Terms and Conditions

General Terms and Conditions of Unique Europe GmbH

for Contractual Relationships with Commercial Customers

§ 1 General

(1) The following general terms and conditions (GTC) apply to all, including future, contracts, deliveries and other services of Unique Europe GmbH, Habichtweg 20, 41468 Neuss, represented by its managing director Shahin Moghadam (hereinafter Unique Europe GmbH), vis-a-vis its commercial customers. The version of the GTC that is valid at the time of the order always applies.

(2) Any deviating regulations of the customer are hereby contradicted. Unique Europe GmbH only recognises such deviating conditions if these have been expressly agreed in writing. Agreements reached in individual cases with the customer in writing (including side agreements, additions and modifications) always take precedence over these terms and conditions.

(3) The business relationships between Unique Europe GmbH and its customers are subject to the laws of the Federal Republic of Germany with the exclusion of the UN Sales Convention. The place of jurisdiction is the registered office of Unique Europe GmbH.

§ 2 Content and conclusion of the agreement

(1) Unique Europe GmbH offers its customers the opportunity to order and purchase evening and cocktail dresses, as well as lounge-wear via the website https://www.b2b.unique-europe.de. Ordering verbally is not possible. All quotes by Unique Europe GmbH are non-binding. Deviations and technical changes from the illustrations or descriptions are possible.

(2) Unique Europe GmbH’s goods and services are aimed exclusively at commercial customers who have legitimised themselves by sending a commercial licence applicable to them before placing an order. Unique Europe GmbH will not accept orders from anyone other than commercial customers.

(3) The agreement comes into effect when Unique Europe GmbH accepts the order. Unique Europe GmbH notifies the customer by email that the order has been accepted. If the customer has selected payment in advance as the method of payment, acceptance of the order is subject to prompt payment in accordance with § 4 para. 2.

(4) Along with the order confirmation, Unique Europe GmbH will send the customer the text of the agreement as well as these general terms and conditions. When the customer places the first order, the customer will sign and return the general terms and conditions to Unique Europe GmbH by email as a pdf file. The first agreement only takes effect when this document is returned.

§ 3 Prices

The prices valid at the time of the order shall apply. Shipping and packaging costs as well as customs duties are exclusive.

§ 4 Payment

(1) Deliveries to customers by Unique Europe GmbH are carried out in accordance with the payment terms agreed with the customer. First-time customers and customers based outside the Federal Republic of Germany will only be supplied upon 30% advance payment and 70% payment within 30 days after delivery. Unique Europe GmbH will issue an invoice to the customers, which will be handed over to them on delivery of the goods or sent to them via email.

(2) Notwithstanding para. 1, Unique Europe GmbH can offer the customer delivery against an invoice at its own discretion. The invoiced amounts are due in accordance with the payment terms agreed with the customer. In the event of delayed payment, default interest of at least eight percentage points above the base rate will be incurred. Unique Europe GmbH is entitled to provide evidence of and demand higher damages caused by the delay.

(3) Notwithstanding para. 1, a customer can also pick up the goods himself from Unique Europe GmbH if agreed beforehand.

§ 5 Delivery, self-delivery reservation and transfer of risk

(1) Unless otherwise contractually agreed, the ordered goods are delivered to the address provided by the customer. Unique Europe GmbH reserves the right to make a partial delivery if this appears to be favourable for rapid processing and is not unreasonable. Special types of shipping requested by the customer will be charged separately by agreement.

(2) Details about the delivery period are non-binding, unless Unique Europe GmbH has promised a binding delivery date as an exception. Unique Europe GmbH will ship goods that are in stock within three working days. If non-compliance with a delivery or performance deadline is due to force majeure, labour dispute, unforeseeable obstacles or other circumstances for which Unique Europe GmbH is not responsible, the deadline will be extended accordingly.

(3) Unique Europe GmbH reserves the right to release itself from the obligation to fulfil the agreement if the goods are to be delivered by a supplier on the day of delivery and the delivery fails to be completed entirely or partly. This reservation of self-delivery only applies if Unique Europe GmbH is not responsible for non-delivery. Unique Europe GmbH is not responsible for non-fulfilment if a so-called congruent hedging transaction was concluded with the supplier in good time to fulfil the contractual obligations. If the goods are not delivered, Unique Europe GmbH will inform the customer of this situation without delay and refund the purchase price. The customer can determine that the amount to be refunded is credited to the customer’s account and is offset against future orders.

(4) The risk is transferred to the customer when the goods are handed over by the deliverer of Unique Europe GmbH.

§ 6 Retention of title, offsetting

(1) The delivered goods remain the property of Unique Europe GmbH until all claims to which Unique Europe GmbH is entitled under this agreement have been settled.

(2) The customer only has the right to offset if its counterclaims have been acknowledged by Unique Europe GmbH or have been legally established. The customer is only authorised to exercise a right of retention insofar as its counterclaim is based on the same contractual relationship.

§ 7 Liability for defects

(1) If there are defects – e.g., production errors or damage – the customer is entitled to the statutory warranty rights under the following regulations. On the other hand, dissatisfaction does not constitute a defect, which would entitle the customer to assert warranty claims. In the latter case, Unique Europe GmbH is expressly excluded from taking back the goods.

(2) The customer must inspect the delivered goods immediately after delivery and report any defects found to Unique Europe GmbH with a precise description in writing or by email. If the customer fails to report them, the delivered goods are considered approved unless there is a defect that was not revealed during the inspection. If such a defect appears later on, it must be reported to Unique Europe GmbH with a precise description in writing or by email immediately after being discovered; otherwise the goods are also considered to have been approved with regard to this defect.

(3) If there are defects and if these have been claimed in good time, Unique Europe GmbH is entitled to provide supplementary performance. If supplementary performance fails, the customer is entitled to reduce the purchase price or withdraw from the agreement.

(4) The customer must return any defective goods in an insured package. Unique Europe GmbH does not accept un-prepaid consignments. Unique Europe GmbH will immediately reimburse the customer for the purchase price and the return costs. The customer can determine that the amount to be refunded is credited to the customer’s account and is offset against future orders.

(5) Otherwise, the statutory provisions apply to warranty, in particular §§ 377 ff. HGB.

§ 8 Liability

(1) Beyond the liability for defects in quality and title, Unique Europe GmbH is liable without limitation if the cause of damage is based on intent or gross negligence. Unique Europe GmbH is also liable for the slightly negligent breaches of essential obligations (obligations, the breaching of which jeopardises the fulfilment of the purpose of the agreement) as well as for the breach of cardinal obligations (obligations whose fulfilment enables the proper implementation of the agreement in the first instance and whose compliance the customer has confidence in), but only for the foreseeable, contract-typical damage. Unique Europe GmbH is not liable for the slightly negligent breach of obligations other than those referred to above.

(2) The limitations of liability in the above paragraph do not apply to injury to life, limb or health, to a defect after a guarantee has been given for the condition of the product and to fraudulently concealed defects. Liability under the Product Liability Act remains unaffected.

(3) If the liability of Unique Europe GmbH is excluded or limited, this also applies to the personal liability of its employees, representatives and vicarious agents.

§ 9 Copyrights, rights of use

(1) The photographs and texts used on the website www.b2b.unique-europe.de are protected by copyright/right of use. Use of the photographs and texts, as well as the name "Unique Europe GmbH" is only permitted with the consent of Unique Europe GmbH.

(2) Any unauthorised use of the photographs by the customers, as well as the passing on of photographs to third parties is a violation of the copyrights/rights of use of Unique Europe GmbH. In every case of violation of the copyrights/rights of use, the customers are obliged to pay damages to Unique Europe GmbH, at least in the amount of € 25.00 per used photograph and per day of use, unless the customer can prove that only a lesser damage has occurred.

§ 10 Data protection

(1) The customer is aware and agrees that the personal data required to process the order will be stored on data media by Unique Europe GmbH. The customer expressly agrees to the collection, processing and use of his personal data. The stored personal data will of course be treated confidentially by Unique Europe GmbH. The collection, processing and use of the customer’s personal data takes place in accordance with the Federal Data Protection Act (BDSG), the Telemedia Act (TMG) and the General Data Protection Regulation (GDPR). We refer to our detailed data protection policy, which can be viewed on our website at www.b2b.unique-europe.de.

(2) The customer has the right to revoke his consent at any time with effect for the future. Unique Europe GmbH is in this case obliged to delete the customer’s personal data immediately. In the case of current order processes, the deletion occurs once the order process has been completed.

I / we have noted the general terms and conditions of Unique Europe GmbH for the contractual relationships with commercial customers:

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