Conditions of Use
General terms of payment and delivery
- ValidityFor our deliveries the following business terms and conditions of sale are exclusively valid, unless different terms were agreed upon in writing. We do not accept conflicting general business terms, even if we have not expressly rejected them.
- Conclusion of contractOur offers are subject to alteration with regard to price, quantity, delivery period and possibility of delivery. Orders will not become binding for us before receipt of our written acknowledgement or the corresponding delivery.
- DeliveryWe are entitled to carry out partial shipments. The delivery of excess or minor quantities in reasonable limits rank as performance of the contract. We do our utmost to strictly adhere to agreed upon delivery times. Subject to correct and in time delivery of ourselves. In case of exceeding the delivery period the buyer is entitled to fix an adequate subsequent time-limit. The buyer has no right to withdraw from the contract because of delay in delivery or impossibility before the time-limit, set by the customer, has ended. This right exists only for not supplied merchandise, except the partial performance of the contract is not of any interest for the buyer, as can be proved. Buyer’s claims for compensation because of delay in delivery or impossibility are – as far as legally allowed – excluded. Unforeseen events (no matter, if happened with us or with our subsupplier) like operating breakdowns, shortages of raw materials, traffic breakdowns, official regulations, changes in currency conditions, war, strikes and other events of force majeure shall release us from our obligation to deliver for the period of the disturbance and the range of its effects. Events of this kind entitle us to withdraw from the contract totally or in parts.
- Liability because of infringement of contractIn case of infringements of contractual or pre-contractual obligations by ourselves or our performance-assistants we are only liable for wilful acts and gross negligence. Our liability shall be limited to the damage, foreseeable on conclusion of the contract, if need be to additional expenditures for a cover-buying.
- WithdrawalIf the buyer has not in case of oders on call (successive deliveries) requested the assigned quantity within the agreed upon delivery period, with regard to the not called off quantity we have the right to withdraw from the contract after having given an adequate subsequent time-limit. If the buyer did not pay a previous shipment up to the expiration of the delivery period agreed upon or if the buyer’s financial standing meanwhile deteriorated, so that doubts concerning his credit-worthiness are justified, we are entitled to hold back our delivery and to fix an adequate time-limit for the buyer to either make advance payments or to furnish security. After fruitless expiry of the time-limit we are entitled to rescind the contract.
- PricesPrices quoted are ex-works prices, charges for packing and freight shall be at buyer’s expense – as far as nothing else was agreed upon. Orders for less than € 100.00 will be additionally charged with a handling fee of € 10.00; this amount will be stated in the invoice separately. We reserve the right to charge the buyer’s account with additional costs, which result from particular shipping instructions of the buyer. Increases of or new reasons for the costs of the goods resulting from production, distribution, transport, incl. public charges etc. entitle us in case of orders on call (successive delivery contracts) to raise our prices. The same applies to shipments which shall be made not before 4 months after conclusion of the contract. For the calculation the in our works ascertained weights, dimensions and number of pieces are decisive.
- Payment – ExportPayment obligations will not be fulfilled before we definitively have the equivalent of our outstanding accounts at our disposal. Our invoices have got to be paid in advance, free of charge for us, in €, to one of our accounts in the Federal Republic of Germany, unless other terms of payment were agreed upon in writing. In case of delay in payment the buyer has to pay interest on arrears amounting to 5 % above the at that time valid base interest rate of the European Central Bank, independent of further indemnity claims. Setting off or exertion of a retaining right is only allowed in case of undisputed or legally stated demands.
- Dispatch and risk takingWe have the right to choose the route and method of transport according to our best judgement. We will be anxious to take special desires of the buyer into consideration appropriately. All shipments travel at the buyer’s risk, even in case of ‘carriage paid’ delivery. The conclusion of a transport insurance is left to the buyer.
- Return of goodsThe return of bought goods is only in exceptional cases possible and only after our previous agreement in writing. Goods returned without our agreement will be sent back at the buyer’s expense. Returned goods on principle travel at risk and to the debit of the sender. Concerning the compensation for the returned goods we will dependent on the usability of the goods make the following deductions: For goods which can be sold again without further ado 10 % of the net value, at least however € 25.00. Goods which cannot be sold again or which are superannuated will not be compensated. In this case we will send a destruction attestation.
- Warranty in case of defectsThe processing of goods supplied by us is made at buyer’s risk. Our suggestions concerning the working up are without obligation – also with regard to possible proprietary rights of third parties – and do not release the buyer from inspection of the goods supplied by us concerning suitability and purposes. Defect reprovals can only be taken into consideration when the buyer carefully examines the goods immediately after arrival at the agreed upon point of destination – if necessary, by trial processing – and indicates the pretended defects to us in writing within 10 (ten) days after receipt of the goods at the latest, hidden defects as can be proved immediately after discovery. In case the buyer fails to notify us or he processes or consumes the goods, they are reputed to be approved. For an in time claimed essential defect of the goods at the moment of risk transfer we free of charge compensate for step by step against the buyer’s performance of his payment obligations. Should a replacement not be possible, fail or not at all respectively not in a reasonable time-limit be made by us, we have the liability to concede the buyer cancellation of the sale or reduction in value. Further claims are – as far as legally allowed – excluded.
- Disposal of electrical/ electronic equipmentThis law only concers Germany.
- Reservation of proprietary rightsAll goods supplied by us remain our property until full payment of all liabilities resulting from the business connection with the buyer is received. The buyer has the right to process as well as resell the goods within the scope of a regular business enterprise managed by him. Exceptional disposals, like pledgings, securing transfers etc. are however inadmissible. Any treatment or processing of goods delivered conditionally the buyer effects on our behalf without any liabilities resulting from this for us. In case of processing, combining, mixing or mingling of goods delivered conditionally with other products, to which third parties have rights, we shall become a directly proportionate joint owner of the new item in relationship of the invoice value of the goods delivered conditionally to the value of the newly constituted merchandise at the time of processing, combining, mixing or mingling. If the buyer acquires the exclusive property at the new merchandise, exists the agreement that the buyer concedes us joint ownership at the new merchandise in proportion of the invoice value of the processed respectively combined, mixed or mingled goods delivered conditionally and that he safeguards the new merchandise free of charge for us. With acceptance of the goods supplied by us the buyer transfers to us in advance any claims and all secondary rights against his purchaser arising from the sale of goods delivered conditionally, until the goods supplied by us have been fully and unconditionally paid for, for newly constituted goods in which we have joint ownership however only up to the amount of the proportionate value (invoice value) of the goods delivered conditionally. The buyer is only allowed to collect the claims assigned to us as long as he meets his obligations to us and does not go into financial ruin. On our demand the buyer has got to inform us of the data which are necessary for collection and to inform the debtor of the assignment.The buyer has got to inform us without delay of any attachments or confiscations made upon the goods delivered conditionally or goods in which we have joint ownership by a third party. If the value of the claims assigned to us exceeds our claims to the buyer by altogether more than 20 (twenty) per cent, we will on demand of the buyer in so far have the obligation for release respectively reassignment. Condition for this is however that the buyer proves the current status (amount, maturity etc.) of the claims assigned to us by presentation of a corresponding statement.
- Infringements of contractInfringements of the contract on the part of the buyer entitle us – independent of further claims – to suspend any further delivery to the buyer or to, withdraw from the contract.
- Place of performance, court of jurisdiction, applicable lawPlace of performance with regard to delivery is the place of dispatch, place of performance with regard to payment is Wesel. Exclusive court of jurisdiction is according to our choice either the court that is competent for our place of business and besides the court of factual jurisdiction or the courts that have jurisdiction over the buyer’s place of residence. The contractual relationship is subject to German law, the UN Convention on Contracts for the International Sale of Goods (CISG) is excluded.
- Data protection clauseWe are entitled to process the with regard to the business relationship or in connection with his received data concerning the buyer – no matter if we received them from the buyer himself or from third parties – within the meaning of the Federal Data Protection Act.