General Terms and Conditions (GTC)

The General Terms and Conditions (GTC) of holahealth GmbH apply to all current and future deliveries, services and offers of holahealth GmbH to business customers. Business customers are deemed to be entrepreneurs within the meaning of § 14 of the German Civil Code (BGB), legal entities under public law or special funds under public law.

Any provisions deviating from these GTC, in particular in the Purchaser's General Terms and Conditions, shall only apply in the event of written confirmation by holahealth GmbH.

The contract between holahealth GmbH and the customer shall in any case only be concluded on the basis of the written confirmation of order by holahealth GmbH. Offers made by holahealth GmbH are only intended to prepare the conclusion of the contract; they are non-binding and not binding. The order confirmation of holahealth GmbH shall also be the sole basis of the contract if holahealth GmbH has prepared the order or offer or an offer or order form signed by the business customer. The order confirmation may be transmitted by electronic message (e-mail), fax or letter.

The contract is subject to correct and timely self-delivery to holahealth GmbH by suppliers. This reservation shall only apply in the event that holahealth GmbH is not responsible for the lack of self-delivery. If the reservation comes into effect, holahealth GmbH shall inform the customer without delay and refund any consideration already received.

holahealth GmbH may accept an offer or an order of the customer within two weeks of receipt. There shall be no obligation to accept the offer or order, even if holahealth GmbH had prepared the offer or order.

The business customer is obliged to check the order confirmation without delay to ensure that it corresponds to his order or offer.

Minor deviations from the product specifications in the order confirmation shall be deemed to have been approved, provided that they are not unreasonable for the purchaser.

Verbal information and promises of holahealth GmbH, brochures and advertising statements of any kind, in particular descriptions, illustrations, drawings, samples, information on quality, composition, performance, consumption and usability as well as dimensions and weights of the contractual goods are subject to change without notice unless they are expressly designated as binding. They shall in no case constitute an assurance or guarantee promise of any kind whatsoever.

The illustration of the products on the internet presentation site haydensoulwork.com may differ from their actual appearance (colour, size etc.). The illustrations on the internet presentation site are therefore not binding. In order to prevent ambiguities regarding different colour choices, the customer - holahealth GmbH recommends this - can have colour and outturn samples sent to him/her at his/her own expense prior to conclusion of the contract.

A post-purchase guarantee with regard to the equality of the actual appearance cannot be granted.

Unless expressly agreed otherwise, holahealth GmbH will ship the goods to the location specified by the customer. Delivery shall be made to the front door in the case of parcel delivery, otherwise free to the kerb or ramp. Unloading is the responsibility of the purchaser. Should the use of a vehicle with a lifting platform be necessary for the delivery and unloading of the goods, this additional service can be charged on by holahealth GmbH. Additional costs may be incurred for deliveries at trade fairs (e.g. transfer to the trade fair forwarding agent). These costs shall be borne by the purchaser and will be charged subsequently.

The risk is transferred to the purchaser at the time the goods are handed over to the person carrying out the transport. If shipment becomes impossible through no fault of holahealth GmbH, the risk shall pass to the Purchaser upon notification of readiness for shipment.

If it is agreed that the Buyer will collect the goods himself, the Buyer shall organize the transport himself and the Buyer shall in particular bear the costs of the transport packaging himself. In this case, the risk shall pass to the Buyer upon handover to the Buyer or to the person carrying out the transport for the Buyer.

The buyer shall keep sales packaging for a reasonable period of time for any necessary return transport. Thereafter, he/she is obliged to dispose of packaging material in compliance with the applicable laws. holahealth GmbH is not obliged to take out transport insurance.

Delivery dates and delivery periods are only approximate and commence upon receipt of payment to the previously stated account of holahealth GmbH. This means in the case of delivery against advance payment: from receipt of payment of the total invoice amount. In the case of delivery against advance payment: from receipt of payment of the total advance payment. Insofar as prepayment or down payment has been waived, the date of order confirmation by holahealth GmbH shall be the commencement date. Insofar as such delivery periods and delivery dates are not stated in the order confirmation, the delivery period shall depend on the respective product group and availability and shall generally be approx. 8 to 14 weeks. holahealth GmbH is not obliged to advise the exact delivery date. Transactions for delivery by a fixed date are excluded. holahealth GmbH is entitled to provide partial services. They shall be deemed to be independent services.

In the case of delays in delivery for which holahealth GmbH is not responsible, in particular delays in delivery due to force majeure, sovereign intervention, natural disasters, war, riots, strikes in its own plants, supplier plants or at carriers or similar circumstances, holahealth GmbH shall be entitled to make up for the delivery after the reason for the hindrance has ceased to exist. In this case, both contracting parties may only withdraw from the contract in whole or in part if one of the aforementioned events has led to a delay in delivery of more than three months beyond the delivery date or delivery period.

If the goods could not be delivered for reasons for which the purchaser is responsible or if the purchaser has in any way violated his obligation to cooperate in the acceptance, holahealth GmbH shall be entitled to the statutory rights. In particular, holahealth GmbH may demand the costs for any interim storage of the goods then required from the carrier. After fruitless expiry of the deadline set in a first reminder for acceptance of the goods, holahealth GmbH is entitled to charge the Purchaser for all costs and interest incurred and arising from this legal transaction. This includes, for example, additionally incurred shipping or return costs.

The buyer undertakes to check the consignment immediately upon receipt for completeness, correctness of the items and obvious transport damage. This also includes damage to the transport packaging. If damage or shortages are found, the buyer must note these on the consignment note and delivery note and have them confirmed by the carrier. After receipt of the goods, the buyer is obliged to unpack the goods and check them for hidden transport damage and breakage. If there is transport damage, the purchaser must notify holahealth GmbH immediately. The notification must be made within 5 days of receipt of the goods. The transport packaging must be kept by the purchaser for possible return transport. If the Purchaser collects the goods himself, the consignment shall be deemed to have been received as soon as the goods are handed over. § Section 377 of the German Commercial Code (HGB) and clause 7 below shall remain unaffected.

All prices stated are net prices plus statutory value added tax. The costs for standard commercial packaging are included in the prices. All prices apply from the place of delivery specified by holahealth GmbH plus shipping costs actually incurred. This shall also apply if the shipping costs are not yet specified in the order confirmation. In the case of deliveries abroad and to German islands, it is generally not yet possible to specify the shipping costs in the order confirmation. In this case, the shipping costs will be calculated separately.

In the case of deliveries to countries which are not members of the EC, the buyer shall bear any customs duties and import taxes incurred.

Unless otherwise agreed, the buyer owes prepayment.

Invoices of holahealth GmbH are due for payment net 10 days after issuance of the invoice without discounts and other deductions, unless otherwise agreed.

Bank charges incurred in the event of irredeemable (returned) direct debits shall be charged to the customer in addition to a processing fee of € 20.00 plus VAT. In the event of cancellation of orders by the customer, which are only possible with the consent of holahealth GmbH and which entail a return transfer, a processing fee of 2% of the net value of the goods, but at least € 50.00 plus VAT, will be deducted or charged. The amount to be refunded will be reimbursed to the customer within 30 working days from the date of the credit note.

The buyer may only exercise a right of retention on the basis of counterclaims that are based on the same contractual relationship. In the event of an ongoing business relationship, each individual order shall be deemed a separate contractual relationship. Offsetting against claims against holahealth GmbH is only permissible with undisputed or legally established claims.

Notices of defects pursuant to § 377 HGB are only effective if they are made in writing. At the request of holahealth GmbH, the purchaser shall provide documentation of the defect or damage by means of visual material (e.g. digital photo) and enable the item to be inspected for defects. If the purchased item that has been reported as defective is transported to holahealth GmbH for inspection, holahealth GmbH shall bear the costs of transport only if the defect in the purchased item is confirmed.

Claims of the purchaser due to material defects shall become time-barred one year after handover/delivery of the item. Excluded from this are claims for defects by consumers as well as claims for damages due to injury to life, body or health and/or claims for damages due to damage caused by holahealth GmbH through gross negligence or intent. In this respect, the statutory limitation periods shall apply.

If the purchaser sets a reasonable deadline for subsequent performance due to defects, holahealth GmbH shall be entitled at its discretion to remedy the defects or to deliver a defect-free item. The provision of spare parts shall also be deemed to be subsequent improvement, provided that their installation is not unreasonable for the Client. After the second failure of subsequent performance or in the event of impossibility of rectification or replacement delivery within a reasonable period of time, the buyer shall be entitled to reduce the purchase price or to withdraw from the contract.

The purchaser must notify holahealth GmbH in writing of any obvious defects without delay, but no later than 5 days after receipt of the delivery. Transport damage must be reported immediately (see § 3). Other defects must be reported to holahealth GmbH in writing immediately after their discovery. If the purchaser fails to notify holahealth GmbH of a defect in due time, any liability for defects shall be excluded. The inspection and/or notification obligations of § 377 applicable to merchants shall remain unaffected. The purchaser is obliged to allow holahealth GmbH to inspect the object complained about before carrying out the liability for defects, either at the premises of the purchaser or at the premises of holahealth GmbH, at the discretion of holahealth GmbH. holahealth GmbH may also request documentation of the defect or damage by means of visual material (e.g. digital photo). If the purchaser refuses the inspection or the pictorial documentation, holahealth GmbH shall be released from liability for defects. If an inspection of the object complained about takes place at holahealth GmbH, the latter shall bear the transport costs if the defectiveness of the object is confirmed. Unless expressly agreed with holahealth GmbH, holahealth GmbH shall not bear the costs for repairs carried out independently. Liability for defects does not include the rectification of defects caused by external influences after the transfer of risk or operating errors or faulty assembly in the case of self-assembly of furniture. Likewise, liability for defects cannot be assumed for such defects that are due to improper use or above-average stress. Liability for defects is excluded if the buyer has made unauthorised changes to the item, as well as in the case of defects resulting from improper use or failure to observe the instructions for use, as well as the product information and care instructions enclosed with the product. In the event of constructional defects, the customer is obliged to refrain from further use of the goods.

holahealth GmbH shall be liable in accordance with the statutory provisions insofar as claims for damages are asserted, irrespective of the legal grounds, which are based on intent or gross negligence by holahealth GmbH, its legal representatives or vicarious agents. Insofar as holahealth GmbH is not accused of intentional breach of contract, liability shall be limited to the foreseeable, typically occurring damage.

holahealth GmbH shall be liable in accordance with the statutory provisions if it has negligently breached a material contractual obligation; in this case liability shall be limited to the foreseeable, typically occurring damage.

holahealth GmbH shall be liable in accordance with the statutory provisions insofar as damages are claimed for injury to life, limb or health or insofar as there is mandatory statutory liability under the Product Liability Act.

Further claims for damages against holahealth GmbH are excluded.

Goods may only be returned with the consent of holahealth GmbH. Goods on consignment, custom-made products or goods manufactured individually at the request of the purchaser will not be taken back by holahealth GmbH as a matter of principle. Insofar as holahealth GmbH has given its consent for a return of goods that does not count as a complaint return, the purchaser shall bear the costs for packaging and shipping of the goods return. holahealth GmbH will reimburse the purchaser the purchase price less all transport costs and costs associated with the return of the goods, either as payment or by issuing a credit note. If the goods are damaged or worn, the amount to be refunded shall be reduced accordingly. The refund to the customer shall be made within 30 working days of receipt of the goods at the agreed place of receipt. The risk shall pass to holahealth GmbH upon receipt of the goods at the agreed place of receipt.

The return of diagnostic products (e.g. rapid testers, PCR testers, etc.) is excluded from any return.

holahealth GmbH retains title to the delivered goods ("reserved goods") until the purchase price has been paid in full. If the purchaser is a merchant, the following supplementary provisions shall apply: Ownership of the goods subject to retention of title shall not pass to the buyer until all payments from the current business relationship have been received. The buyer is not entitled to dispose of the reserved goods. In particular, he is not entitled to pledge, assign by way of security, process or transform the reserved goods before the transfer of ownership. Only if the goods subject to retention of title are not intended for use in the buyer's own business, but were acquired in the course of a trade operated by the buyer, may the buyer resell the goods subject to retention of title in the ordinary course of business. In the event of resale, the Purchaser hereby assigns to holahealth GmbH all resulting claims against his customers in full as security for the claims of holahealth GmbH. holahealth GmbH accepts this assignment. The purchaser shall be authorised to collect these claims at any time after their assignment and such authorisation shall be freely revocable. The authority of holahealth GmbH to collect the receivables itself shall remain unaffected; however, holahealth GmbH undertakes not to collect the receivables as long as the purchaser duly meets his payment obligations and is not in default of payment. However, if this is the case, holahealth GmbH may demand that the purchaser discloses the assignment of the claims to their debtors, provides all information required for collection, hands over the relevant documents and notifies the debtors (third parties) of the assignment. In any case, holahealth GmbH is entitled to notify the assignment. The purchaser shall immediately notify holahealth GmbH in writing of any access by third parties to the goods subject to retention of title or the claims assigned to holahealth GmbH and inform third parties of holahealth GmbH's rights. If the purchaser is in default with one or more payments in whole or in part, if he suspends his payments or if insolvency proceedings have been applied for in respect of his assets, the purchaser may no longer dispose of the reserved goods under any circumstances. In such a case, holahealth GmbH shall be entitled to withdraw from the contract or to take back the reserved goods for the purpose of other utilisation or, if it has not already done so, to revoke the authority of the purchaser to collect the claims arising from the resale. holahealth GmbH undertakes to release the securities to which it is entitled at the request of the Purchaser to the extent that their value exceeds the claims to be secured by more than 20%, insofar as they have not yet been settled.

holahealth GmbH shall indemnify the purchaser against claims by third parties for infringement of an industrial property right or copyright, provided that the purchaser has notified holahealth GmbH of such claims in writing without delay and holahealth GmbH has enabled all necessary legal and technical defence measures, in particular modification or replacement of delivered goods. Any further claims of the purchaser, irrespective of the legal grounds, are excluded.

holahealth GmbH shall observe the provisions of the Federal Data Protection Act and the Telemedia Act when using the personal data that has become known from the business relationship with the purchaser. All personal data required for the execution of the order shall be stored in machine-readable form and treated confidentially. The data necessary for the processing of an order, such as name and address, shall be passed on to the companies commissioned with the delivery of the object of purchase within the framework of the execution of the delivery.

German law shall apply. The United Nations Convention on Contracts for the International Sale of Goods of 11 April 1980 (CISG) shall not apply. Place of performance is Coburg. The exclusive place of jurisdiction for all disputes arising from the contractual relationship between holahealth GmbH and the customer shall be Coburg or the registered office of the defendant, at the option of the plaintiff.

Should individual provisions of these Terms and Conditions or of the contract concluded with the Buyer be invalid in whole or in part, this shall not affect the validity of the remainder of the contract.

holahealth GmbH
Am Anger 12
84072 Au i.d. Hallertau

Geschäftsführer: Alexander Martinez

Sitz der Gesellschaft: 84072 Au i.d. Hallertau

Registergericht: Amtsgericht München, HRB 277648
Steuernummer: 115/128/60720
Umsatzsteuer ID: DE 35 43 96 87 8

Tel: +49 177 68 434 00
Mail: hallo@haydensoulwork.com
Internet: www.haydensoulwork.com

Office hours:
Monday to Thursday from 08:00 - 17:00
Friday from 08:00 - 13:00