General Terms and Conditions of Marlies Grace Ltd. (hereinafter:  "MARLIES GRACE") for contracts that are entered into using  exclusively means of distance communication.

1.  General terminology

The following terminology is used as the basis for these General Terms  and Conditions (GTC):


Sales contract:

The contract between MARLIES GRACE and the customer for the delivery of    goods from the online store.


A natural or legal person or partnership with legal status who enters    into a commercial contract with MARLIES GRACE. 


Remote sales    contract:

Remote sales contracts are contracts where the trader or a person    acting in his name or on his behalf and the consumer use exclusively means    of telecommunications for the contract negotiations and the conclusion of    the contract, unless the conclusion of the contract does not take place    within the framework of a distribution or service system organized for    remote sales.



An entrepreneur is a natural or legal person or a partnership with    legal capacity who, upon conclusion of the sales contract, acts in the    exercise of his commercial or freelance professional activity.


A customer is any natural person who enters into a legal transaction    for purposes that can predominantly be attributed neither to his commercial    nor to his freelance professional activity.

Means of telecommunication:

Means of telecommunication are all means of communication that can be used    to initiate or conclude a contract without the parties to the contract    being physically present at the same time, such as letters, catalogs,    telephone calls, telecopies, e-mails, messages sent via mobile phone    service (SMS), as well as broadcasting and telemedia.


2.  Scope of application


These GTC apply exclusively to the sales contracts between MARLIES GRACE  and the customers. Conflicting or from these GTC deviating general terms and  conditions of the customer are not recognized, unless MARLIES GRACE has  agreed to these in written form in individual cases.


3. Conclusion of the contract


a) Offer to  conclude a sales contract by the customer

The presentation of the products in the online store of MARLIES GRACE  does not represent a binding offer for the conclusion of a purchase contract  by MARLIES GRACE, but is merely an invitation to the customer to make a  purchase offer to MARLIES GRACE himself (also known as invitatio ad  offerendum).


As a visitor to the MARLIES GRACE online store, each customer  automatically receives a "shopping cart". In it the selected  products can be collected. As soon as the online store is left without a  binding offer being made by the customer, the contents of the shopping cart  expire. In this case, a legal transaction has not been concluded. It is possible for each  customer to register as a "customer" and set up a personal customer  account. Here the selection of the customer remains stored until the next  visit (login). A registered customer can shop comfortably in the Onlineshop  of MARLIES GRACE, at any time the status of its order query and has always a  current survey of its previous orders. After initial registration, the  customer can log in to the online store with his e-mail address and personal  password.


The order of products in the online store of MARLIES GRACE takes place in  such a way that the customer selects and clicks on the desired article or  articles from the product offer represented in the online store. Here he  receives information about the product.


Once the customer has decided on an item and, if necessary, selected  other options associated with the product, the item can be placed in the  personal shopping cart by clicking on the button "add to cart".


The customer has not yet made an offer by placing the product in the shopping  cart. The products can be removed from the shopping cart by clicking on the "Remove" box.  If the customer has decided to purchase the products in his shopping cart, he  can click on the "Checkout"  button.


In the ordering screens that now open, the customer must fill in the  required information.


By ticking the box provided for this purpose, the customer confirms that  he/she has read the General Terms and Conditions of the MARLIES GRACE online  store. Without ticking the box, the ordering process cannot be completed .


In the following step, the entered data must be confirmed. Subsequently,  the order is completed by clicking on the button "buy now !”


Not until clicking the button "buy now!" the customer submits a binding offer for  the products in his shopping cart at that time. Up to this point, the  customer can check and, if necessary, correct his data at any time within the  framework of the order masks of the online store before sending the data.


Upon receipt of the order by MARLIES GRACE, the Customer will receive an  e-mail automatically generated by the MARLIES GRACE ordering system  confirming the receipt of the offer by MARLIES GRACE. Here the Customer can  once again check the information contained therein, in order to be able to correct  any errors in the order in time, if necessary. The confirmation e-mail also contains information on  the ordered product as well as the General Terms and Conditions and the  instruction on the right of cancellation.


b) Acceptance by  MARLIES GRACE of the proposal to conclude the purchase agreement


The products and prices in MARLIES GRACE's online store are subject to  change and non-binding until MARLIES GRACE accepts the customer's purchase  offer. MARLIES GRACE undertakes to immediately notify the customer about the  unavailability of the goods and to immediately refund any compensation  already received.


The customer's offer to conclude a purchase  contract is accepted by MARLIES GRACE via the e-mail automatically generated  by the MARLIES GRACE ordering system, at the very latest, however, by handing  over the ordered products to the customer.


4. Payment due date, method of payment and default


The purchase price for the product is due immediately. Payment of the  purchase price is to be made via credit card or paypal. The methods of payment offered by  MARLIES GRACE in individual cases depend, among other things, on the value of  the goods, the type of product, the amount of the total order, the duration  of the business relationship, etc. and are determined exclusively by MARLIES  GRACE without the need to provide any reasons.


If the customer falls into arrears, MARLIES GRACE is entitled to demand the  statutory interest on arrears (currently 5 percentage points above the  respective base interest rate in the case of a consumer and 8 percentage  points above the respective base interest rate in the case of an  entrepreneur). The right of MARLIES GRACE to claim higher interest or further  damages for any other legal reason remains unaffected.


In addition, MARLIES GRACE is entitled in case  of default of payment of the customer, who is not a consumer, to assert fixed  reminder fees in the amount of EUR 40.00, which, however, are to be credited  against damages owed by the customer, as far as the damage is justified in  costs of legal prosecution. This shall also apply in the case of payment on  account or other payment by installments.


5. Right of revocation  and consequences of revocation; exclusion of the right of revocation; model  revocation form


If you are a Consumer (§ 13 BGB), you are entitled to a statutory right  of revocation:


Revocation  Instruction


Right of revocation


You have the right to cancel this contract within fourteen days without  providing any reason.


The revocation period is fourteen days from the day on which you or a  third party named by you, who is not the carrier, have taken possession of  the final goods.


To exercise your right of revocation, you must send us

Marlies Grace Limited
Bourse, Ground floor
Glorious 11
Oratory Street
Naxxar, NXR 2505

Phone: +41 77 435 33 89
Email: contact@marliesgrace.com

by means of a clear declaration (e.g. a letter sent by mail, fax or  e-mail) about your decision to revoke this contract. You can use the enclosed  sample revocation form for this purpose, which is, however, not mandatory.


In order to comply with the revocation period, it is sufficient that  you send the notification of the exercise of the right of revocation before  the expiration of the revocation period.


Consequences of  revocation


If you revoke this contract, we shall reimburse you all payments we have  received from you, including delivery costs (with the exception of additional  costs resulting from the fact that you have chosen a type of delivery other  than the most favorable standard delivery offered by us), without undue delay  and no later than within fourteen days from the day on which we received the  notification of your revocation of this contract. For this refund, we will  use the same means of payment that you used for the original transaction,  unless expressly agreed otherwise with you; in no case will you be charged  any fees because of this refund. We can refuse the repayment until we have  received the goods back or until you have provided proof that you have  returned the goods, whichever is the sooner.


You must return or hand over the goods without delay and in any case no  later than fourteen days from the day on which you notify us of the  revocation of this contract to ... us or to [insert here, if applicable, the name and address of the  person authorized by you to receive the goods]. The deadline is met if  you send the goods before the expiry of the period of fourteen days .


We bear the costs of returning the goods.


You only have to pay for any loss of value of the goods if this loss of  value is due to the handling of the goods which is not necessary for the  inspection of the condition, properties and functioning of the goods.


Exclusion of the  right of revocation


The right of revocation of your explanation directed on conclusion of a  sales contract over the commodity opposite MARLIES GRACE does not exist with  remote sales contracts


□      for the delivery of goods  which are not prefabricated and for the production of which an individual  selection or determination by the consumer is decisive or which are clearly  tailored to the personal needs of the consumer,


□       for the delivery of sealed  goods that are not suitable for return for reasons of health protection or  hygiene, if their seal was removed after delivery,


□        for the delivery of goods if these have been inseparably  blended with other goods after delivery due to their nature,


Template revocation form


(If you want to revoke the contract, please fill out and return this    form).


To                                Marlies    Grace Ltd.

Marlies Grace Limited
Bourse, Ground floor
Glorious 11
Oratory Street
Naxxar, NXR 2505

Phone: +41 77 435 33 89
Email: contact@marliesgrace.com


- I/we (*) hereby revoke the contract    concluded by me/us (*) for the purchase of the following goods    (*)/provision of the following service (*)

- Ordered on (*)/received on (*)

- Name of the consumer(s)

- Address of the consumer(s)

- Signature of the consumer(s) (only in case    of notification on paper)

- Date


(*) Delete where inapplicable.


6. Balancing, right  of retention


The customer is only entitled to the right of balancing if his  counterclaims are legally established, undisputed or recognized by MARLIES  GRACE. The customer is authorized to exercise a right of retention insofar as  his counterclaim is based on the same contractual relationship.


These restrictions do not apply to consumers.


7. Transfer of risk


In the case of deliveries to consumers (§ 13 BGB), the risk of  accidental loss and accidental deterioration of the products shall pass to  the consumer as soon as the products are handed over by the forwarding agent,  the carrier or the person or institution otherwise designated to carry out  the shipment to the consumer or the consumer's authorized representative or  at the delivery address specified by the consumer. In deviation from sentence  1, the risk of accidental loss and accidental deterioration of the Products  shall pass to the Consumer as soon as the Products are handed over to the  forwarding agent, the carrier or the person or institution otherwise  designated to carry out the shipment, if the Consumer has commissioned the  forwarding agent, the carrier or the person or institution otherwise  designated to carry out the shipment and MARLIES GRACE has not previously  designated this person or institution to the Consumer.


In the case of deliveries to entrepreneurs (§ 14 BGB), the risk of  accidental loss and accidental deterioration of the products shall pass to  the entrepreneur as soon as the products are handed over to the forwarding  agent, the carrier or the person or institution otherwise designated to carry  out the shipment.


8. Retention of  ownership


a) For contracts  with consumers

The products delivered by MARLIES GRACE remain the property of MARLIES  GRACE until the fulfillment of all claims arising from the purchase contract  between the customer and MARLIES GRACE. Until this time, the customer is  obliged to handle the product with care.


The customer undertakes to dispose of the product before the transfer  of ownership only with the prior written consent of MARLIES GRACE. In case of  access of third parties, especially in case of seizure of the product, the  customer has to inform MARLIES GRACE immediately in written form and to  inform the third party immediately about the retention of title of MARLIES  GRACE.


b) For contracts  with entrepreneurs

The products delivered by MARLIES GRACE remain the property of MARLIES  GRACE until all claims arising from the commercial contract between the  customer and MARLIES GRACE have been fulfilled. This also applies to all  future deliveries, even if MARLIES GRACE does not always expressly invoke  this. MARLIES GRACE is entitled to take back the object of purchase if the  customer behaves contrary to the contract.


The customer is obliged, as long as the ownership has not yet passed to  him, to treat the object of purchase with care. If maintenance and inspection  work has to be carried out, the customer shall carry this out in a timely  manner at his own expense. As long as the ownership has not yet been  transferred, the customer has to inform MARLIES GRACE immediately in writing,  if the delivered object is impounded or exposed to other interventions of  third parties. As far as the third party is not able to reimburse MARLIES  GRACE for the judicial and extrajudicial costs of an action according to §  771 ZPO (German Code of Civil Procedure), the customer is liable for the loss  incurred by MARLIES GRACE.


The customer is entitled to resell the reserved goods in the regular  course of business. The Customer hereby cedes to MARLIES GRACE the Buyer's  claims arising from the resale of the goods subject to retention of title in  the amount of the final invoice amount agreed with MARLIES GRACE (including  VAT). This cession applies regardless of whether the object of purchase has  been resold without or after processing. The Customer remains authorized to  collect the claim even after the assignment. The authority of MARLIES GRACE  to collect the claim itself after disclosure of the cession remains  unaffected. However, MARLIES GRACE will not collect the claim as long as the  Customer meets his payment obligations from the collected proceeds, is not in  default of payment and, in particular, no application for the opening of insolvency proceedings against his assets has been filed or there is no  cessation of payments.


9. Implied warranty and notice of defects

MARLIES GRACE warrants that the products are not defective as defined  by the Civil Code.


Unless expressly agreed otherwise below, the  statutory liability for defects shall apply.


The following restrictions and shortening of  time limits do not apply to claims due to damages caused by MLW, the legal  representatives of MARLIES GRACE or vicarious agents of MARLIES GRACE


- in case of injury to life, the body or health


- in case of intentional or grossly negligent  breach of duty as well as fraudulent intent


- in case of violation of essential contractual  obligations, the fulfillment of which enables the proper execution of the  contract in the first place and on the compliance with which the contractual  partner may regularly rely (cardinal obligations)


- within the scope of a guarantee promise, if  agreed, or


- insofar as the scope of application of the  Product Liability Act is opened.


Restrictions against entrepreneurs


The customer must, if he is a merchant, have fulfilled his inspection  and complaint obligations according to § 377 HGB (German Commercial Code) in  order to be able to assert implied warranty  rights. Obvious defects are to be reported to MARLIES  GRACE in writing immediately, but at the latest within 7 days after receipt  of the goods. Latent defects must also be reported to MARLIES GRACE in  writing immediately, at the latest, however, within 7 days after detection of  the defect. If this notification is omitted, the delivery is considered as  approved.


Claims for defects shall not exist in the case of only insignificant  deviation from the agreed quality, in the case of only insignificant  impairment of usability, in the case of natural wear and tear and in the case  of damage occurring after the transfer of risk as a result of incorrect or  negligent handling, excessive stress, the use of accessories not produced or  approved by the manufacturer of the product or as a result of special  external influences which are not a prerequisite under the contract. If the  customer or a third party carries out improper repair work on or changes to  the product, there shall also be no claims for defects for these and the  resulting consequences.

If the customer notifies MARLIES GRACE in time of a defect that was  already present at the time of the transfer of risk, the customer is  entitled, at MARLIES GRACE's discretion, to have the defect remedied free of  charge or to have a defect-free item delivered (subsequent performance). MARLIES  GRACE is always to be given the opportunity for rectification of the defect  within a reasonable period of time. MARLIES GRACE may refuse a type of  rectification or the entire rectification if it is only possible with  disproportionate costs.


Return shipments of defective goods to MARLIES GRACE for the purpose of  supplementary performance may only be made with the written consent of  MARLIES GRACE. The risk of accidental loss and accidental deterioration of  the returned goods shall not pass to MARLIES GRACE until they are handed over  at MARLIES GRACE's place of business. If MARLIES GRACE delivers a replacement  item for the purpose of rectification, the customer has to return the  originally delivered item immediately. Replaced parts become property of MARLIES  GRACE.


If the rectification fails or is refused, the customer may - without  prejudice to any claims for damages - withdraw from the contract or reduce  the remuneration.


Claims of the customer because of the expenditures necessary for the purpose  of the remedy, in particular transport, way, work and material costs are  excluded, as far as the expenditures increase, because the product supplied  by MARLIES GRACE was brought afterwards to another place than the  establishment of the customer, unless the transfer corresponds to its  intended use.


Claims for defects in the delivery of new products expire 12 months after  the transfer of risk, unless the defect was fraudulently concealed. The liability warranty is excluded for the delivery of used products.


The statutory limitation periods for the recourse  claim pursuant to § 445a BGB shall remain unaffected.


MARLIES GRACE is liable for damages for defects only according to the  provisions of item 10.


10. Liability


MARLIES GRACE will pay damages, regardless of the legal grounds, only to  the following extent:


MARLIES GRACE is liable without limitation for damages to life, body and  health, which are based on a negligent or intentional breach of obligation of  its legal representatives or vicarious agents, as well as for damages covered  by the liability under the Product Liability Act, and for all damages based  on intentional or grossly negligent breaches of contract as well as  fraudulent intent of its legal representatives or vicarious agents. As far as  MARLIES GRACE has given a quality and/or durability guarantee with regard to  the goods or parts thereof, MARLIES GRACE is also liable within the scope of  this guarantee. MARLIES GRACE is only liable for damages, which are based on  the lack of the guaranteed quality or durability, but which do not occur  directly on the goods, if the risk of such a damage is obviously covered by  the quality and durability guarantee.


MARLIES GRACE is also liable for damages caused by simple negligence, as  far as this negligence concerns the violation of such contractual  obligations, the compliance with which is of particular importance for the  achievement of the purpose of the contract (cardinal obligations). However,  MARLIES GRACE is only liable as far as the damages are typically connected  with the contract and foreseeable. MARLIES GRACE is not liable for simple negligent  violations of secondary obligations that are not essential to the contract.  The limitations of liability contained in sentences 1 - 3 also apply as far  as the liability for the legal representatives, executive employees and other  vicarious agents is concerned.  


Any further liability is excluded regardless of the legal nature of the  asserted claim. As far as the liability is excluded or limited, this also  applies to the personal liability of the employees, representatives and  vicarious agents of MARLIES GRACE.


11. Dispute  resolution in consumer matters pursuant to Art. 14 (1) ODR Regulation and  Section 36 VSBG


Online dispute resolution pursuant to Art. 14 (1) ODR Regulation: The  European Commission provides a platform for online dispute resolution (OS),  which you can find at http://ec.europa.eu/consumers/odr/ .


MARLIES GRACE is not obligated to participate in a dispute resolution  procedure before a consumer arbitration board and is generally not willing to  do so.


12. Jurisdiction,  Choice of Law


If the customer is a merchant, a legal entity under public law or a  special fund under public law, the place of business of MARLIES GRACE is the  place of jurisdiction for all disputes arising from the contractual  relationship. However, MARLIES GRACE is entitled to sue the customer also at  the court of his residence.


If the customer is not a merchant, the statutory regulation shall apply.


This contractual relationship and its interpretation shall be governed by  the laws of the Federal Republic of Germany. This choice of law shall not  affect mandatory provisions for the protection of the consumer under the law  applicable at his habitual place of residence if the law of the Federal  Republic of Germany falls short of this in the specific case.


The validity of the UN Convention on Contracts for the International Sale  of Goods is excluded.


13. Text form,  salvatorian clause


Unless otherwise stipulated in these GTC, amendments, supplements and  ancillary agreements must be made in text form to be effective. The text form  requirement shall also apply to the waiver of this form requirement.


Should any of the preceding provisions be invalid or unenforceable, the  validity of the remaining provisions shall not be affected thereby. In place  of the invalid or unenforceable provision, a suitable legally valid replacement  provision that comes as close as possible to the economic success shall be  agreed by mutual consent.


General  Terms and Conditions as of 03.07.2023