General Terms and Conditions
§ 1 General, Scope
(1) Our sales conditions apply exclusively. We only accept conditions of the customer deviating from our conditions of sale if we expressly agree to them in writing. For this reason, such additional or supplementary provisions contained in the general terms and conditions of the customer are not part of the contract, which are missing in these terms and conditions. Our conditions of sale shall apply even if we unconditionally carry out the delivery to the customer in the knowledge of conflicting or deviating conditions of the customer.
(2) All agreements made between us and the customer for the purpose of executing this contract are set out in writing in this contract.
(3) Our conditions of sale apply only to contractors and legal persons of public law acting on conclusion of the contract in the course of a commercial or independent professional activity.
(4) Our terms of sale also apply to all future business with the customer.
§ 2 Offer, offer documents, orders
(1) If the order qualifies as an offer according to § 145 BGB, we can accept it within 2 weeks. This period begins with the receipt of the order from us. Our offers are always non-binding.
(2) All orders and orders require a written order confirmation by us. This form can be waived only by written agreement.
(3) We reserve the rights of ownership and copyrights to illustrations, drawings, calculations and other documents. Before being passed on to third parties, the customer requires our express written consent.
§ 3 prices, payment terms
(1) Unless otherwise stated in the order confirmation, our prices shall apply “ex works”, excluding packaging, loading, shipping and installation and commissioning of the delivery item; These will be billed separately depending on the effort.
(2) The agreed prices are based on our price list valid at the time of conclusion of the contract. The legal value added tax is not included in our prices; it will be shown separately in the bill at the statutory rate on the date of invoicing. The service prices are exclusive of travel time, travel expenses and expenses.
(3) The customer hereby authorizes us to obtain information about his creditworthiness with credit institutions for all transactions in which the purchase price is not payable in cash upon delivery.
(4) Unless otherwise agreed, payments are to be made immediately and without any deductions. The deduction of discount requires written agreement. Bills of exchange and checks are only valid after redemption as payment.
(5) Delivery takes place in advance with 2% interest payment. Cash on delivery is only possible with special written agreement. First orders are only processed against payment in advance.
(6) The customer shall be in default at the latest if he fails to make payment within 30 days from receipt of an invoice or equivalent payment order. The legal rules apply.
(7) Packaging costs and transport cost insurance are included in the freight charge. For orders below 500,00 Euro net value we charge a minimum quantity surcharge of 5% of the net value. Special designs, special finishes, upholstery and special finishes require at least 50% deposit on order.
(8) Discounts and / or discounts only apply if the agreed terms of payment are met. If the buyer is in default of payment, all agreed price discounts and the seller is – without prejudice to further claims – entitled to claim the valid list price.
(9) If we have agreed partial payments with the customer, the entire remaining debt including accrued agreed interest is due if the customer with partial payments in whole or in part is in default.
§ 4 offsetting, right of retention and assignment
(1) The customer shall only be entitled to offsetting rights if his counterclaims have been legally established, are undisputed or acknowledged by us.
(2) The customer has a right of retention insofar as his counterclaim is based on the same contractual relationship. Each order is considered a separate contract.
(3) Assignment of the rights of the customer from the contract requires our written consent.
§ 5 delivery time
(1) The beginning of the delivery time specified by us requires the clarification of all technical and commercial details. Delivery times and dates always indicate only the approximate delivery time ex works or warehouse.
(2) Compliance with our obligation to deliver presupposes the timely and proper fulfillment of the customer’s obligation. The exception of the unfulfilled contract remains reserved.
(3) The delivery period is met if the delivery item has left our factory by the end of its term or if we have informed the customer of readiness for shipment.
(4) If a non-binding delivery date or delivery period is agreed, we can only be put into default 4 weeks after its expiration by reminder (see § 286 Abs. 1 BGB).
(5) In the event of unforeseen and beyond our control, as well as a customs strike on imported goods, the delivery date or the delivery period shall be extended by the duration of the delivery delay caused by these circumstances. This applies accordingly if the obstacles occur during an already existing delivery delay.
(6) The customer agrees to reasonable partial deliveries and partial services, without the prior consent thereof.
(7) If the customer is in default of acceptance or culpably violates his obligation to cooperate, we shall be entitled to demand compensation for the damage incurred. Further claims and rights reserved. In this case, the risk of accidental loss or accidental deterioration of the purchased item passes to the customer at the time at which he is in default of acceptance or debt.
(8) We are liable according to the legal provisions, as far as the underlying sales contract is a fixed transaction within the meaning of § 286 Abs. 2 Nr. 4 BGB or § 376 HGB. We shall be liable in accordance with the statutory provisions, provided that the customer is entitled to claim that his interest in the further performance of the contract has ceased to exist due to a delay in delivery for which we are responsible.
(9) Furthermore, we shall be liable in accordance with the statutory provisions if the delay in delivery is based on deliberate or grossly negligent breaches of contract for which we are responsible. In this case, our liability for damages is limited to the predictable, typically occurring damage.
(10) We shall also be liable in accordance with the statutory provisions insofar as the delay in delivery for which we are responsible is due to the culpable breach of a material contractual obligation; In this case, however, the liability for damages is limited to the predictable, typically occurring damage.
(11) Incidentally, our liability in the event of default in delivery is limited to 0.5% of the delivery value for each completed week of delay, however, to a maximum of 5% of the delivery value. Further legal claims and rights of the customer remain reserved.
§ 6 Deliveries, transfer of risk, packaging costs
(1) Unless otherwise stated in the order, delivery is agreed “ex works”.
(2) With the delivery of the delivery item to the freight forwarder, carrier or collector, but at the latest when leaving our company or the manufacturer, the risk is transferred to the customer. This also applies if the transport is carried out by us.
(3) Claims for damages of the customer due to incorrect shipment or defective packaging are excluded in case of slight negligence. The customer has, without prejudice to its rights under § 13 of these Terms and Conditions, to receive delivered items, even if they have minor defects.
(4) Our goods are partly sent unassembled. All deliveries are packed by us according to the freight and forwarding conditions. The customer undertakes to dispose of the packaging material at his expense.
(5) Self-pickup must be agreed when placing the order. Otherwise we commission a transporter on behalf of and for the account of the customer. Freight tariffs see catalog page 299.
(6) Deliveries are, if possible, notified by telephone. If the customer violates his obligation to cooperate in the acceptance, the goods are stored by the freight forwarder at the expense of the customer.
(7) The buyer is obliged to inspect the goods immediately upon receipt for completeness and defects. Obvious transport damage and deviations from the order quantity must be reported to the transporter in writing immediately. Hidden transport damage must be reported in writing to the carrier within 2 days. If the deadline is exceeded, the relevant warranty claims expire.
§ 7 Return of goods
Returns of goods in each case require the express consent of the seller. The free choice of the return type remains reserved. Returns can only be made in original packaging and freight forwarding.
§ 8 sample goods
(1) Sample goods are subject to the same terms of delivery as all other goods. Sample deliveries must be expressly designated as such.
(2) Sample goods must be returned in their intact condition, in their original packaging and returned to us free of charge.
(3) We reserve the right to exclude individual items from sample shipping.
§ 9 orders on call, acceptance
(1) For on-demand orders, we are entitled at any time to bill the goods for simultaneous dispatch or to withdraw immediately from the contract if the purchaser is reminded at the expiration of the deadline and the acceptance period is exceeded by four weeks
(2) The purchaser must accept the delivery item from our place of business within 8 days of the date of the notification communicated to us in writing. In case of non-acceptance, we can make use of our legal rights.
§ 10 Guarantees, technical advice and deviation from performance data
(1) Guarantees are only accepted by us under special agreement. A reference to DIN standards, material sheets, works certificates, etc. is only a description of the subject of performance and therefore does not constitute a guarantee. Information about the scope of delivery, dimensions, weights, materials, appearance and services serve to designate the delivery item and are not a guarantee of quality and durability.
(2) We give technical advice to the best of our knowledge and ability. However, it is not binding and does not exempt the customer from its own examinations. The customer is responsible for compliance with legal and regulatory requirements when using our goods.
(3) Minor, customary as well as due to technical improvements deviations from our dimensional, weight, form, pattern and quality specifications are permitted.
§ 11 Liability for defects
(1) Claims for defects on the part of the customer presuppose that he has duly fulfilled his obligations to inspect and complain under § 377 HGB. If the operating or maintenance instructions of the seller are not followed or changes are made to the products themselves, the warranty claims expire.
(2) If we produce services in accordance with the customer’s technical specifications, the warranty is limited to the production of the work in accordance with the drawing.
(3) Insofar as there is a defect in the purchased item, the customer is entitled, at his discretion, to remedy the defect in the form of a remedy of the defect or to deliver a new defect-free item. Place of fulfillment for the supplementary performance is our place of business. In the case of defect removal or replacement delivery, we are obliged to bear all expenses necessary for the purpose of supplementary performance, in particular labor and material costs. However, the transport and travel costs required for subsequent performance shall be borne by the customer if the goods have been transported to a place other than the place of performance.
(4) If the subsequent performance fails after a reasonable number of attempts at improvement, the customer is entitled, at his discretion, to demand rescission or reduction.
(5) We are liable according to the legal provisions, as far as the customer asserts claims for damages based on intent or gross negligence on the part of us or our representatives or vicarious agents. Unless we are charged with intentional breach of contract, the liability for damages is limited to the predictable, typically occurring damage.
(6) We are liable according to the legal provisions, if we culpably violate a material contractual obligation; In this case, too, the liability for damages is limited to the foreseeable, typically occurring damage. An essential contractual obligation exists if the breach of duty relates to a duty which the customer has trusted and was entitled to trust.
(7) Insofar as the customer is entitled to compensation for the damage instead of the service, our liability is also limited within the scope of para. 4 to compensation for foreseeable, typically occurring damage.
(8) Liability for culpable injury to life, limb or health remains unaffected; this also applies to the mandatory liability under the Product Liability Act.
(9) Unless otherwise stipulated above, liability is excluded.
(10) The period of limitation for warranty claims is 12 months from the transfer of risk.
(11) The customer can not derive any rights with regard to the remaining partial deliveries from defective partial deliveries.
§ 12 total liability
(1) Further liability for damages as provided for in § 11 is excluded – regardless of the legal nature of the claim asserted. This applies in particular to claims for damages arising from negligence on conclusion of the contract, due to other breaches of duty or due to tort claims for compensation for property damage in accordance with § 823 BGB.
(2) The limitation according to paragraph 1 shall also apply insofar as the customer, instead of claiming compensation for the damage, demands replacement of useless expenses instead of performance.
(3) Insofar as the liability for damages against us is excluded or limited, this also applies with regard to the personal liability for damages of our employees, employees, employees, representatives and vicarious agents.
(4) Our liability for damage caused by delivery delay of the customer is regulated in § 5 of these Terms and Conditions.
(5) For the limitation period for all claims that are not subject to the statute of limitations due to a lack of the thing, there is an exclusion period of 18 months. It begins with knowledge of the damage and the person of the perpetrator.
§ 13 retention of title
(1) We reserve the ownership of the purchased item until receipt of all payments from the delivery contract. The retention of title extends to all our other claims arising from the business relationship with the customer. For current accounts, the reserved property is considered as security for our claims (current account reservation); the reservation refers to the recognized balance.
(2) In case of breach of contract by the customer, in particular in case of default, we are entitled to take back the purchased item. The customer can not invoke any right of retention in relation to our request for surrender. If the customer does not deliver the object of delivery in our possession within 2 weeks after the request for surrender, we are entitled to retrieve the delivery item ourselves. The customer acknowledges that our actions to obtain immediate possession of the delivery item are neither a violation of the house right nor a prohibited power of one’s own. The withdrawal of the purchased item by us is not a withdrawal from the contract. After the return of the purchased goods, we are entitled to their recovery, the proceeds of the sale shall be credited against the customer’s debts, less reasonable exploitation costs.
(3) In the case of seizures or other interventions by third parties, the customer must notify us immediately in writing, so that we can file an action in accordance with § 771 ZPO. As far as the third party is unable to us the judicial and extrajudicial costs of a lawsuit gem. § 771 ZPO to refund, the customer is liable for the loss incurred.
(4) The customer is entitled to resell the purchased item in the ordinary course of business; however, he hereby assigns to us all claims in the amount of the final invoice amount (including VAT) of our claim, which accrue to him from the resale against his customers or third parties. The claim assigned to us in advance by the customer also refers to the recognized balance and, in the case of the customer’s bankruptcy, to the then existing “causal” balance. To collect this claim, the customer remains authorized even after the assignment. Our authority to collect the claim itself remains unaffected. If the customer is in default of payment, we can demand that the customer notify us of the assigned claims and their debtors, provide all information necessary for collection, hand over the associated documents and notify the debtors (third parties) of the assignment.
§ 14 Jurisdiction, place of performance, severability clause
(1) If the customer is a merchant, our place of business is the place of jurisdiction; however, we are entitled to sue the customer at his place of residence.
(2) The law of the Federal Republic of Germany applies exclusively; the validity of the UN sales law is excluded.
(3) Unless otherwise stated in the order, our place of business is the place of performance.
(4) By storing personal data in the context of our business relationship, the customer agrees automatically. The handing out and / or announcement of these conditions is considered as notification within the meaning of the Federal Data Protection Act.
(5) Should any provision of these Terms and Conditions be or become invalid, the legal validity of the remaining provisions shall remain unaffected. In place of an invalid provision, an effective provision shall be deemed to have been agreed that comes closest to the economic purpose intended.