Purchase contracts and deliveries are made by us exclusively on the basis of the following contractual conditions with our business customers (resellers). This also applies to all offers, including consultations for the conclusion of such contracts. They shall also apply to future transactions within current business relations, even if they are not expressly agreed again. These contractual terms and conditions shall be deemed accepted at the latest upon acceptance of the goods or services. Counter-confirmations by the customer with reference to his terms and conditions of business or purchase are hereby contradicted. Agreements deviating from our terms and conditions of business shall only be binding on us if they are expressly recognised by us in writing.

Any special agreements and ancillary agreements made prior to the conclusion of the contract shall only become part of the contract if we expressly confirm them again in writing. Subsequent amendments must also be made in writing in order to be effective. A verbal cancellation of this written form clause is invalid.

We reserve the right to change the terms and conditions of the contract if this is reasonable for the reseller, e.g. in the case of changes in the registration process or adaptation of the terms and conditions of the contract due to new services.

If the reseller does not agree with these contractual conditions, he must immediately point this out explicitly in a special letter. In this case, we reserve the right to withdraw from the contract without any claims of any kind being made against us.

3. Object descriptions

The information provided in brochures, websites, emails, circulars, advertisements, illustrations and price lists, other printed matter and electronic advertising regarding weights, dimensions, capacity, drawings and the like are non-binding. We reserve the right to make changes in production and details compared to the product descriptions within the scope of the state of the art, provided that the interests of the customer are not unreasonably impaired and these changes are customary in the trade. No liability is accepted for any printing errors in brochures, price lists and other printed matter.

4. Offer, order and conclusion of contract

The goods presented in our online shop or in our current advertising together with a detailed description do not constitute a binding offer from us to you. You make a legally binding offer to us when you place an order in writing, by telephone, electronically or in any other form. Likewise, you make a legally binding offer to us when you enter the information requested from you on all online order forms in our online shop and finally click on the "Buy now" button. On the other hand, the mere temporary storage in the shopping basket does not constitute a legally binding offer.

Our offers are subject to change with regard to price, delivery date and other content. Information given verbally by our employees shall only be binding if we confirm it in writing. Subsidiary agreements and subsequent amendments to the contract or order must also be made in writing.

Additional information for contracts in electronic business transactions: Your orders are stored by us after the contract is concluded. After completing the order process, you can access them in the closed user circle "My Louis" (password-protected customer account). Alternatively, you can print out the order data immediately after submitting your order. Please therefore keep all messages and documents you receive from us in a safe place. You save the subsequent conclusion of the contract by saving the e-mail with our confirmation of receipt sent by us immediately after receipt of your order.

Only if you order via our online shop, we will send you an acknowledgement of receipt by e-mail, which is only intended to inform you of the receipt of your order and in which the details of your order are listed again. This confirmation of receipt does not imply acceptance of your offer. Only when we dispatch the goods ordered by you, which constitutes acceptance of your offer, is the contract of sale concluded with you subject to these General Terms and Conditions.

5. Registration as a reseller

In order to be able to purchase at reseller conditions, the reseller must register. Registration is only possible for traders with a business registration. The person carrying out the registration for a legal entity must be authorised to conclude corresponding contracts.

The reseller undertakes to provide truthful and complete information on the data requested during registration.

Within the scope of the registration and the ongoing contractual relationship, we are entitled to demand the submission of an extract from the commercial register and/or trade register and other documents and information which appear necessary or expedient for the conclusion of the contract or the maintenance of the contractual relationship.

With the sending of the registration data to us, an offer for inclusion in the customer base is made. We decide on the acceptance of the offer at our own discretion. Only one registration is possible per reseller.

The reseller undertakes to notify any changes to his data immediately.

Data protection notice: You can find further information on this under section 16 Data protection, as well as under Privacy policy.

6. Delivery conditions

Unless otherwise agreed, the products shall be shipped from our central warehouse in Hamburg, Germany. The dispatch of the goods (including any returns) shall be at the expense and risk of the reseller by a mode of transport chosen by us at our discretion, unless special agreements have been made.

Within Germany, the ordered and available goods will be delivered to you within 1-3 working days after receipt of your order. In case of prepayment 5-6 days after your payment instruction. Delivery times abroad are correspondingly longer due to the further delivery distance. We do not accept any liability for compliance with this delivery time, unless non-compliance is due to intentional or grossly negligent behaviour on our part. In the event of delays in delivery or if your order cannot be delivered in whole or in part, we will in any case inform you immediately and refund any payments already received from you without delay. Under no circumstances will we send replacement items without prior consultation with you, even if these would be equivalent in terms of quality and price.

For deliveries abroad or within Germany, please refer to our applicable shipping costs. You will find the corresponding information in our online shop under "Shipping costs". For deliveries to destinations outside the European Union, you may incur additional customs charges. Please contact your local customs office for more information.

For larger deliveries of goods, our dealer service (B2B) will be happy to inform you about the applicable pallet prices or shipping costs within Germany or abroad.

The risk of loss or deterioration shall pass to the reseller when the goods are handed over to the carrier. This shall also apply if the transport costs are borne by us or if we take out transport insurance for the benefit of the reseller. In this case, the reseller may demand that we fulfil the obligations towards the insurer necessary for the preservation and enforcement of coverage claims.

All communication with us shall be exclusively in German or English; this shall also apply to the conclusion of the contract.

Partial deliveries according to time and quantity are permissible and can be invoiced separately. If we subsequently deliver partial backorders of your order - insofar as this is reasonable for the reseller - you will of course receive these free of postage and packaging costs.

We record partial backorders (see note on subsequent delivery) from individual item values specified for each destination country. If the value of the goods is less than this (or if you have not agreed to subsequent delivery), we ask you to order the item(s) when they are available again.

If we are prevented from fulfilling our delivery and performance obligations due to force majeure, strike or lockout or the effects of industrial action or due to other unforeseen obstacles which we cannot avert despite exercising reasonable care in the circumstances - regardless of whether they occurred in our company or at a supplier - such as traffic and operational disruptions, shortage of materials, official interventions, the delivery period shall be extended by a reasonable period. If, due to circumstances of the aforementioned kind, delivery or performance becomes wholly or partly impossible or unreasonable for one of the parties, the latter shall be entitled to withdraw from the contract wholly or partly. The reseller cannot derive any claims from this.

The provision of the preceding paragraph shall also apply if the aforementioned events occur at a time when we are in default. If our suppliers do not fulfil their obligations despite our efforts, we are entitled to withdraw from the contract. The other party cannot derive any claims from this.

We always deliver by post to your registered business address. A different delivery address is only possible after written agreement with the dealer service (B2B).

7. Delivery deadlines

Unless otherwise expressly agreed in writing, delivery periods shall commence upon conclusion of the contract. In the event of a subsequent amendment to the contract (including an amendment to the contract), a new delivery period shall be agreed if necessary.

The reseller agrees to partial deliveries.

If the delivery date or delivery period is exceeded, the reseller shall grant us a reasonable grace period.

We endeavour to comply with stated delivery periods. They are always non-binding unless they are expressly designated as binding and confirmed by us in writing.

Even if the delivery period is exceeded, default shall only occur upon written reminder by the reseller. In the event of default or impossibility for which we are responsible, the reseller shall be entitled to withdraw from the contract under the statutory conditions.

The right of the reseller to claim damages - in particular compensation for direct and indirect damage - in the event of default in performance, impossibility of performance for which we are responsible or poor performance for which we are responsible shall be limited to the cases of

a) negligent breach of essential contractual obligations (cardinal obligations) as well as

b) intentional or grossly negligent breaches of contractual obligations by us or our vicarious agents.

In the event of a merely negligent breach of duty by us or our vicarious agents, our liability shall be limited to the foreseeable damage typical for the contract and shall be limited in amount by the value of the respective subject matter of the contract.

If we are not supplied by our upstream supplier due to circumstances for which we are not responsible, although we have concluded a sufficient covering transaction in good time, we and also the reseller are entitled to withdraw from the contract.

Deliveries shall in any case be made at the expense and risk of the reseller by the route which appears to us to be the most cost-effective. We do not assume any guarantee for the fastest and cheapest transport.

8. Prices

All prices shown by us in catalogues, brochures, Internet pages, e-mails, circulars, advertisements, illustrations and price lists are to be understood as end consumer prices including the statutory value added tax.

Dealer prices without VAT can only be viewed by the reseller in the dealer area at www.louis.biz with the corresponding login.

The dealer prices apply ex warehouse in euros and are stated as net prices. Unless otherwise confirmed in writing, we always invoice the prices valid on the day of the order.

Furthermore, the statutory value added tax is owed by the reseller if the turnover is subject to value added tax. We expressly reserve the right to make price changes if, after conclusion of the contract, the delivery or service becomes more expensive due to new public charges, fees, freight costs or their increase. We shall then be entitled to pass on these cost increases to the reseller accordingly in the form of a price increase.

The right to increase the price between the conclusion of the contract and delivery does not exist if a fixed price has been expressly agreed in writing between the contracting parties.

The goods remain our property until the purchase price has been paid in full. In the event of behaviour by the reseller in breach of contract, in particular in the event of default in payment, we shall be entitled to demand the return of the goods(s) if we have withdrawn from the contract.

Insofar as we are obliged to advance performance, we may refuse our performance if it becomes apparent after conclusion of the contract that the reseller's counter-performance is jeopardised by a lack of ability to perform. The right to refuse performance shall not apply if the counter-performance is effected or security is provided for it. The details are governed by § 321 BGB.

The Reseller shall only be entitled to set-off, retention or reduction, even if notices of defects or counterclaims are asserted, if the counterclaims have been legally established or are undisputed.

We do not charge VAT for purchases or deliveries to resellers outside the European Union. This is only charged in the case of collection and can be refunded after proof of export has been provided. These regulations do not apply in Switzerland or Great Britain. Here, taxes and customs duties are already included in the price.

Within Germany and to many other countries, we charge a flat shipping rate for parcels. You will find the flat rates in the online shop under "Shipping costs" or you can request them in writing from the dealer service (B2B). The same applies to the transport costs to countries outside Europe.

9. Payment

In principle, we offer the following payment methods: invoice (provided you have a good credit rating), PayPal, credit card and prepayment by bank transfer. If you choose the payment method invoice, we will check your creditworthiness. If a check of your creditworthiness reveals that you are not creditworthy, we reserve the right to refuse acceptance of your order or to deliver only against a secure payment method (items 9b to 9d). For each order, we reserve the right not to offer certain payment methods and to refer you to other payment methods. You are free to choose from the remaining payment methods. Any costs of a money transaction are in principle to be borne by the reseller.

a) Purchase on account.

We deliver on account. For this purpose, you authorise us with your order to carry out the credit check necessary to exclude the credit risk (for further information, see section 16 Data protection, as well as data protection declaration) and pay within fourteen days after invoicing, unless otherwise agreed, by bank transfer to our account.

b) PayPal.

When paying by PayPal, you release your payment to us to PayPal. Payment with PayPal is only possible in the online shop. Your bank account will be debited by PayPal immediately after you have released the payment to PayPal. You can find the PayPal terms and conditions at www.paypal.com.

c) In the event of purchase by credit card, your credit card account will be debited upon receipt of the order by us. Payment by credit card is only possible in the online shop.

d) Prepayment by bank transfer.

If you choose payment in advance, we will provide you with our bank details as well as your Louis customer number and the order number in the order confirmation. The invoice amount must be transferred to our account within 10 days of receipt of the order confirmation. We will reserve the ordered goods for you for this period. Please state your Louis customer number and the order number in the reason for payment of your bank transfer. Your order will be made ready for dispatch and sent to you after receipt of the total amount.

Cash payments may only be made to persons authorised to collect. If the Reseller defaults on payments, we shall be entitled to withdraw from the contract and, in addition, to claim damages for non-performance if the Reseller should allow a reasonable period of grace set by us to elapse.

The assertion of a higher damage caused by delay remains unaffected. The Reseller shall be entitled to prove that we have not incurred any damage at all or not in the amount claimed. If the Reseller is in arrears with a payment under one or more contracts, either in whole or in part, or if we become aware of circumstances which, when viewed objectively, indicate that the Reseller is not creditworthy, we shall be entitled to demand immediate payment of all claims arising from the current business relationship and, in addition, to demand, as a precaution, the surrender of all goods delivered by us on the basis of the agreed retention of title. The right to withdraw from the contract as a whole remains unaffected by this. In the event of further deliveries to the reseller, we shall be entitled to demand advance payment or security for the invoice amount prior to delivery of the goods. Payments made by the reseller shall be credited by us first to the costs, then to the interest and finally to the main performance. Payments shall be set off by us against the oldest claim in each case, irrespective of any repayment provision of the reseller to the contrary.

10. Default of acceptance by the reseller

If the customer refuses to accept the goods after expiry of a reasonable grace period granted to him or expressly declares in advance that he does not wish to accept the goods, we shall be entitled to withdraw from the contract or to claim damages for non-performance. As compensation for non-performance in the event of default in acceptance, we shall be entitled - subject to proof of higher damages - to claim a lump sum of 25% of the order price without deductions, unless the Reseller proves that no damages at all or not in the amount of the lump sum have been incurred. In addition, we are entitled to demand from the reseller all costs incurred due to the non-acceptance of the goods (freight, storage charges, insurance, cartage, etc.).

11. Retention of title / transfer of ownership by way of security / advance assignment

a) The delivered goods shall remain our property until complete satisfaction of all our claims arising from the business relationship, irrespective of the legal grounds, until the irrevocability of direct debits. In the case of a current account, the reserved ownership shall also be deemed security for our balance claim.

b) The reseller is permitted to resell the goods subject to retention of title in the ordinary course of business. The permission is revocable. The resale may only take place against cash payment or subject to retention of title. The reseller is not permitted to transfer ownership by way of security, to pledge the goods or to make other dispositions affecting our rights. The reseller hereby assigns to us all claims to which he is entitled from a resale or for any other legal reason with regard to the goods. At our request, he shall at any time send us a list of the claims assigned to us and inform the third-party debtor of the assignment. The reseller is authorised to collect the claims assigned to us as long as he meets his payment obligations as agreed. The collected amounts are to be paid immediately to our due claims against the reseller.

c) The processing of our goods subject to retention of title shall be carried out for us without any obligations arising for us from this. If the reserved goods delivered by us are processed, combined or mixed with goods owned by third parties, we shall be entitled to co-ownership of the new item or the mixed stock in the ratio of the value of our reserved goods to the other goods at the time of processing, combining or mixing. If the reseller acquires sole ownership of the new item or the mixed stock by operation of law as a result of processing, combining or mixing, we agree with him that he shall grant us co-ownership of the new item or the mixed stock in the ratio of the value of the processed, combined or mixed goods subject to retention of title to the value of the new item or the mixed stock at the time of processing, combining or mixing and shall hold this in safe custody for us free of charge with the due care of a prudent businessman. Clause 11b shall apply accordingly to the resale of processed, combined or mixed goods; the claim arising from the resale or other legal grounds shall already now be assigned to us in the amount of the invoice value of our reserved goods or only in the amount corresponding to our share in the co-ownership, if this is lower.

d) The reseller shall notify us without delay of any seizure by a third party of the goods delivered under retention of title, of the items manufactured therefrom or of the claims assigned to us, send us the necessary documents (e.g. copy of a seizure report) and inform the third party of our right of ownership.

e) The rights arising from the retention of title and from its special forms mentioned above shall continue to apply until full release from contingent liabilities (e.g. so-called bills of exchange) which we have entered into in the interest of the reseller.

f) If the value of the securities given to us exceeds our claims by more than 10% in total, we undertake to release corresponding securities of our choice at the reseller's request. Upon settlement of all our claims arising from the business relationship, ownership of the reserved goods and the assigned claims shall pass to the reseller.

12. Extended right of return as our extra service

As a matter of principle, we are not obliged to take back properly ordered and delivered goods. However, the reseller can make use of our extra service for which a charge is made.

Products purchased from us can be exchanged or returned for a refund of the purchase price within 3 months (date of purchase receipt) if they are still complete, new (unused), in their original packaging and not soiled.

Please enclose your proof of purchase with all your returns and inform us of the reason for your return of goods. The address for your return is: Detlev Louis Motorrad-Vertriebsgesellschaft mbH, Customer Service, 21027 Hamburg, Germany.

In the case of returns, we charge up to 20% of the net value of the goods for administrative expenses and lost profit. We reserve the right to make further deductions for any reduction in value.

In the event of withdrawal and the taking back of the delivered goods, the reseller shall always reimburse us for the costs incurred by us as a result of the withdrawal (e.g. transport costs).

Please note this special service, which goes far beyond the law. This extended right of return does not affect your statutory rights and claims, nor your statutory warranty rights (item 13). You are also entitled to these without restriction.

Excluded from this extended right of return are food, books, maps, data carriers for digital data (e.g. CDs and DVDs), software, batteries (due to their ageing even when not in use) and all items for single use or items that have been specially provided for you.

13. Warranty and liability for defects

a) The reseller shall have an immediate duty to examine the goods and to give notice of defects. Complaints due to incomplete or incorrect delivery or complaints due to recognisable defects must be made in writing immediately, but no later than 10 days after receipt of the goods; complaints due to hidden defects must be made immediately after discovery, but no later than 7 days after discovery.

b) Please keep all purchase receipts. They are important as proof of purchase for insurance purposes in the event of complaints or theft. You can access your shipping invoice copies at any time under the closed user group "My Louis" in our online shop.

c) Changes in construction or design correspond to the respective state of the art. Changes which we or our suppliers generally make after conclusion of the contract and which do not impair the quality and functionality of the delivery item do not entitle the customer to make a complaint. In the event of proven defects, we shall, at our discretion, deliver a replacement or remedy the defect (subsequent performance). If it is certain that the subsequent performance has finally failed or is impossible or has been finally rejected by us, the customer may demand rescission of the contract or a reduction in price. If we deliver a defect-free item for the purpose of subsequent performance or if the customer withdraws from the contract, he shall pay compensation for the value of the benefits derived. The value of the benefits shall be determined on the basis of the pro rata temporis linear reduction in value in comparison between the actual period of use and the expected total period of use. No warranty shall be given for damage caused by the delivery item being modified by third parties or by the installation of parts of third party origin, by the delivery item being put into operation incorrectly or by defective construction. Furthermore, the warranty does not cover damage caused by non-observance of statutory installation and handling instructions or those issued by us or our suppliers.

d) Goods which are the subject of a complaint must always be sent to us carriage paid. If the complaint proves to be correct, we shall deliver the replaced or repaired parts carriage paid. If the shipping costs increase due to the fact that the goods were shipped abroad by the reseller or his customers, the difference shall be borne by the reseller. Our right to reject the type of subsequent performance pursuant to § 439 (4) of the German Civil Code (BGB) on the grounds of disproportionality shall remain unaffected. The reseller shall note that he shall only be entitled to reimbursement of the "necessary" expenses. He must therefore keep the costs as low as possible in his own interest and look for a cost-effective solution.

e) The warranty period for new products is 1 year from delivery. No warranty shall be assumed for used products. The limitation period in the case of a delivery recourse according to §§ 445b,478 BGB remains unaffected by the provisions of the two preceding sentences. Claims for damages on the basis of injury to life, limb or health caused by defects or under the Product Liability Act shall also not be restricted by the above provisions. Other claims for damages under warranty law in the event of gross negligence, intent or breach of essential contractual obligations (for the term "essential contractual obligations" see 14b) shall also not be restricted by these provisions.

f) Section 14 of these Terms and Conditions shall apply to liability for damages within the scope of liability for defects.

14. General liability, reimbursement of expenses

a) Claims for damages of any kind within the scope and outside the scope of liability for defects due to breach of ancillary contractual obligations, delay or impossibility, incorrect advice, due to culpa in contrahendo, due to breach of other contractual obligations, due to tort or due to other legal grounds - in particular also in the case of damage not occurring to the delivery item itself, e.g. due to loss of profit, loss of production - are excluded. Liability shall only apply in the event of intent or gross negligence, culpable injury to life, limb or health, in the event of defects which we have fraudulently concealed, in the event of the assumption of a guarantee of quality or in the event of defects in the delivery item, insofar as liability applies under the Product Liability Act for material damage to privately used objects and for personal injury.

b) In the event of culpable breach of material contractual obligations, we shall also be liable; in this case, however, except in the case of gross negligence, liability shall be limited to the reasonably foreseeable damage typical for the contract. Material contractual obligations are those whose fulfilment makes the proper performance of the contract possible in the first place and on whose compliance the contractual partner regularly relies and may rely.

c) Claims for reimbursement of expenses by the reseller pursuant to Section 284 of the German Civil Code (BGB) are waived to the extent that a claim for compensation for damage in lieu of performance is excluded under the above provisions.

15. Jurisdiction, choice of law

The place of jurisdiction for all disputes shall be our registered office in Hamburg, insofar as the reseller is a merchant, a legal entity under public law or a special fund under public law or has no general place of jurisdiction in Germany.

The language of the proceedings shall be German.

The contractual relationship shall be governed by the law of the Federal Republic of Germany.

The EU Commission provides a platform for out-of-court dispute resolution. This gives consumers the opportunity to resolve disputes in connection with their online order without having to go to court. The dispute resolution platform can be accessed via the external link X.

We will endeavour to resolve any disagreements arising from our contract amicably. Furthermore, we are not obliged to participate in arbitration proceedings and unfortunately cannot offer you participation in such proceedings.

Our email address: B2B@louis.de

16. Data protection

Detlev Louis Motorrad-Vertriebsgesellschaft mbH, Rungedamm 35, 21035 Hamburg, Germany, as the responsible party (within the meaning of DSVGO), processes the reseller's data for the performance of the contract (Art. 6 (1) lit. b DSGVO) and for advertising purposes (Art. 6 (1) lit. f DSGVO). You can object to the processing of your data at any time. Consent given can be revoked at any time. To exercise your rights, please contact the above address, Data Protection Department, or by e-mail to datenschutz@louis.de. Detailed information on data protection can be found on the Internet: https://www.louis.de/datenschutz.

17. Final provision

Should any provision of these general terms and conditions be or become invalid, this shall not affect the validity of the remaining provisions. In this case, the invalid provision shall be replaced by a valid provision which comes as close as possible to the economically intended purpose of the invalid provision.

18. Sanctions against states

Prohibition of export or resale of goods purchased from us to the territories of the states or regions of Iran, Cuba, North Korea, Syria, Russia, Venezuela, as well as the ‘Donetsk People’s Republic’, ‘Luhansk People’s Republic’ and the Crimean region of Ukraine. Due to European or U.S. sanctions against these states or regions, the export of various goods to the territories of these states or regions is prohibited under the Code of Criminal Procedure. We would like to point out to you as a buyer of the goods offered by us that we prohibit the resale or transfer of all goods purchased from us into the territories of these states or regions.

Note on subsequent delivery / recording of partial backorders for foreign orders

For subsequent deliveries, as described in section 6, we record partial backlogs as of individual item values specified for each destination country as listed below:

Andorra 41,00 €
Belgien 9,00 €
Bulgarien 29,00 €
Dänemark 14,00 €
Deutschland 4,00 €
Estland 29,00 €
Färöer 41,00 €
Finnland 29,00 €
Frankreich 14,00 €
Griechenland 29,00 €
Grönland 32,00 €
Großbritannien 29,00 €
Irland 29,00 €
Italien 14,00 €

Kasachstan 69,00 €
Kroatien 49,00 €
Lettland 29,00 €
Liechtenstein 29,00 €
Litauen 29,00 €
Luxemburg 9,00 €
Malta 29,00 €
Monaco 19,00 €
Niederlande 9,00 €
Norwegen 39,00 €
Österreich 9,00 €
Polen 29,00 €
Portugal 29,00 €
Rumänien 29,00 €

Russland 69,00 €
Schweden 29,00 €
Schweiz 14,00 €
Slowakei 29,00 €
Slowenien 29,00 €
Spanien 29,00 €
Spanien - Kanaren 29,00 €
Tschechien 29,00 €
Ukraine 69,00 €
Ungarn 29,00 €
Weißrussland 69,00 €
Zypern 29,00 €

For all countries not listed, we do not record partial backorders. In this case, we ask you to reorder the item when it becomes available again.