AGB (Terms and Conditions)
§ 1 General
The services provided by YS Energietechnik GmbH to the customer are exclusively based on the following terms and conditions. Deviating customer conditions are not valid, even if not explicitly contradicted. Additional agreements must be in writing.
§ 2 Offer and Conclusion of Contract
Self-Supply Reservation The offers of YS Energietechnik GmbH are non-binding and subject to change. The customer’s order constitutes a binding offer. The contract is concluded either by the order confirmation or by the delivery from YS Energietechnik GmbH, in the case of maintenance contracts by signing the contract document. The scope of the contractually owed services is solely determined by the order confirmation of YS Energietechnik GmbH, in the case of maintenance contracts by the agreed service package and duration. The services may also be performed by third parties. If the customer cancels the order after the contract has been concluded, a cancellation fee of 10% of the order value will be due. YS Energietechnik GmbH reserves the right to withdraw from the contract if self-supply is not properly or timely achieved. Withdrawal is only permissible if YS Energietechnik GmbH is not responsible for the unavailability of the delivery item and if a specific covering transaction has been concluded. In this case, YS Energietechnik GmbH commits to inform the customer immediately about the non-availability and to refund any already provided services of the customer promptly.
§ 3 Payment and Prices
Unless otherwise agreed, the prices listed in the order confirmation apply. Payment of 80% of the partial order amount is due immediately upon (partial) delivery, for maintenance contracts within 8 days after receipt of the invoice without deduction plus the statutory VAT. Payment of any possible remuneration for electricity fed into the grid by the solar system by the grid operator is not part of the contractual scope of services and is therefore not a precondition for the payment due. The final payment is due upon full operational readiness according to EEG. This does not include the setting of the meter by the grid operator or is influenced by the grid operator. If YS Energietechnik GmbH increases its prices in general after the contract conclusion or during the maintenance contract period, YS Energietechnik GmbH can increase the contractually agreed prices in the same manner. The customer is then entitled to withdraw from the purchase contract or terminate the maintenance contract unless YS Energietechnik GmbH retracts the price increase. The withdrawal must be declared in writing immediately after the price increase notification. The customer can only offset counterclaims if they are undisputed, legally established, ready for decision, or acknowledged by YS Energietechnik GmbH. The same applies to the exercise of rights of retention. The deduction of a cash discount is inadmissible without a contrary agreement.
§ 4 Delivery/Obstacles
Unless otherwise agreed, delivery and performance shall occur as quickly as possible after the order is placed. Delivery times listed in catalogs or other documents are for informational purposes only and are not binding. The delivery times specified in the order confirmation are binding. Compliance with delivery and performance obligations requires the timely and proper fulfillment of the customer’s obligations. In the event of force majeure or other unforeseeable, extraordinary circumstances not attributable to YS Energietechnik GmbH, such as strikes, operational disruptions, governmental interventions, or energy supply difficulties, YS Energietechnik GmbH is entitled to postpone delivery and performance for the duration of the hindrance and a reasonable start-up time. Partial deliveries are possible unless the customer finds them unreasonable.
§ 5 Installation Services and Customer’s Duty to Cooperate
If the installation of the photovoltaic system or a maintenance contract is agreed, the customer must ensure at his own expense that the installation, setup, commissioning, maintenance, and cleaning can begin as agreed and be carried out without interruption. The customer grants YS Energietechnik GmbH and its appointed third parties unrestricted access to the customer’s property and buildings as necessary for the performance of the contractual services. If the customer defaults on acceptance or culpably violates other duties to cooperate, YS Energietechnik GmbH is entitled to claim compensation for the resulting damage and any additional expenses incurred.
§ 6 Retention of Title
The ownership of the solar system remains with YS Energietechnik GmbH until all claims YS Energietechnik GmbH has against the customer from the business relationship are fulfilled. Upon full payment, ownership transfers to the customer. The customer also assigns to YS Energietechnik GmbH the claims resulting from the connection of the delivered item to the property of a third party for the purpose of securing the claim of YS Energietechnik GmbH. For delivery items that the customer integrates into a third party’s building as an essential part based on a contract for work and services, the customer assigns his claim for the establishment of a security mortgage in the amount of the invoice value including VAT. Until ownership transfers, the customer must maintain the system and adequately insure it at new value against fire, theft, and other common risks. In the event of seizures or other third-party interventions on the system, the customer must indicate YS Energietechnik GmbH’s ownership and notify YS Energietechnik GmbH immediately. Costs and damages are borne by the customer. Processing or transformation of the system is always carried out for YS Energietechnik GmbH, but without obligations for them. In the event of the combination of the system within the meaning of §§ 946 ff BGB, YS Energietechnik GmbH acquires co-ownership of the new item proportionally (invoice amount). YS Energietechnik GmbH is obligated to release the securities to which it is entitled upon request of the customer to the extent that the realizable value of these securities exceeds the claims to be secured by more than 10 percent.
§ 7 Defects and Liability
The customer is obliged to inspect YS Energietechnik GmbH’s (partial) performance immediately for material defects and to notify YS Energietechnik GmbH immediately in writing. The customer’s claims for defects are initially limited, at YS Energietechnik GmbH’s discretion, to rectification of the defect or delivery of a defect-free item. After unsuccessful rectification, the customer is entitled to withdraw from the contract or reduce the price. Claims for damages by the customer, regardless of the legal basis, are excluded in the event of negligent causation by YS Energietechnik GmbH. This applies to both direct and indirect damages, especially lost profits and production/usage losses. The aforementioned limitation of liability does not apply in cases of gross negligence, liability under the Product Liability Act, breach of essential contractual obligations, fraudulent concealment of a defect, lack of guaranteed characteristics, pre-existing claims before these terms and conditions were agreed, or injury to life, body, or health. In the event of a breach of essential contractual obligations, the liability for normal negligence is limited to the typical foreseeable damage. An obligation is essential if its fulfillment enables the proper execution of the contract in the first place and on which the customer regularly relies and may rely. The above regulations do not imply a shift in the burden of proof. To the extent that YS Energietechnik GmbH’s liability is excluded or limited, this also applies to the personal liability of YS Energietechnik GmbH’s statutory representatives and vicarious agents. The customer’s material defect claims expire within two years, starting with delivery. If YS Energietechnik GmbH is responsible for the installation and wiring of the system under the contract, the limitation period for this is five years, starting with acceptance.
§ 8 Warranties
The owed characteristics of the contractual item are exclusively derived from the contractual agreement/order confirmation. Information in brochures or advertising materials does not constitute the assumption of a guarantee per § 276 BGB or a warranty of characteristics per § 443 BGB. Durability/performance guarantees regarding the delivered technical components such as modules, inverters, etc., are to be pursued exclusively against the manufacturer of these components. This also applies in the event of the manufacturer’s insolvency.
§ 9 Reference File and Photo Rights
YS Energietechnik GmbH is entitled to take photos of the installed solar systems at the customer’s site for inclusion in a reference file and to publish the images for advertising purposes on its websites, brochures, or other advertising materials. The customer can object to this declaration in writing at any time. YS Energietechnik GmbH reserves copyrights, etc., to illustrations, drawings, designs, constructions, calculations, or other documents.
§ 10 Final Provisions
The invalidity of individual provisions of this contract does not affect the validity of the remaining provisions of this contract. In such a case, the contracting parties commit to agreeing on a valid provision that comes as close as possible to the purpose of the contract in place of the invalid provision. The applicability of the UN Sales Law (CISG) is excluded. German law applies. The exclusive place of jurisdiction for all disputes arising from the contractual relationship is agreed to be Cologne.
