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1. scope of application
These General Terms and Conditions (GTC) apply to the business division of Eckstein Design Company GmbH (hereinafter referred to as the "Company"). The Company owns and operates the platforms www.e-d-c.ch and www.eckstein-design-company.com and provides paid and free services in connection with the trade of goods. In addition, the Company offers consulting services and an affiliate program and grants licensing rights. Furthermore, the company sells and buys products in the field of design, furniture and other goods.
These GTC apply to the above-mentioned areas as well as to the other services that the company provides directly and indirectly to the customer.
2. conclusion of contract
The contract is concluded by the customer's acceptance of the company's offer and/or entry in the affiliate network. The offer regulates the purchase of services, products or licenses.
The Affiliate Program regulates the conditions with regard to sales commissions(pay per sale)
The commission is paid as soon as the customer proves
sales, usually purchases.
The contract is also concluded when the customer makes use of the services offered by the company or purchases or uses the company's products (license).
3. prices
Unless otherwise quoted, all prices are quoted in Swiss francs (CHF). All prices are exclusive of any applicable value added tax (VAT).
The prices are exclusive of any other applicable taxes.
The prices are exclusive of transport, logistics and costs for any customs duties.
The company reserves the right to change the prices at any time. The prices listed on the websites www.e-d-c.ch or www.eckstein-design-company.com or on separate price lists of the company valid at the time of conclusion of the contract shall apply.
The premium for the referral or sale by the registered customer, affiliate, merchant or customer is paid by the customer.
4. payment
If a purchase contract is concluded, the customer is obliged to pay 50 percent of the invoiced amount in advance (down payment). The remaining 50 percent is due in advance of delivery.
If the customer does not pay the down payment within six working days, no contract is concluded. In this case, the company is not obliged to put the ordered goods into production.
If the customer has made the down payment and withdraws his order after the start of production, he is not entitled to a refund of the down payment made.
If the invoice is not settled within the aforementioned payment period, the customer will be given a warning. If the customer does not settle the invoice within the set reminder period, he is automatically in default. From the time of default, the customer shall owe default interest in the amount of 5 percent.
The company reserves the right to demand advance payment at any time without giving reasons.
Offsetting the invoiced amount against any claim the customer may have against the company is not permitted.
The company is entitled to refuse to provide the service and deliver the product in the event of late payment.
5. obligations of the company
5.1. provision of services
Unless otherwise agreed, the company shall fulfill its obligations by providing the agreed service or delivering the ordered products. The service/delivery includes the services that are or were published online at the time the contract was concluded.
The majority of the company's services are provided online. For all other services, the registered office of the company shall be the place of performance, unless otherwise agreed.
6. license
6.1. use
The company grants the customer the right to use documents, films and videos. These rights of use are non-exclusive, non-transferable and limited to use by the customer. The individual documents serve as templates and may only be used by the Customer as templates and for its own purposes. Any disclosure to third parties or other use of a commercial or other nature is prohibited.
6.2 Formatting
If the documents are created in a format that restricts the customer's rights of use, this is the intention of the company and reformatting is not permitted.
7. withdrawal
The customer has no right of withdrawal after receipt of the order and payment of the deposit. The ordered goods are manufactured explicitly on customer request, which is why withdrawal is excluded. If the customer nevertheless withdraws from the purchase contract, he/she still owes the deposit paid - and this will not be refunded.
7.1 Products
The exchange of products is generally excluded.
8. retention of title
Ownership of the products shall remain with the company until the purchase price has been paid in full. Until then, the customer may not dispose of the products. In particular, he may not sell, rent or pledge them.
9. warranty
The company warrants that the product is free from defects in material and manufacture.
Any defects must be reported to the company immediately. The Company shall be entitled to decide whether the defective product is to be repaired or replaced. Only if replacement or repair is not possible shall the customer be entitled to a reduction or refund of the purchase price. The right to reimbursement of costs for third-party repairs is excluded. During the repair period, the customer is not entitled to a replacement product. The warranty begins with the conclusion of the contract and has a term of two years.
10. liability
Liability for any indirect damage and consequential damage is excluded in full.
Liability for direct damage is limited to the amount of the product purchased by the customer. This limitation of liability does not apply to direct damage caused by gross negligence, incorrect handling/cleaning or intent.
The customer is obliged to report any damage to the company immediately.
Any liability for damage caused by improper use, overloading or overturning of the furniture is excluded in full.
11. intellectual property rights
The company is entitled to all rights to the products, services and any trademarks.
Neither these GTC nor any associated individual agreements contain the transfer of intellectual property rights, unless this is explicitly mentioned.
In addition, any further use, publication and making available of information, images, texts or other material which the customer receives in connection with these provisions is prohibited, unless explicitly authorized in writing by the company.
If the customer uses content, texts or visual material in connection with the company to which third parties have a property right, the customer must ensure that no property rights of third parties are infringed.
12. data protection
The company may process and use the data collected during the conclusion of the contract to fulfill the obligations arising from the contract. The company shall take the measures necessary to secure the data in accordance with the statutory provisions. The customer agrees in full to the storage and contractual use of his data by the company and is aware that the company is obliged and entitled to disclose information about the customer to courts or authorities or to third parties if ordered to do so. If the customer has not expressly forbidden it, the company may use the data for marketing purposes and pass it on to its partners for advertising purposes. The data necessary for the performance of the service may also be passed on to contracted service partners or other third parties.
Furthermore, the data protection provisions shall apply.
13. amendments
These General Terms and Conditions may be amended by the company at any time.
The new version shall enter into force upon publication on the company's website.
The version of the GTC in force at the time of conclusion of the contract shall apply to customers. Unless the customer has agreed to a newer version of the GTC.
14. priority
These GTC take precedence over all older provisions and contracts. Only provisions from individual contracts that specify the provisions of these GTC shall take precedence over these GTC.
15. severability clause
Should a provision of this contract or a supplement to this contract be or become invalid, this shall not affect the validity of the remainder of the contract. The contracting parties shall replace the invalid provision with a valid provision that comes as close as possible to the intended economic purpose of the invalid provision. The same applies to any loopholes in the contract.
16 Confidentiality
Both parties and their auxiliary persons undertake to treat all information provided or acquired in connection with the services as confidential. This obligation shall remain in force even after termination of the contract.
17. force majeure
If the timely performance by the Company, its suppliers or third parties involved is rendered impossible due to force majeure such as natural disasters, earthquakes, volcanic eruptions, avalanches, storms, thunderstorms, wars, riots, civil wars, revolutions and uprisings, terrorism, sabotage, strikes, nuclear accidents or reactor damage, the Company shall be released from the performance of the affected obligations for the duration of the force majeure and a reasonable start-up period after its end. If the force majeure lasts longer than 90 days, the Company may withdraw from the contract. The Company shall reimburse the Customer in full for any payments already made.
Any further claims, in particular claims for damages as a result of vis major, are excluded.
18. applicable law/jurisdiction
These GTC are subject to Swiss law. Insofar as no mandatory statutory provisions are provided for, the court at the registered office of the company shall have jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods (SR 0.221.221.1) is explicitly excluded.
Bern, 17.01.2020
Source: SwissAnwalt
Between intermediary / commission recipient
and seller named Company
the following contract is concluded:
1 Subject matter of the contract:
1.1 The subject matter of the contract is the integration and presentation of the website of the company https://www.e-d-c.ch / https://www.eckstein-design-company.com. On the website and under the domains or social media channels of the for the purpose of advertising the products / services of the products and services offered by the company.
1.2 The Company's website is integrated in the form of an inline frame (iframe). The Company shall provide the Agent with a corresponding code for this purpose. This code is included in the source code of the website and/or on the Agent's social media and thus enables the Merchant's website to be displayed in the predefined format of the iframe.
1.3 The Agent shall endeavor to present the iframe as effectively as possible in terms of advertising, taking into account the interests of both parties.
1.4 The iframe may only be integrated under the domain specified in advance in the registration form and or the Agent's social media.
1.5 The content visible in the iframe is created and edited solely by the company.
2 Remuneration:
2.1 The Agent is entitled to a commission for each customer referred by him to the Company via the iframe as soon as the customer triggers sales by concluding a transaction (pay-per-sale). The commission is paid as soon as the customer proves sales, purchase.
2.2 The amount of the Agent's commission within a settlement period is calculated from the sales price less taxes, packaging and transportation of the commission provider (referred to as the Company). All transactions concluded in the respective accounting period that have been paid in full by the purchaser (customer) are taken into account. The agent's commission corresponds to 2.5 % of the turnover as standard. Other percentages can be discussed and contractually agreed in individual cases.
2.3 The settlement periods are generally 3 months. The agent's respective commission claim shall only become due immediately after the company has drawn up a statement and received the entire sales price.
2.4 The Company shall regularly prepare statements for the Agent. These must contain at least the calculation factors specified in point (3) and, if applicable, further information, insofar as this is necessary to present the Agent's commission claim and its calculation in an easily comprehensible manner. As a rule, the statements must be sent to the agent within 5 weeks of the end of the settlement period. Notwithstanding this, the statement may be sent later if the company does not yet have the data required for the statement. The intermediary must be informed of this.
3 Payment:
Payment of the commission shall be made to a suitable account in the name of the intermediary.
4 Supplementary obligations of the company:
The company shall endeavor to keep the website or social media linked via the iframe available for the entire term of this contract. However, no guarantee can be given. In the event of disruptions, the company will inform the intermediary of these disruptions.
5 Supplementary obligations of the contractor:
5.1 The agent (referred to as the contractual partner) guarantees that by displaying the iframe on its website or other specified channels, the advertising activities carried out in this regard will be...
5.2 The company's website https://www.e-d-c.ch / https://www.eckstein-design-company.com displayed in the iframe and its source texts may not be changed visually, in terms of content or technically or otherwise edited or used in any other way without the company's prior consent, insofar as this use goes beyond the rights granted in this contract.
5.3 For each case of infringement of the provisions in 1,2,4,5, the Agent undertakes to pay an appropriate contractual penalty at the reasonable discretion of the Company, the amount of which may be reviewed by a court in individual cases.
6 Interruption of the switching of the iframe:
The contracting party (referred to as the company) shall endeavor to ensure the switching of the iframe, but cannot guarantee this.
7 Duration of contract, termination:
7.1 The company has the right to terminate the program at any time without giving reasons.
7.2 The commissions accrued up to that point shall be paid out.
7.3 Upon termination of the Program, the Company shall be released from all obligations towards the Contractor / Agent.
8 Applicable law, place of performance, place of jurisdiction:
These GTC are subject to Swiss law. Insofar as no mandatory statutory provisions are provided for, the court at the registered office of the company shall have jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods (SR 0.221.221.1) is explicitly excluded.
9 Miscellaneous:
9.1 No verbal collateral agreements have been made. Amendments, supplements and additions to this contract shall only be valid if they are agreed between the parties in writing.
9.2 Only the German version of the contractual texts shall be authoritative.
9.3 Severability clause:
Should a provision of this contract or a supplement to this contract be or become invalid, this shall not affect the validity of the remainder of the contract. The contracting parties shall replace the invalid provision with a valid provision that comes as close as possible to the intended economic purpose of the invalid provision. The same applies to any loopholes in the contract.