1. Our sales, delivery and payment conditions apply exclusively. Varying conditions on the part of the purchaser – unless defined in our corresponding quotations and written order confirmations – do not apply, unless we have expressly agreed to them. Our conditions continue to apply even if we make delivery in the awareness of contrary or varying conditions on the part of the purchaser.
2. All agreements made between us and the purchaser for the purposes of performance of this contract are recorded in this contract in writing.
3. Our conditions also apply for all future business transactions with the purchaser.
2. Price and payment
1. Unless specified otherwise in the order confirmation, our prices apply “ex-works”, and exclusive of packaging, which will be invoiced separately.
2. If it is found following conclusion of the contract that our claim to payment is a risk due to the inability of the purchaser to make payment, we are entitled to require the lodgement of securities within an appropriate time. If the purchaser fails to comply with this request, we are entitled to withdraw from the contract.
3. Reservation of ownership
1. We reserve ownership of the goods purchased until receipt of all payments resulting from the contract. If a current-account relationship has been agreed between us and the purchaser, the reservation of ownership also refers to the current outstanding balance. The same applies if such a balance is not recognised, and a “causal” balance is drawn instead, such as if the purchaser becomes insolvent.
2. The purchaser is entitled to resell the goods delivered subject to reservation of ownership to third parties in the normal course of business. If this is done, the purchaser is however hereby obliged to relinquish in our favour all claims against his customer accruing from the resale. The relinquishment is restricted in amount to the claim agreed between us and the purchaser as the final invoice amount including VAT. We hereby accept such relinquishment. If the securities lodged in our favour exceed the realisable value of our claims by more than 20 %, we are obliged, at the request of the purchaser, to release the corresponding securities.
4. We reserve the right to make technical modifications, provided that this is reasonable for the purchaser.
5. Liability for faults
1. The rights of the purchaser regarding faults require that the purchaser has complied with his examination and complaint obligations as specified by § 377 HGB (German Commercial Code).
2. If the goods purchased prove to be faulty, the supplier is entitled, at his discretion, to provide fulfilment either by rectifying the fault or by supplying new, fault-free goods.
3. The limitation period for fault claims is one year from the date of transfer of risk.
1. In the event of infringement of obligations, we are liable only in the case of deliberate or gross negligence. In the event of minor negligence, we are not liable, unless the damages sustained are due to negligent infringement of a cardinal contractual obligation. If we are liable on such grounds, our liability is limited to the typical, foreseeable damages existing at the time of conclusion of the contract.
2. If liability for compensation for damages by us is excluded or restricted, this also applies with regard to the personal liability of our employees, workers, representatives and other persons engaged by us for purposes of contract fulfilment.
3. If we are liable in accordance with the above conditions, our liability, particularly in the context of Para. 1 Sentence 2 and Sentence 3, is restricted to the amount of the purchase price.
1. Packaging and dispatch will be carried out to the best of our judgement, although we accept no liability for selecting the quickest or cheapest method.
2. Place of fulfilment for the delivery is our delivery warehouse, unless agreed otherwise in individual cases. All deliveries are made at the cost and risk of the purchaser.
3. If we fall into delay arrears because of a bindingly agreed delivery time, the claim of the purchaser to compensation for late delivery damages as a result of infringement of obligations on our part is 0.5% of the purchase price for every complete week of the delay, up to a maximum of 5% of the purchase price.
4. If the delivery delay is due to culpable infringement of a cardinal obligation on our part, we are liable in accordance with legal regulations; in this case, the liability for compensation for damages is limited to the typical, foreseeable damages sustained by the purchaser.
8. Place of fulfilment and jurisdiction
Place of fulfilment for both parties to the contract is the head offices of the supplier. The exclusive place of jurisdiction, at the discretion of the supplier, is either his or the purchaser’s place of residence.