2019
(1) The following general terms and conditions of sale (“Terms”) shall govern all business relationships with our customers (“Buyer”). These Terms shall only apply when the Buyer acts in the exercise of their commercial activity within the meaning of §14 of the German Civil Code (BGB), is a public law entity, or a federal special fund.
(2) These Terms shall apply in particular to the sale and/or delivery of movable goods (“Goods”), regardless of whether such Goods are manufactured by us or acquired from suppliers (§§433, 651 of the German Civil Code (BGB)). Unless otherwise agreed, the Terms in force at the time the Buyer places their order, or failing that, the latest version provided to the Buyer in text form, shall constitute the legal framework for all future purchases of a similar nature, without requiring an indication of their application from us for each individual transaction.
(3) Our Terms shall apply exclusively. Any terms of the Buyer that contradict or differ from the following terms and conditions shall only apply when we have expressly accepted them in writing. Our consent is required without exception, for example, when, having knowledge of the Buyer’s general terms and conditions, we execute the supply without reservations.
(4) Declarations and notifications of material importance that the Buyer must submit after conclusion of the contract (for example, setting deadlines, notification of defects, notices of termination, or deductions) shall only be valid if submitted in text form.
(5) To the extent necessary for the management of our business, we are authorized to store and process the Buyer’s data in electronic format to the extent permitted by data protection laws.
(1) The range of products and services we offer is subject to change without prior notice. This also applies when we have provided the Buyer with catalogs, technical documentation (for example, drawings, plans, calculations, references to DIN standards), other product descriptions, or documents, including in digital format.
(2) The order placed by the Buyer shall be considered a binding offer. Unless otherwise specified in the order, it may be accepted within a period of 2 weeks from the date of receipt.
(3) Acceptance shall be communicated in text form (for example, order confirmation) or shall be deemed effective upon delivery of the Goods to the Buyer.
(1) The Goods shall be supplied EXW Eichenzell (Incoterms 2010), which is also the place of performance for delivery of the Goods and for any supplementary services. At the request and expense of the Buyer, the Goods shall be shipped to another destination (sale by dispatch). Unless otherwise agreed, we shall have the right to determine the method of shipment (in particular, the carrier, shipping route, and packaging).
(2) The risk of accidental loss and deterioration of the Goods shall pass to the Buyer at the latest upon delivery. In the case of sale by dispatch, the risk of accidental loss and deterioration of the Goods, as well as the risk of delay, shall pass to the Buyer upon delivery of the Goods to the carrier, freight forwarder, or any other person responsible for carrying out the shipment.
(3) When the Buyer is in delay in accepting the Goods or fails to perform acts of assistance, or when delivery is delayed for other reasons for which the Buyer is responsible, we shall have the right to claim compensation for damages suffered as a consequence, including additional costs (for example, storage costs).
(4) In relation to open orders (successive delivery orders), approximately the same quantities shall be requested each month, unless otherwise agreed in writing. The entire order quantity shall be deemed requested one month after expiration of the request period or, failing that, twelve (12) months after the contract date.
(5) The supply of goods or services in installments is permitted, except when unreasonable for the Buyer.
(6) Goods ordered in error shall not be accepted for return.
In the event of an act of force majeure affecting us or our suppliers, we shall have the right to suspend performance of our delivery obligation for the duration thereof. The same shall apply in the event of energy or raw material shortages, strikes, orders issued by authorities, or interruptions to operations or transit. Performance of our obligations is subject to compliance with national and international commercial legislation, sanctions, and embargoes.
(1) The delivery period shall be agreed on a case-by-case basis; alternatively, we shall notify the delivery period in the order acceptance.
(2) The commencement of the stated delivery period shall be subject to clarification of all technical matters and proper and timely fulfillment of obligations by the Buyer.
(3) In the event that we are unable to meet binding delivery dates for reasons for which we are not responsible (unavailability of performance), we shall notify the Buyer without delay.
(1) Our prices are EXW Eichenzell Incoterms 2010. Unless otherwise agreed, they do not include packaging, insurance, freight, or VAT.
(2) The Buyer shall pay the agreed price without deductions within 21 days of receipt of the invoice and delivery of the Goods. Payments made within 14 days are subject to a 2% discount.
(3) The Buyer may only set off undisputed or legally established counterclaims.
(1) We reserve ownership of the Goods until all payments for current and future claims arising from the contract and any ongoing business relationship have been received (Secured Goods).
(1) The Goods supplied by us comply with German regulations and standards currently in force. We do not guarantee that the Goods comply with other national regulations. It is the Buyer’s responsibility to ensure compliance with local legal requirements abroad.
(2) The Buyer’s rights regarding material or title defects are governed by statutory provisions, unless otherwise specified. The Buyer must inspect the goods and report defects within 28 days of delivery.
(1) We are liable in cases of intent or gross negligence. In cases of slight negligence, our liability is limited to breach of essential contractual obligations and to foreseeable and typical contractual damages.
(2) Liability for damages arising from personal injury is not subject to any limitation.
The limitation period for claims based on the supply of defective Goods and services, as well as for claims for damages, is one year from the date of delivery.
(1) These Terms and all legal relationships between us and the Buyer shall be governed by the laws of Germany, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG).
(2) For Buyers within the European Union, the place of jurisdiction shall be 36124 Eichenzell, Germany. For Buyers outside the European Union, all disputes shall be finally resolved in accordance with the Rules of the German Arbitration Institute e.V. (DIS) in Frankfurt am Main, Germany.