The following terms and conditions apply – even without special reference – to all our business transactions. Deviating agreements and subsidiary agreements must be in writing. We are not bound by any other purchasing or business conditions of our business partners, even if we do not expressly object to them.
2. Offer and Conclusion
Our offers are subject to change without notice.
We are not liable for transmission errors. Orders placed are binding according to our written confirmation. The invoice is valid for goods that are immediately available, otherwise our dispatch note / delivery note is the order confirmation.
Our prices are subject to change. We charge the prices valid on the day of delivery. Our prices are ex works or warehouse. Our invoices are based on the costs of materials, wages, import, packaging, transport and insurance as well as exchange rates valid at the time of order.
4. Terms of Payment
Unless otherwise agreed, invoices are payable 30 days after the invoice date net cash without deduction and without reminder. Payment shall be made irrespective of any complaints. Rights of retention or set-off are excluded. Payments will be set off against outstanding claims or in accordance with §367 BGB (German Civil Code) at our discretion. Payments by cheque or bill of exchange are not accepted. Discount charges or other costs shall be borne by the business partner. In the event of default of payment, interest on arrears shall be paid – subject to the assertion of further rights – in the amount of the bank interest customary for overdraft facilities, but at least 3% above the respective Bundesbank discount rate. In addition, all outstanding receivables – even if bills of exchange have been accepted – are due after a short reminder. In the event of a significant deterioration in the financial circumstances of our business partner, we are also entitled to make all outstanding receivables due by means of a short-term reminder. From the time of maturity, the above-mentioned interest rate is to be paid. In the event of default of payment or in the event of a considerable deterioration in the financial circumstances of our business partner, we are no longer obliged to make further deliveries from any current transactions.
5. Sending of Invoices
The invoice can be sent by post or e-mail at our discretion. The customer agrees to receive invoices electronically. Electronic invoices will be sent to the customer by e-mail in PDF format to the e-mail address provided. At the express request of the customer, the sending of invoices can also be switched to delivery by post at any time. We reserve the right to charge a processing fee of 2.95€ per invoice for the postal dispatch of invoices.
6. Delivery, Dispatch and Shipping
Delivery dates are not binding.
Partial deliveries as well as production-related excess or short deliveries to a justifiable extent are permissible. In the case of firmly agreed delivery dates (written confirmation by us), the deadline is deemed to have been met if the goods have left our warehouse/works by the end of the deadline. Delivery dates shall be extended accordingly if our business partner is in default. In the event of our own delay, we shall be granted a reasonable period of grace. After fruitless expiry, our business partner may withdraw from the contract. Claims for damages due to non-performance or delayed performance are excluded. This does not apply in case of intent or gross negligence. Shipment, loading and transport are always at the risk and expense of the business partner or customer. The correct mode of dispatch is determined by us.
7. Force Majeure
Events of force majeure affecting us or our suppliers entitle us to suspend deliveries for the duration and to the extent of the hindrance or, at our discretion, to withdraw from the contract in whole or in part by notifying the purchaser, excluding any claims, to the extent permitted by law.
Force majeure includes in particular strikes in our operations or those of our suppliers as well as those of the companies (charterers, carriers) on whose cooperation we are dependent, import embargo, transport disruptions, fire damage, pandemics, etc.
8. Retention of Title
The delivered goods remain our property (reserved goods) until full payment of all present or future claims arising from the business relationship, regardless of the legal basis. Balancing of current account and recognition shall not affect the retention of title. Our business partner may only resell the goods subject to retention of title in the ordinary course of business if he has not assigned the claim from resale to third parties in advance, or if the goods subject to retention of title have been pledged or transferred by way of security and he has to stop his payments. In the event of resale, the business partner hereby assigns to us already now the claims against his customers to which he is entitled from the resale in full with all ancillary rights in advance, in order to fulfil all our claims from the business relationship. If the securities from the simple, extended or prolonged reservation of title exceed our claims to be secured by more than 20%, we will release fully paid deliveries at our discretion in individual cases. In response to simple requests by us, the assigned claims are to be described precisely. The authority to sell reserved goods in the ordinary course of business ends with the suspension of payment of our business partner or if bankruptcy or composition proceedings are applied for against his assets. We are to be informed immediately of any seizure or other influence of third parties on our goods subject to retention of title and are to be given every assistance to protect our rights. Furthermore, our business partners must provide us with all information and documents necessary to assert our rights. In particular, they must be allowed to inspect their books and invoices. Our business partner shall bear all costs arising from the assertion of our security rights.
9. Liability for Defects, Notices of Defects, Returns
Complaints or objections must be made to us in writing immediately, at the latest within two weeks of receipt of the goods. We will take back defective goods that have been notified in good time and on which a material or manufacturing defect is proven to be faultless and replace them with faultless goods. We are liable for replacement deliveries to the same extent as for the first delivery. Other claims, especially those for compensation for indirect damage, are excluded in any case. This shall not apply in the case of intent or gross negligence. Return deliveries must always be made free domicile or will be arranged by us after prior consultation. Shipments that are not free will be rejected to the sender. Goods will only be taken back after prior agreement less 17.5% restocking fee.
10. Place of Performance, Jurisdication, Choice of Law, Partial Invalidity
The place of performance and jurisdiction for all disputes – also for actions on bills of exchange and cheques – is Mönchengladbach.
We are entitled to sue the business partner or other debtor at the court having jurisdiction for his registered office. The business relationship shall otherwise be governed by German law. The invalidity of individual provisions of these terms and conditions shall not affect the validity of the remaining provisions.
Our general data protection information in accordance with Article 13 DSGVO on the processing of your data can be found at:
12. Regulation on Online Dispute Resolution in Consumer Matters
We do not take part in dispute resolution proceedings before a consumer arbitration board. Please note that the European Commission provides a platform for out-of-court online dispute resolution (OS Platform). The platform can be accessed at http://ec.europa.eu/odr.