1. Area of validity
The following conditions apply exclusively to business relationships with our customers and also with regard to information and advice. Any General Terms and Conditions of the customer are expressly ruled out.
2. Information; advice; features of products
2.1. Information and advice with regard to our products are provided exclusively on the basis of our previous experience. The values indicated here are to be considered average values. Any information about our products, in particular the illustrations, drawings, measurements and performance values as well as other technical information contained in our quotations and brochures are provided to the best of our knowledge, are to be considered as average values and as such are not binding.
2.2. Unless there is a written agreement to the contrary, certain features or requirements of the customer shall apply only as assured if this has been expressly confirmed or agreed in writing. This also applies to the granting of guarantees.
2.3. All our products are continually being updated and adjusted to advancing technology. We therefore reserve the right to make changes to the products at our discretion even after the order has been placed (§ 315 German Civil Code). We do not assume liability for the usability of our products for the purpose intended by the customer, insofar as this has not been expressly agreed in writing.
3. Specimen copies; models
The features of specimen copies, models or other items made available are binding only if this has been expressly agreed in writing.
4. Conclusion of contract; scope of delivery; acceptance
4.1. Our quotations are made subject to change and in the case of special or introductory offers subject to being covered by our stocks. A contract arises only if we confirm the customer’s order in writing or deliver the goods. In the latter case, the order confirmation will be replaced by our invoice. If the customer orders the goods electronically, we will confirm receipt of the order immediately. The confirmation of receipt does not yet represent a binding acceptance of the order. The confirmation of receipt may be associated with a letter of acceptance.
Insofar a consumer orders the goods electronically, the text of the contract will be saved by us and sent to the customer by e-mail at his request, in addition to these General Terms and Conditions.
4.2. All contractual agreements must be made in writing. This also applies to the waiver of this requirement for the written form itself.
4.3. A procurement risk is not assumed by us – insofar as this has not been expressly agreed. This also applies to the sale or delivery of an item of a certain category.
4.4. With regard to call-off orders or acceptance delays attributable to the customer, we are entitled to obtain the material or the good for the entire order and to produce the entire order quantity immediately and/or purchase the latter. Any requests for alterations by the customer can therefore no longer be taken into account after the order has been issued, unless this has been expressly agreed in writing. Call-off orders are to be accepted within 3 months as of readiness for delivery.
4.5. If acceptance of the goods or dispatch are delayed for a reason for which the customer is responsible, after setting and the expiry of a 14-day period of grace, we are entitled to demand either immediate payment of the purchase price or to withdraw from the contract or to reject performance and demand compensation owing to non-performance. In the event of a demand for compensation, the compensation to be provided shall amount to at least 10% of the net delivery price. Evidence of a lower loss or non-occurrence of a loss remains reserved for the customer.
4.6. Statements in certificates or other documents, which have been transmitted, do not represent either a guarantee or the assurance of certain features.
4.7. We are entitled to deviations in quantity of up to 5% for deliveries to entrepreneurs.
5. Delivery period
5.1. Binding delivery dates and periods must be agreed expressly and in writing. We will make every effort to comply with non-binding or approximate (circa, about, etc.) delivery dates and periods.
5.2. Delivery periods begin with receipt of our order confirmation by the customer, however not before all the individual details of the implementation of the order have been clarified and other conditions have been fulfilled by the customer; this also applies to delivery dates. If the customer demands amendments after granting the order, a new delivery period shall begin with the confirmation of the amendment by us.
5.3. Deliveries before the expiry of the delivery period are permitted. The delivery date is the day when readiness for shipment has been notified, alternatively the date when the goods are dispatched. We are entitled to make partial deliveries.
5.4. If we fall behind with deliveries, the customer may set an appropriate period of grace and withdraw from the contract in full or in part after unsuccessful expiry of the latter. Claims for compensation owing to delayed delivery or non-performance – for any reason whatsoever – exist only in accordance with the regulation in Section 11. If the customer is an entrepreneur, we do not fall behind, as long as the customer has fallen behind with the performance of obligations to us, even from other contracts.
6. Subject to deliveries from our suppliers; force majeure and other impediments
6.1. If despite holding proper supplies we do not receive deliveries or services or not correctly or not on time from our sub-suppliers, for reasons for which we are not responsible, or if force majeure occurs, we will inform our customers promptly in writing. In this case we are entitled to extend the delivery by the duration of the impediment, or withdraw from the contract in full or in part owing to the part which has not yet been performed, insofar as we have complied with our duty to provide information and have not assumed the procurement risk. Force majeure is considered to be strikes, lock-outs, intervention by the authorities, energy and raw material shortages, transport bottlenecks, impediments to operation which are not our fault for example through fire, water and machinery damage and any other impediments, which have been caused by us culpably.
6.2. If a delivery date or a delivery period has been agreed bindingly and if the agreed delivery date or the agreed delivery period has not been exceeded negligibly owing to the events in accordance with 6.1, the customer is entitled to withdraw from the part of the contract, which has not been performed, insofar as the delivery delay is unreasonable for him from an impartial point of view.
7. Dispatch and transfer of risk
7.1. Insofar as nothing to the contrary has been agreed in writing, dispatch will be undertaken by us without insurance at the risk and at the expense of the customer. We retain the right to make the choice of transport route and means of transport.
7.2. The risk is transferred to the customer with the handing over of the goods being delivered to the customer, the forwarding agent, the freight forwarder or the companies appointed to undertake the dispatch, however no later than departure from our factory, the warehouse or the subsidiary.
7.3. If the shipment is delayed because we make use of our right of retention as the customer is in default of payment in full or in part or for another reason for which the customer is responsible, the risk is transferred to the customer no later than the date of notification of readiness for dispatch.
8. Notification of deficiencies and warranty
8.1. If there is only a slight infringement of the contract, in particular in the case of only slight deficiencies, the customer does not have a right to withdraw.
8.2. If the customer is an entrepreneur, the goods are to be examined on receipt in accordance with the statutory provisions. Obvious deficiencies are to be notified immediately, no later than 10 days after the delivery. If goods with recognisable deficiencies are delivered, a notification must also be made to the transport company and the latter must arrange for the deficiencies to be documented. Deficiencies which are not obvious are to be notified immediately they are detected. The deficiencies are to be documented. If the contract is a commercial transaction for the parties, then § 377 German Commercial Code shall apply additionally. Furthermore, if the customer is an entrepreneur, the warranty claims shall be time-barred after one year of the passage of risk.
8.3. Customers, who are not entrepreneurs, must inform us in writing about obvious deficiencies within a period of two months after the time when the condition of the goods contrary to the contract was detected. The decisive factor to comply with the period is receipt of the notification by us. If the customer fails to provide this notification, the warranty rights shall lapse two months after he has detected the deficiency. This does not apply in the event of fraudulent intent by the customer. The burden of proof for the time of detection of the deficiency is borne by the customer. If the customer was persuaded to purchase the goods by unfounded statements by the manufacturer, he has the burden of proof for his purchase decision.
8.4. Warranty claims by the customer are initially restricted to subsequent performance. If the customer chooses to withdraw from the contract after subsequent performance has failed twice owing to a legal or material deficiency, he has no entitlement to compensation additionally owing to the deficiency.
8.5. If the customer elects to receive compensation after subsequent performance has failed twice, the goods shall remain with the customer, if this is reasonable for him. The compensation is restricted to the difference between the purchase price and the value of the deficient good. This does not apply if we have caused the infringement of the contract intentionally or fraudulently and in the event of an injury to life, limb or health.
8.6. Our warranty and liability are ruled out, insofar as there is no evidence that deficiencies and losses associated with these are based on defective materials, defective design or defective construction. In particular, warranty and liability are ruled out for the consequences of incorrect use or wear and tear of the goods, excessive use or unsuitable handling and care.
9. Prices; payment terms
9.1. In principle all prices are in EURO including packaging, freight from the manufacturer or warehouse, plus value added tax to be borne by the customer at the relevant level prescribed by law.
9.2. Freight and transport costs are charged to the customer, unless something to the contrary has been agreed in writing.
9.3. Services, which are not part of the agreed scope of delivery, shall be carried out on the basis of our valid general product price list or price list for wage labour, unless something to the contrary has been agreed.
9.4. We are entitled to increase consideration appropriately unilaterally (§ 315 German Civil Code) in the event of a rise in material procurement costs, wage and ancillary wage costs as well as energy costs together with costs from environmental specifications. If the customer is a consumer, this shall apply only if there are more than four months between the conclusion of the contract and delivery.
9.5. Our invoices are payable immediately and without a discount, insofar as nothing to the contrary has been agreed in writing. As soon as there is default, interest on arrears will be charged amounting to 5% above the base interest rate of the European Central Bank, if the customer is not a consumer, 8% above the base interest rate of the European Central Bank, however at least 10.5%. The customer retains the right to provide evidence of a lower loss. The day of payment is the date the money is received by us or is credited to our account. The assertion of a loss in excess of this remains reserved.
9.6. If payment conditions are not complied with or circumstances are known, which give rise to justified doubts about the creditworthiness of the customer in our best commercial judgement, and also such facts, which already existed at the time the contract was concluded, but which were not known to us or did not have to be known to us, then in these cases we have the right to cease deliveries irrespective of more extensive statutory rights and to demand advance payments for outstanding deliveries or the provision of appropriate securities and after unsuccessful expiry of an appropriate period of grace for the provision of such securities to withdraw from the contract or to demand compensation owing to non-performance.
9.7. There is no right of retention or right to offset by the customer. The right to offset exists only with regard to such counterclaims, which are not being disputed or have been determined in law.