General terms and condition

General Terms And Conditions

Last updated: August 29, 2024

Please read these terms and conditions carefully before using Our Service.

Interpretation and Definitions

Interpretation

The words of which the initial letter is capitalized have meanings defined under the following conditions. The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.

Definitions

For the purposes of these Terms and Conditions:

Affiliate means an entity that controls, is controlled by or is under common control with a party, where “control” means ownership of 50% or more of the shares, equity interest or other securities entitled to vote for election of directors or other managing authority.
Country refers to: Baden-Württemberg, Germany
Company (referred to as either “the Company”, “We”, “Us” or “Our” in this Agreement) refers to nerxon company, Satteläcker 17, 70565 Stuttgart, Germany.
Device means any device that can access the Service such as a computer, a cellphone or a digital tablet.
Service refers to the Website.
Terms and Conditions (also referred as “Terms”) mean these Terms and Conditions that form the entire agreement between You and the Company regarding the use of the Service.
Third-party Social Media Service means any services or content (including data, information, products or services) provided by a third-party that may be displayed, included or made available by the Service.
Website refers to nerxon, accessible from https://nerxon.com/
You means the individual accessing or using the Service, or the company, or other legal entity on behalf of which such individual is accessing or using the Service, as applicable.

Acknowledgment

These are the Terms and Conditions governing the use of this Service and the agreement that operates between You and the Company. These Terms and Conditions set out the rights and obligations of all users regarding the use of the Service.

Your access to and use of the Service is conditioned on Your acceptance of and compliance with these Terms and Conditions. These Terms and Conditions apply to all visitors, users and others who access or use the Service.

By accessing or using the Service You agree to be bound by these Terms and Conditions. If You disagree with any part of these Terms and Conditions then You may not access the Service.

You represent that you are over the age of 18. The Company does not permit those under 18 to use the Service.

Your access to and use of the Service is also conditioned on Your acceptance of and compliance with the Privacy Policy of the Company. Our Privacy Policy describes Our policies and procedures on the collection, use and disclosure of Your personal information when You use the Application or the Website and tells You about Your privacy rights and how the law protects You. Please read Our Privacy Policy carefully before using Our Service.

General Terms and Conditions

I. Validity

These general terms and conditions apply to all contracts for the sale of goods between nerxon GmbH (hereinafter referred to as “Supplier”) and the customer.
The Supplier’s terms and conditions apply exclusively to all deliveries and services, and the customer’s terms and conditions shall not apply, even if the Supplier does not expressly reject them.
These terms and conditions shall also apply to all future business relations, even if not explicitly agreed upon again.

II. Offer and Conclusion of Contract

The Supplier’s offers are subject to change and are non-binding.
All agreements made between the Supplier and the customer for the execution of the contract must be in writing. To be legally binding, declarations of acceptance and orders must be confirmed in writing by the Supplier. The Supplier’s sales staff are not authorized to make verbal agreements that go beyond the written contract.
The Supplier retains full ownership rights and copyrights to all drawings and documents and they must not be disclosed to third parties.
The customer is prohibited from copying or imitating any software or programs.
The source code of the programs will not be provided to the customer.
The Supplier may take technical measures to protect its software and programs.
All information in the Supplier’s sales documents (such as software, programs, price lists, catalogs, brochures, technical documents, and digital media) is provided to the best of the Supplier’s knowledge but is non-binding. The Supplier reserves the right to make changes.

III. Prices and Payment

Prices are ex-works and exclude packaging. All prices are subject to VAT at the applicable statutory rate.
Unless otherwise specified, the Supplier is bound by the prices in its offers for 30 days from their date.
For deliveries within Germany, goods are delivered free of charge, including packaging, from a net invoice amount of €1,000. For deliveries outside Germany, the terms are ex-works plus shipping and packaging costs.
Unless agreed otherwise, payments must be made within 30 days of the invoice date. A 2% discount is granted for payment within 10 days of the invoice date.
The customer may only offset claims that are undisputed or legally determined.
In the event of late payment, the Supplier is entitled to claim interest on arrears and reserves the right to assert further claims.

IV. Delivery Time and Delayed Delivery

Adherence to the agreed delivery time requires the customer to provide all necessary documents, authorizations, and approvals in a timely manner. If this is not done, the delivery time will be extended accordingly, unless the Supplier is responsible for the delay.
The delivery time is met if the delivery item has left the Supplier’s factory or if readiness for dispatch has been notified before the deadline lapses.
The Supplier is not liable for delivery delays due to force majeure or events beyond its control (such as strikes, lockouts, or official orders), even if binding dates have been agreed. In such cases, the Supplier is entitled to extend the delivery time or withdraw from the contract. If the hindrance lasts more than three months, the customer can withdraw from the contract after an appropriate grace period.
If the Supplier is in default, the customer may only withdraw from the contract if the delay is the Supplier’s fault and a reasonable period for delivery has expired without result.
Further claims for delay are regulated by point VIII. If the Supplier is liable for delay, the customer may claim compensation of 0.5% of the invoice value for each full week of delay, up to a maximum of 5% of the invoice value. No further claims are allowed unless the delay is due to gross negligence by the Supplier.
The Supplier is entitled to make partial deliveries unless these are of no interest to the customer.

V. Risk Transfer and Shipping

The risk is transferred to the customer no later than when the purchased items are shipped, even if partial deliveries are made or the Supplier has undertaken other services such as dispatch or delivery costs.
If the dispatch is delayed due to the customer’s fault, the risk is transferred to the customer from the day the items are ready for dispatch.
At the customer’s request, the shipment will be insured at the customer’s expense.

VI. Rights in the Event of Defects

The customer must inspect the deliveries for defects immediately upon receipt and report any defects in writing within one week. Defects not detectable immediately must be reported in writing as soon as they are discovered.
The Supplier will choose whether to repair or replace defective parts of the delivery. If repairs are needed, the Supplier may request the defective part be sent to them or may send a service technician to the customer.
The customer must provide the Supplier with the necessary time and opportunity to carry out repairs and replacements.
Claims for defects will not be accepted if the defect is due to inappropriate or improper use, commissioning by the customer or third parties, natural wear and tear, improper handling, or maintenance unless the customer can prove otherwise.
Replaced parts become the property of the Supplier.
The warranty period is 24 months from the transfer of risk, except for software, programs, and batteries, which have a 6-month warranty.
Returns are only accepted with the prior agreement of the Supplier.

VII. Voluntary Return of Goods

If the Supplier accepts the return of non-defective goods as a goodwill gesture, a processing fee will be deducted from the credit note. Returns must be postage-paid and pre-agreed with the Supplier.

VIII. Liability

Claims for damages are excluded unless they are due to deliberate intent or gross negligence.
For violations of essential contractual obligations, the Supplier is liable only up to the foreseeable damage amount. Claims for lost profits, saved expenses, or other consequential damages are excluded unless explicitly guaranteed.
The customer releases the Supplier from liability towards third parties resulting from services or deliveries provided by the Supplier on behalf of the customer.
Liability exclusions do not apply in cases of fraudulent behavior, guaranteed product quality, product liability law claims, or claims resulting from injury to life, body, or health.
Where the Supplier’s liability is excluded or limited, the same applies to its employees, representatives, and agents.

IX. Reservation of Proprietary Rights

The goods remain the property of the Supplier until all claims against the customer are fulfilled.
The customer may sell or process the goods in the ordinary course of business, provided they are not in default. However, the customer must fully assign any claims arising from resale to the Supplier.
In the event of third-party access to the goods (e.g., through pledging), the customer must inform the third party of the Supplier’s ownership and notify the Supplier immediately.
If the customer defaults on payment, the Supplier is entitled to withdraw from the contract and reclaim the goods.

X. Applicable Law, Partial Invalidity

The laws of the Federal Republic of Germany apply to these terms and conditions. The UN Convention on Contracts for the International Sale of Goods does not apply.
If the customer is a business, the Supplier’s headquarters is the exclusive place of jurisdiction for all disputes.
If any provision in these terms or any part of an agreement is invalid, this does not affect the validity of the remaining provisions or agreements.

Contact Us

If you have any questions about these Terms and Conditions, You can contact us:

By email: Info@nerxon.com