General Terms and Conditions
THESE GENERAL TERMS AND CONDITIONS ARE TRANSLATED FROM GERMAN INTO ENGLISH FOR REFERENCE PURPOSES ONLY. IN THE EVENT OF ANY DISCREPANCIES BETWEEN THE ENGLISH AND THE GERMAN VERSIONS, ONLY THE GERMAN VERSION SHALL PREVAIL, WHICH IS AVAILABLE BELOW.
§ 1 Scope of application, subject matter of the contract, amendment of the GTC
(1) These General Terms and Conditions ("GTC") of HelloFresh Deutschland SE & Co. KG, Prinzenstraße 89, 10969 Berlin, Germany, e-mail: b2b-products@hellofresh.de (hereinafter also referred to as "HelloFresh", "we" or "us") shall apply exclusively to orders and deliveries to the business customer (hereinafter also referred to as "you" or "you") based on these orders. Our current GTC can be accessed via https://www.hellofresh.com/about/termsandconditions .
(2) This contractual relationship is intended exclusively for entrepreneurs. The object of the contractual business customer relationship (B2B) between HelloFresh and you is the purchase of gift or value vouchers (hereinafter also summarized as "voucher" or "vouchers") via the HelloFresh platform https://hellofresh-dach.giftcards-store.com (hereinafter "HelloFresh platform"), which can be used to order goods, with the exception of further vouchers, depending on their provision on https://www.hellofresh.de, https://www.hellofresh.at or via the HelloFresh mobile app.
(3) HelloFresh reserves the right to change these GTC with effect for the future, e.g. due to adjustments of our offer, legal requirements, supreme court rulings or due to changed market conditions. To this end, we will notify you in advance of the planned changes by electronic means of communication, e.g. by e-mail, at least one month before they come into force. You agree to the changes to these GTC if you continue to purchase vouchers via the HelloFresh platform after the changes come into effect and we have informed you of this legal consequence in the change notification. If you do not agree with the changes to these GTC, you can also cancel your business customer account in text form before the new GTC come into effect, for example by sending an email to b2b-products@hellofresh.de.
§ 2 Registration of a business customer account, no disclosure of data
(1) Using HelloFresh’s supply, you register with a business customer account via the HelloFresh platform.
(2) When registering a business customer account, you must provide an email address and a password of your choice (hereinafter: account data). You agree to use an email address that you are authorized to use. You add further data to your business customer account in the registration process. The information you provide in the registration process must be up to date, truthful and must also be kept up to date in the event of changes in the contractual relationship with HelloFresh in the future.
(3) Upon completion of your registration, HelloFresh will check the data stored in the business customer account and will subsequently release the business customer account for orders after a positive check. HelloFresh reserves the right not to release business customer accounts for orders. HelloFresh shall inform the business customer of the decision to release or not to release the business customer account.
(4) Account data provided by the business customer may not be disclosed to third parties and must be kept securely and inaccessible to unauthorized persons. HelloFresh must be notified immediately of the loss or knowledge of the account data by third parties. The business customer shall be liable in accordance with the statutory provisions for any culpable misuse of the account data by third parties, e.g. for orders and the resulting claims.
§ 3 Non-binding information, conclusion of contract, rights of third parties
(1) Information on vouchers and prices prior to the conclusion of the contract are subject to change and non-binding. The presentation in HelloFresh's online store does not constitute a legally binding offer, but a non-binding online catalog that provides information about your options for submitting an offer.
(2) A contract between HelloFresh and you is concluded as follows: After HelloFresh has released your registered business customer account for orders, you can submit a legally binding offer by filling and confirming the order form provided via the HelloFresh platform. You determine the voucher value according to the selection in the order form of the HelloFresh platform. The design of the voucher depends on the technical conditions of the HelloFresh platform. By clicking the order button, you submit a binding offer to purchase a gift or value voucher. HelloFresh will then confirm receipt of your order. This order confirmation does not constitute a declaration of acceptance by HelloFresh. HelloFresh can accept the offer either by sending a binding declaration of acceptance or by sending the ordered gift voucher. Only the acceptance of the offer by HelloFresh can arise a claim of delivery of the ordered voucher. Prior to this point, HelloFresh may reject the acceptance of the offer at any time without stating reasons.
(3) The business customer shall ensure that its design of the voucher, insofar as using its own or third-party material for this purpose - with the exception of that provided by HelloFresh for the creation of the voucher via the HelloFresh platform - and texts written for the voucher are free of third-party rights, do not infringe copyrights or do not constitute any other legal infringements. If claims are asserted against HelloFresh by third parties due to an infringement action on the part of the business customer with regard to sentence 1, the business customer shall indemnify HelloFresh to the full extent, including all damages as well as court and out-of-court legal costs.
(4) HelloFresh is entitled to cancel orders of the business customer and to terminate the contractual relationship with the business customer if there are indications that the business customer violates applicable law or contractual provisions, including these GTC, in the contractual relationship with HelloFresh.
§ 4 Free transfer, validity, no interest or cash payment, protection against unauthorized third parties, loss
(1) The voucher ordered by you is only intended to be passed on to your customers, business partners, employees or other persons connected with your business operations (authorized persons), but not to other third parties. HelloFresh may make debt-discharging payments to any holder of the voucher.
(2) Credit on the Voucher shall be redeemed within three (3) years from the date of order of the Voucher.
(3) No interest or cash payment of credit balances of a voucher will be made to you or to authorized persons or other third parties.
(4) After placing the order, the business customer must securely protect the voucher against access or use by unauthorized third parties. In the event of unauthorized use or loss of the voucher or the credit contained therein after the order, the business customer or the persons authorized to redeem the voucher shall not be entitled to claim compensation from HelloFresh.
§ 5 Redemption of the voucher
(1) A voucher ordered by the business customer can be redeemed by the authorized persons named in § 4 para. 1 of these GTC for the order of goods, with the exception of further vouchers, depending on the provision on https://www.hellofresh.de/, https://www.hellofresh.at or via the HelloFresh mobile app within the period specified in § 4 para. 2 of these GTC. The contract concluded between HelloFresh and the authorized person depends on which type of voucher is redeemed (gift or value voucher) and whether the authorized person is a new or existing HelloFresh customer:
a subscription contract for the recurring purchase of goods in meal kits is concluded between the authorized person and HelloFresh for an indefinite period of time or the already existing subscription contract is continued. The subscription contract can be terminated by either party on a weekly basis.
Only one voucher can be redeemed per order process and only before its completion, i.e. a subsequent settlement does not take place. Vouchers cannot be combined with other discount campaigns or other credits.
(2) For orders placed on https://www.hellofresh.de/, https://www.hellofresh.at or via HelloFresh's mobile app, the current Terms and Conditions applicable to these at https://www.hellofresh.de/about/agb or https://www.hellofresh.at/about/agb shall apply.
§ 6 Warranty
The legal warranty applies.
§ 7 Prices, due date, payment
(1) Prices include, as far as relevant, the applicable value added tax and, unless otherwise agreed, including shipping depending on the provision in Germany or Austria.
(2) HelloFresh's claims are due immediately.
(3) By placing an order through your business customer account, you agree and authorize HelloFresh to immediately debit the payment method you have specified and to share payment information and instructions necessary to complete the payment. You must ensure that you are authorized to use the specified payment method during the contract term and have sufficient funds so that the payment can be made.
(4) The business customer is obligated to ensure that any payment disruptions are remedied so that, in addition to the outstanding amount due, any reminder costs can also be settled by the business customer after default has occurred. The business customer shall be permitted to prove that HelloFresh has incurred no or less damage.
§ 8 Liability of HelloFresh
(1) HelloFresh shall be liable in the event of damage for the business customer(s)
a) from injury to life, body or health caused by a breach of duty by HelloFresh or one of its legal representatives or vicarious agents;
b) under the German Product Liability Act;
c) from the assumption of a guarantee or due to fraudulent misrepresentation
d) if HelloFresh or its legal representatives or vicarious agents have caused the damage intentionally or through gross negligence; or
e) if the damage has been caused by the breach of an obligation of HelloFresh, the fulfillment of which is a prerequisite for the proper execution of the contract and on the compliance with which the business customer regularly relies and may rely (cardinal obligation)
(2) HelloFresh's liability in the cases of the aforementioned paragraph 1, lit. a), b), c) and/or d) is unlimited in amount. In all other cases, the claim for damages is limited to the foreseeable damage typical for the contract.
(3) In cases other than those mentioned in paragraph 1, HelloFresh's liability is excluded regardless of the legal ground.
(4) The liability provisions stated above also apply to the liability of HelloFresh's legal representatives, employees and vicarious agents.
§ 9 Data protection
HelloFresh, as the data protection controller, processes personal data in accordance with applicable data protection law, including the General Data Protection Regulation (GDPR) and the Federal Data Protection Act. We process personal data that you have provided to us in the ordering process in order to fulfill our contractual obligation with you (Art. 6 para. 1 b GDPR), e.g. to process the order. In addition, we process personal data if there is a legitimate interest in this on our part or on the part of third parties (Art. 6 para. 1 f GDPR), e.g. to optimize our processes or for the purpose of direct advertising. In addition, we may process your data if you have previously consented to this (Art. 6 para. 1 a GDPR). Further information about the processing of personal data at HelloFresh to third parties who may be involved in data processing, as well as an indication of your rights (e.g. right to information, correction and deletion of data, right to data portability and right of complaint to the supervisory authority) are available on our website at http://www.hellofresh.de/about/privacy.
§ 10 Applicable law, place of jurisdiction, no collateral agreements
(1) German law shall apply exclusively to the exclusion of the UN Convention on Contracts for the International Sale of Goods. The exclusive place of jurisdiction is Berlin, Germany.
(2) There are no ancillary agreements between the parties.
HelloFresh Deutschland SE & Co. KG