GENERAL TERMS AND CONDITIONS
1. GENERAL PROVISIONS, SCOPE
The General Terms and Conditions (GTC) of IKO Sportartikel Handels GmbH in their latest version shall apply to all legal transactions between the contracting parties. These GTC are available online at any time at: https://www.corratec.com/de/footer-bottom-right-navigation/agb/.
1.1 These General Terms and Conditions of Sale and Delivery of IKO Sportartikel Handels GmbH (hereinafter "IKO") apply exclusively. Conflicting or deviating terms and conditions of the buyer are not accepted unless IKO has expressly agreed to their validity in writing. This requirement also applies if IKO executes the delivery unconditionally with knowledge of the buyer’s terms.
1.2 All agreements made between IKO and the buyer must be in writing. Written agreements or written confirmations by IKO are decisive for the content and interpretation of contracts, amendments, or additions, as well as individual arrangements.
1.3 Legally relevant declarations and notices by the buyer after conclusion of the contract (e.g., setting deadlines, reporting defects, declarations of withdrawal or reduction) must be made in writing to be valid.
1.4 These terms apply only to entrepreneurs (§ 14 BGB), legal entities under public law, and special public assets (§ 310 para. 1 BGB).
1.5 These terms also apply to all future contracts with the buyer.
2. CONTRACT CONCLUSION, SPECIFICATIONS, CHANGES
2.1 Offers by IKO are non-binding.
2.2 The buyer’s order is deemed a binding contractual offer. Unless otherwise stated in the order, IKO may accept it within 28 calendar days.
2.3 Acceptance by IKO can be declared in writing (e.g., by order confirmation) or by delivery of the goods.
2.4 Execution, especially the specifications of goods to be delivered by IKO, is based solely on IKO’s specifications. IKO may make changes to the order or goods if they:
2.4.1 Are necessary to meet legal or regulatory requirements, and
2.4.2 Do not materially affect their characteristics and are reasonable for the buyer.
2.5 Unless otherwise agreed, the goods are not suitable for use as rental bicycles.
2.6 The goods may be subject to export controls. Exporting outside the EU may require an export license. If such a license is denied, IKO is entitled to withdraw from the contract without liability for damages.
3. PRICES, PAYMENT TERMS, PAYMENT DEFAULT
3.1 Unless otherwise agreed, IKO's prices are ex works Raubling/Timisoara.
3.2 Packaging costs are charged separately, as are duties, taxes, and other public charges.
3.3 If the buyer requests shipping, they bear transport costs and any optional insurance. IKO charges flat rates per bike: Germany & Austria €30, South Tyrol (Italy), Belgium, and Switzerland €40. Other goods are charged based on weight:
0–5 kg
>5–10 kg
>10–20 kg
>20 kg = €35
Buyers must notify IKO in advance if they want transport insurance.
3.4 Prices are net of applicable VAT, which is shown separately on the invoice. The buyer is in default if payment is not made by the due date. During default, the purchase price bears default interest at the statutory rate (§ 288(2) BGB: 9 percentage points above the base rate). IKO reserves the right to claim further damages.
3.5 New customers are only supplied against advance payment or cash on delivery unless they prove creditworthiness.
3.6 Discounts require separate written agreement.
3.7 If after contract conclusion it becomes apparent that payment is at risk (e.g., due to insolvency application), IKO may refuse performance and withdraw from the contract after setting a deadline (§ 323(1) BGB). If IKO withdraws, the buyer is credited as follows:
1–45 days: 85%
46–90 days: 75%
91–150 days: 65%
Over 150 days: 50%
The buyer may prove lesser or no damage.
4. PARTIAL PERFORMANCE, PERFORMANCE TIME, DELIVERY DELAY
4.1 IKO may make partial deliveries if reasonable. Payment may be demanded proportionally. The buyer must accept completed partial deliveries.
4.2 Delivery times are non-binding unless confirmed in writing. They begin only once technical questions are clarified and the buyer has fulfilled all cooperation duties. Delays on the buyer’s part will extend the deadlines accordingly.
4.3 If IKO is unable to meet deadlines due to circumstances beyond its control (e.g., supplier delay), it will notify the buyer and give a new estimated date. If delivery remains unavailable, IKO may withdraw from the contract and refund any consideration received.
4.4 Delivery delay occurs only upon reminder by the buyer and is otherwise governed by law.
5. DELIVERY, TRANSFER OF RISK, ACCEPTANCE, DEFAULT OF ACCEPTANCE
5.1 Delivery is ex works Raubling/Timisoara. On request and at the buyer's expense, shipping to another location is possible. IKO may choose the shipping method.
5.2 Risk transfers to the buyer at the Raubling site (EXW Raubling/Timisoara, INCOTERMS). If the buyer delays acceptance, risk transfers at that point.
5.3 If the buyer is in default of acceptance, IKO may claim damages, including storage costs (€2.50 per calendar day starting from shipping readiness). Proof of lesser damage is allowed.
5.4 B2B Sales Agreements (see current season’s partner contract): Target revenue must be achieved by IKO's fiscal year-end (June). If not, corratec may invoice the difference or reclaim discounts. The partner may draw goods from inventory to fulfill the contract.
5.5 The user manual is available only in German and English. Importers are responsible for further translations.
6. WARRANTY, LIMITATION PERIOD
6.1 IKO only guarantees compliance with the specifications under clause 2.5. No guarantee is made for suitability for particular uses or merchantability.
6.2 Warranty claims require the buyer to fulfill duties of inspection and notification (§ 377 HGB). Obvious defects must be reported within 7 days; hidden defects immediately upon discovery. Failure to do so excludes claims.
6.3 For defective goods, IKO will either rectify the defect or deliver replacements. The buyer must assist and provide documentation.
6.4 If IKO is unwilling or unable to rectify the defect (e.g., after two failed attempts), the buyer may withdraw from the contract or reduce the price. Liability otherwise follows clause 8.
6.5 Returns must be in the original packaging.
6.6 Warranty claims expire one year after risk transfer, unless longer periods apply under §§ 438(1)(2), 478, 479, or 634a(1)(2) BGB, or in case of injury or fraud.
7. RETENTION OF TITLE
7.1 IKO retains ownership until full payment of all claims.
7.2 The buyer must treat goods with care and insure them at their own cost.
7.3 On withdrawal, the buyer must return the goods.
7.4 If a third party enforces a claim on reserved goods, the buyer must inform IKO immediately. If IKO incurs legal costs, the buyer is liable.
7.5 The buyer may resell goods only under retention of title unless in default. Pledging or assignment is prohibited.
7.6 The buyer assigns all resale claims to IKO. IKO accepts. Security must be released if it exceeds 110% of the secured claim.
7.7 IKO does not collect claims unless the buyer is in default or files for insolvency.
7.8 In default or insolvency, IKO may request debtor information and documentation and may enter premises during business hours.
8. LIMITATION OF LIABILITY, INDEMNIFICATION
8.1 All advice is given to the best of IKO’s knowledge. See clause 8.3.
8.2 Buyer’s documents are stored with reasonable care.
8.3 Liability:
8.3.1 Unlimited for intent and gross negligence.
8.3.2 For slight negligence, only if a key contractual obligation is breached, and limited to foreseeable damages.
8.3.3 Not excluded for product liability, injury, or fraud.
8.3.4 Applies to IKO’s staff and representatives.
8.3.5 The buyer indemnifies IKO from third-party claims arising from the buyer’s breach and covers legal costs.
9. INTELLECTUAL PROPERTY RIGHTS
9.1 IKO is liable under clause 8 for infringement of third-party rights only if caused by IKO.
9.2 The buyer shall indemnify IKO from such claims if caused by the buyer’s specifications.
10. ASSIGNMENT, RIGHTS OF RETENTION, SET-OFF
10.1 Assignment of claims by the buyer is not allowed unless § 354a HGB applies.
10.2 Set-off is allowed only with undisputed or legally established claims.
10.3 Same applies to rights of retention or refusal of performance. Each order is a separate contract.
11. PLACE OF PERFORMANCE, JURISDICTION, APPLICABLE LAW
11.1 If any provision is invalid, the remainder remains unaffected.
11.2 Contract language is German.
11.3 In case of doubt, the German version prevails.
11.4 Exclusive jurisdiction is Rosenheim. IKO may also sue at the buyer’s general jurisdiction.
11.5 German law applies exclusively. Conflict of law and UN Sales Law (CISG) are excluded.