General Terms and Conditions

I. Scope of Delivery

1. The scope of delivery is determined by the supplier’s written order confirmation. In the case of an offer from the supplier with a time limit and timely acceptance, the offer shall apply if no order confirmation is provided in time. Side agreements and amendments require written confirmation by the supplier.

2. If special tools are ordered, the order quantity may deviate by approx. 10%, but at least 2 pieces, either above or below. The invoiced quantity shall be the delivered quantity.

II. Price and Payment

1. All stated prices apply exclusively to commercial customers. All prices are quoted in EURO net, plus statutory VAT. Short-term price changes are reserved. Technical changes and further developments are reserved. All product information and images are approximate. The decisive factor is the price listed in our offers.

2. Unless otherwise agreed, payment must be made without deduction to the supplier’s payment office within 30 days from the invoice date (also for partial deliveries).

3. The withholding of payments or offsetting with counterclaims disputed by the supplier is not permitted.

4. If the purchaser is in default of payment, the supplier is entitled to demand default interest at 4% above the respective discount rate of the German Federal Bank p.a. or the equivalent of the European Central Bank. If the supplier can prove higher damages caused by delay, he is entitled to claim them. However, the purchaser may prove that the supplier has suffered no damage or significantly less damage.

III. Delivery Time

1. The delivery period begins with the dispatch of the order confirmation, but not before submission of the documents, permits, and approvals to be provided by the purchaser, as well as receipt of an agreed advance payment.

2. The delivery period is deemed observed if the goods have left the factory or shipping readiness has been notified before it expires.

3. The delivery period will be extended appropriately in the event of labor disputes (in particular strike and lockout) or unforeseen obstacles beyond the supplier’s control that can be proven to significantly affect completion or delivery. This also applies if such circumstances occur at subcontractors. The supplier will notify the purchaser promptly of the start and end of such hindrances in important cases.

4. If shipment is delayed at the request of the purchaser, the supplier is entitled, after setting and expiration of a reasonable deadline, to dispose of the goods otherwise and to supply the purchaser within a reasonably extended period.

5. Compliance with the delivery period presupposes the purchaser’s fulfillment of contractual obligations.

IV. Transfer of Risk and Acceptance

Complaints: Deliveries must be checked immediately by the purchaser upon receipt for completeness, correctness, and damage. Complaints must be notified to us in writing no later than eight (8) days after receipt of the delivery. Otherwise, the delivery is deemed accepted. Transport damages must be reported in writing immediately upon receipt to both the carrier and to us.

1. Risk passes to the purchaser at the latest upon dispatch of the goods, even if partial deliveries are made or the supplier assumes other services, e.g., shipping costs or installation. Upon request, the shipment will be insured against theft, breakage, transport, fire, and water damage and other insurable risks at the purchaser’s expense.

2. If dispatch is delayed due to circumstances attributable to the purchaser, risk passes to the purchaser on the day the goods are ready for dispatch. However, the supplier must obtain the insurance requested by the purchaser at the purchaser’s expense.

3. Delivered items must be accepted by the purchaser, even if they have minor defects, without prejudice to the rights under Section VI.

4. Partial deliveries are permissible.

V. Retention of Title

1. The supplier retains ownership of the goods until all claims against the purchaser arising from the business relationship, including future claims from simultaneously or subsequently concluded contracts, have been settled. This applies even if individual or all claims are included in a current account and the balance is recognized. In the event of breach of contract by the purchaser, in particular default in payment, the supplier is entitled to reclaim the goods after issuing a reminder, and the purchaser is obliged to return them. Repossession or seizure of the goods only constitutes withdrawal from the contract if expressly declared in writing by the supplier. In the event of seizures or interventions by third parties, the purchaser must notify the supplier immediately in writing.

2. The purchaser is entitled to resell the goods in the ordinary course of business. However, he already assigns to the supplier all claims arising from resale against the buyer or third parties, including all ancillary rights. The purchaser remains authorized to collect these claims even after assignment, provided he meets his contractual obligations and is not insolvent. The supplier’s right to collect claims himself remains unaffected, but the supplier undertakes not to collect as long as the purchaser duly meets payment obligations and is solvent. The supplier may otherwise require the purchaser to disclose assigned claims and debtors, provide all necessary information, hand over documents, and notify the debtors of the assignment. If the goods are resold together with other goods not belonging to the supplier, the purchaser’s claim against the buyer shall be deemed assigned in the amount of the agreed delivery price.

3. If the supplier’s securities exceed the realizable value of claims by more than 20%, the supplier must release the excess securities.

4. The supplier may insure the goods at the purchaser’s expense against theft, breakage, fire, water, or other damage unless the purchaser proves that such insurance has been taken out himself.

5. The purchaser may neither pledge the goods nor assign them as security. In the event of seizures or other actions by third parties, he must notify the supplier immediately.

6. If the supplier incurs liability for bills of exchange in connection with payment of the purchase price by the purchaser, the retention of title and other securities do not expire until the bill is honored by the purchaser.

VI. Liability for Defects

The supplier shall be liable for defects in delivery, including the absence of expressly guaranteed properties, excluding further claims and subject to Section V.4, as follows:

1. Warranty rights of the purchaser presuppose compliance with the duties of inspection and notification under §§ 377, 378 HGB.

2. Parts that prove unusable or significantly impaired within 6 months of delivery due to circumstances prior to transfer of risk (faulty design, poor materials, or defective workmanship) will, at the supplier’s discretion, be repaired or replaced free of charge. Defects must be reported immediately in writing. Replaced parts become the property of the supplier. For defects in materials supplied by the purchaser, the supplier is only liable if he should have recognized them with due diligence. If dispatch is delayed without supplier fault, liability expires 12 months after transfer of risk. For third-party products, liability is limited to assigning the claims the supplier has against its own suppliers. For manufacturing according to purchaser drawings, the supplier is only liable for execution according to drawings.

3. Purchaser’s rights arising from defects expire within 6 months from timely notice of defect, but no earlier than the end of the warranty period.

4. No warranty is assumed for damages caused by: improper use, faulty assembly/commissioning by purchaser or third parties, natural wear and tear, improper handling, unsuitable materials, or chemical, electrochemical, or electrical influences not attributable to the supplier.

5–9. (Details maintained as in original: repair obligations, statute of limitations, exclusions of liability with exceptions for intent, gross negligence, essential obligations, product liability law, and expressly warranted properties).

VII. Liability for Ancillary Obligations

If due to the supplier’s fault the delivered item cannot be used in accordance with the contract because of omitted or faulty advice, proposals, or other contractual obligations (especially instructions for operation and maintenance), Sections VI and IX shall apply accordingly, excluding further claims.

VIII. Purchaser’s Right of Withdrawal and Other Liability

1–5. (As in original: rights of withdrawal in cases of impossibility, delay, or failed repairs/replacements, with exclusions of further claims except in cases of intent, gross negligence, essential obligations, product liability, or expressly warranted properties).

IX. Special Conditions for Processing Contracts (Finishing, Reworking, Modification, or Restoration of Tools)

1. Invoices are payable immediately without deduction.

2. No liability is assumed for the behavior of material sent for processing. If the material becomes unusable due to the processor’s fault, both his compensation claim and purchaser’s damages claim are void. This exclusion does not apply in cases of intent or gross negligence.

X. Other Liability

Where liability of the supplier exists, regardless of the legal basis, it is limited to a maximum of 5% of the value of the affected delivery. This limitation does not apply in cases of intent, gross negligence, or product liability for personal or property damage to privately used items.

XI. Jurisdiction

For all disputes arising from the contractual relationship, if the purchaser is a merchant, a legal entity under public law, or a special fund under public law, the action must be brought before the court responsible for the supplier’s head office or branch executing the delivery. The supplier is also entitled to sue at the purchaser’s head office.

Additional Information:
Our offer is aimed only at entrepreneurs within the meaning of §14 BGB. All prices are net prices plus VAT. The minimum order value is €25 net.

Complaints: Deliveries must be checked immediately by the purchaser upon receipt for completeness, accuracy, and damage. Complaints must be reported to us in writing no later than eight (8) days after receipt of the delivery. Otherwise, the delivery is deemed accepted. Transport damages must be reported immediately after receipt to both the carrier and to us.