General Terms and Conditions
§ 1 Application of Terms and Conditions
- The deliveries, performances and offers of the seller are solely performed due to these General Terms and Conditions. They also apply for all future business relationships, even if they are not expressively agreed up once again. At the latest with the acceptance of the goods or services, these conditions will be regarded as accepted. Counter acknowledgments of the buyer with reference to his General Terms and Conditions or Conditions of Purchase are contradicted.
- Deviations from these General Terms and Conditions are only effective if confirmed in writing by the vendor.
§ 2 Offer and conclusion of contract
- The quotations of the vendor are subject to change and non-binding. The legal effect of notifications of acceptance and all orders requires the written confirmation or confirmation by teleprint of the salesman. The same shall apply to additions, amendments or ancillary agreements.
- Sales staff employed by the vendor are not authorised to make verbal additional agreements or offer verbal assurances which go beyond the scope of the written contract.
§ 3 Prices
- Unless stated otherwise, the vendor shall be bound to adhere to the prices stated in the quotations of the vendor for up to 30 days from the date of their issue. Decisive are the prices mentioned in the order confirmation of the vendor plus the respective statutory turnover tax. Additional deliveries and performances shall be invoiced separately.
- The prices are quoted, unless otherwise agreed, plus postage and packaging ex stocks Hünstetten.
§ 4 Period of delivery and performance
- Delivery dates or deadlines, which may be arranged as binding or non-binding, must be in writing.
- Delays in delivery and services as a result of force majeure and events which render to complicate the benefit considerably or that make it impossible, the vendor would also not be accountable in the event of delivery periods and deadlines, which were agreed in a binding manner. They entitle the salesman to postpone the supply and/or the achievement according to the duration of the handicap plus an appropriate period or to totally or partially withdraw from the contract because of the yet not fulfilled part.
- The vendor shall be entitled to make partial deliveries and render partial services at any time.
§ 5 Transfer of Risk
The risk will be transferred to the buyer as soon as the delivery has been handed over to the person carrying out the transport or has left the vendor’s warehouse for the purpose of delivery. If the delivery becomes impossible and this is not the fault of the vendor, the risk will be transferred to the buyer when its readiness to delivery has been announced.
§ 6 Warranty
- The warranty period is 2 years, starting from the date of delivery. If operating and maintenance instructions of the vendor have not been followed, changes are made to the products, parts will be replaced or consumable materials have been used which do not comply with the original specifications, any warranty shall lapse unless the purchaser refutes any reasonably substantiated claim that the defect was caused by one of these circumstances.
- The buyer must inform the customer service management of the vendor immediately in writing of defects, at the latest however within a week of receipt of the delivered article. We must be informed immediately of any defects discovered that were unable to be detected even by careful inspection within this period.
- In the event of a notification by the purchaser that the products have a defect, the vendor may demand at its own discretion that: a) The defective part respectively appliance is sent back to the supplier so that it can be repaired and returned afterwards; b) The purchaser keeps the damaged part or device and a service technician will be sent by the vendor to the purchaser to repair the items. If the purchaser demands that the warranty works be completed at a specific location, the vendor can satisfy this requirement, whereupon parts under warranty are not charged, whereas working hours and travel expenses are to be paid to the vendor at the standard rate.
- No liability shall be accepted for normal wear and tear.
- Liability claims against the Seller are only possible by the Purchaser and cannot be ceded to third parties.
- The above paragraphs include the conclusive guarantee for the products and exclude other guarantee claims of any kind. This does not apply to damage claims regarding granted characteristics, which shall secure the purchaser against the risk of consequential harms caused by a defect.
§ 7 Retention of title
We shall reserve the ownership of all and any goods delivered until the complete payment of our purchase price claim from the delivery. If the delivered goods should be sold before the payment of the receivables, then an advance assignment of our buyer's claim takes the place of the goods in the amount billed by us. The buyer is obliged to notify these accounts receivable upon request. If the purchaser has already assigned future claims of the sale of the goods that he is entitled to, to other persons, he is obliged to inform us, when he places the order.
Property conditions of the purchaser have been expressly disclaimed. They shall not be legally binding, even if we have not objected to them explicitly when the contract has been concluded.
§ 8 Payment
- Unless otherwise agreed, the invoices of the vendor are payable 30 days of the invoice date without deduction. In spite of contradictory provisions of the buyer, the seller is entitled to initially offset payments against the former's older debts and shall inform the buyer about the type of offsetting that has occurred. If costs and interest have already occurred, the vendor is entitled to first credit the payment to the costs, then to the interest, then to the principal service.
- Payment will not be considered made before the vendor can finally dispose of the amount in question. In the case of cheques, the payment shall first be deemed made once the cheque has been cashed.
- The buyer shall default by reminder after the due date or the agreement of a certain time of payment, at the latest 30 days after the receipt of the invoice.
- If the buyer should fall behind, the vendor is entitled, starting with the concerned date, to charge interests in the amount of the charged interest rate by the commercial bank for unpaid overdrafts plus the legal value added tax. This interest shall be lowered if the buyer proves that charges are lower.
- If the seller becomes aware of circumstances which cast doubt upon the credit worthiness of the purchaser, in particular if cheques are not honoured or the purchaser ceases with his payments, the seller is entitled to accelerate maturity on the entire remaining debt, even if he has accepted cheques. In this case, the vendor shall also be entitled to demand advance payments or security.
- The purchaser will only have the right to set-off, retention or price reduction where the counterclaims are res judicata or have been recognised in writing, even where complaints are being made on the basis of defects or counterclaims have been legally established or are undisputed. However, the customer is also entitled for retention due to counterclaims of the same contractual relationship.
§ 9 Limitation of liability
Claims of indemnity from positive breach of obligation, from debts upon conclusion of contract and from unauthorised acts have been excluded both against the vendors and against their subcontractors or vicarious agents unless the damage was caused deliberately or as a result of gross negligence. This also applies to damage claims because of noncompliance, however, only in so far as compensation of indirect or consequential damages have been claimed, except that the liability is based on a promise guarding the purchaser against the risk of such kind of damages. Any liability shall be limited to the foreseeable damage upon conclusion of the agreement.
§ 10 Applicable law, legal domicile, severability
- For these General Terms and Conditions and for the complete legal relationship between the parties, the law of the Federal Republic of Germany is applicable.
- As far as the purchaser is trader or the like, Idstein will be the sole venue for all of the disputes arising directly or indirectly from the contractual relationship.
- In the event that any one provision of these terms and conditions of trade or a provision within the framework of other agreements is or becomes invalid, the validity of all other provisions of these Terms and Conditions or other agreements shall remain unaffected thereby.