General Conditions and Terms of Sale
We thank you for your order which we accept subject to the exclusive application of the terms and conditions of delivery and payment.
§ 1 Scope of application
- These Conditions and Terms of Sale exclusively apply to companies, legal persons governed by public law or special-purpose entities organised under public law according to sect. 310, par. 1 German Civil Code (BGB). We only accept conflicting conditions of the buyer or conditions of the buyer which deviate from our Conditions and Terms of Sale if we expressly agree to the application in writing.
- These Terms and Conditions of Sale also apply to all future business with the buyer if these are legal transactions of a similar type.
- At any rate any individual agreements concluded in individual cases with the buyer (including collateral agreements, amendments and supplements) have preference to these Conditions and Terms of Sale. A written contract or our written confirmation is decisive for the content of such agreement subject to counterevidence.
§ 2 Offer and contract conclusion
If an order is deemed as offer according to sect. 145 German Civil Code (BGB), we can accept it within two weeks.
§ 3 Prices and payment
- If nothing contrary is agreed in writing, our prices apply ex works including packaging and plus value added tax to the valid amount.
- The payment of the purchase price is only executed to the account of
IBAN DE97 2789 3760 1031 5349 00
A discount may only be deducted with special written agreement.
- As far as nothing else is agreed, the purchase price has to be paid within 14 days after invoicing. The assertion of a higher damage caused by delay is reserved.
- If no fixed price agreement is concluded, appropriate price changes due to salary, material and sales costs remain reserved for deliveries carried out 3 months after contract conclusion or later.
§ 4 Rights of retention
The buyer is only authorised to execute the retention right as far as his/her counter-title is based on the same contract relation.
§ 5 Delivery time
- The beginning of the delivery time we specify requires the punctual and proper fulfilment of the buyer’s obligations. The plea of the non-fulfilment of the contract remains reserved.
- If the buyer is in delay of acceptance or he/she culpably violates other duties of cooperation, we are entitled to demand compensation of the corresponding damage accrued to us, including any extra expenses. Further claims are reserved. If the above requirements apply, the danger of an accidental loss or an accidental deterioration of the purchased item is transferred to the buyer at the moment in which the acceptance or payment of the latter is delayed.
- We are liable for a delay in delivery which we caused unintentional or grossly negligent for each full week of delay in the scope of a lump sum compensation for delay to the amount of 3 % of the delivery value, however maximum 15 % of the delivery value.
- Any other legal claims and rights of the buyer due to a delay in delivery are not affected.
§ 6 Transfer of risk on dispatch
If the goods are dispatched to the buyer on his/her request, the danger of the accidental loss or the accidental deterioration of the goods is transferred to the buyer. This applies independently from the fact whether the goods are dispatched from the place of fulfilment and who bears the freight charges.
§ 7 Reservation of ownership
- We reserve the title of ownership of the item supplied until full payment of all claims resulting from the delivery contract. This applies also for future deliveries even if we do not expressly refer to it. We are entitled to take back the purchased item if the buyer’s behaviour violates the contract.
- The buyer is committed to treat the purchased item with care as long as the ownership is not transferred to him. He is especially committed to insure it sufficiently at the original value against theft, fire and water damage at his own expense. As long as the ownership is not transferred, the buyer has to inform us immediately in writing if the item supplied is seized or subject to other interventions of third parties. If the third party is not able to reimburse us the judicial and extra-judicial costs of an action according to sect. 771 German Code of Civil Procedure (ZPO), the buyer is liable for our loss.
§ 8 Warranty and report of defects as well as recourse/manufacturer recourse
- The warranty rights of the buyer require that he/she has fulfilled properly his/her obligations of examination and notification according to sect. 377 German Commercial Code (HGB).
- Claims for defect become time-barred within 6 months after delivery of the goods supplied to our buyer. The statutory limitation periods apply to claims for damages in case of intention or gross negligence as well as in case of loss of life or limb or health which is due to an intentional or grossly negligent breach of duty of the user. Our approval has to be obtained for any return of goods.
- If – despite all due care – the supplied goods have a defect which existed already at the moment of transfer of risk, we will repair the goods or deliver replacement goods at our option subject to a report of defects in time. An opportunity for subsequent fulfilment always has to be granted to us with an appropriate period. Any recourse claims are not affected by the aforementioned provision without limitation.
- If the subsequent fulfilment fails, the buyer can withdraw from contract or reduce the remuneration – without prejudice of any possible compensation claims.
- Claims for defects do not exist in case of an inferior deviation from the agreed property in case of insignificant impairment of the usability, in case of a natural wear as well as in case of damages which are due to a faulty or negligent treatment, to an inappropriate storage after transfer of risk or due to special external influences which are not assumed in the contract.
- Any claims of the buyer due to the expenses necessary for the purpose of supplement fulfilment, especially transport costs, road costs, labour costs and material costs, are excluded if the expenses increase as the goods we deliver have been transported afterwards to another place than the establishment of the buyer, except the transport to this place complies with their intended purpose of use.
- Claims to recourse of the buyer against us only exist if the buyer has not concluded any agreements with his/her buyers beyond the statutory mandatory claims for defect. Furthermore clause 6 applies correspondingly for the scope of the claim for defects against the supplier.
§ 9 Miscellaneous
- This contract and all legal relations of the parties are subject to the law of the Federal Republic of Germany excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG).
- Place of fulfilment and exclusive place of jurisdiction for all disputes arising from this contract is our registered office if nothing different results from the order confirmation.
- All agreements concluded between the parties for the performance of this contract must be set out in writing in this contract.