General Terms and Conditions.

These General Terms and Conditions apply to all offers, deliveries and services of PROSEQ Professional Sensation Quality GmbH Berlin to business customers, legal persons governed by public law, special funds governed by public law and consumers.

A consumer is any natural person who enters into a legal transaction predominantly for purposes that cannot be attributed to their commercial or independent professional activity. A business customer is a natural or legal person or a partnership with legal capacity acting, when entering into a legal transaction, in the exercise of its commercial or independent professional activity.

Individual agreements in the relevant offer or contract take precedence over these General Terms and Conditions.

The presentation of products and services on the website does not constitute a binding contractual offer.

A contract is concluded on the basis of an individual offer from ProseQ. The offer becomes binding once the customer has accepted it in writing or in text form within the specified period and ProseQ has confirmed it.

The specific scope of delivery and services is determined by the relevant offer, the order confirmation and the associated technical documentation.

Illustrations, visualisations, colour representations and product descriptions may differ from the final product, provided that this does not alter any material agreed characteristics.

Products may be customised in terms of colour, surface finish, equipment, wrapping, branding or other features as agreed in the offer.

Technically necessary or minor design deviations are reserved, provided that they are reasonable for the customer and do not impair the agreed intended use.

Once the customised design has been approved, subsequent changes are possible only if they remain technically feasible. Any resulting additional costs and changes to the schedule shall be borne by the customer.

The prices stated in the individual offer apply.

Prices quoted to consumers are gross prices including statutory VAT. Prices quoted to business customers may be stated exclusive of the applicable statutory VAT.

Freight, packaging, installation, commissioning, instruction, customs duties, import charges and other project-related services are not included in the product price unless otherwise agreed in the offer.

Unless otherwise agreed in the individual offer, the following payment terms apply:

• 50 Prozent of the agreed total price is due upon conclusion of the contract or signing of the offer.
• The remaining 50 Prozent is due before delivery of the product.

Delivery may be made conditional upon full payment of the amounts due up to that time.

The customer shall be in default in accordance with the statutory provisions. ProseQ is entitled to charge statutory default interest in the event of late payment.

Delivery periods and delivery dates are set out in the individual offer or the order confirmation.

Stated delivery dates are binding only if expressly confirmed as binding.

Delivery periods do not commence until all technical and design details have been clarified, the necessary approvals have been granted and payments due have been received.

Delays caused by force majeure, official measures, supply shortages, transport disruptions or other events for which ProseQ is not responsible shall extend the delivery period by a reasonable period.

The customer shall bear the costs of freight and packaging unless otherwise provided in the individual offer.

For international deliveries, the customer shall also bear the agreed customs duties, import charges, taxes and other country-specific charges.

Delivery terms and the transfer of risk in international transactions shall be specified in the relevant offer.

Installation and commissioning shall be charged separately and borne by the customer unless otherwise agreed in the offer.

The customer must ensure in good time that all necessary spatial, technical and electrical requirements are met. These include, in particular, suitable access routes, sufficient floor space and the required electrical, ventilation and, where applicable, water connections.

Additional work arising from unprepared or unsuitable conditions at the installation site may be charged separately.

The goods delivered shall remain the property of ProseQ until all amounts owed under the relevant contract have been paid in full.

For business customers, retention of title shall additionally apply until all outstanding amounts arising from the ongoing business relationship have been paid in full, to the extent permitted by law.

Financing or leasing may be offered through an external leasing partner.

The leasing agreement is concluded exclusively between the customer and the relevant leasing company. ProseQ is not a party to the leasing agreement unless expressly agreed otherwise in writing.

The terms of the relevant leasing partner apply to the assessment, approval and implementation of the leasing arrangement. Acceptance of an offer from ProseQ does not confer any entitlement to approval of financing or leasing.

Consumers may have a statutory right of withdrawal in the case of a contract concluded off-premises or at a distance.

The right of withdrawal may be excluded for goods that are not prefabricated and whose manufacture is determined by an individual choice or specification of the consumer, or that have been clearly tailored to the consumer’s personal needs.

Whether a right of withdrawal exists depends on the specific order and the statutory provisions. Where a right of withdrawal exists, the separate cancellation policy, including the model cancellation form, applies and shall be provided to the consumer in text form before the contract is concluded.

Where installation, commissioning or another service subject to acceptance has been agreed, acceptance shall take place upon completion.

Minor defects do not entitle the customer to refuse acceptance. The customer’s statutory rights in respect of defects remain unaffected.

Consumers have the statutory rights in respect of defects.

Business customers must inspect the goods without undue delay upon receipt and report any apparent defects without undue delay in text form. The statutory provisions of § 377 HGB remain unaffected.

Guarantees exist only where they have been expressly designated as guarantees in writing and granted with specific guarantee terms.

ProseQ shall be liable without limitation for intent and gross negligence and for damage arising from injury to life, limb or health.

In the event of a breach of material contractual obligations due to slight negligence, liability shall be limited to foreseeable damage typical of the contract.

Liability under the Produkthaftungsgesetz and under guarantees expressly assumed remains unaffected.

The customer must observe the operating instructions, safety instructions and technical specifications and use the product only for its intended purpose.

Installation, maintenance and repairs may be carried out only by appropriately qualified and authorised persons.

Technical documentation, drawings, designs, visualisations, photographs and concepts remain the intellectual property of ProseQ or the respective rights holder.

Reproduction, publication or disclosure to third parties is permitted only with prior consent, unless mandatory statutory rights provide otherwise.

For international deliveries, the delivery, customs, tax and import terms agreed in the individual offer shall additionally apply.

The customer is responsible for compliance with the import, installation and operating requirements applicable in their country, unless ProseQ has expressly assumed this responsibility.

Mandatory consumer protection provisions of the state in which a consumer has their habitual residence remain unaffected.

German law shall apply, excluding the UN Convention on Contracts for the International Sale of Goods, to the extent that this can be validly agreed.

For contracts with consumers, this choice of law applies only to the extent that it does not deprive the consumer of mandatory protective provisions of the state of their habitual residence.

For contracts with business customers, Berlin shall be the place of jurisdiction to the extent permitted by law.

Should individual provisions of these General Terms and Conditions be or become invalid, the remaining provisions shall remain unaffected. The statutory provisions shall replace the invalid provision.