General Business and Delivery Conditions
(1) Our general terms and conditions of sale apply exclusively to all business relationships, including subsequent business. Other conditions, in particular the purchase conditions of our contractual partner, do not oblige us, even if we do not expressly object.
(2) Verbal declarations deviating from these General Business Conditions, in particular promises from representatives, require written confirmation.
2. Delivery - Scope of Order
(1) Our offers are subject to change unless otherwise provided.
(2) After the order has been placed by the customer, the contract is only concluded after receipt of our written order confirmation, unless this is contradicted in writing within 3 days. The request for written reconfirmation, which we nevertheless expressed, does not change the conclusion of the contract in accordance with the order confirmation.
In cases where no written order confirmation has been issued and the delivery is arranged immediately after the order has been placed, the delivery contract shall be concluded when the order is received by the buyer.
(3) We reserve the right to make changes to the design, choice of materials, specification and type even after sending an order confirmation, provided these changes serve technical progress and are reasonable for the customer; unilateral changes to the delivery time, warranty and liability remain excluded from this.
(1) Unless a fixed price has been expressly agreed, the prices we provide are based on our production costs at the time of the order confirmation. If the production costs change after sending the order confirmation up to the time of delivery of the goods, we are entitled to change the price accordingly.
(2) Unless otherwise agreed in writing, the prices at the time of the respective delivery apply to all orders based on our catalogues, brochures and price lists.
(3) The statutory value added tax is not included in the prices stated by us. It is added in its respective amount at the time of the invoice date.
(4) Prices always apply to delivery ex works, excluding packaging.
Unless otherwise agreed in writing, subject to Section 5, Paragraph (2), all payments must be made within 30 days from the date of the invoice without any deductions. From the 31st day after the invoice date, we are entitled to charge interest of at least 8% above the respective base rate of the ECB.
5. Offsetting and right of retention
(1) Offsetting against our claims is only possible if the counter claims are recognised or titled. We are entitled to exercise a right of retention on our services until all due claims from the business relationship have been settled.
(2) If, after the conclusion of a contract, we become aware of circumstances that question the creditworthiness of the customer, such as sluggish payment methods, disadvantageous information or delay in earlier deliveries, we are entitled to refuse to fulfil the contract, until we have adequate security. We are also entitled to make cash on delivery. If we have already delivered, we can, in deviation from Section 4, request immediate payment of our invoices. If the customer does not meet our security requirements within a reasonable period, we are entitled to withdraw from the contract; in this case, the customer is not entitled to compensation.
(1) If no precise instructions are given by the customer, we shall dispatch the goods at our best discretion. We do not assume any kind of obligations with regard to the cheapest freight.
(2) All shipments always travel at the expense and risk of the customer. This also applies if we take over and pay for the shipping. We charge packaging at cost price.
7. Delivery time
(1) The specified delivery times are non-binding. Fixed dates must be explicitly confirmed by us in writing.
(2) All events of force majeure, such as sabotage, strike, lockout, late delivery, transport problems of the logistics companies as well as all other events for which we are not responsible shall release us from the compliance with promised deadlines and the fulfilment of our liabilities for the duration of their existence. If these events last longer than 6 weeks, we are entitled to withdraw from the contract; in this case the customer is not entitled to claims for damages.
(1) The contractual partner must inspect the goods immediately and, in the case of third-party transactions, impose this prompt inspection on his customers. Both have to notify us of any defects immediately. If a defect shows up later, the defect must be reported immediately after its discovery. If one of these inspection or notification obligations is violated, the goods are considered approved. In the case of defects discovered later, the burden of proof that the defect could not be discovered during the inspection after receipt is borne by the contractual partner. These clauses do not apply to defects fraudulently concealed by the seller.
(2) Rejected goods may only be returned with express consent. The buyer bears the risk of return. In the case of shortages, we have the choice between subsequent delivery or a corresponding credit.
(3) If the customer initiates remedial measures without a reasonable grace period set for us having expired, he does so at his own risk and expense.
(4) Claims for defects shall be prescribed no later than one month after we have rejected the complaint in writing.
(5) We are not liable for damages resulting from violations of property rights that were not foreseeable for us (copyright, trademark law, patent law, design law, etc.). If we are entitled to claims against our suppliers for the same reason, we shall assign them to the contractual partner.
(6) Our liability for defects, within the specified scope of use of the respective delivery / service, does not relate to natural wear and tear and not to damage resulting from incorrect description of the operating conditions, improper placement and treatment, excessive stress, unsuitable operating resources, defective assembly and chemical, electrochemical or electrical influences, unless we were responsible for this.
(7) We are not liable for damage that has not occurred to the delivery item; in particular, we are not liable for loss of profit, loss of production or other consequential damages. This does not apply only if we have set the cause of the damage deliberately or through gross negligence: the same applies if an assurance of characteristics included the risk of consequential damage.
9. Retention of title
(1) All delivered goods shall remain our property until the buyer has fully repaid all of the obligations arising from their mutual business relationships.
(2) The contractual partner is obliged to store our goods separately and to insure them against damage and theft. On account of performance, shall assign his claims against third parties for damage or theft and the insurance to us.
(3) The retention of title also extends according to the value to the new products resulting from processing. The processing is done for us. The buyer is considered to be the free depositary for the seller.
The buyer is entitled to dispose of the reserved goods in the ordinary course of business as long as he is ready and able to properly fulfil his obligations towards us. Pledging and transfer by way of security are only permitted with our approval. The buyer has to prevent third party interference (seizures etc.) in our property and to inform us immediately. The buyer assigns all claims from the sale of the reserved goods to us with ancillary and security rights, including bills of exchange and checks, to secure our claims. If our reserved goods are sold after processing with other items, the assignment is limited to the part of the claim that corresponds to the share of the reserved goods in the total value of the processing items at the time of processing.
The buyer must keep receipts from these assignments separate and only use them to cover our claims. In individual cases, we are entitled to inform the customers of the assignment. At our request, the buyer must submit a list of the assigned outstanding amounts for the purpose of self-collection.
10. Place of performance and jurisdiction
If the contractual partner is a trader, the place of performance and jurisdiction is in Hainichen.
11. Export business
(1) The application of the uniform laws of 17.03.1973 on the international purchase of movable property (BGBL 73IS856) and the conclusion of international sales contracts on movable property (BGBL 73IS868) is excluded.
(2) The German law applies exclusively.
Special agreements or any ineffectiveness of individual points of these delivery conditions shall not affect the validity of the remaining points.
The rights of the customer from this contract are not transferable.