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General Terms of Use Agreement for the Online Shopping Portal “ShopWindoz.com”

  1. § 1 Scope

    1. This General Terms of Use Agreement governs the use of the online shopping portal “ShopWindoz.com”, operated by shopwindoz KG, Schwedter Str. 9a, 10119 Berlin, Germany (“shopwindoz”), by users who shop for products and services from third-party sellers (“buyers”) as well as by users who offer products and services for sale (“sellers”). Sellers are also bound by the “Additional Terms of Use Agreement for Sellers on the Online Shopping Portal ‘ShopWindoz.com’”, whose provisions take precedence over this General Terms of Use Agreement in the event of discrepancies.

    2. This General Terms of Use Agreement applies exclusively. Any contrary or different conditions of the user do not form part of the use agreement and are not recognised unless shopwindoz has confirmed them in writing. This likewise applies if shopwindoz, being aware of contrary or different conditions of the user, performs services without reservation.

    3. Sellers’ own terms and conditions also apply to purchases by buyers. If applicable, buyers will be informed of these separately by the respective seller.

  2. § 2 Role of shopwindoz

    1. The online shopping portal “ShopWindoz.com” is a virtual marketplace (“marketplace”) operated by shopwindoz. This marketplace solely provides the framework for initiating business relationships between buyers and sellers. shopwindoz offers select sellers the opportunity to offer, promote and sell their products and services to buyers in individual online shops on this marketplace. Contracts for this purpose are made between the buyers and sellers.

    2. Sellers are responsible for preparing the advertising and offers in their online shops. shopwindoz therefore cannot warrant the correctness of the information nor the actions and performance of the respective seller. shopwindoz does not review the sellers’ information for accuracy.

    3. shopwindoz does not charge buyers any fees for the use of the marketplace.

  3. § 3 Registration / Establishment of the Use Agreement

    1. Users must register and set up a user account to use the marketplace. Only legal entities, private companies and natural persons capable of entering into legally binding contracts under applicable law are permitted to register. Persons under the age of 18 are not permitted to use ShopWindoz.com.

    2. Users are required to provide complete and correct information. Upon successful registration, buyers have full access to the marketplace and can place orders there. Within the order process buyers must provide further information, e.g. their first and last name, current address (no PO Box) and phone number (no premium-rate or shared-cost service numbers) as well as, if applicable, the company and person having the right of representation. The registration of a legal entity can only be performed by a natural person authorised to bind the entity to this agreement and this person must provide his/her name.

    3. Upon submission of the completed online registration form, the use agreement between the user and shopwindoz is established.

    4. In the event that personal data changes after registration, users are obligated to promptly update the information saved in their user account.

    5. Users choose their username and password on the registration form. Email addresses or URLs may not be used as usernames. Usernames also may not infringe on the rights of third parties – particularly copyright and trademark rights – and may not be contrary to good morals.

    6. Users must keep their password secret and ensure that third parties do not abuse their account. Users are liable for all activities performed on their account. Users are obligated to promptly inform shopwindoz in the event that there are reasons to believe third parties have abused their account.

    7. In the event that users have provided incomplete or false information, shopwindoz reserves the right to delete these incomplete or false registrations after a reasonable period of time. shopwindoz is also authorised to close inactive user accounts from users who have not placed an order on the marketplace over the last 12 months.

  4. § 4 Purchase Contract and Processing of Transactions on the Marketplace

    1. shopwindoz is not involved in execution of contractual relationships established via the marketplace (particularly contractual negotiations) and therefore neither acts as a mediator in disputes between parties nor enforces compliance of these contracts. In the event conflicts arise, shopwindoz calls on sellers and buyers to cooperate and try to find a solution together.

    2. From a legal perspective, a seller’s offer does not represent a binding offer for establishing a corresponding contract, but instead is only an invitation to make an offer (“invitatio ad offerendum”). A buyer’s order therefore represents an offer to the respective seller for establishing a corresponding contract. The seller can freely choose to accept or decline the order. Acceptance occurs through a separate declaration of acceptance by the seller.

    3. When a buyer places an order in a seller’s online shop, shopwindoz sends the buyer an order confirmation email informing him/her that the purchase contract is not formed until the seller accepts the order in a separate step. This order confirmation does not represent an acceptance of the buyer’s order, but instead only informs him/her that the order has been forwarded to the respective seller. shopwindoz also sends the seller an email informing him/her of the incoming order.

  5. § 5 Limitation on Liability / Exclusion of Warranty / Responsibility for Content

    1. shopwindoz is neither party nor the agent of another party or intermediary for transactions entered into between buyers and sellers. shopwindoz is not liable for the initiation of business relationships, contract formation or contract execution.

    2. shopwindoz assumes no responsibility and makes no warranty regarding the products, services or information which sellers offer on the marketplace, particularly in the event that the type, quantity and quality of the delivered product does not correspond to the order, presentation or other demands and specifcations of the buyer.

    3. Users can set up and manage their user account. shopwindoz is not liable for the abuse of the user account or the information contained therein unless shopwindoz is responsible for such abuse.

    4. The seller alone is responsible for the content in his/her shop. shopwindoz does not represent, endorse or monitor this content.

  6. § 6 Feedback System

    1. The feedback system at ShopWindoz.com enables buyers and sellers to rate each other once a purchase has been completed. Members are obligated to give their feedback in an explicitly true and objective manner and to give feedback only about details related to the respective purchase. Feedback may not contain defamatory statements, must be based upon facts and must be in accordance with legal regulations.

    2. The feedback system helps users to guarantee quality, avoid fraud and evaluate the trustworthiness of the person with whom they are dealing. It is not permitted to give feedback about oneself or arrange for third parties to give feedback.

    3. shopwindoz reserves the right to delete feedback and ratings in the event that these infringe on this General Terms of Use Agreement or legal regulations. No obligation exists to restore deleted feedback and ratings.

  7. § 7 Termination of this Agreement / Suspension / Cancellation

    1. To guarantee the success of ShopWindoz.com, shopwindoz reserves the right to take the following actions in the event that there are reasons to believe that a user has infringed on legal regulations, the rights of third parties or this General Terms of Use Agreement:

      • issue a warning to the user

      • limit the user’s scope of access to ShopWindoz.com

      • temporarily suspend the user’s account

      • irrevocably suspend the user’s account and terminate the use agreement

      When choosing an action, shopwindoz will take into consideration if legitimate interests of the concerned user are opposed to such an action, particularly if there are reasons to believe that the user is not liable for the infringement.

    2. ShopWindoz.com reserves the right to irrevocably suspend the user’s account if:

      • the user repeatedly receives negative ratings in the feedback system and the suspension is necessary to protect the interests of other marketplace participants;

      • the user provides false contact information, particularly a false or invalid email address;

      • the user inflicts substantial damage to other marketplace participants, particularly if ShopWindoz.com’s services are abused; or

      • there is another important reason for doing so.

    3. Once a user has been irrevocably suspended, no obligation exists to restore the suspended user account or the corresponding feedback information. Suspended users are not permitted to open a new account under a new name at ShopWindoz.com.

    4. Users can cancel this use agreement and have their account deleted at any time without a notice period by sending a corresponding message to shopwindoz KG, Schwedter Str. 9a, 10119 Berlin, Germany or to cancel@ShopWindoz.com.

    5. shopwindoz also reserves the right to cancel this use agreement at any time with a notice period of 14 days to the end of the month. The right to suspend a user account for an important reason remains unaffected.

    6. Once the use agreement has been terminated, shopwindoz reserves the right to delete the user account.

  8. § 8 Privacy

      9. The Privacy Policy available at ShopWindoz.com forms a part of this use agreement.

  9. § 9 Granting of Rights

    1. The user grants shopwindoz all relevant rights to the content he/she places on ShopWindoz.com as required for the use and operation of the marketplace.

    2. shopwindoz reserves the right to grant sublicenses for these rights to third parties with regard to the performance of contractually-specified services or transfer the required rights to third parties.

  10. § 10 Modifications to This Agreement

      11. shopwindoz reserves the right to modify this General Terms of Use Agreement. shopwindoz will notify the user of any modifications to this General Terms of Use Agreement in writing or by email. The modified agreement is binding if the user does not register any objections regarding the modifications within two weeks of being notified of the the modifications. shopwindoz will advise users on these legal consequences in the notification.

  11. § 11 Final Provisions

    1. The laws of the Federal Republic of Germany apply for this General Terms of Use Agreement as well as for the entire contractual relationship between shopwindoz and the buyer, with the United Nations Convention on Contracts for the International Sale of Goods (CISG) being excluded.

    2. The place of performance for all disputes and obligations arising from the contractual relationship is the location of shopwindoz. To the extent that the user is registered in the Commercial Register and subject to all provisions of the HGB or is not a permanent resident of Germany, the place of jurisdiction for all disputes arising from the contractual relationship is Berlin, Germany.




ShopWindoz KG
Schwedter Str. 9a
D-10119 Berlin
email: contact@shopwindoz.com


Managing Director: Andreas Guldner
Trade Register: HRA 41830 B, county court: Berlin Charlottenburg
Tax No.: application in progress
VAT ID No:: application in progress


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© shopwindoz KG, 2012
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