Terms of use – Wolt Germany Gear

TERMS AND CONDITIONS OF SALE

Wolt Enterprises Deutschland GmbH

Version 1 (December XY, 2023)

Scope
1. These terms and conditions of sale (these “Terms and Conditions”) apply to the ordering and delivery of Wolt gear, packaging and other products (collectively “Goods”) offered by Wolt Enterprises Deutschland GmbH (German Commercial Register: Charlottenburg District Court, HRB 217122 B | Business address: Stralauer Allee 6, 10245 Berlin, Germany, “Wolt”) via the Wolt webshop accessible under [woltlocal.local/de] (“Webshop”) exclusively to Wolt partners who are entrepreneurs and not consumers (each a “Customer”).
2. Some types of Goods may be offered by Wolt in the Webshop as second-hand, i.e. Goods which have been previously used. Such Goods will be referred to as second-hand Goods in the Webshop.
3. These Terms and Conditions apply to the exclusion of others. Particularly, Wolt does not accept differing or conflicting terms and conditions of the Customer, even if the Customer refers to said terms and conditions.
4. Where these Terms and Conditions use the expressions ‘in writing’, ‘written form’ or variations thereof, this shall mean text form within the meaning of the German Civil Code. Unless expressly stated otherwise in these Terms, simple emails shall suffice to meet text form.
Registration | Order | Webshop Availability
1. When purchasing Goods through the Webshop, a purchase agreement is entered between Wolt and the Customer in a business-to-business manner.
2. To be able to place an order, the Customer must register on the Wolt website with its company name, business address, telephone number and email address, as well as a delivery address and its value added tax (VAT) identification number. The Customer is responsible for ensuring that the data provided by Customer during registration is correct.
3. The Customer must ensure that unauthorised access to the device used to place orders and/or the data provided to purchase Goods through the Webshop is prevented. The Customer is liable for any and all transactions made using Customer’s registration data, unless and to the extend caused by Wolt’s fault.
4. The Customer must not (i) use or attempt to use another person’s data for purchasing Goods; (ii) purchase Goods using a false identity or the identity of another company; or (iii) access the Webshop in any other manner than via the access methods provided by Wolt.
5. The Customer agrees to immediately inform Wolt if the Customer discovers or suspects that their data has been subject to unauthorised use.
6. Wolt will use reasonable efforts to ensure that the Webshop is available at all times but does not guarantee the permanent availability of the Webshop and the Customer’s possibility to use the Webshop unrestrictedly and uninterruptedly.
Conclusion of Contracts
1. The Webshop displays a selection of Goods. When the Customer places an order through the Webshop, the Customer is bound by the order. Upon Wolt’s written confirmation of the order (“Order Confirmation”), Wolt accepts such order and the Customer and Wolt enter into a binding purchase agreement (“Purchase Agreement”).
2. The Purchase Agreement relates only to the Goods listed in the Order Confirmation.
3. The Customer cannot cancel or modify a Purchase Agreement after receipt of the Order Confirmation.
4. Wolt cannot guarantee the availability of Goods. In the event of discontinuation or unavailability of Goods covered by the Purchase Agreement, Wolt will inform the Customer accordingly without undue delay and discuss the possibility of supplying replacement Goods. If this is not possible, or at the Customer’s request, Wolt will refund the Prices already paid for the unavailable Goods via the same payment method the Customer used for the original transaction.
5. Goods ordered through the Webshop will remain Wolt’s property until paid for in full by the Customer.
6. Wolt reserves the right to limit or cancel quantities ordered by the Customer prior to and as laid down in the Order Confirmation.
7. Wolt will store Purchase Agreements electronically in Wolt’s systems.
Delivery
1. Orders are processed and shipped in accordance with the shipment terms as set out on [wolt.demonstrer.es/dk/shipment/].
2. The Goods will be delivered to the delivery address in Germany provided by the Customer.
3. The Customer has to choose a delivery option at checkout. If only one option is available, this option is the standard delivery option.
4. In the event that Customer and Wolt agree on a specific delivery date and if the Customer is not available at an agreed delivery date, the Goods will be returned to the freight central. Thereafter, a new delivery will be carried out at the time and date communicated priorly by Wolt to the Customer. If the Customer is not available for acceptance at the second delivery date, the Goods will be delivered back to Wolt. Another time of delivery may be agreed upon Customer’s initiative and at Customer’s expense.
5. Unless otherwise expressly agreed in writing, Wolt will not commit to deliver the Goods on a specific date. All delivery dates provided by Wolt to the Customer are non-binding estimates. Wolt does not give any warranties as to the exact time of delivery but will always endeavour to deliver as soon as possible and within any estimated delivery times.
6. Partial delivery may take place at Wolt’s discretion.
7. Wolt will bear the costs for freight of the Goods (freight charges).
8. In the event of the inability to deliver due to circumstances caused by Customer, including but not limited to circumstances for which Customer is responsible, the Customer will bear the total costs incurred by Wolt for the delivery and handling of the Goods.
Prices
1. The prices of Goods available for purchase are displayed on the Webshop.
2. The Customer will be able to see the total value of the Goods in the Customer’s basket as well as in the order summary displayed before the order is placed.
3. The Customer must pay the then-current price for the ordered Goods at the time that the Customer places the order (“Price”).
Terms of Payment
1. All Prices are stated and will be invoiced as stated in the Order Confirmation inclusive of VAT, customs duties, and costs for delivery, as well as any other taxes or charges imposed by German tax legislation that are applicable to the sale of the products. Any such additional costs will be clearly stated in the invoice.
2. Customers must pay the purchase price for the ordered Goods and the delivery charge (as applicable) directly as part of placing an order.
3. Payment can be made by credit card (Mastercard, Visa Card), via Google Pay and Apple Pay or via another payment method offered by Wolt in the Webshop.
4. Each party is responsible for its compliance with prevailing applicable law and regulations concerning VAT and other taxes/duties.
Customer’s Rights in the Event of Defects
1. In the event of a defect, the Customer is entitled to the statutory warranty rights against Wolt under German law. Except where expressly agreed otherwise, Wolt does not provide any guarantees.
2. The assertion of the Customer’s warranty rights against Wolt requires that the Customer has complied with its statutory duty to inspect and give notice to defects in accordance with § 377 of the German Commercial Code (Handelsgesetzbuch). The Customer must examine the Goods at the time of delivery. If the Customer discovers a defect at the time of delivery, this must be noted on the consignment note and reported to Wolt immediately by the Customer via email to support@wolt.com.
3. The report of a defect will be deemed immediate if it is made within 7 days from the time of delivery or discovery of the defect.
4. Warranty claims of the Customer against Wolt are excluded in the event of incorrect use of the Goods, incorrect fitting carried out by the Customer or the Customer’s attempts to change or repair the Goods. Normal wear and tear of the Goods does not constitute a defect.
5. For the avoidance of doubt, flaws of second-hand Goods that were known to the Customer at the time of the placement of the order do not constitute a defect.
6. In order to assert a claim for a potential defect, the Customer must contact Wolt via email to support@wolt.com. All claims must be specific, documented and contain a precise description of the alleged defect and the content of the claim. To assist Wolt in processing such claims, please send a photograph of the defective Good(s) and/or other relevant documentation along with the claim.
7. Defects may at the sole discretion of Wolt be remedied by rectification of defects or replacement of the Goods. Rectification includes taking reasonable corrective measures to rectify a defect and ensuring the restoration of the Goods. Wolt is entitled to 3 attempts at rectification.
8. If a replacement delivery or rectification of defects is not possible or has failed Wolt will refund to the Customer the Price paid for the defective Goods via the same payment method the Customer used for the original transaction.
9. Warranty claims of the Customer against Wolt with regard to new or second-hand Goods will expire within 12 months delivery of the Goods.
Limitation of Liability
1. Wolt’s liability towards the Customer is excluded. Exceptions to this are claims for damages arising from death, bodily injury, or harm to health and from the breach of essential contractual obligations (cardinal obligations), as well as the liability for other losses which are caused by an intentional or grossly negligent breach of duty by Wolt or Wolt’s legal representatives or vicarious agents. Essential contractual obligations are those which must necessarily be fulfilled in order to achieve the aim of the contract. In such cases, Wolt’s liability is unlimited. Liability under the German Law on Product Liability (Produkthaftungsgesetz) is unaffected by this.
2. In the event of a breach of essential contractual obligations, if such a breach is caused by simple negligence Wolt will only be liable for foreseeable damage typical of the type of contract concerned unless they are claims for damages arising from death, bodily injury, or harm to health.
3. Subject to the foregoing and for the avoidance of doubt, Wolt will in no event be liable for any indirect or consequential damages or losses incurred by the Customer, including but not limited to the Costumer’s lost profits or revenues, anticipated revenues, savings, operating loss, loss of goodwill, business interruption, diminished business value or loss of data.
4. Wolt is not liable for any delay with regard to an estimated delivery date for the Goods to the Customer.
5. Wolt’s liability towards the Customer will in all cases be limited to the total amount of the Customer’s order of Goods out of which the damages or losses have arisen.
Use of sub-suppliers or third party-suppliers
1. Wolt is free to use sub-suppliers or third party-suppliers for the delivery of the Goods.
2. Wolt is directly responsible for the Goods delivered by a sub-supplier as if the Goods were delivered by Wolt itself.
Recall of Goods
1. In the event that commercial, safety or regulatory considerations entail that Goods must be recalled from the market, Customer will assist Wolt with such a recall.
2. Wolt bears all reasonable expenses in relation to such recall.
Force Majeure
1. Wolt is not in breach of any of its obligations under an order or these Terms and Conditions to the extent and for the duration prevented from performing the obligation due to a force majeure event.
2. Force majeure events include acts of God, war, mobilization, breakdown of telecommunication/Customer’s infrastructure that are not provided by Wolt, external security events (e.g. hacker attacks, attack by computer viruses or other third-party destructive behaviour) and similar conditions, health and safety restrictions and recommendations issued by public authorities, pandemics, epidemics, natural disaster, strikes, lock-out, fire, damages to production plant, freight restrictions, import and export regulations and other unforeseeable circumstances beyond the control of the Party concerned.
Data Protection

Wolt processes the Customer’s personal data in accordance with Wolt’s obligations under statutory data protection law, in particular the EU General Data Protection Regulation. The Customer can find detailed information on the processing of its personal data in Wolt’s privacy policy available under [woltlocal.local/dk/privacy-policy/].

Intellectual Property Rights
1. All Intellectual Property rights in or related to Wolt and thereto related documentation and all parts and copies thereof will remain exclusively vested with and be the sole and exclusive property of Wolt and/or its affiliates/subcontractors/licensors. “Intellectual Property Rights” means copyrights and related rights (including database and catalogue rights and photography rights), patents, utility models, design rights, trademarks, tradenames, trade secrets, know-how and any other form of registered or unregistered intellectual property rights.
2. Wolt grants Customer a limited, non-exclusive and revocable right to use the Wolt logo and trademark, including the Wolt Intellectual Property (namely the Wolt trademark), for the intended purpose and only as long as the duration of use for the intended purpose.
Governing Law and Disputes
1. These Terms and Conditions and any disputes arising out of or in connection with these Terms and Conditions are governed by and construed in accordance with German law, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG).
2. Any dispute and claim arising from or in relation to these Terms and Conditions including disputes concerning the existence or validity of these Terms and Conditions, shall be settled by the courts of Berlin (Germany).
Final Provisions
1. If one or more provisions of these Terms and Conditions are deemed invalid or void, the validity and the enforceability of the remaining provisions of these Terms and Conditions shall not be affected.
2. These Terms and Conditions which are valid at the time of concluding the Purchase Agreement shall apply to the relevant Purchase Agreement. Wolt reserves the right to amend these Terms and Conditions. Such amendments will not apply retrospectively and will apply exclusively to future orders.