A. General regulations
1. Offers and orders
a) The offer prices are net prices and do not contain VAT, which can generally be added according to the applicable legal regulations.
b) The offer calculations are based on the values of the request or information from the buyer. If these prove to be incorrect when placing the order or on the basis of the pattern sent later, the seller reserves price changes based on the new data.
c) The concluded contract is generally subject to these terms and conditions, unless deviating agreements have been confirmed in writing by the seller. These terms and conditions are also valid if a current business is not based on a written offer or an order confirmation. This also applies if the buyer is aware of the seller's terms and conditions from a previous legal transaction.
d) In principle, the current price lists of the seller apply, even if the buyer does not request this before ordering and therefore has no knowledge of their content.
e) Oral or television agreements are only binding if they are confirmed in writing by the seller.
f) In the case of foreign businesses, the seller is entitled to reload orders that have not yet been handled in the event of the devaluation of the foreign currency that has occurred to the extent that the value of the goods corresponds to the euro basis after the devaluation of the order confirmation (before the devaluation).
g) Explanations by email are mutually recognized as legally effective without an electronic signature according to § 126a BGB. However, this does not apply to contracts and essential contract changes. Changes are particularly important if the order volume changes by at least 30 % or ordered goods are to be replaced by others. In these cases, a written confirmation of the buyer requires the legal effectiveness.
h) The assumption of guarantees requires an express written agreement in which the type and scope of the guarantee is defined.
2. Delivery conditions
a) Deliveries are made on the account and risk of the buyer.
b) From a net goods value of 500 euros, delivery takes place without free from the factory.
c) From a net goods value of 1500 euros, the delivery takes place free of charge (DSD fees are not taken into account).
d) In any case, freely house delivery only takes place only on a truck opportunity to a buyer address.
e) In the event of orders below the agreed freight limit, the choice of shipping and the shipping route is left to the seller at the best of the discretion in the absence of agreements, without liability for the fastest ways and the cheapest.
f) If freight -free delivery has been agreed without the shipment has been cleared by the seller, the buyer must present the freight and receives a freight remuneration as compensation.
g) If the buyer wants to pick up the goods, this requires the seller's prior consent. If the seller agrees to the pick-up, 60 % of the RKT/10 T set or a maximum of 1.95 euros/100 kg are remunerated if there is an agreed free house delivery. The agreed collection date must be observed, otherwise the delivery takes place in accordance with paragraph a) to e).
h) If the seller's warehouse is kept available for the exclusive order of the buyer or sold to make it without shipping (call -up orders), the buyer must remove within the agreed maximum periods. After their expiry, immediate delivery can be made without the seller's displaying.
i) When delivering goods on pallets, the buyer has to return a corresponding number of pallets in exchange. If this is not possible, the seller picks them up on the occasion. If pallets are not returned, a calculation takes place according to our conditions valid at the time of delivery.
j) With the signing of the delivery note by the buyer or a vicarious agent, the shipment is considered to be fully and correctly accepted, even if only accepted under reservation.
k) If the buyer is delayed by the buyer, the seller must replace the expenses incurred to him. In this case, the seller is entitled to dispose of the delivery item otherwise after his choice after unsuccessful determination of a reasonable deadline for acceptance or to supply the buyer with an appropriate new deadline. With the occurrence of acceptance or debtor default, the risk of random deterioration and random doom pass to the buyer.
3. Delivery time
a) Delivery dates mentioned by the seller are generally non -binding.
b) If fixed appointments for delivery are expressly agreed, the delivery period begins with the day of sending the order confirmation or order acceptance. If the buyer subsequently requests changes that influence the production time, the delivery period begins with confirming the change by the seller.
c) If the seller culpably in default with the delivery, the rights of the buyer are limited to the withdrawal from the contract, but only if the agreed delivery period is exceeded by more than 1/3, but at least 5 working days.
d) As far as the seller were not manufactured, he does not get in default before he was supplied himself. In addition, he can detach himself from the obligation to fulfill the contract if the goods are not available, provided that he informs the buyer immediately about the non -availability and immediately reimburses a consideration of the buyer.
4. Defects of the delivery
a) The buyer's examination and notification obligations are determined in accordance with §377 HGB.
b) After the goods are used or processed by the buyer, any liability of the seller is excluded.
c) For defective goods, the buyer can only reduce the purchase price or delivery of a deficiency -free goods, with the exclusion of all other claims. The seller can rely on the legal regulations for refusing to perform. When requesting the supplementary performance, the buyer has to grant the seller a reasonable period. Before that, the seller must be given the opportunity to determine the displayed defects in place.
d) As far as the seller were not manufactured, the seller is only liable within the framework of the rights entitled to him.
5. Impossibility of delivery
The seller can request an appropriate extension of the delivery period or withdraw from the contract in whole or in part, provided that he is outside of his sphere of influence (e.g. raw material bottlenecks, strikes, machine damage, natural disasters, fire, impossibility of the delivery of the supplier) to comply with the delivery period or to deliver at a reasonable later point in time. The seller must inform the buyer of such circumstances immediately and possibly reimburse consideration.
6. Terms of payment
a) If no different payment agreement has been made, the seller's invoices are payable purely net net within 14 days of the invoice date.
b) If the buyer does the fact that he did not receive an invoice within 3 days of creation, the deadlines extend accordingly.
c) If there is a discount agreement with the buyer, a discount deduction is only entitled if there are no other invoices open at the time the discount period expires, for which the payment period of 14 days is already exceeded.
d) In the case of payment be crossed, the seller is entitled to request default interest of 5 % above the base rate.
e) For example, approved discounts, bonuses and freight remuneration come in the event of judicial or extrajudicial comparison procedures, bankruptcy or delay in payment (§ 286 BGB) and in the event of a judicial operation. The same legal consequences occur on the 15th day after the due date of the invoice.
f) Means of payment other than cash, transfer or checks are only accepted after the express agreement. The buyer bears the costs for the collection of change as well as the discounts. These are to be paid in advance. Financial change is generally not accepted. Payment is only considered to be made if the seller can dispose of the amount. In the case of check payments, payment is only considered to be made if the check is credited after immediately submitting.
g) If several claims exist, the seller is entitled to offset payments from the buyer with his claims in the order of the due date. The debtor's right to determine § 366/1 BGB is excluded.
7. Reference to title
a) The delivered goods (= goods subject to retention) remains the property of the seller until full payment.
b) The buyer is entitled to further sell and/or use the goods as part of a proper business operations as long as he is not in default. The request arising from the further purchase takes the place of the retention of title. In the event of processing (§ 950 BGB), the new product replaces the delivered goods. In the case of connection (§ 947 BGB) and mixing (§ 948 BGB), the seller retains co -ownership in the amount of the proportion that corresponds to the ratio of the value that the things have at the time of the connection (extended retention of title).
c) The retention of title and the surrogates taken in his place only expire if all the seller's claims have been paid from the business relationship (account reservation).
d) If the value of the securing good exceeds the total claim of the seller by more than 20 %, the seller is obliged to release it at the request of the buyer.
e) As long as the retention of title exists, the buyer is neither authorized to pledge nor for a security transfer. If the buyer acts the counter and thereby acquire third parties to the seller's reserved property, the buyer is obliged to pay compensation to the seller.
f) When paying with check or change, ownership only passes to the buyer with a credit with the seller.
8. Ensuring the seller
a) If liquidity difficulties of the buyer become known or if the buyer is in default, the seller is entitled to request the right to request immediate payment of all open, even the not yet due invoices and to request cash payment for all outstanding deliveries before delivery of the goods.
b) Before completely paying invoice amounts, including default interest, the seller is not obliged to another delivery from which ongoing contract. The resulting delivery time overruns do not entitle the buyer to withdraw the order or claim for damages.
c) The right of the buyer for offsetting is limited to undisputed and legally determined counterclaims. In addition, the buyer is not entitled to withhold or reduce the payment of due invoice amounts from other deliveries to the final clarification of the matter.
9. Place of performance, place of jurisdiction and applicable law
a) Place of performance and place of jurisdiction for deliveries and payments (including check and exchange complaints) as well as all disputes arising between the contracting parties from the contracts concluded between the parties is the company's headquarters (currently re-taxing).
b) The law of the Federal Republic of Germany applies exclusively.
c) The applicability of the UN Convention on Treaties on the International Ware of Ware and any uniform laws on the international purchase of mobile things is excluded.
10. Other claims for damages
a) In the event of violation of contractual side obligations, the seller's liability is limited to intent and gross negligence.
b) Incidentally, the seller is only liable for replacement of the typically predictable damage and, moreover, not for lost profit, consequential damage and failures.
c) This emphasis on liability also apply to tortious liability and in favor of the seller's vicarious and vicarious agents.
d) claims for damages, regardless of whether they are based on a lack of material or not, and in which a restriction of the limitation periods is permitted, expires within a year from the end of the calendar year in which the claim arose and the injured party has become aware of the circumstances based on the claim or could have gained knowledge of the claim.