability is excluded.
7. Applicable Law and Jurisdiction
7.1 The law of the Federal Republic of Germany applies to these T&Cs and all legal relationships between Prismax and the customer, excluding the UN Convention on Contracts for the International Sale of Goods (CISG).
7.2 The place of performance and exclusive jurisdiction for all disputes arising from these T&Cs is München, Germany, provided the customer is a merchant, a legal entity under public law, or a special fund under public law.