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1. scope of application
These General Terms and Conditions (GTC) apply to the business of Eckstein Design Company GmbH (hereinafter referred to as "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 license 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 the other services that the company provides directly and indirectly to the customer.
2. conclusion of the contract
The conclusion of the contract takes place through the acceptance of the offer of the company and or through entry in the affiliate network on the part of the customer. The offer regulates the purchase of services, products or licenses.
The Affiliate Program regulates the conditions related to sales commissions(pay per sale)
The commission is paid as soon as the customer proves
turnover, usually purchase.
The contract is also concluded when the customer uses the services offered by the company or obtains or uses products of the company (license).
3. prices
Unless otherwise quoted, all prices are in Swiss francs (CHF). All prices are exclusive of any applicable value added tax (VAT).
Prices are exclusive of any other applicable taxes.
Prices do not include transport, logistics and costs for possible customs duties.
The company reserves the right to change prices at any time. The prices valid at the time of the conclusion of the contract, which are listed on the websites www.e-d-c.ch or www.eckstein-design-company.com or on separate price lists of the company, shall apply.
The premium for the referral or sale by the registered customer, affiliate, merchan
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 deposit 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 paid the deposit and withdraws his order after the start of production, he is not entitled to a refund of the deposit paid.
If the invoice is not settled within the aforementioned payment period, the customer will be warned. If the customer does not settle the invoice within the set reminder period, he automatically falls into arrears. From the moment 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.
The offsetting of the invoiced amount against any claim the Client may have against the Company is not permitted.
The Company has the right to refuse the provision of services and the delivery of the product in case of delay in payment.
5. obligations of the company
5.1. service provision
Unless otherwise agreed, the company fulfills its obligation by providing the agreed service or delivery of the ordered products. The service/delivery includes the services which are or were published online at the time of the conclusion of the contract.
A large part of the services of the company is provided online. For all other services, the registered office of the company is 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 the 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 transfer to third parties and any other use of a commercial or other nature are prohibited.
6.2 Formatting
If the documents are created in a format that restricts the Client's rights of use, this is in accordance with the Company's will, and reformatting is not permitted.
7. withdrawal
The customer has no right of withdrawal after receipt of the order and paid deposit. The ordered goods are manufactured explicitly on customer request, which is why a withdrawal is excluded. If the customer nevertheless withdraws from the purchase contract, he still owes the deposit paid - respectively it will not be refunded.
7.1 Products
An exchange of products is generally excluded.
8. retention of title
The ownership of the products remains 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 workmanship.
Any defect shall be reported to the Company immediately. It is up to the Company to decide whether the defective product will be repaired or replaced. Only if replacement or repair is not possible, the customer is entitled to a reduction or refund of the purchase price. The right to reimbursement of costs for third-party repairs is excluded. During the time of repair, the customer has no right to a replacement product. The warranty begins with the conclusion of the contract and has a term of two years.
10. liability
The liability for any indirect damages and consequential damages is fully excluded.
The liability for direct damages 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 due to improper use, overloading or overturning of the furniture is fully excluded.
11 Intellectual property rights
The company is entitled to all rights to the products, services and any trademarks.
Neither these General Terms and Conditions nor any associated individual agreements have the transfer of intellectual property rights as their content, unless this is explicitly mentioned.
In addition, any further use, publication and making available of information, images, texts or anything else that the Customer receives in connection with these provisions is prohibited, unless it is explicitly approved by the Company in writing.
If the Customer uses content, texts or pictorial material in connection with the Company in which third parties have a property right, the Customer shall ensure that no property rights of third parties are infringed.
12. data protection
The Company may process and use the data recorded within the framework of the conclusion of the contract for the purpose of fulfilling the obligations arising from the contract. The Company shall take the measures required to secure the data in accordance with the statutory provisions. The Client fully agrees 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 from the Client to these or third parties by order of courts or authorities. If the Client has not expressly forbidden it, the Company may use the data for marketing purposes as well as pass them on to its partners for advertising purposes. The data necessary for the performance of services may also be disclosed to contracted service partners or other third parties.
Furthermore, the data protection regulations apply.
13. amendments
These General Terms and Conditions may be amended by the Company at any time.
The new version comes into force by publication on the website of the Company.
In principle, the version of the GTC in force at the time of the conclusion of the contract shall apply to the 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 any provision of this contract or any supplement thereto 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 shall apply to any loopholes in the contract.
16 Confidentiality
Both parties and their auxiliary persons undertake to treat all information submitted or acquired in connection with the services as confidential. This obligation shall remain in force even after the termination of the contract.
17 Force Majeure
If the timely performance by the Company, its suppliers or third parties involved is made impossible due to force majeure, such as natural disasters, earthquakes, volcanic eruptions, avalanches, thunderstorms, storms, 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 fully reimburse the Client for any payment already made.
Any further claims, especially claims for damages due to vis major are excluded.
18 Applicable law/court of jurisdiction
These GTC are subject to Swiss law. Unless otherwise provided by mandatory law, 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 taker
and seller called company
the following contract is concluded:
1 Subject matter of the contract:
1.1 The subject matter ofthe 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 offered by the company.
1.2 The integration of the Company's website takes place in the form of an inline frame (iframe). The Company shall provide the intermediary with a corresponding code for this purpose. This is included in the source code of the website and or on the social media of the intermediary and thus enables the display of the merchant's website in the predefined format of the iframe.
1.3 The agent shall endeavor, taking into account the interests of both parties, to present the iframe in the most promotionally effective manner possible.
1.4 The iframe may only be integrated under the domain specified in advance in the registration form and or the social media of the intermediary.
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 minus taxes, packaging and transport of the commission provider (called company). All transactions concluded in the respective settlement period, which were paid in full by the orderer (customer), are taken into account. The commission of the agent corresponds to 2.5 % of the turnover by default. Other shares can be discussed and contractually fixed in individual cases.
2.3 The settlement periods shall generally be 3 months. The respective commission claim of the agent shall only become due immediately after the preparation of a settlement by the Company and receipt of the total sales price.
2.4 The Company shall regularly prepare statements of account for the intermediary. These must contain at least the calculation factors designated in item (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 settlements are to be sent to the agent within 5 weeks after the end of the settlement period. Deviating from it the account may take place later, as far as the company, the data necessary for the account are not yet present. He has to inform the agent about this.
3 Payment:
The payment of the commission is made to an appropriate 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 accessible throughout the term of this Agreement. However, no guarantee can be given. In the event of disruptions, the Company will notify the intermediary of such disruptions.
5 Supplementary obligations of the contractor:
5.1 The intermediary (referred to as the contractor) guarantees that by displaying the iframe on its website or other specified channels, the advertising activities developed in this regard as a whole...
5.2 The website https://www.e-d-c.ch / https://www.eckstein-design-company.com of the Company 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 prior consent of the Company, insofar as this use goes beyond the rights granted in this Agreement.
5.3 For each case of violation of the provisions in 1,2,4,5, the agent undertakes to pay a reasonable contractual penalty, the amount of which may be reviewed by a court of law in individual cases, placed in the reasonable discretion of the company.
6 Interruption of the switching of the iframe:
The contract giver (called company) tries to ensure the switching of the iframe, but cannot guarantee this.
7 Duration of the 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 time shall be paid out.
7.3 Upon termination of the Program, the Company shall be released from all obligations to the Contractor / Agent.
8 Applicable law, place of performance, place of jurisdiction:
These GTC are subject to Swiss law. Unless otherwise provided by mandatory law, 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 agreed in writing between the parties.
9.2 The German version of the contract texts shall be exclusively authoritative.
9.3 Severability clause:
Should any provision of this contract or any supplement thereto 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 shall apply to any loopholes in the contract.