Terms and Conditions

General Terms and Conditions and Terms and Conditions of Use for the B2B online trading platform one-scrap.com ("GTC")

1. General

  • a. Onescrap GmbH, Niederstr. 29, D-40789 Monheim, represented by its managing director Mr. Daniel Jürgenschellert, ("we" or "Onescrap"), operates the online trading Platform Onescrap (the "Platform") under the domain one-scrap.com.
  • b. Use of the Platform shall be determined in accordance with these GTC unless otherwise provided contractually in a specific case.
  • c. Any GTC of users (“User(s)” or “Party”) deviating from these GTC shall be expressly excluded.
  • d. The Platform, the content, and offers contained therein and the contractual options therein are intended solely for entrepreneurs within the meaning of § 14 of the Bürgerliches Gesetzbuch (the German Civil Code, the “BGB”). Consumers are expressly prohibited from using the Platform and from entering into any agreements over the Platform.
  • e. Using this Platform, legal and natural persons acting in an entrepreneurial capacity shall be able to sell and/or purchase secondary raw materials.
  • f. The transactions brokered on the Platform between the selling party and the purchasing party shall be subject to the respective GTC of the parties. The separate agreement to be signed between the selling party and the purchasing party shall apply.
  • g. Onescrap itself does not offer secondary raw materials and does not itself become a contracting party in the agreements, regarding these materials, entered into exclusively between the Users. Onescrap shall, where applicable, receive a monthly fee for use of the Platform and shall also receive, where applicable, a purchase commission from the purchasing party for brokering purchase agreements entered into via the Platform; see Section 5 below.
2. Registration/entering into Use Agreement
  • a. There shall be no charge to simply register as a user.
  • b. Registration consists of opening a user account, agreeing to these GTC and the Privacy Policy, and activation by Onescrap. There shall be no legal claim to registration and activation. Onescrap reserves the right to refuse to register any applicant without specifying any reasons.
  • c. A prerequisite to use of the Platform shall be the permanent registration of the User and, in the case of natural persons, full legal capacity. In order to submit a request for registration, the User shall enter the requisite registration data in the online form.
  • d. By completing the registration process, the User submits a binding offer to enter into an agreement to use the Platform’s services based on the GTC as currently amended.
  • e. If the User’s data have been successfully transmitted during registration, then Onescrap shall without undue delay send an e-mail confirmation of the complete receipt of the data. This confirmation of receipt shall not yet constitute a binding acceptance of the registration request.
  • f. In order, to verify the users, Onescrap checks the company data after receiving it. After the data have been received and checked, the user receives a four-digit verification code, to be entered on the platform. After entering, the account shall be activated.
  • g. Activation causes a contract to come into existence between Onescrap and the User for use of the Platform (usage agreement).
  • h. If the User is registered, then s/he cannot again create an account ("double membership" preclusion).
3. Subject and scope of the services provided by Onescrap
  • a. Onescrap shall provide the technical prerequisites for using the Platform in accordance with these GTC. Onescrap shall be able to link use of the Platform, and the scope in which individual functions and services can be used to certain prerequisites such as, for example, the mandatory entrepreneurial status of the User, verification of the registration data, and the User’s credit rating.
  • b. Onescrap shall provide all registered users with an account which can be requested online.
  • c. Onescrap shall be authorized to delegate third parties to provide services.
  • d. Onescrap shall have the right to independently carry out updates and expansions across the spectrum of services at any time, to the extent that such is reasonable for the users.
  • e. Onescrap shall also have the right to restrict or suspend operation of the Platform, in whole or in part, at any time. Apart therefrom, the User’s claim to use of the Platform and of its functions shall exist only within the scope of the technology deployed by Onescrap.
  • f. Onescrap shall temporarily restrict the services and/or operation of the Platform (i) if such is necessary with regard to capacity limits, the security or integrity of the servers, or for implementing technical measures, and (ii) if such serves to provide the services and/or operate the trading platform properly or in an improved manner (interruption). If the term of the bid procedure expires during such an interruption, then the auction shall start anew on the next business day with its original term and the original group of bidders. If an unforeseeable system failure impedes the submission of bids or other functionalities of the Platform, then the auction shall similarly start anew on the next business day with its original term and the original group of bidders.
  • g. Onescrap shall not assume any warranty for the accuracy and completeness of the information provided by it on the Platform concerning individual interests. Onescrap reserves the right to modify the rules for the Platform.
4. Listing of offers and requirements
  • a. The selling / acquiring party will determine a minimum price / maximum price and a deadline by which the offer / request can be accepted when creating an advertisement. The offer / request constitutes a binding offer to conclude a contract with the best bidder at the time of the deadline, which complies with any other conditions specified in the offer / request.
  • b. Is the data of an offer / request successfully submitted to Onescrap, the user will immediately receive a confirmation by e-mail. This confirmation of receipt does not constitute a binding acceptance of the application for publication of the offer. Onescrap shall reserve the right, even if all prerequisites for the listing of offers are present, to decline the request to publish the offer, without specifying any reasons therefor.
  • c. The bidding party accepts the offer / request by submitting a bid for the advertisement of the selling or purchasing party on the condition precedent that it is the best bidding party at the time specified by the advertising party.
  • d. No trading of secondary raw materials shall be possible if the User does not accept cookies on his or her computer.
  • e. Users shall not be permitted to manipulate the course of the bid procedure by submitting bids utilizing another user name or by retaining a third party. In particular, the seller shall be prohibited during the term of the bid procedure from submitting, either itself or through third parties, bids for the materials listed by it. The same interest may not be offered simultaneously in parallel bid procedures. Any bids submitted using automated data processing processes (e.g., so-called "Sniper" programs) shall be prohibited.
5. Costs
  • a. There shall be no charge to the advertising party for the listing of offers and requirements, i.e., invitations to tender, on the Platform.
  • b. There shall be a charge for the winner of the online bid procedure and closing of the contract with the advertising party for secondary raw materials over the Platform and the use of the memberships/subscriptions offered by Onescrap depending on the membership/subscription selected. The current price summary shall apply. It is displayed in the sign up process.
  • c. The commissions shall be due and payable immediately once the winner of the online bid procedure is selected and the contract with the initiator of the tender is closed.
  • d. The membership/subscription costs shall be payable for the first time on the date on which the membership/subscription begins and shall then each be payable in advance on the corresponding day of the following month.
  • e. The commissions and membership/subscription costs shall be invoiced each month; exclusively in an electronic manner.
6. Confidentiality and data protection
  • a. The User’s data shall be collected, processed, and used by Onescrap exclusively for the purposes pursuant hereto in observance of statutory data protection provisions.
  • b. In addition, Onescrap shall collect, process, and use the personal data only to the extent that the User has expressly consented thereto. The User shall be able to revoke such issued consent at any time.
  • c. The User shall have the right to request information about the personal data concerning him or her that is stored by Onescrap. If the User wishes to correct, delete, block, or view his or her personal data, demand to Onescrap shall suffice for this purpose.
  • d. Further information is available in the Onescrap Privacy Policy.
7. Copyrights for user-generated content within the Platform/indemnification of third-party claims
  • a. In the event that the User himself or herself updates the Platform with content on his or her account to which s/he has copyright, performance protection, or usage rights, the User shall, for as long as the Platform is used, grant Onescrap, at no charge, simple rights which are necessary in order to provide the service and perform the contractual purpose. These rights specifically include, but shall not be limited to, the rights to use, duplicate, amend, process, publish, translate, and create derived works, and to disseminate and to reproduce the content.
  • b. The User guarantees that the content delivered to Onescrap over the Platform does not infringe upon any third-party rights. The User shall indemnify Onescrap in this regard with respect to any claims made against Onescrap due to third-party content provided by the User. The User shall compensate Onescrap for any expenses and for any loss or damage that Onescrap incurs as a result of such an event, including, but not limited to, all legal prosecution and defense expenses.
  • c. To the extent that the User leaves content (such as photographic material, commentaries) on the Platform despite a notice of termination, s/he grants Onescrap a simple open-ended right to use, duplicate, amend, process, publish, translate, and create derivative works, and to disseminate and to reproduce this content in any media worldwide.
8. System integrity and disruption of the Platform
  • a. The User shall not have the right, in connection with the use of the trading platform, to use mechanisms, software, or other scripts which might influence the functioning of the Platform.
  • b. The User may not resort to any measures which could result in unreasonable or excessive burdening of the Platform’s infrastructure. The User shall not be permitted to block, overwrite, or modify content generated by Onescrap or otherwise disruptively interfere with the Platform.
9. Rules of conduct for using the Platform
  • a. Onescrap has a commitment to meeting high standards of integrity, reliability, and credibility. In order to guarantee proper use of the Platform, the following code of conduct shall apply to all Platform users, and any failure to observe such can lead to adverse consequences for the User – including, but not limited to, termination and the assertion of compensatory damages claims by Onescrap.
  • b. The User shall be obligated:
    • i. to provide legally required information (such as imprint, GTC, etc.) in the legally requisite scope in the event of requisite registrations and other requests that are required to achieve the contractual purpose (e.g., as part of the initiation and signing of purchase agreements with other users and in evaluations), to provide information that is complete and true and, where applicable;
    • ii. to correct the requested data without undue delay in the management function provided therefor, in the event of any subsequent change in said requested data;
    • iii. to ensure that the user name as well as the related password cannot be accessed by any third party;
    • iv. to prevent any use by third parties of the Platform under their own accounts;
    • v. to refrain from using automatic default functions for the password;
    • vi. to inform Onescrap without undue delay at support@one-scrap.com if the password and/or the account is being misused or if there are indications that it is about to be misused.
  • c. The User may not act illegally, unethically, or in contravention of existing laws and third-party rights. This specifically includes, but is not limited to, the following duties:
    • i. The User shall ensure that the data input by him or her does not infringe provisions of law governing the protection of minors, the general right to personal privacy, or the right to one’s own likeness, and protective rights such as trademarks, company names and copyrights. S/he must therefore, prior to entering any text or uploading any files, check whether s/he is entitled to the requisite rights to these (e.g., to a text or image). In the case of photographs and videos, s/he must also check whether the necessary consent has been obtained from the persons depicted therein.
    • ii. The User shall refrain from inputting data having content that is indecent, discriminatory, racist, politically extreme, or offensive to religious sentiments.
    • iii. The User shall, for his or her part, comply with the statutory privacy and data security requirements.
    • iv. The User shall, especially as part of evaluations of third parties, pay attention to the objectivity and accuracy of its information. Advertising which offering opinions about competing products shall also be prohibited.
  • d. The User shall be prohibited from using the addresses, contact data, and e-mail addresses received from Platform use for purposes other than contractual and pre-contractual communication.
  • e. If the User violates one of its rules of conduct, then Onescrap shall have the right, at its discretion and effective immediately, to temporarily block and/or delete affected content and/or to exclude the User temporarily or permanently from the Platform and/or to give the User notice of immediate termination. The same shall apply if Onescrap is advised by third parties that the User is in breach of the aforementioned duties, insofar the third party’s allegation is not patently incorrect. In choosing how to respond in the event of an advisement by, Onescrap shall comply with the principles of proportionality.
10. Contractual term und termination
  • a. The term of the Usage Agreement and of a membership shall be one (1) year commencing from the date on which the agreement is entered into. After the agreed term ends, the agreement shall be extended for a respective one-year period unless notice of termination is given one (1) month prior to expiration of the relevant contractual term.
  • b. Such shall be without prejudice to the right to extraordinary termination for cause. Onescrap shall have such a right, if, e.g., (i) the User has furnished inaccurate information at registration, (ii) the User breaches the rules of conduct, or (iii) there is a verifiable complaint from another user, e.g., due to contractual non-compliance.
  • c. Any notices of termination are to be declared in writing or via telefax.
  • d. Section 11(b) shall apply mutatis mutandis with regard to purchase agreements between the Users that must be processed after termination.
  • e. In the event of termination by Onescrap, the User shall be prohibited from re-registering. The same shall also apply to registrations under another name and/or company name.
11. Cancellation of the account, statistics following closure of the account by the User
  • a. Users shall be able to delete the account at any time without furnishing any reasons.
  • b. If registered users have entered into one or more purchase agreements prior to deleting the account, then Onescrap shall nevertheless forward the contact data for the purpose of processing said agreement(s).
12. Scope and limitation of Onescrap’s liability
  • a. Onescrap’s liability shall be excluded for all compensatory damages claims and liability cases, regardless of their legal grounds, except for claims
    • due to injury to life, limb, and health,
    • due to malice or based on a guarantee,
    • due to intentional or grossly negligent conduct of the service provider or its legal representatives,
    • under the Produkthaftungsgesetz (the Product Liability Act).
    The provisions of statute shall apply to these exceptions.
  • b. In addition, Onescrap shall be liable on the merits for breaches, sounding in simple negligence, of material contractual duties – i.e., such duties upon the fulfilment of which the User ordinarily relies and may rely for proper performance under the agreement – which breaches are caused by Onescrap, its representatives, executives, and ordinary vicarious agents; in this event, however, the amount shall be limited to damages typically foreseeable. Any further liability of Onescrap shall be precluded.
  • c. To the extent that Onescrap’s liability is precluded or limited, such shall also apply to the personal liability of its legal representatives, executives, and ordinary vicarious agents.
  • d. Onescrap shall assume no liability for the correct, complete, or timely fulfilment of any existing disclosure and informational duties of the selling party and the purchasing party. Insofar as in the individual case Onescrap nevertheless voluntarily states that it is willing to transmit corresponding information, Onescrap shall assume no liability of any kind in connection herewith.
  • e. Online trading harbors risks which are inherent in the nature of the medium. Since it is difficult to verify the identity of users online, Onescrap – despite extensive verification procedures – cannot fully guarantee that every user is the person s/he purports to be. Therefore, each User must himself or herself make certain of the identity of the other contracting party.
13. Amendments to the GTC by Onescrap
  • a. Onescrap reserves the right to amend these GTC at any time effective even within existing contractual relationships. Onescrap shall notify the User in writing of such changes at least thirty (30) calendar days prior to the scheduled effective date of the changes. As long as the User does not object within thirty (30) days of receipt of the notification and the availment of services continues even after the period for objections has expired, the changes shall be deemed to be effective as soon as the said period expires.
  • b. In the event of an objection, the agreement shall continue on the previous terms but may be terminated by either party without notice at any time.
  • c. Any agreements deviating from these GTC shall require the text-form (Textform); the same shall apply to any waiver of the text-form requirement (Textformerfordernis).
  • d. Section 11(b) shall apply mutatis mutandis with regard to purchase contracts that are to be processed after termination.
14. Applicable law, place of performance, venue
  • a. The law of the Federal Republic of Germany shall apply; the United Nations Convention on Contracts for the International Sale of Goods shall be precluded.
  • b. The place of performance for duties arising under the agreement between the User und Onescrap and under these GTC shall be the seat of Onescrap.
  • c. For contracts with merchants (Kaufleute), legal persons under public law, or investment funds (Sondervermögen) under public law, Dusseldorf, Germany shall be the exclusive venue for all disputes arising under the agreement between the User und Onescrap together with the GTC.
15. Dispute resolution
  • a. Onescrap is neither obligated nor prepared to participate in an arbitration procedure.
  • b. Online dispute resolution (Article 14(1), the regulation on consumer ODR): the European Commission provides a platform under ec.europa.eu/consumers/odr for online dispute resolution between businesses and consumers.
16. Miscellaneous

Should individual provisions of these GTC be or become void or ineffective, in whole or in part, such shall be without prejudice to the effectiveness of the remaining provisions. In lieu of the ineffective or discarded provisions, statutory law shall enter into force. Insofar as such statutory law is not available in the respective case (gap) or would lead to an intolerable result, the parties shall enter into negotiations concerning such, to agree upon an effective provision, in lieu of the discarded or ineffective provision, approximating it economically as much as possible.

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