Terms of Payment and Delivery
Terms of payment and delivery
1. Field of application
Our terms of payment and delivery are applied exclusively, and are agreed by the customer with order placing, likewise they are applied for future business dealings, even if they are not refered to explicitly, given that the terms reached the purchaser attached to a confirmed order before.
If an order was placed deviating from our terms of payment and delivery, still our terms of payment and delivery will be applied, even when we have not objected. Consequently deviations are only accepted when confirmed explicitly in written form. We are entitled to assign demands from our buisness contacts.
Our prices do not include skonto or further reductions and are meant plus VAT at the time ruling tax level in EURO ex factory. Given prices are open until signing of the contract.
Shipment shall be effected ex works. For packing and shipment costs the customer is charged at cost price. A transportation insurance is only covered on explicit customer requirement and then charged also at cost price. Shipment at buyer’s risk. Shipment by post, by UPS or by freight carrier. Special customer wishes should be announced when placing the order, and will be fulfilled wherever possible.
4. Delivery and delayed delivery
We reserve the right of design modifications, variances in colour and extent of delivery, as far as the object of purchase is not modified substantially and possible modifications can be deemed reasonable with respect to the purchaser.
In case that reasonable doubts about the financial solvency of the customer occur after signing the contract, we can deny delivery until payment of the purchase price or a provision of a security.
Difficulties in delivery and delayed delivery, which have not been caused intentionally or grossly negligent by us, especially such caused by acts of nature, operational disruption or unpunctual delivery of our own suppliers, enable us to withdraw from the contract completely or partially. Part delivery respectively part invoices are acceptable.
5. Payment and payment default
The purchaser is obliged to pay the purchase price within 30 days after date of invoice, after the expiration of this deadline the purchaser is in default of payment. A set-off by the purchaser with counter-claims is precluded unless the counter-claims are undisputed and declared to have legal force. The purchaser has not the authority to assert a right of retention, unless they are based on the same contractual relationship or the counter-claims are undisputed and declared to have legal force.
Default interests are charged amounting to the corresponding legal interests. The assertion of more substantial damage compensation claims remain reserved. If the purchaser is in arrears with us with regard to any payment obligations, all existing debts immediately become due. All payments are to be exclusively paid with discharge of debts to: Raiffeisenbank eG, Lauf a. d. Pegnitz (German bank code: 760 610 25), bank account number: 392 944, IBAN: DE92760610250000392944, Raiffeisen Volksbank eG (German bank code: 765 600 60), bank account numer: 667625, tax numer: 241/135/43325.
6. Reservation of proprietary
Delivered goods shall remain our property until full settlement of all our claims from the running business relationship. Should the purchaser fail to comply, in particular by not effecting payment by the agreed date, we may cancel the agreement and repossess the items delivered under retention of title, and the purchaser shall be obliged to return said items.
The purchaser is entitled to sell goods in proper buisness transactions, which are subject to reservation, but in this case he has to transfer all the demands which arise out of the sale of this goods subject to reservation in order to secure our claims against the purchaser, this transfer is presumed from now on. As far as the customer meets his payment obligations we will not recover the assigned claims.
If the customer defaults on payment, he is obliged to furnish us with all necessary details of the assigned debts and the debtors for the purpose of collecting these claims, and to notify the debtors of the assignment.
Any further processing or machining of the reserved goods is effected by the customer for us without any obligations for us resulting therefrom. Should the goods be processed, blended or joined with other objects, which are not owned by us, we shall be entitled as co-ownership of the new object in the ratio of the value of the reserved goods to the other goods at the time of the combination.
If the buyer aquires the sole property in the new object, the contractual partners agree in the fact, that we shall obtain co-ownership with regard to the new items at the rate of the value of the processed or respectively combined or mixed goods, and the buyer shall keep this safe for us without charge. Pledging or assigning as collateral of our goods is only allowed with the prior written consent. The buyer has to inform us immediately about attachment of subjects of reservation or assigned book accounts by third parties. If there are reasonable doubts regarding the buyers solvency we are entitled to pick up the goods reserved without the buyer’s consent, as far as the buyer shall not furnish sufficient security within an adequate period of time set by us. The validity of the contract as a whole shall not be effected by this. In the case of installment businesses these regulations shall only apply to business people.
To enforce the entitlements from property to which we have retained the title, there shall be no need to withdraw from the contract, unless the debtor is consumer.
Any complaints of our deliveries shall be announced immediately after discovery of the mistake, but at latest within the period of limitation of eight days from arrival of the goods. For defective goods we will fulfill the warranty at our choice by rework or replacement delivery.
If rework or replacement delivery shall fail, the customer is entitled at his direction to a corresponding reduction of the purchase price or to withdraw from the contract. From possible entitlement to damages and reimbursement for expenses the customer may have accumulative claims.
Public statements, claims or advertising shall not be classed as information on the properties of the item for sale. The purchaser’s right to claim for warranty, damages or expenses shall expire – without prejudice of buyer’s rights within the meaning of §§ 478, 479 BGB – one year from the delivery of the goods.
We shall principially not be held liable – irrespective of the legal grounds – for any slightly negligent breach of contractual obligations by us, our legal representatives or vicarious agents. In case of a slight negligence of duties the contractual obligation to pay compensation is limited to typical forseeable damages, which again is limited to not more than twice the amount of the order value of the contract which is underling the event.
We shall principially not be held liable for slightly negligent caused default of delivery or impossibility. The above cases of exclusion and limitation of liability do not apply to personal injury or injury to health, loss of life or culpability of strict liability, e.g. product liability law.
9. Place of fulfillment, court of jurisdiction and applicable law
The contractual relationship is solely subject to German law, particularly the German Civil Code and the Commercial Code. The selected court of jurisdiction at our choice is the location of the company.