1. Our following general terms and conditions (GTC) apply to all business relationships with our customers ("customer"), provided that the customer is an entrepreneur (§ 14 BGB), a legal entity under public law or a special fund under public law within the meaning of § 310 para . 1 BGB. Our general terms and conditions apply exclusively to the business relationship in the version valid at the time of the order or at least in the version last communicated to the customer in text form, also for similar future contracts, without us having to refer to you again in each individual case , conflicting or additional conditions are not part of the contract, even if we do not expressly contradict them.
2. Our terms and conditions also apply if we carry out the delivery to the customer without reservation in the knowledge of conflicting or deviating terms and conditions of the customer. Silence on declarations by the customer is not to be regarded as consent.
3. Individual agreements made with the customer on a case-by-case basis (including side agreements, additions and changes) always take precedence over these GTC. A written contract or our written confirmation is decisive for the content of such agreements, subject to proof to the contrary.
4. Legally relevant declarations and notifications that are to be submitted to us by the customer after the conclusion of the contract (e.g. setting of deadlines, notifications of defects, declarations of withdrawal or reduction in price) must be in writing to be effective, i.e. H. to be submitted in writing or text form (e.g. letter, email, fax). Statutory formal requirements and other evidence, especially in the event of doubts about the legitimacy of the declaring party, remain unaffected.
5. References to the validity of legal regulations are only used for clarification purposes. Even without such a clarification, the statutory provisions apply unless they are directly changed or expressly excluded in these GTC.
1. Our offers are subject to change and non-binding. This also applies if we have provided the customer with catalogs, calculations and other product descriptions or documents - also in electronic form - to which we reserve property rights and copyrights.
2. We reserve the right to make technical changes as well as changes in the shape, color and / or weight of our products within reasonable limits.
3. Orders placed by the customer are considered a binding offer. Orders submitted by the customer are only deemed to have been accepted by us if they are accepted in writing by us or one of our representatives within 14 days of submission, provided that the order does not result in a different acceptance period. The acceptance takes place either in writing, i.e. in writing or text form or by delivery of the ordered goods. We are not obliged to accept an offer.
4. All sales documents, cost estimates, specifications and price lists are to be treated as strictly confidential and may not be made available to third parties. We reserve property rights and copyrights to illustrations, drawings, calculations and other documents; they must not be made accessible to third parties (see also § 10 for confidentiality obligations).
5. With regard to the accuracy of the order, the purchaser is responsible and the purchaser is responsible for providing us with all necessary information regarding the goods ordered within a reasonable time so that the order can be carried out in accordance with the contract.
1. The purchase price is the price stated by us or, where this has not been done in detail, the price listed in our current price lists. Our prices are in euros and do not include packaging, the respective statutory sales tax, export deliveries,
Customs as well as fees and other public charges, unless expressly agreed otherwise. If we are ready to deliver the goods to other locations at the request of the customer, the customer must bear the costs for transport, packaging and insurance.
2. Unless another payment term has been agreed, our invoices are due no later than 30 days from the date of invoicing and delivery or acceptance of the goods, unless otherwise agreed in writing. Without prejudice to the above, we are entitled at any time, even in the context of an ongoing business relationship, to carry out a delivery in whole or in part only against prepayment. We shall declare a corresponding reservation at the latest with the order confirmation.
3. When the above payment deadline has expired, the purchaser is in default. Interest is to be paid on the purchase price during the delay at the applicable statutory default interest rate. We expressly reserve the right to claim higher interest and further damage in the event of default. Our claim to commercial maturity interest (§ 355 HGB) remains unaffected with regard to business people.
4. The customer is only entitled to set-off or retention rights insofar as his claim has been legally established or is undisputed.
5. If, after the conclusion of the contract, it becomes apparent (e.g. through an application to open insolvency proceedings) that our claim to the purchase price is jeopardized by the purchaser's inability to perform, we are obliged to refuse performance in accordance with the statutory provisions and - if necessary after setting a deadline - entitled to withdraw from the contract (§ 321 BGB). In the case of contracts for the production of non-representable items (custom-made items), we can declare our withdrawal immediately; the statutory regulations on the dispensability of setting a deadline remain unaffected.
1. The delivery takes place to the place where the place of fulfillment for the delivery and any subsequent fulfillment is. At the request and expense of the purchaser, the goods will be sent to a different destination (sale by dispatch). Unless otherwise agreed in writing, we are entitled to determine the type of shipment (in particular transport company, shipping route, packaging) ourselves, without assuming liability for the cheapest and fastest transport.
2. The delivery period is agreed individually or, if necessary, indicated by us when accepting the order. If shipment has been agreed, the delivery times and dates refer to the time of handover to the forwarding agent, carrier or other third party commissioned with the transport.
3. If we cannot meet binding delivery deadlines for reasons for which we are not responsible (unavailability of the service), we will inform the customer about this immediately and at the same time notify the expected new delivery deadline. If the delivery is also not available within the new delivery period, we are entitled to withdraw from the contract in whole or in part; In this case we will immediately reimburse any consideration already provided by the customer.
4. Compliance with deadlines for deliveries requires the timely and proper fulfillment of the purchaser's obligations, in particular the timely receipt of all documents to be supplied by the purchaser, any necessary permits and releases as well as compliance with the agreed terms of payment. The objection of the unfulfilled contract remains reserved.
5. If the non-compliance with the deadlines is due to force majeure, e.g. Mobilization, war, riot or
similar events, e.g. Strikes, lockouts and pandemics are prolonged
6. If the customer is in default of acceptance or if he violates other obligations to cooperate, we are entitled to claim the resulting damage, including any additional expenses. We reserve the right to make further claims. In this case, the risk of accidental loss or accidental deterioration of the goods is transferred to the customer at the time of default in acceptance or any other breach of duty to cooperate.
1. The risk of accidental loss and accidental deterioration is transferred to the purchaser, even in the case of carriage paid delivery, when the delivery has been dispatched or picked up. The goods always travel uninsured and in any case at the risk of the customer. This also applies to carriage paid deliveries and regardless of which means of transport is used. The deliveries are insured by us against the usual transport risks only at the express request and at the expense of the customer.
2. In addition, section IV.6 applies. P. 3.
1. Regardless of the delivery and the transfer of risk or other provisions, we reserve title to the goods until all payments from the delivery contract and the ongoing business relationship (secured claims) have been received in full.
2. In the event of a breach of contract by the customer, in particular in the event of default in payment, we are entitled to withdraw from the contract in accordance with the statutory provisions and / or to demand the return of the goods on the basis of retention of title. The request for surrender does not also include the declaration of withdrawal, unless we have expressly declared this in writing. If the customer does not pay the purchase price due, we may only assert these rights if we have previously unsuccessfully set the customer a reasonable deadline for payment or if such a deadline can be dispensed with in accordance with the statutory provisions. If we seize the goods, we always withdraw from the contract. After taking back the goods, we are authorized to dispose of them; the proceeds from the sale are to be offset against the purchaser's liabilities - less reasonable disposal costs.
3. The goods subject to retention of title may not be pledged to third parties or assigned as security before the secured claims have been paid in full. In the event of seizures or other interventions by third parties, the customer must notify us immediately so that we can take legal action in accordance with Section 771 ZPO. If the customer does not meet this obligation, he is liable for the damage incurred.
4. The customer is entitled to resell the goods in the ordinary course of business; However, he already now assigns to us all claims in the amount of the final invoice amount agreed with us (including VAT) that accrue to him from further processing against his customers or third parties, regardless of whether the goods were resold without or after processing . We accept the assignment. The purchaser remains authorized to collect the claim even after the assignment. Our authority to collect the claim itself remains unaffected. However, we undertake not to collect the claim as long as the customer fulfills his payment obligations from the proceeds received, is not in default of payment and, in particular, has not filed an application for insolvency or settlement proceedings or has suspended payments. However, if this is the case, we can demand that the customer informs us of the assigned claims and their debtors, provides all information required for collection, hands over the associated documents and notifies the debtor (third party) of the assignment.
1. The statutory provisions apply to the rights of the purchaser in the event of material defects and defects of title (including incorrect and short deliveries), unless otherwise specified below. The prerequisite for any warranty rights of the customer is that he has properly complied with all inspection and complaint obligations owed in accordance with Section 377 of the German Commercial Code. If a defect becomes apparent during the delivery, the inspection or at any later point in time, we must be notified of this immediately in writing. The notification must clearly show the type and scope of the alleged defect. If the customer fails to properly examine and / or report defects, our liability for defects that are not reported or not reported in good time or not properly is excluded according to the statutory provisions.
2. If there is a defect in the goods for which we are responsible, we are entitled, at our option, to subsequent performance in the form of a defect removal or a replacement delivery. We are entitled to make the subsequent performance owed dependent on the customer paying the purchase price due. However, the customer is entitled to withhold a portion of the purchase price that is reasonable in relation to the defect.
3. The customer has to give us the time and opportunity necessary for the subsequent performance owed, in particular to hand over the rejected goods for inspection purposes. In the case of a replacement delivery, the customer must return the defective item to us in accordance with the statutory provisions.
4. If the supplementary performance fails and a reasonable period to be set by the customer for the supplementary performance has expired without success or is dispensable according to the statutory provisions, the customer is entitled, at his option, to withdraw from the contract or to demand a corresponding reduction in the purchase price (reduction) . In a minor defect, however, there is no right of withdrawal.
5. The warranty period ends no later than 12 months after delivery of the goods.
1. Claims for damages and reimbursement of expenses by the purchaser ("claims for damages"), regardless of the legal reason, in particular due to breach of obligations arising from the contractual relationship, regardless of whether contractual or pre-contractual, and from tort, are excluded.
2. This does not apply if there is mandatory liability, e.g. according to the Product Liability Act, in cases of willful intent, gross negligence, due to injury to life, limb or health and due to the breach of essential contractual obligations (obligation, the fulfillment of which enables the proper execution of the contract in the first place and which the contractual partner regularly complies with trusts and may trust). The claim for damages for the breach of essential contractual obligations is limited to the foreseeable damage typical for the contract, unless there is intent or gross negligence or liability is due to injury to life, limb or health. A change in the burden of proof to the detriment of the customer is not associated with the above regulations.
3. The items from the preceding paragraphs 8.1. and 8.2. The resulting limitations of liability also apply in the event of a breach of duty by persons whose fault we are responsible for in accordance with statutory provisions, e.g. Representatives and vicarious agents. They do not apply if we have fraudulently concealed a defect or have given a guarantee for the quality of the goods. Insofar as our liability is excluded or limited, this also applies to the personal liability of our employees, workers, employees, representatives and vicarious agents.
4. Due to a breach of duty that does not consist of a defect, the customer can only withdraw or terminate if we are responsible for the breach of duty. A free right of termination of the customer (in particular according to §§ 650, 648 BGB) is excluded.
5. The objection of contributory negligence (§ 254 BGB) remains unaffected.
6. The deadlines specified in Section VII. 5. also apply to contractual and non-contractual claims for damages by the customer that are based on a defect in the goods, unless the
Application of the regular statutory limitation period (§§ 195, 199 BGB) would lead to a shorter limitation period in individual cases. Claims for damages by the purchaser due to injury to life, limb or health, in cases of willful intent and gross negligence as well as under the Product Liability Act, however, only become statute-barred after the statutory limitation periods.
1. Unless otherwise stated in the order confirmation, our place of business is the place of performance.
2. For these terms and conditions and the contractual relationship between us and the customer, the law of the Federal Republic of Germany applies exclusively, in particular German material law. The provisions of the United Nations Convention of April 11, 1980 on Contracts for the International Sale of Goods / CISG are excluded and do not apply.
3. We will treat any personal data of the customer in accordance with the data protection law applicable in Germany, in particular the GDPR.
4. If the customer is a merchant within the meaning of the Commercial Code, a legal entity under public law or a special fund under public law, the exclusive -
also international - the place of jurisdiction is our place of business for all disputes arising from or in connection with this contract. The same applies if the customer is an entrepreneur within the meaning of Section 14 of the German Civil Code (BGB). However, in all cases we are also entitled to sue the customer at his general place of jurisdiction. Overriding statutory provisions, in particular those relating to exclusive responsibilities, remain unaffected.
Should individual parts of these terms and conditions be ineffective, this will not affect the effectiveness of the remaining provisions.