I. Agreements in principle
Our deliveries and services are provided exclusively on the basis of these general terms and conditions. These are an agreed component of all contracts concluded with us. They will also apply in the future, even if they are not expressly included again. Deviating terms and conditions of the customer shall only become part of the contract if they have been expressly accepted by us in writing.
Our offers are always subject to change without notice until the 60th day (sixty) after the date of issue. We reserve the right of prior sale. Information in brochures, advertisements, exposés etc., including prices, is not binding.
III. Delivery and transfer of risk
For all deliveries, we expressly reserve the right to deliver. Force majeure, in particular operational disruptions, strikes, lockouts, traffic obstacles or other unforeseen events release us from the obligation to deliver; claims for damages due to delayed delivery or lack of delivery possibility, for whatever reason, are excluded.
Der Versand erfolgt auf Gefahr und Kosten des Empfängers ab Erftstadt (nur für Versand innerhalb der Bundesrepublik Deutschland), sofern nicht anders vereinbart. Versicherungen werden nur auf Verlangen des Kunden und zu dessen Kosten abgeschlossen. Wir behalten uns die Möglichkeit einer Teillieferung vor. Die Gefahr geht auf den Empfänger über, sobald die Ware unsere Geschäftsräume verlassen hat.
Delivery and invoicing shall be based on the price list valid on the day the contract is concluded. The prices stated there are net prices without the respectively valid value added tax. The statutory value-added tax is shown separately in the invoices and is to be borne by the customer.
Our invoices are payable by cheque or bank transfer within 30 (thirty) days net cash, unless otherwise agreed. Bills of exchange or cheques shall only be considered as payment after they have been honoured. In the event of overdue payment by more than 7 (seven) days, interest on arrears will be charged at the respective bank rates for overdraft facilities. Payments by bill of exchange require our prior consent. The buyer shall bear the costs of bills of exchange, in particular discount and collection charges. In case of payment by bill of exchange, the deduction of a cash account is not permitted.
VI. Reservation of ownership
The delivered goods shall remain our property until full settlement of all claims to which we are entitled from the business relationship, including all ancillary claims (in the case of payment by cheque or bill of exchange until they are honoured). Prior to full payment, the goods may only be sold in the ordinary course of business; in this case, the buyer hereby assigns to us the claims against his customers arising from the sale, including all ancillary rights, in the amount of our outstanding claims. The buyer is obliged to inform his customers of the assignment at our request and to provide us with the information and documents required to assert our rights against the customers. Furthermore, the goods may neither be pledged to third parties nor assigned as security before payment has been made in full. We undertake to release goods delivered under retention of title at our discretion if the value of the goods still in our ownership exceeds our claims, including ancillary claims, by more than 20%. The purchase price calculated at the time of delivery shall be decisive for the valuation of the goods delivered under retention of title.
Defects as well as exceeding or falling short of the contractually agreed quantity or transport damage must be reported to us in writing without delay - in the case of recognisable defects, however, within 8 days of delivery at the latest, in the case of hidden defects without delay, however, within 8 days of their discovery at the latest. If a notification of defects is not made in due time, no claims against the supplier can be derived from such defects.
If the delivered goods are defective or lack guaranteed characteristics, we reserve the right to repair or replace the goods, excluding any further warranty claims by the customer. If a rectification or replacement delivery fails or is not possible within a reasonable period of time, or if a reasonable grace period set by the customer expires without the defect being rectified, or if we refuse to rectify the defect or culpably delay rectification, the customer may, excluding all further claims, choose to demand cancellation of the contract (redhibition) or reduction of the price (abatement). In addition to the customer's warranty rights, our general warranty conditions apply. Section VIII of these terms and conditions remains unaffected.
VIII. Limitation of liability
Irrespective of the legal grounds, our liability is limited to damages typical for the contract.
Warranty claims exceeding the provisions of section VII as well as claims for damages by the customer, irrespective of their legal basis, in particular in the case of consequential damage caused by a defect, claims for damages due to non-fulfilment, claims from positive breach of contract, from culpa in contrahendo or from extra-contractual liability, in particular due to tort, are excluded - unless provided for by mandatory law.
The limitations and exclusions of liability in sections VIII. 1 and VIII. 2 do not apply to damage caused by our organs or vicarious agents intentionally or through gross negligence.
Our liability for warranted characteristics remains unaffected.
IX. Place of performance and jurisdiction
Erfüllungsort für Lieferung und Zahlung ist für beide Vertragsteile Erftstadt. Gerichtsstand, auch für Wechsel- und Scheckprozesse ist Erftstadt. Es gilt nur das Recht der Bundesrepublik Deutschland.
X. Invalidity of individual clauses
Should individual provisions of these General Terms and Conditions (AGB) be invalid, this shall not affect the other clauses.
Status: January 2007