Terms and conditions
§1 Offer and conclusion of contract
If an order is to be regarded as an offer, we can accept it within two weeks.
§2 Prices and payment
(1) Payment of the purchase price shall be made exclusively to the account specified overleaf. The deduction of cash discount is only permitted if a special written agreement has been made.
(2) Unless otherwise agreed, the purchase price shall be paid in advance. Interest on arrears shall be charged at a rate of 8% p.a. above the respective base interest rate. The assertion of a higher damage caused by default remains reserved.
(3) We reserve the right to make reasonable price changes due to changes in wage, material and distribution costs for deliveries made 3 months or more after conclusion of the contract.
§3 Set-off and rights of retention
The customer shall only be entitled to set-off if his counterclaims have been legally established or are undisputed. The customer shall only be entitled to exercise a right of retention insofar as his counterclaim is based on the same contractual relationship.
§4 Delivery time
(1) The commencement of the delivery period stated by us presupposes the clarification of all technical questions as well as the punctual and proper fulfilment of the customer's obligations. We reserve the right to plead non-performance of the contract.
(2) If the customer is in default of acceptance or culpably violates other obligations to cooperate, we shall be entitled to demand compensation for the damage incurred by us in this respect, including any additional expenses. We reserve the right to assert further claims. Insofar as the above conditions exist, the risk of accidental loss or accidental deterioration of the object of sale shall pass to the customer at the point in time at which he is in default of acceptance or debtor's delay.
§5 Passing of risk in case of shipment
If the goods are dispatched to the Customer at the Customer's request, the risk of accidental loss or accidental deterioration of the goods shall pass to the Customer upon dispatch to the Customer, at the latest upon leaving the factory/warehouse. This shall apply irrespective of whether the goods are dispatched from the place of performance or who bears the freight costs.
§6 Reservation of title
(1) We reserve the title to the delivered item until full payment of all claims arising from the delivery contract. This shall also apply to all future deliveries, even if we do not always expressly refer to this. We are entitled to take back the object of purchase if the customer behaves contrary to the terms of the contract.
(2) As long as ownership has not yet been transferred, the customer must inform us immediately in writing if the delivered item is seized or subjected to other interventions by third parties. Insofar as the third party is not in a position to reimburse us for the judicial and extrajudicial costs of an action pursuant to § 771 ZPO, the customer shall be liable for the loss incurred by us.
(3) The customer is entitled to resell the reserved goods in the normal course of business. The customer hereby assigns to us the claims of the customer arising from the resale of the reserved goods in the amount of the final invoice amount agreed with us (including value added tax). This assignment shall apply irrespective of whether the object of sale has been resold without or after processing. The customer remains authorised to collect the claim even after the assignment. Our authority to collect the claim ourselves shall remain unaffected thereby. However, we shall not collect the claim as long as the customer meets his payment obligations from the proceeds received, is not in default of payment and, in particular, has not filed for insolvency or suspended payments.
(4) The processing and treatment or transformation of the object of sale by the customer shall always be carried out in our name and on our behalf. In this case, the customer's expectant right to the object of sale shall continue to apply to the transformed object. If the object of sale is processed with other objects not belonging to us, we shall acquire co-ownership of the new object in the ratio of the objective value of our object of sale to the other processed objects at the time of processing. The same shall apply in the event of mixing. If the mixing is carried out in such a way that the customer's item is to be regarded as the main item, it shall be deemed agreed that the customer transfers co-ownership to us on a pro rata basis and stores the resulting sole ownership or co-ownership for us. In order to secure our claims against the customer, the customer also assigns to us such claims which accrue to him against a third party through the combination of the reserved goods with a piece of land; we hereby accept this assignment.
(5) We undertake to release the securities to which we are entitled at the customer's request insofar as their value exceeds the claims to be secured by more than 20%.
§7 Warranty and notice of defects
(1) Warranty rights of the purchaser presuppose that he has duly fulfilled his obligations to inspect the goods and give notice of defects in accordance with §§ 377 HGB (German Commercial Code). If complaints should arise despite the greatest attention, then according to § 377 HGB obvious defects are to be claimed immediately, at the latest however within 14 days after receipt of the commodity, hidden defects immediately after their discovery, otherwise the commodity is considered as approved.
(2) Warranty claims shall lapse 12 months after delivery of the goods delivered by us to our customer.
(3) If, despite all due care taken, the delivered goods exhibit a defect which already existed at the time of transfer of risk, we shall, at our discretion and subject to timely notification of the defect, either repair the goods or deliver replacement goods. We shall always be given the opportunity to remedy the defect within a reasonable period of time.
(4) If the supplementary performance fails, the customer may - without prejudice to any claims for damages - withdraw from the contract or reduce the remuneration. The customer may not demand compensation for futile expenses.
(5) Warranty claims shall not exist in the event of only insignificant deviation from the agreed quality, in the event of only insignificant impairment of usability, in the event of natural wear and tear as well as in the event of damage arising after the transfer of risk as a result of faulty or negligent handling, excessive strain, unsuitable operating resources, defective construction work, unsuitable building ground or due to special external influences not provided for in the contract. If improper repair work or modifications are carried out by the purchaser or third parties, no claims based on defects shall exist for these and the resulting consequences either.
(6) Claims of the purchaser for expenses incurred for the purpose of subsequent performance, in particular transport, travel, labour and material costs, shall be excluded insofar as such expenses increase because the goods delivered by us were subsequently taken to a location other than the purchaser's branch office, unless such transport corresponds to their intended use.
(7) The customer shall only have a right of recourse against us to the extent that the customer has not entered into any agreements with his customer that go beyond the legally mandatory claims based on defects. Paragraph 6 shall also apply mutatis mutandis to the scope of the Customer's right of recourse against the Supplier. (8) Further claims or claims other than those regulated here of the customer against us and our vicarious agents due to a defect are excluded.
(9) In the event of fraudulent concealment of a defect or in the event of assumption of a guarantee for the quality of the goods at the time of transfer of risk within the meaning of § 444 BGB (German Civil Code), the rights of the customer shall be governed exclusively by the statutory provisions.
(1) This contract and all legal relations between the parties shall be governed by the laws of the Federal Republic of Germany to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).
(2) Place of performance and exclusive place of jurisdiction for all disputes arising from this contract is Weeze.
The EU Commission offers the possibility of online dispute resolution on an online platform operated by it. This platform can be reached via the external link //ec.europa.eu/consumers/odr.