Terms & Conditions
General Terms and Conditions (GTC) of LILALU GmbH – B2B
These General Terms and Conditions apply to all offers and contracts for deliveries and services provided by LILALU GmbH. They apply exclusively to entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB). Any terms and conditions of the buyer that deviate from or conflict with these GTC shall not be recognized unless LILALU expressly agrees to their validity in writing. The current version of these GTC shall also apply to future transactions between the parties.
If any provision of these GTC is wholly or partially invalid, the validity of the remaining provisions shall remain unaffected.
1. Offers
1.1 All information contained in catalogs, price lists, documents, or on the Internet is subject to change and non-binding. A contract shall only be concluded upon written order confirmation or delivery.
1.2 Certain characteristics of the goods shall only be deemed warranted if expressly agreed in writing.
1.3 Illustrations, samples, models, dimensions, and weight specifications shall only be binding if confirmed in writing.
1.4 If the customer provides drawings, models, or designs, the customer shall be liable for ensuring that no third-party rights are infringed. The customer shall indemnify LILALU against all third-party claims.
1.5 LILALU retains ownership and copyrights in any drawings, models, samples, and documents created by LILALU. These may not be reproduced or made accessible to third parties without LILALU’s consent.
1.6 Changes or cancellations of orders require LILALU’s written consent.
1.7 LILALU reserves the right to change product designs, packaging, or item numbers at any time, provided that essential product characteristics remain unchanged.
2. Prices and Payment
2.1 All prices are net prices plus shipping and packaging costs as well as the applicable statutory value-added tax (VAT).
2.2 In Germany, the following applies: orders up to EUR 500 will be charged EUR 7.50 for postage and packaging. Orders of EUR 500 or more will be delivered free of charge.
2.3 Shipping costs depend on the number of parcels and weight.
2.4 Invoices may be sent electronically. The buyer waives the right to receive invoices by post.
2.5 Payment terms result from the order confirmation or invoice. In the event of late payment, LILALU shall charge default interest at a rate of 8 percentage points above the base interest rate as well as a lump-sum fee for late payment of EUR 40.
2.6 Set-off or retention is only permitted with undisputed or legally established claims.
3. Shipping and Transfer of Risk
3.1 Place of performance is the registered office of LILALU GmbH. Risk shall pass to the buyer upon handover to the carrier or shipping service provider, even if delivery free of charge has been agreed.
3.2 Upon request, delivery may be insured at the buyer’s expense.
3.3 Transport damage must be reported immediately to both the carrier and LILALU.
3.4 Packaging material remains the property of LILALU and will not be taken back unless otherwise agreed.
3.5 The buyer shall bear customs clearance costs and any other transport costs. LILALU will support the buyer as best as possible with customs clearance, but assumes no liability for delays or additional costs caused by customs procedures or official inspections.
4. Delivery Time
4.1 Delivery dates are non-binding unless expressly confirmed in writing as fixed dates.
4.2 Delivery delays due to force majeure, material shortages, customs delays within LILALU’s own supply chain, strikes, pandemics, or comparable events shall reasonably extend the delivery period.
4.3 Partial deliveries are permitted.
4.4 If shipment is delayed at the buyer’s request, LILALU may charge storage costs of 0.5% of the invoice amount per month.
5. Payment
5.1 New customers will generally be supplied against advance payment. Regular customers may pay by direct debit or invoice by agreement. Deliveries abroad are always made against advance payment.
5.2 In the event of late payment or if there are indications of impaired creditworthiness, LILALU may carry out further deliveries only against advance payment.
5.3 The buyer shall bear bank charges, exchange rate fees, or transaction costs for international business.
6. Retention of Title
6.1 The goods remain the property of LILALU until full payment of all claims has been made.
6.2 Retention of title also applies to new goods created by processing or combining the goods.
6.3 The buyer may resell the goods in the ordinary course of business, but may not pledge them or transfer them as security.
6.4 In the event of resale, the buyer hereby assigns to LILALU its claims arising from such resale.
6.5 LILALU shall release securities if their value exceeds the secured claim by more than 10%.
7. Defects and Liability
7.1 The buyer must check the goods for completeness and defects upon receipt. Obvious defects must be reported in writing within five calendar days of receipt; hidden defects must be reported immediately after discovery.
7.2 In the event of a justified notice of defect, LILALU may choose to repair the defect or provide replacement delivery.
7.3 LILALU shall be liable for gross negligence only up to the amount of foreseeable damage that the breached obligation was intended to prevent. In the case of slight negligence, LILALU shall be liable only for breach of an essential contractual obligation if the purpose of the contract is jeopardized, and in any case only up to the amount of foreseeable damage. The above limitations of liability do not apply in cases of personal injury or liability under the Product Liability Act.
7.4 The limitation period for defect claims is twelve months from delivery.
7.5 Returns are only permitted after prior approval and with a return number.
8. Advertising Texts, Sketches and Custom Products
8.1 For orders with individual texts or sketches, the customer is responsible for the accuracy of the information provided.
8.2 LILALU is not liable for errors resulting from unclear or ambiguous specifications.
8.3 All drafts, layouts, and models created by LILALU remain the intellectual property of LILALU GmbH.
9. Further Distribution
9.1 Trademark or copyright rights may exist for goods purchased from LILALU. Any modification of names, images, or product descriptions is prohibited.
9.2 Active distribution to the USA and Canada is excluded. In the event of a breach of this obligation, the buyer shall indemnify LILALU against all claims and damages.
9.3 Upon request, the buyer undertakes to provide information about its distribution channels.
10. Distribution and Resale
10.1 LILALU supplies exclusively commercial customers who resell the products only to end consumers (B2C).
10.2 Commercial resale to other retailers (B2B) is permitted only with LILALU’s written approval.
10.3 Commercial resale to other retailers (B2B) and special agreements (e.g., wholesaler, premium, or exclusive contracts) may be governed by a separate written agreement.
11. Recommended Retail Price (RRP)
11.1 LILALU provides non-binding recommended retail prices for guidance.
11.2 The buyer is generally free to set its own prices. However, the buyer shall endeavor not to undercut the recommended prices in a manner that could jeopardize the brand image or price stability.
12. Trademark, Image and Presentation Guidelines
12.1 All product images, graphics, illustrations, texts, and videos of LILALU are protected by copyright.
12.2 Retailers may take their own product photos as long as the product itself remains unchanged.
12.3 Images provided by LILALU or displayed on the LILALU website may be used for advertising purposes, but only in their unmodified form.
12.4 AI-based editing is permitted only for creative background design, not for altering the product.
13. Data Protection
13.1 LILALU processes personal data exclusively in accordance with statutory regulations.
13.2 The data is used exclusively for contract processing and will not be passed on to third parties unless this is necessary for contract fulfillment (e.g., shipping or payment service providers).
14. Withdrawal and Termination of Contract
14.1 In the event of late payment, breach of contract, or risk to the buyer’s ability to pay, LILALU may demand advance payment or—if applicable after expiry of a reasonable grace period—withdraw from the contract. The same applies in cases of force majeure or unforeseeable events.
15. Choice of Law and Place of Jurisdiction
15.1 German law shall apply exclusively, excluding the UN Convention on Contracts for the International Sale of Goods (CISG).
15.2 Exclusive place of jurisdiction is Aachen, Germany. LILALU is also entitled to sue the buyer at the buyer’s registered office.
15.3 The contract language is German.
16. Final Provisions
16.1 For online distribution, the “LILALU Guidelines for the Use of Images and Product Presentations” as well as the “Guidelines for the Distribution of LILALU Products in Online Shops” shall additionally apply in their respective current versions. The currently valid versions are attached to these GTC.
16.2 There are no verbal side agreements. Amendments or supplements must be made in writing.
16.3 If any provision is invalid, the validity of the remaining provisions shall remain unaffected.
