Terms and Conditions
General Terms and Conditions
Our offers, order confirmation and all deliveries are made exclusively on the basis of the following "General Terms and Conditions". Terms and conditions by the purchaser are herewith namely revoked and waived. They also do not oblige us in the event if not objected again to conclude the contract. By even tacit acceptance of the order confirmation by the purchaser, latest by the receipt of the delivery, our general terms and conditions will prevail.
Our offers are non-binding and subject to our written order acceptance. Obvious or proven errors, in particular typographical, printing and arithmetical errors, even if unknown to the purchaser, do not oblige us to execute such order. There is no need for a special appeal.
All agreements, including those with our representatives vs. re-sellers, require our written confirmation in order to be valid. This applies in particular to covenants altering the nature of
our general terms and conditions.
The prices correspond to the order quantities and are exclusive of statuary VAT and are understood excluding the costs for any packaging. Retroactive reduction of the order quantity or reduction of the number of items agreed for partial delivery as well as reduction of agreed call-off orders will result in an increase of the unit prices in special consideration for example to possible additional set-up and start-up cost.
The prices are subject to the currently valid calculation factors. Should there be a change in the cost of wages, materials and energy of any kind, we reserve the right to correct the indicated prices according to the legally allowed possibilities.
Our invoices need to be prepaid unless specifically consented within 30 days net, calculated from the invoice date; valid days are all respective working days in Germany (public and religious holidays excluded). The acceptance of bills of exchange and checks are subject to our explicit approval. Acceptance is only referred as payment. Discount and bill charges are charged back to its drawer and immediately due.
Compared to all our claims arising from the entire business relationship, the offsetting against counterclaims of whatever kind and for whatever legal reason and any right of retention is excluded, unless the counterclaim is legally established.
Subject to the provisions of § 366, 367 BGB (German Civil Code) and in spite of the purchaser's provision to the contrary we determine which claim has been fulfilled by a payment of the purchaser.
If the purchaser does not meet his payment obligations or does not fully meet his obligations, in particular if he does not honor a check or bill of exchange or stops his payments or if we become aware of other circumstances that call into question the creditworthiness of the customer, we are entitled to make an outstanding debt immediately due even upon prior acceptance of bills of exchange or checks. In this case, we are also entitled to advanced payments or securities in respect of all other contracts and, after a reasonable grace period, to withdraw from these contracts or to claim damages for non-performance.
Irrespective of the amount of damage actually incurred, we are entitled to a flat-rate claim for damages in the amount of 15% of the outstanding net order amount even if there is a withdrawal from the contract; the customer is allowed to prove a lower claim for damages.
4. Retention of title
Until the fulfillment of all (including balance) claims for which we are entitled to against the purchaser now or in the future for any legal reason, the delivered goods remain our property.
The customer ordering is entitled to resell the reserved goods in the normal course of business; however, he is not permitted to pledge or assign as security. The customer assigns his claim from the resale in advance to us. The goods always remain our property. Processing or reshaping is always done only by us as manufacturer, but without obligation for us. Expires our (co-) property through connection vs. upgrade, it is already agreed that our (co-) ownership to the unitary item in terms of pro-rated value (invoice value) passes to us. The customer safeguards our (Co-) ownership free of charge.
5. Execution of deliveries
a) Delivery time
The delivery time is given to the best of our conscience, but without guarantee. Agreed delivery times begin on the day of our order acceptance, but not before clarification of all execution details. Events of force majeure entitle us to postpone the delivery for the duration of the hindrance. Force majeure are also circumstances that make our delivery much more difficult or impossible.
b) transmission of danger
With the handing over to the forwarding agent or carrier, at the latest when leaving the factory or warehouse, the risk passes on to the customer.
Delivery quantities deviating from the order within a tolerance of 10% are permissible.
We are not liable for waiting times caused by truck pickup. Notified goods ready for dispatch must be picked up immediately otherwise we are entitled to store against cost and at the risk of the customer at our discretion and to calculate as delivered. The packaging of the delivery items require special agreement.
All those parts with defects shall be repaired free of charge or re-delivered at our discretion, as a result of a prior to the transfer of risk circumstance considered as deficient. The existance of defects must be reported to us immediately in writing. Replaced parts become our property.
Obvious defects must be reported immediately, at the latest within 14 days in writing, but do not entitle to the retention of the invoice amounts. At the occurrence of defects its use must be stopped immediately.
For damages not caused by the delivered item itself, we are liable - for whatever legal reason - only in case of:
- gross negligence
- culpable injury to life, body, health
- defects that are fraudulently concealed or whose absence we have guaranteed
- defects of the delivery item, as far as according to the Product Liability Law for personal injury or property damage to privately used objects.
In case of culpable breach of essential contractual obligations, we are also liable for gross negligence and slight negligence; in the latter case limited to the contract-typical, reasonably foreseeable damage. Further claims are excluded.
6. Statute of limitations
All claims of the purchaser - for whatever legal reason - expire in 12 months. For intentional or malicious behavior as well as claims under the Product Liability Law, the statutory limitations apply. They also apply to defects in delivered items used for construction according to their usual usage and its caused imperfection.
7. Export ban / Disclaimer
Our products are not intended for export to the following countries.
United States of North America including the associated Atlantic and Pacific Island States and Canada. The purchaser is advised that for these states our company has issued an export ban because our products are not intended for these markets. Claims for damages, for whatever legal reason, in particular product liability, are therefore expressly excluded in the event of a breach of this export ban. If the customer violates this provision, he acts at his own risk and bears all liability and possible claims hereof.
8. Applicable law, place of jurisdiction, partial nullity
a) For these terms and conditions and the entire legal relationship between us and the customer, the laws of the Federal Republic of Germany apply
b) The place of performance for all obligations arising from the contractual relationship is Bad Endorf.
As far as the purchaser is a registered trader, a legal entity under public law or a special fund under public law, any disputes arising from the contracts shall be settled and related legal relationships (inter alia bills of exchange and checks) for both parties, the district court of Rosenheim or Traunstein will be the appointed place of jurisdiction at our own discretion. The same applies if, at the time of the legal suit, the place of residence or habitual residence of the customer is unknown.
In all other cases for the judicial reminder procedure, the jurisdiction of the district court in Rosenheim is agreed.
c) Should one or more of the above provisions be or become ineffective, the effectiveness of the others will not be affected. The ineffective provision is to be replaced with an effective one which as far as possible achieves the economic purpose it pursues.