General conditions of sale
I. Scope
1. These conditions of sale apply to entrepreneurs, legal entities under public law or special funds under public law within the meaning of Section 310 Paragraph 1 BGB as well as private individuals. Conflicting or from our terms of sale We only recognize deviating conditions of the customer if we expressly agree to their validity in writing.
2. These conditions of sale also apply to all future business with the customer insofar as they are legal transactions of a related nature (as a precaution, the conditions of sale should always be attached to the order confirmation).
3. Individual agreements made with the buyer on a case-by-case basis (including side agreements, additions and changes) always take precedence over these conditions of sale. A written contract or our written confirmation is authoritative for the content of such agreements, subject to proof to the contrary.
II. Offer and conclusion of contract
If an order is to be viewed as an offer in accordance with Section 145 BGB, we can accept it within two weeks.
III. Provided documents
All documents provided to the customer in connection with the placing of the order – including electronic ones Shape – such as B. calculations, drawings, etc., we reserve property rights and copyrights. These documents may not be made accessible to third parties unless we give the customer our express written consent. If we do not accept the customer’s offer within the period in Section II, these documents must be returned to us immediately.
V. Right of retention
The customer is only entitled to offset if his claims have been legally established or are undisputed. The purchaser is also entitled to offset against our claims if he asserts notices of defects or counterclaims from the same purchase contract. The customer is only authorized to exercise a right of retention if his counterclaim is based on the same contractual relationship.
VI. delivery time
1. Unless an expressly binding delivery date has been agreed, our delivery dates or delivery deadlines are only non-binding information.
2. The start of the delivery time specified by us presupposes the timely and proper fulfillment of the purchaser’s obligations. The exception of the unfulfilled contract remains reserved.
3. If the customer is in default of acceptance or if he culpably breaches other duties to cooperate, we are entitled to claim any damage we may incur, including any
To demand reimbursement of additional expenses. We reserve the right to make further claims. Unless the above
Conditions are met, there is a risk of accidental loss or accidental deterioration of the The purchased item is transferred to the customer at the point in time at which the customer is in default of acceptance or debtor default.
4. In the event of a delay in delivery caused by us not intentionally or through gross negligence, we are liable for each full week of delay within the framework of a flat-rate compensation for delay of 3% of the delivery value. however no more than 15% of the delivery value.
5. Further legal claims and rights of the customer due to a delay in delivery remain unaffected.
VII. Transfer of risk upon dispatch
If the goods are dispatched to the customer at the request of the customer, so goes with the dispatch to the customer, at the latest when leaving the factory / warehouse, the risk of accidental Loss or accidental deterioration of the goods to the customer. This applies regardless of whether the goods are dispatched from the place of performance or who bears the freight costs.
VIII. Retention of title
1. We reserve title to the delivered item until all claims from the delivery contract have been paid in full. This also applies to all future deliveries, even if we do not always expressly refer to them. We are entitled to reclaim the purchased item if the customer behaves contrary to the contract.
2. As long as ownership has not yet passed to him, the customer is obliged to treat the purchased item with care. As long as ownership has not yet passed, the customer must immediately notify us in writing notify if the delivered item is seized or exposed to other interventions by third parties. If the third party is unable to reimburse us for the judicial and extrajudicial costs of a lawsuit in accordance with Section 771 ZPO, the customer is liable for the loss we incur.
3. The customer is entitled to resell the reserved goods in the normal course of business. The customer hereby assigns to us the claims against the customer from the resale of the goods subject to retention of title in the amount of the final invoice amount agreed with us (including VAT). This assignment applies regardless of whether the purchased item has been resold without or after processing. The customer remains authorized to collect the claim even after the assignment. Our authority that To collect the claim yourself remains unaffected. However, we will not collect the claim as long as the customer fulfills his payment obligations from the proceeds received and is not in default of payment and in particular no application has been made to open insolvency proceedings or cessation of payments is present.
4. The treatment and processing or transformation of the purchased item by the customer is always carried out in our name and on our behalf. In this case, the purchaser’s entitlement to the purchased item continues with the remodeled item. If the purchased item is processed with other items that do not belong to us, we acquire co-ownership of the new item in the ratio of the objective value of our purchased item to the other processed items at the time of processing. The same applies in the case of mixing. If the mixing takes place in such a way that the customer’s item is to be regarded as the main item, it is deemed to have been agreed that that the customer transfers proportionate co-ownership to us and keeps the resulting sole or co-ownership for us. To secure our claims against the purchaser, the purchaser also assigns to us such claims that accrue to him against a third party through the connection of the reserved goods with a property; we already accept this assignment.
5. We undertake to release the securities to which we are entitled at the request of the customer, insofar as their value exceeds the claims to be secured by more than 20%.
IX. Warranty and notification of defects as well as Recourse / manufacturer recourse
1. The purchaser’s warranty rights presuppose that the purchaser is owed according to Paragraph 377 of the German Commercial Code (HGB) Inspection and complaint obligations have been duly fulfilled.
2. Claims for defects become statute-barred 12 months after delivery of the goods we have delivered to our customer. The statutory limitation period applies to claims for damages in the event of intent and gross negligence as well as injury to life, body and health based on an intentional or negligent breach of duty on the part of the user. Prior to returning the goods our permit is to be requested.
3. If, despite all due care, the delivered goods show a defect that already existed at the time of the transfer of risk, we will either repair the goods or deliver replacement goods, subject to timely notification of defects. We must always be given the opportunity to provide supplementary performance within a reasonable period of time. Recourse claims remain unaffected by the above regulation without restriction.
4. If the subsequent performance fails, the customer can – regardless of any claims for damages – withdraw from the contract or reduce the remuneration.
5. Claims for defects do not exist in the case of only insignificant deviations from the agreed quality, in the case of only insignificant impairment of usability, with natural wear and tear such as damage that after the transfer of risk as a result of incorrect or negligent handling, excessive use, unsuitable equipment, defective construction work, unsuitable building site or due to special external influences that are not required by the contract. If improper repair work or changes are carried out by the customer or a third party, no claims for defects exist for these or the consequences arising from them.
6. Claims of the customer due to the expenses necessary for the purpose of supplementary performance, in particular Transport, travel, labor and material costs, including any dismantling and installation costs, are excluded insofar as the expenses increase because the goods delivered by us have subsequently been moved to a location other than the customer’s branch, unless the shipment corresponds to its intended use.
7. The purchaser’s right of recourse against us only exists insofar as the purchaser has not made any agreements with his customer that go beyond the legally mandatory claims for defects. Paragraph 6 also applies accordingly to the scope of the purchaser’s right of recourse against the supplier.
X. Other
1. This contract and all legal relationships between the parties are subject to the law of the Federal Republic of Germany to the exclusion of the UN Sales Convention (CISG).
2. The place of performance and exclusive place of jurisdiction and for all disputes arising from this contract is our place of business, unless otherwise stated in the order confirmation.
3. All agreements made between the parties for the purpose of executing this contract are set out in writing in this contract.