§1 Area of application
(1) Our terms of business apply exclusively. We do not recognize contradictory terms or such terms of business employed by the buyer which deviate from those which govern our transactions, unless we have given written approval to their validity. Our terms of business even apply if we carry out the delivery to the buyer under reservation in full knowledge of the contradictory terms or such terms of business employed by the buyer which deviate from those which govern our transactions.
(2) All agreements which we make with the buyer for the purpose of executing this contract must be put in writing in this contract.
(3) Our terms of business also apply for any future transactions with the buyer, even if this is not prescribed in an express agreement.
(4) Our terms of business only apply towards businesspersons in the sense of §310 Abs. 1 BGB .
(1) Our offers are always free and unbinding unless a different regulation is stated in the order confirmation. We reserve the right to implement intermediate sales for items which are offered from the stocks on store and various delivery alternatives.
§3 Prices, terms of payment
(1) The prices apply ex works. Orders to the value greater than £ 250 carriage free -carriage on orders less than f 250 - £ 15.
(2) We retain the right to increase our prices accordingly if, after the conclusion of the contract, cost increases take place, in particular such as are related to wage agreements or increases in material prices. We will validate these increases on the request of the ordered.
(3) Provided that no other written agreements have been made, the following terms of payment shall apply: payment within 10 days after the invoice date minus 2 % cash discount or payment within 30 days after the receipt of the invoice net and in cash.
(4) In the event of delay in payment by the customer, we shall be entitled to charge interest in respect of the delay at the rate of 5% above the base interest rate (Basiszinssatz) p. a.. In the event that we are able to prove any further or greater damage, then we shall be entitled to recover this from the customer.
(5) Payments received will always be used to settle the oldest mature demand.
(6) The buyer only then has the right to settle payments against demands if his counter demands have been legally established, if they are undisputed or recognized by us. The buyer also does not have any right of retention arising from disputed counterclaims.
§4 Delivery times, delay in acceptance
(1) The deadlines and schedules stated by the seller are unbinding, unless a different written agreement has been made.
(2) Should the seller fall behind with deliveries for reasons for which he must carry the blame, then the buyer has the right to demand for each full week of delay a flat rate of delay compensation amounting to 0.5% of the net invoice value, however no more than 5% of the net invoice value.
(3) Should the buyer grant us an appropriate period in which to complete deliveries under threat of refusal after we have already fallen behind with deliveries, then the buyer shall have the right to withdraw from the contract after this period has passed without the deliveries being implemented, The buyer is only then entitled to claim compensation resulting from a failure to fulfill and amounting to the extent of the predictable damage if the delay resulted from intent or gross negligence.
(4) The limitation in liability in accordance with item (2) and (3) does not apply if a transaction for delivery by a fixed date between businesspersons had been agreed. The same shall apply if the buyer can enforce that his interest in the contractual fulfillment ceased to exist as a result of the delays for which we must bear responsibility.
(5) The adherence to our obligations of delivery presumes the punctual and correct fulfillment of the buyer's obligations.
(6) Part deliveries, as well as deviations with regards to quality, colour, fittings, dimensions, etc. are not permitted, even if these are common in trade.
(7) Should the buyer fall behind with the acceptance or violate in any other way the obligations to co-operate, then we retain the right to demand compensation for the damage we have suffered, including the additional expenditure. In this case, the risk of coincidental loss or a coincidental deterioration in the purchased object is transferred to the buyer the moment he falls behind with acceptance.
§5 Transfer of risk
(1) Provided that no other agreement is stated in the order confirmation, the delivery is agreed 'ex works'.
(2) Provided that no other express and written agreement has been made, the seller selects packaging and means of dispatch in accordance with his own best judgment.
(3) The risk is transferred to the purchaser as soon as the consignment is handed over to the person managing the transport or has left the seller's stores. Should the dispatch become impossible through no fault of the seller, then the risk is transferred to the buyer as soon as the readiness for dispatch is notified.
§6 Guarantee for defects
(1) The seller guarantees that his products are free of all fabrication and material defeats.
(2) The seller accepts a guarantee of 6 months after the transfer of risk. This period of guarantee is subject to a statute of limitations and also applies for the claims to replacement of damage caused as a result of defects, provided that no claims can be enforced as a result of improper handling. However, this obligation only applies for such defects as occur under normal operation conditions and during proper use. No obligations to provide a guarantee exists if the defect is based on improper use of the purchased object, or if the defect occurred as a result of the purchased object being given improper maintenance and care in accordance with the guidelines laid down by the manufacturer and if the defect is based on an improper alteration of the purchased object, in particular and improvement carried out by a third party. The guarantee does not cover natural wear and tear or damage caused by improper handling.
(3) All complaints are to be made in writing and without delay, no later however than one week after the receipt of the goods. Defects which, despite careful examination, cannot be detected within this period, are to be reported to the seller in writing after their detection.
(4) Should the purchased object have a defect for which we must bear responsibility, then we have the right to select between the rectification of the fault or replacement. Should we be unwilling or unable to implement the rectification of faults or replacement or, in particular, if this should be delayed beyond an appropriate deadline for reasons for which we must bear responsibility, or if the rectification of the fault or the replacement fail in any other way, then the buyer has the right to choose between withdrawing from the contract and demanding an appropriate reduction in the sales price.
(5) Should no other regulation arise from the following, then any further claims raised by the buyer o regardless of the legal reasoning are excluded. Therefore, we are not liable for such damage as is not suffered by the object of delivery itself In particular, we are not liable for any loss in profit or other material damages suffered by the buyer.
(6) The above stated exemption from liability does not apply if the cause of damage is based on intent or gross negligence, furthermore, it does not apply if the buyer enforces claims for compensation in accordance with § 276 Abs. 1 S. 1 BGB.
(7) To the extent that this is legally permissible, any obligation of replacement which exceeds the scope laid down in items (5) and (6) is excluded.
§7 Overall liability
(1) Any liability which exceeds the compensation intended by §6 items (5) to (1) is excluded, regardless of the legal nature of the claim which was enforced.
(2) The regulation according to item (!) does not apply for claims according to §§1, 4 product liability laws. The same applies for initial inability or impossibility for which responsibility must be accepted.
(3) The expiry of the claims arising from the product liability in accordance with §823 of the BGB is based on §6 item (2), regardless of the party against which these claims are being enforced.
§8 Assurance of the retention of property
(1) We will retain the sole ownership of the all delivered goods until the receipt of all payments from the business transactions with the buyer, even if the sales price for a claim which has been titled separately has been paid in full. In cases of current invoices, the retention of property of the deliveries applies as a mean of assuring the suppliers balance invoices.
(2) Should the buyer violate the terms of this contract, in particular by falling behind with payment, then we retain the right to forbid the sale of the retained goods to third parties, as well as to take back the purchased object. If we take back the purchased object, this does not mean that we have withdrawn from the contract, unless we have expressly declared this in writing. The buyer hereby declares his consent to the persons entrusted with taking back the objects which we own entering, even with a motorized vehicle, the grounds on which the objects are stored.
(3) In the event of third parties implementing seizure or other interventions, then the buyer must inform us without delay and in writing so that we can press charges in accordance with §771 2PO. Should the third party be unable to reimburse us for the court and out of court costs in accordance with §771 ZPO, then the buyer is liable for the loss which we have suffered.
(4) The buyer has the right to sell the purchased object within the framework of ordinary transactions. However, he automatically cedes all claims to us amounting to the sum of the final invoice sum (including VAT), to which he is entitled as a result of the sale to his buyer or to third parties. This shall apply regardless of whether the purchased object was sold again with or without further processing. In the case of current invoices, then the claim which has been ceded to us in advance by the buyer also refers to the recognised balance as well as, in the event of the buyer suffering bankruptcy, on the existing 'causal' balance. The buyer retains the right to collect this claim even after the cession. This does not affect our right to collect the claim ourselves. However, we enter into the obligation to refrain from collecting the claim provided that the buyer fulfils his obligations to pay from the proceeds received, is not in arrears with payment and no application for insolvency or bankruptcy proceedings has been filed or payment has been discontinued. However, should this be the case, we may demand that the buyer Inform us of the ceded claims and the debtor, provide all details required f for the collection, submits the appropriate documents and informs the debtors (third parties) of the cession.
(5) We enter into the obligation to release the sureties to which we are entitled on the request of the buyer provided that the value of our sureties exceeds the value of the claims which are to be assured by more than 20%. We are responsible for the selection of the sureties which are to be released.
§9 Court of jurisdiction
(1) Provided that the ordered is a businessman, the headquarters of our company shall be the court of jurisdiction. However, we have the right to press charges against, the orderer at his place of residence. Should the order confirmation state nothing else, then our company headquarters will be the place of fulfillment.
(2) No other laws than those of the Federal Republic of Germany shall apply. The enforcement of the uniform trade Taws of the EC is excluded.
§10 Partial voidness
(1) Should one of the regulations of these terms of business or a regulation of any other agreement be or become void, then this does not in any way affect the validity or the other regulations of this agreement.