Ogólne zasady umowy (AGB)
I. General information
1. Supralift is an online platform operated by Supralift GmbH & Co. KG (“Supralift”) for the purpose of marketing used commodities, in particular material handling equipment (“goods”) over the internet in the B2B sector (business to business).
2. The participants in the platform can be manufacturers or commercial dealers for industrial trucks (both referred to in the following as “dealers”), as well as commercial purchasers (“end customers”).
3. Dealers who intend to sell an object (“suppliers”) can offer it on a publicly accessible marketplace for end customers (“end customer marketplace”) and offer it to other dealers as potential purchasers via a marketplace with access restricted by user name and password (“dealer marketplace”). Goods can be marketed, at the discretion of the supplier, via selling through placing an offer on the Supralift website (“ad”). Supralift allows participants to initiate purchasing agreements (ad).
In the ad sales format, the contract is concluded directly between the supplier and potential purchaser, without further involvement by Supralift. Purchasing agreements always come about exclusively between the participants, e.g., the supplier or consignor on the seller side and bidder or participant accepting the offer on the purchaser side. All of these contractual parties are obligated to comply with statutory provisions when concluding and carrying out the contract. The contractual parties shall indemnify Supralift upon first request against all claims asserted by a participant against Supralift as a result of or in conjunction with (i) ads or (ii) contracts that are concluded or carried out, insofar as Supralift is not liable in accordance with clause VIII.
II. Applicability of the General Terms and Conditions
1. These GTCs apply to all deliveries and services of any kind which Supralift performs for dealers or end customers in conjunction with the web platform. They apply only to companies in the sense of Sec. 14 BGB, legal entities under public law, and public law special funds.
2. These GTCs of Supralift apply exclusively. Supralift shall not recognize any contrary or deviating conditions of the participant, unless Supralift has expressly agreed to them in writing. Supralift reserves the right to amend these GTCs if there are legal grounds requiring it to do so, if the scope of services changes, or if an increase in operating costs requires such amendments. Supralift shall inform participants of amendments to these GTCs via e-mail to the address indicated in their user account. If these amendments are not objected to promptly (within 4 weeks), then the amended GTCs shall be considered accepted. If an objection is submitted, the contract shall apply after completing the legal transactions valid at the time of the amendment based on the old GTCs, and Supralift reserves the right to terminate such contracts.
III. Registration to participate in and use the online platform
1. Dealers register in writing with Supralift. Supralift employees then determine whether this dealer fulfills the Supralift quality requirements. If the dealer fulfills the requirements, then it is approved by Supralift. Supralift reserves the right to deny approval in individual cases.
2. By registering, the dealer allows Supralift to collect, store and use its data. Furthermore, it allows Supralift to publish its name, address, and other contact information in the ad format. Access to the platform is granted by assigning a user name and password. All of the dealer’s data is saved and used exclusively to carry out legal transactions and to operate the platform. This authorization can be revoked at any time in writing and via e-mail to service@supralift.com.
3. By sending the registration, the dealer assures that it is a company (Sec. 14 BGB). Consumers (Sec. 13 BGB) are prohibited from using the platform. The dealer shall inform Supralift of changes to the information provided promptly. The dealer shall have no entitlement to be granted access to the platform. Supralift reserves the right to withdraw access in case of abuse, or if false information is provided.
4. The dealer must identify itself via its user name and password. It must take suitable measures to ensure the confidentiality of this information, so that no unauthorized persons may be active on the platform using this information without its consent. Supralift will assign the user name and password to the dealer after registration.
5. The supplier can only provide a non-binding offer (ad) for the object over Supralift's platform. In addition to the customary transmission methods, Supralift provides standard interfaces for transferring data from the dealer's computer system to the Supralift database.
6. Supralift reserves the right to change the format for marketing the goods at its own discretion, or to halt such marketing for a certain time or in part, or finally and fully.
7. The cost and risk for removal of goods purchased over the platform shall be borne by the purchaser, unless otherwise indicated by the supplier. Delivery from the location of the object is set as the default delivery condition. If the supplier wants to deviate from this, the dealer must change the relevant information in the offer. Anyone who enters the facility in which the object is located for the purpose of removing it does so at their own risk.
8. Supralift works to observe copyrights for the visual materials used in all publications on the platform, or to use visual materials created by Supralift itself, or to use license-free visual materials. All trademarks and brands listed on the platform that are protected by third parties are subject to the provisions of valid trademark law, without restriction. Representations on the platform contain no statement that the displayed content is not protected by third party rights. Duplicating or using visual materials or texts from Supralift in any manner shall require prior written permission from Supralift.
9. In order to carry out the different business models it intends to operate on the platform, Supralift reserves the right to grant different participants access to the platform and to purchasing goods in different scopes, at its own discretion.
In particular, dealers and end customers are aware of and accept the differentiation into the end customer market and dealer market:
Offers on the end customer market are publicly visible. Offers can only be placed by registered dealers.
The dealer market is intended to provide offers and requests that conform to the specific requirements of dealers. Supralift is solely responsible for deciding whether an offer or application to the dealer market is permitted. The dealer market is reserved for dealers. Dealers can either receive a simple or full registration for approval for the dealer market. (i) With a simple registration, dealers are permitted to sell goods on the dealer market. (ii) With a full registration, dealers furthermore have the opportunity to offer goods on the dealer market for sale and to view requests from other participants.
10. The dealer can access password-protected areas through an “Instant Login.” With Instant-Login, a dealer who has registered on www.supralift.com only has to log in using their user name and password one time. Their user ID is saved on the computer used at this time in a local cookie. Therefore, the cookie function must be activated in the dealer’s browser. When they access www.supralift.com once again on this specific computer, the dealer will be logged into the area for which they are registered automatically. If the dealer does not want to use automatic log-in, they can deactivate this by a selection in the log in screen. In order to use Instant Login, the dealer's computer must fulfill the necessary technical requirements (in particular, the use of cookies from Supralift must be permitted.
IV. Prices and payments
1. Using the Supralift web platform is free of charge for end customers.
2. Simple registration by a dealer on Supralift is free of charge, and only permits the dealer to make a purchase on the dealer market.
3. A full dealer registration can be purchased at the prices published by Supralift.
The published prices will be calculated for further services from Supralift, for instance in the form of special business models.
4. Prices indicated on the platform do not include applicable statutory VAT, unless otherwise indicated.
5. The place of fulfillment for payments made to Supralift is Frankfurt / M.
6. Offsetting and asserting rights of retention - including commercial rights of retention by the supplier against Supralift is permitted only if the underlying counter-claims are undisputed or have been established in a court of law.
V. Regulations for the “ad” variant
1. Within the framework of the “ad” sales format, the supplier provides information regarding the offered goods, in particular regarding its asking price. The supplier itself does not provide any offer in the legal sense. All information it provides is understood as a request to the dealer or end customer to itself provide legally binding offers. The supplier can withdraw its request at any time, and is not considered bound to it.
2. The potential purchaser contacts the supplier who placed the ad on the marketplace directly. A contract is concluded between the potential purchaser and the supplier directly, and at the conditions agreed respectively between these parties, without the involvement of Supralift. The supplier is free to decide at its own discretion which offer to accept.
VI. Regulations for special business models
1. Business rule (pool offers)
Multiple dealers can combine their offered goods into one pool on the end customer market. In the representation to end customers, all goods in the pool appear as one closed total portfolio. The dealer which is responsible for the customer's region is always displayed to the end customer as the contact person for the total portfolio. The dealers in a pool can specify the definition of responsibility by country, region, and zip code or postal area. They are obligated to inform Supralift of changes to the responsibilities so that Supralift can update the responsibility information in the marketplace.
2. Offer on consignment
For its inventory of goods offered on the dealer market, a dealer declares their willingness to offer the available industrial trucks in a defined consignment stock to other selected dealers. The authorized dealers can then access this vehicle inventory, select vehicles, include these in their offers, and offer these under their own names. The vehicles will therefore be displayed both in the inventory of the original vehicle supplier, as well as in the inventory of the consignment seller. Authorized dealers can change certain selling information provided to end customers. In order to do so, they must offer the vehicles from this inventory on the dealer market at the conditions for sale to dealers. The original supplier is not obligated to actually sell the vehicles through the dealers who are consignment sellers. If the owner of the vehicles deletes them from the offered inventory, or moves them to the reserved inventory, then the consignment offers of the authorized dealers are deleted automatically.
3. Mirroring
To reduce the work required for dealers to update data, Supralift offers the option of mirroring (replicating) Supralift’s database on the dealer's website. To do so, the dealer’s website will be linked at corresponding points to the associated Supralift database, so that the dealer’s offers are displayed on its website in the design defined by it. The dealer must inform Supralift of any changes to the offered goods promptly.
4. Intranet
Supralift offers interested dealers the option of creating their own intranet. Offers from a dealer designated for the intranet are displayed to the dealers defined specifically for this intranet. Supralift provides further services through this intranet that can be used by the intranet participants. The client / customer administrator defines the group of participants as well as the services that are offered. Vehicle offers are placed exclusively by the participants.
5. Private markets
To define a private market, a dealer selects from other dealers registered with Supralift. The supplying dealer can offer this group of dealers specific goods which are not displayed to the other dealers.
VII. Warranty
1. The supplier hereby undertakes to assemble the information transmitted to Supralift regarding the object to be sold carefully and truthfully, and to inform Supralift promptly if the object in question is no longer available or if the information has otherwise changed. The supplier is solely responsible for the correctness of the transmitted data. In particular, it must state all significant properties and characteristics of the offered object truthfully. It furthermore undertakes to observe the statutory provisions applicable to its business activities in full, in particular under supervisory, competition, and data protection law, and hereby assures that the sales or purchasing requests offered by it do not violate the law or third party rights, in particular not ownership rights, liens or other material rights, or against patent, trademark, or other protected rights. Furthermore, the supplier hereby undertakes not to offer any goods if doing so would violate criminal law provisions, or if the sale of such goods is prohibited, or requires special official permission. It furthermore undertakes to treat user IDs and passwords as confidential. The supplier shall release Supralift from all claims asserted against Supralift by third parties due to such violations. This includes reimbursing costs for required legal representation.
2. Since purchasing agreements in each case come about between the supplier and the purchaser, Supralift shall not accept any warranty obligations with respect to the goods sold. Any warranty obligations shall exist exclusively between the seller and purchaser based on the contract concluded between them. The information in the supplier's description, in particular the technical data, dimensions, quantities, or references to quality standards, are not considered assured properties, unless the supplier expressly indicates otherwise. In both sales formats, the supplier can define a warranty and freely determine its length and content. Unless the supplier indicates otherwise, the goods are offered in an as state and where located, and are excluded from any warranty.
3. If Supralift rates the goods, such ratings are only a non-binding assessment based on past experience. Supralift completes this assessment exclusively based on the supplier's information, which is not reviewed further by Supralift. The assessments shall not be considered any guarantee of values or characteristics by Supralift.
4. If a participant does not fulfill its obligations under these provisions, Supralift is entitled to exclude it from further participation in the platform. Supralift expressly reserves the right to assert any further damages incurred. The participant is obligated to release Supralift from all damages incurred by Supralift due to data provided by the participant that was incorrect or infected by a virus.
VIII. Liability
1. Supralift shall be liable towards the participants for its own conduct as well as the conduct of its statutory representatives, executive employees, and other agents in case of intentional action or gross negligence, as well as for slight negligence in case of a violation of significant contractual obligations. This liability shall be limited to the damages typically incurred in transactions of the type in question.
2. The exclusions of liability and restrictions of liability described in these GTCs shall not apply if express guarantees are accepted by Supralift, nor to liability under the Product Liability Act, nor to damages resulting from an injury to life, body, or health, nor to damages caused by a negligent breach of duty on the part of Supralift or a statutory representative or agent.
3. Supralift can only be considered liable for direct or indirect links to third party websites that are outside of Supralift’s scope of responsibility if Supralift has positive knowledge of the content and information on the pages, and if it was both technically possible and reasonable for Supralift to prevent use in the case of illegal content and topics. Supralift has no influence on the current and future design or alignment of the content and offers on the linked pages, and therefore distances itself from any content and offers on all linked third party websites that were changed after the link was created. This applies to all of the links set on the platform, as well as all entries in guest books, discussion forums, bulletin boards and mailing lists established by Supralift. Only the provider of the website to which the link leads is liable for illegal, incorrect, or incomplete information or offers, and for damages resulting from the use or failure to use such offered content.
4. The participants can use a currency calculator as a reference for calculating prices in different currencies. This is a free service, and is not considered part of the offer for use from Supralift. Supralift shall accept no guarantee in conjunction with using the currency calculator, such as for ensuring the exchange rates are up to date, or otherwise for the correctness of the prices calculated using the currency calculator.
5. Supralift shall accept no guarantee for ensuring its website http://www.supralift.com is available at all times, and shall not be liable for any uncertainties related to the internet as a medium. Supralift shall furthermore accept no guarantee for ensuring the offers presented on the platform are up to date.
6. The right to use the platform shall exist only within the framework of what is reasonably technologically possible. Conditional on the restrictions in the above clauses 1 and 2, Supralift shall not be liable for offers displayed incorrectly, interruptions in the availability of the website, and for ensuring the information is up to date. Temporary restrictions in availability may result from maintenance work (such work is carried out at the sole discretion of Supralift), illegal actions by third parties, technical disruptions like an interruption the power supply, hardware or software errors, etc.
IX. End of participation
Supralift can withdraw the participant's approval at any time. The participant can end its participation in the Supralift platform, if not otherwise regulated by contract, with a notice period of one month to the end of the month, either in writing or via e-mail to the address service@supralift.com. Any payment obligations incurred shall continue to apply.
X. Applicable law, place of jurisdiction, partial invalidity
1. If the participant is a merchant or legal entity under public law or a public law special fund, then the place of jurisdiction for legal disputes between Supralift and the participant shall be Frankfurt am Main. Furthermore, Supralift can also assert claims against any participant at the courts in its general place of jurisdiction.
2. All legal relationships between Supralift and the participant are subject to the law of the Federal Republic of Germany, excluding the conflict-of-law rules under UN Sales law.
3. If a provision of these General Terms and Conditions is invalid, the other provisions shall remain unaffected by the invalidity.