1. Scope
2. Conclusion of the contract
3. Right of withdrawal
4. Prices and payment conditions
5. Delivery and shipping conditions
6. Granting of usage rights for digital content
7. Contract duration and termination for subscription contracts for goods
8. Retention of title
9. Liability for defects (warranty)
10. Liability
11. Redemption of promotional vouchers
12. Redemption of gift vouchers
13. Applicable law
14. Place of jurisdiction
15. Alternative dispute resolution

1) Scope

1.1 These General Terms and Conditions (hereinafter "GTC") of ZYVO GmbH (hereinafter "Seller") apply to all contracts for the delivery of goods that a consumer or entrepreneur (hereinafter "Customer") concludes with the Seller regarding the goods presented by the Seller in its online shop. The inclusion of the Customer's own terms and conditions is hereby objected to, unless otherwise agreed.

1.2 For contracts for the delivery of vouchers, these GTC apply accordingly, unless otherwise stipulated.

1.3 For contracts for the provision of digital content, these GTC apply accordingly, unless otherwise stipulated. Digital content within the meaning of these GTC is data created and provided in digital form.

1.4 A consumer within the meaning of these GTC is any natural person who concludes a legal transaction for purposes that can predominantly be attributed neither to their commercial nor their independent professional activity.

1.5 An entrepreneur within the meaning of these GTC is a natural or legal person or a partnership with legal capacity which, when concluding a legal transaction, acts in the exercise of its commercial or independent professional activity.

1.6 The subject of the contract can be – depending on the Seller's product description – both the purchase of goods by way of a one-time delivery and the purchase of goods by way of a continuous delivery (hereinafter "subscription contract"). In the case of a subscription contract, the Seller undertakes to deliver the contractually owed goods to the Customer at the contractually owed time intervals for the duration of the agreed contract term.

2) Conclusion of the contract

2.1 The product descriptions contained in the Seller's online shop do not constitute binding offers on the part of the Seller, but serve to allow the Customer to submit a binding offer.

2.2 The Customer may submit the offer via the online order form integrated into the Seller's online shop. In doing so, after placing the selected goods in the virtual shopping cart and completing the electronic ordering process, the Customer submits a legally binding contractual offer regarding the goods contained in the shopping cart by clicking the button that concludes the ordering process. Furthermore, the Customer can also submit the offer to the Seller by e-mail or via the online contact form.

2.3 The Seller may accept the Customer's offer within five days,

• by sending the Customer a written order confirmation or an order confirmation in text form (fax or e-mail), in which case the receipt of the order confirmation by the Customer is decisive, or
• by delivering the ordered goods to the Customer, in which case the receipt of the goods by the Customer is decisive, or
• by requesting payment from the Customer after the Customer has placed their order.

If several of the aforementioned alternatives exist, the contract is concluded at the time when one of the aforementioned alternatives occurs first. The period for accepting the offer begins on the day after the Customer sends the offer and ends at the end of the fifth day following the sending of the offer. If the Seller does not accept the Customer's offer within the aforementioned period, this shall be deemed a rejection of the offer with the consequence that the Customer is no longer bound by their declaration of intent.

2.4 If a payment method offered by PayPal is selected, payment processing is carried out via the payment service provider PayPal (Europe) S.à r.l. et Cie, S.C.A., 22-24 Boulevard Royal, L-2449 Luxembourg (hereinafter: "PayPal"), subject to the PayPal Terms of Use, which can be viewed at https://www.paypal.com/de/legalhub/paypal/useragreement-full or – if the Customer does not have a PayPal account – subject to the conditions for payments without a PayPal account, which can be viewed at https://www.paypal.com/de/legalhub/paypal/privacywax-full. If the Customer pays using a payment method offered by PayPal that can be selected in the online ordering process, the Seller hereby declares acceptance of the Customer's offer at the time the Customer clicks the button that concludes the ordering process.

2.5 When ordering via the Seller's online order form, the contract text is stored by the Seller after the contract is concluded and sent to the Customer in text form (e.g., e-mail, fax, or letter) after they have sent their order. The Seller does not make the contract text accessible beyond this.

2.6 Before bindingly submitting the order via the Seller's online order form, the Customer can identify potential input errors by carefully reading the information displayed on the screen. An effective technical means for better identification of input errors can be the browser's magnification function, which is used to enlarge the display on the screen. The Customer can correct their entries as part of the electronic ordering process using the usual keyboard and mouse functions until they click the button that concludes the ordering process.

2.7 The German language is available for the conclusion of the contract.

2.8 Order processing usually takes place automatically via e-mail. The Customer must ensure that the e-mail address provided by them for order processing is correct so that e-mails sent by the Seller can be received at this address.

3) Right of withdrawal

3.1 Consumers are generally entitled to a right of withdrawal.

3.2 Further information on the right of withdrawal can be found in the Seller's withdrawal policy.

4) Prices and payment conditions

4.1 Unless otherwise stated in the Seller's product description, the prices quoted are total prices which include statutory value-added tax. Any additional delivery and shipping costs incurred are specified separately in the respective product description.

4.2 For deliveries to countries outside the European Union, further costs may arise in individual cases for which the Seller is not responsible and which are to be borne by the Customer. These include, for example, costs for money transfer by credit institutions (e.g., transfer fees, exchange rate fees) or import duties or taxes (e.g., customs duties). Such costs may also be incurred with regard to the transfer of money if the delivery does not take place in a country outside the European Union, but the Customer makes the payment from a country outside the European Union.

4.3 The payment option(s) is/are communicated to the Customer in the Seller's online shop.

4.4 If advance payment by bank transfer has been agreed, payment is due immediately after conclusion of the contract, unless the parties have agreed on a later due date.

4.5 If a payment method offered via the "PayPal" payment service is selected, payment processing is carried out via PayPal, whereby PayPal may also use the services of third-party payment service providers for this purpose. Insofar as the Seller also offers payment methods via PayPal where it makes advance payment to the Customer (e.g., purchase on account or installment payment), it assigns its payment claim to PayPal or to the payment service provider commissioned by PayPal and specifically named to the Customer. Before accepting the Seller's declaration of assignment, PayPal or the payment service provider commissioned by PayPal carries out a credit check using the transmitted customer data. The Seller reserves the right to refuse the selected payment method to the Customer in the event of a negative check result. If the selected payment method is approved, the Customer must pay the invoice amount within the agreed payment period or at the agreed payment intervals. In this case, they can only make payment to PayPal or the payment service provider commissioned by PayPal with debt-discharging effect. However, even in the case of assignment of claims, the Seller remains responsible for general customer inquiries, e.g., regarding goods, delivery time, shipping, returns, complaints, withdrawal declarations and submissions, or credit notes.

4.6 If the payment method "Sofortüberweisung" (instant bank transfer) is selected, payment processing is carried out by Klarna Bank AB (publ), Sveavägen 46, 11134 Stockholm, Sweden (hereinafter "Klarna"). To be able to pay the invoice amount via "Sofortüberweisung", the Customer must have an online banking account that is enabled for participation in "Sofortüberweisung", must legitimize themselves accordingly during the payment process, and must confirm the payment instruction. The payment transaction is carried out immediately afterwards by Klarna and the Customer's bank account is debited. Further information on the "Sofortüberweisung" payment method can be retrieved by the Customer on the Internet at https://www.klarna.com/sofort/.

4.7 If a payment method offered via the "Shopify Payments" service is selected, payment processing is carried out by Shopify International Limited, Victoria Buildings, 2nd Floor, 1-2 Haddington Road, Dublin 4, D04 XN32, Ireland ("Shopify"). The individual payment methods offered via Shopify Payments are communicated to the Customer in the Seller's online shop. To process payments, Shopify may use other payment services, for which special payment conditions may apply, about which the Customer may be informed separately. Further information on "Shopify Payments" is available on the Internet at https://www.shopify.com/legal/terms-payments/de.

4.8 If the payment method "purchase on account" is selected, the purchase price becomes due after the goods have been delivered and invoiced. In this case, the purchase price is to be paid without deduction within the period stated on the invoice, unless otherwise agreed. The Seller reserves the right to offer the purchase on account payment method only up to a certain order volume and to reject this payment method if the specified order volume is exceeded. In this case, the Seller will inform the Customer of a corresponding payment restriction in its payment information in the online shop.

4.9 If the payment method "purchase on account" is selected, the purchase price becomes due after the goods have been delivered and invoiced. In this case, the purchase price is to be paid without deduction within 30 days from the invoice date to Klarna AB, Sveavägen 46, 11134 Stockholm, Sweden (www.klarna.de), unless otherwise agreed. The purchase on account payment method requires a successful credit check by Klarna AB. If the Customer is permitted to use the purchase on account payment method after the credit check, payment is processed in cooperation with Klarna AB, to which the Seller assigns its payment claim. In this case, the Customer can only make payment to Klarna AB with debt-discharging effect. Otherwise, the General Terms and Conditions of Klarna AB, which the Customer can access during the ordering process, apply. The Seller reserves the right to offer the purchase on account payment method only up to a certain order volume and to reject this payment method if the specified order volume is exceeded. In this case, the Seller will inform the Customer of a corresponding payment restriction in its payment information in the online shop.

4.10 If the "PayPal Invoice" payment method is selected, the Seller assigns its payment claim to PayPal. Before accepting the Seller's declaration of assignment, PayPal carries out a credit check using the transmitted customer data. The Seller reserves the right to refuse the "PayPal Invoice" payment method to the Customer in the event of a negative check result. If the "PayPal Invoice" payment method is approved by PayPal, the Customer must pay the invoice amount to PayPal within 30 days of receipt of the goods, unless another payment deadline is specified by PayPal. In this case, they can only make payment to PayPal with debt-discharging effect. However, even in the case of assignment of claims, the Seller remains responsible for general customer inquiries, e.g., regarding goods, delivery time, shipping, returns, complaints, withdrawal declarations and submissions, or credit notes. In addition, the General Terms and Conditions for the use of purchase on account from PayPal apply, which can be viewed at https://www.paypal.com/de/webapps/mpp/ua/pui-terms.

5) Delivery and shipping conditions

5.1 If the Seller offers the shipping of the goods, delivery is made within the delivery area specified by the Seller to the delivery address provided by the Customer, unless otherwise agreed. When processing the transaction, the delivery address specified in the Seller's order processing is decisive.

5.2 If the delivery of the goods fails for reasons for which the Customer is responsible, the Customer shall bear the reasonable costs incurred by the Seller as a result. This does not apply with regard to the costs for the outward shipment if the Customer effectively exercises their right of withdrawal. For return costs, the provision made in the Seller's withdrawal policy applies in the event of effective exercise of the right of withdrawal by the Customer.

5.3 If the Customer acts as an entrepreneur, the risk of accidental loss and accidental deterioration of the sold goods passes to the Customer as soon as the Seller has delivered the item to the freight forwarder, the carrier, or the person or institution otherwise designated to carry out the shipment. If the Customer acts as a consumer, the risk of accidental loss and accidental deterioration of the sold goods generally passes to the Customer only upon handover of the goods to the Customer or a person entitled to receive them. Deviating from this, the risk of accidental loss and accidental deterioration of the sold goods also passes to the Customer for consumers as soon as the Seller has delivered the item to the freight forwarder, the carrier, or the person or institution otherwise designated to carry out the shipment, if the Customer has commissioned the freight forwarder, the carrier, or the person or institution otherwise designated to carry out the shipment and the Seller has not previously named this person or institution to the Customer.

5.4 If the Customer acts as a consumer based in Germany or as an entrepreneur, the Seller reserves the right to withdraw from the contract in the event of incorrect or improper self-supply. This only applies, however, in the event that the non-delivery is not the fault of the Seller and the Seller has concluded a specific hedging transaction with the supplier with due diligence. The Seller will make all reasonable efforts to procure the goods. In the event of unavailability or only partial availability of the goods, the Customer will be informed immediately and the consideration will be refunded immediately.

5.5 Self-collection is not possible for logistical reasons.

5.6 Digital content is provided to the Customer as follows:

• via direct access on the entrepreneur's website
• by download
• by e-mail

5.7 Vouchers are provided to the Customer as follows:

• by download
• by e-mail
• by post

6) Granting of usage rights for digital content

6.1 Unless otherwise stated in the content description in the Seller's online shop, the Seller grants the Customer the non-exclusive, unlimited right in terms of time and place to use the provided content exclusively for private purposes.

6.2 Insofar as the contract relates to the one-time provision of digital content, the granting of rights only becomes effective when the Customer has paid the owed remuneration in full. The Seller may provisionally allow use of the contractually relevant content even before this time. A transfer of rights does not take place through such provisional permission.

7) Contract duration and termination for subscription contracts for goods

7.1 Subscription contracts are concluded for an indefinite period and can be terminated by the Customer at any time without observing a notice period.

7.2 The right to extraordinary termination for good cause remains unaffected. A good cause exists if the terminating party, taking into account all circumstances of the individual case and weighing the mutual interests, cannot reasonably be expected to continue the contractual relationship until the agreed termination or until the end of a notice period.

7.3 Terminations can be made in writing, in text form (e.g., by e-mail), or in electronic form via the termination device (termination button) provided by the Seller on its website.

8) Retention of title

If the Seller makes advance payment, it reserves title to the delivered goods until the purchase price owed has been paid in full.

9) Liability for Defects (Warranty)

Unless otherwise stipulated in the following provisions, the provisions of statutory liability for defects shall apply. Deviating from this, the following applies to contracts for the supply of goods:

9.1 If the customer acts as an entrepreneur,

• the seller may choose the type of subsequent performance;
• the limitation period for claims for defects in new goods shall be one year from delivery of the goods;
• claims for defects are excluded for used goods;
• the limitation period does not start again if a replacement delivery is made within the scope of liability for defects.

9.2 The liability limitations and shortening of periods regulated above do not apply

• to claims for damages and reimbursement of expenses by the customer,
• in the event that the seller has fraudulently concealed the defect,
• to goods which have been used for a building in accordance with their customary use and which have caused its defectiveness,
• to any existing obligation of the seller to provide updates for digital products in the case of contracts for the supply of goods with digital elements.

9.3 Furthermore, for entrepreneurs, the statutory limitation periods for any existing statutory right of recourse remain unaffected.

9.4 If the customer acts as a merchant within the meaning of § 1 of the German Commercial Code (HGB), they are subject to the commercial duty to inspect and give notice of defects in accordance with § 377 HGB. If the customer fails to comply with the notification requirements regulated therein, the goods shall be deemed approved.

9.5 If the customer acts as a consumer, they are requested to complain to the deliverer about delivered goods with obvious transport damage and to inform the seller accordingly. If the customer fails to comply, this has no effect on their statutory or contractual claims for defects.

10) Liability

The seller shall be liable to the customer for all contractual, quasi-contractual and statutory claims, including tortious claims for damages and reimbursement of expenses as follows:

10.1 The seller is fully liable on any legal ground

• in the case of intent or gross negligence,
• in the case of intentional or negligent injury to life, body or health,
• on the basis of a guarantee promise, unless otherwise agreed,
• on the basis of mandatory liability such as under the Product Liability Act.

10.2 If the customer acts as a consumer with their registered office in Germany or as an entrepreneur, the following liability limitations apply:

If the seller negligently breaches a material contractual obligation, their liability is limited to the foreseeable damage typical for the contract, unless they are fully liable according to the previous clause. Material contractual obligations are obligations which the contract imposes on the seller according to its content to achieve the purpose of the contract, the fulfillment of which enables the proper execution of the contract in the first place and on the observance of which the customer may regularly rely. Otherwise, the seller's liability is excluded, provided they are not fully liable according to the previous clause.

10.3 The above liability provisions also apply with regard to the seller's liability for their vicarious agents and legal representatives.

11) Redemption of promotional vouchers

11.1 Vouchers which are issued free of charge by the seller within the scope of promotional campaigns with a specific validity period and which cannot be purchased by the customer (hereinafter "promotional vouchers"), can only be redeemed in the seller's online shop and only within the specified period.

11.2 Promotional vouchers can only be redeemed by consumers.

11.3 Individual products may be excluded from the voucher campaign if a corresponding restriction results from the content of the promotional voucher.

11.4 Promotional vouchers can only be redeemed before the order process is completed. Subsequent offsetting is not possible.

11.5 Only one promotional voucher can be redeemed per order.

11.6 If the promotional voucher refers to a specific value and not to a percentage discount, the value of the goods must correspond at least to the amount of the promotional voucher. Any remaining balance will not be refunded by the seller.

11.7 If the value of the promotional voucher is insufficient to cover the order, one of the other payment methods offered by the seller may be chosen to settle the difference.

11.8 The credit balance of a promotional voucher is neither paid out in cash nor does it bear interest.

11.9 The promotional voucher will not be refunded if the customer returns goods paid for in whole or in part with the promotional voucher within the scope of their statutory right of withdrawal.

11.10 The promotional voucher is transferable. The seller may render performance with discharging effect to the respective holder who redeems the promotional voucher in the seller's online shop. This does not apply if the seller has knowledge or grossly negligent ignorance of the non-entitlement, legal incapacity, or lack of authorization to represent the respective holder.

12) Redemption of gift vouchers

12.1 Gift vouchers can only be redeemed before the order process is completed. Subsequent offsetting is not possible.

12.2 If the value of the gift voucher is insufficient to cover the order, one of the other payment methods offered by the seller may be chosen to settle the difference.

12.3 The credit balance of a gift voucher is neither paid out in cash nor does it bear interest.

12.4 The gift voucher is transferable. The seller may render performance with discharging effect to the respective holder who redeems the gift voucher in the seller's online shop. This does not apply if the seller has knowledge or grossly negligent ignorance of the non-entitlement, legal incapacity, or lack of authorization to represent the respective holder.

13) Applicable law

The law of the Federal Republic of Germany applies to all legal relations between the parties, excluding the laws on the international purchase of movable goods. In the case of consumers, this choice of law only applies insofar as the protection granted by mandatory provisions of the law of the state in which the consumer has their habitual residence is not withdrawn.

14) Place of jurisdiction

If the customer acts as a merchant, a legal entity under public law, or a special fund under public law with its registered office in the territory of the Federal Republic of Germany, the exclusive place of jurisdiction for all disputes arising from this contract is the seller's place of business. If the customer has their registered office outside the territory of the Federal Republic of Germany, the seller's place of business is the exclusive place of jurisdiction for all disputes arising from this contract if the contract or claims from the contract can be attributed to the customer's professional or commercial activity. In the aforementioned cases, however, the seller is in any case entitled to call the court at the customer's place of business.

15) Alternative dispute resolution

The seller is neither obliged nor willing to participate in dispute resolution proceedings before a consumer arbitration board.