§ 1 Validity of conditions
Deliveries, services and quotations on our part will be effected exclusively on the basis of these general terms of contract.
These terms of contract are also valid for all future business connections, even if not expressly specified again. At the latest, these provisions are valid on acceptance of the service. Counterconfirmations of customers or suppliers, with reference to their terms of contract and/or purchasing, are herewith opposed.
§ 2 Delivery deadlines
a) Delivery deadlines, which have been agreed to and are binding, must be submitted in writing.
b) Should a fixed delivery date not be adhered to on our part, then the customer can withdraw from the contract or request compensation for losses suffered due to non-performance, by granting a grace period of no less than 2 months and by simultaneously notifying us of a possible contract refusal. Should the customer request compensation for losses suffered, then the liability on our part is limited to 50% of the contract value for reasons of foreseeable losses and the amount of the loss.
c) We cannot be held responsible for delays in services due to acts of God and based on occurrences which significantly impede or make execution impossible on our part, or on the part of our suppliers and sub-suppliers - this specifically includes strikes, lock-outs, official orders, etc. - even if the delivery dates have been agreed to and are binding.
This authorizes us to extend the service for the duration of the hindrance and an additional reasonable starting time of at least 4 weeks, or to withdraw from the contract, completely or partially, because portions of the contract have not been fulfilled yet.
d) If the duration of the hindrance exceeds 3 months, then the customer has the right to withdraw from the contract, after granting a reasonable grace period and submitting a notification of possible contract refusal. In this case, a compensation for losses suffered due to non-performance is excluded.
§ 3 Passage of risk/ Freight charges
a) The customer is obliged to pick-up the merchandise within 8 days after we notified him of a fixed delivery date.
b) If the merchandise is not picked-up within the above mentioned time period, then we are authorized to ship it at the expense of the customer.
The way of shipment is left to our discretion.
In this case, the risk is passed on to the customer as soon as the shipment has been turned-over to the executing person, or has left our storage facility for shipment purposes, no matter whether, as an exception, it has been agreed to in the contract to pay the packaging and shipping charges. If a shipment is impossible through no fault of ours, the risk is passed on to the customer with the notification of the delivery date.
c) If the merchandise is not picked-up in time, we are authorized to charge a stallage of 25,-€ per day.
§ 4 Price, Payment
a) Decisive are the prices, plus respective legally valid value-added tax, stated in the written contract or the confirmation of the order on our part.
b) The prices do not include freight- or shipment and packaging costs, unless agreed otherwise.
d) On conclusion of the contract, the customer has to make a down payment of 30% of the value of the merchandise. If we have not received the down payment within one week after conclusion of the contract, we are justified to withdraw from the contract or request compensation for losses suffered, after granting a reasonable grace period with notification of possible refusal.
e) The balance is payable on delivery of the merchandise, in which we are still able to enforce the right of retention until the total selling price is absolutely at our disposal. The latter is a prerequisite for the timeliness of the payment as well as for the act of execution.
f) Should we be able to request compensation for losses suffered due to non-performance as a consequence of the customer’s default, in view of the down payment as well as the payment of the balance of the selling price, then 15% of the contractual net selling value will be charged. This does not exclude the enforcement of a higher claim for damages. It is at the customer’s discretion to prove that the claim for damages is lower.
§ 5 Reservation of title
The delivered merchandise remains our property until all claims (including all balances of the current account) are met, which arise from any legal justification against the customer on our part, now or in future.
The customer keeps our property free of charge. Pawning and transfers of ownership by way of security are not authorized. For security reasons, the customer cedes all claims, resulting from resale or any other legal justification (insurance, unlawful acts) of the reserved merchandise, to us already now.
If third persons claim the reserved merchandise, the customer will inform them of our property rights and notify us immediately, also furnishing us the complete address.
By default of the customer, we are justified to reclaim the reserved merchandise and, if necessary, request the cession of the customer’s claim for return against third parties. The reclaim as well as the pawning of the reserved merchandise through us is – as far as instalment laws are not applicable – no withdrawal from the contract.
With default, application and initiation of bankruptcy procedures, the insolvency proceedings by the district court or extrajudicial insolvency proceedings, the security case sets in, in which case the right of resale and authorization for collection of passed on claims expires.
§ 6 Liability
By intention and gross negligence, we are unlimited liable.
If the customer is a merchant, then the liability on our part for minor negligence is excluded, as far as no significant legally protected rights are affected, as far as non-insurable damages are concerned and as far as no specific conditions of trust have been established.
Regardless of whether the customer is a merchant or not, the liability amount on our part is limited to the net contract value (exception: default of delivery, for which §2 is applicable).
§ 7 Set-off
The customer is only then authorized to a set-off or enforcement of the right of retention when it has been determined, that the basic claim for set-off or enforcement of the right of retention is indisputable or legally valid.
§ 8 Warranty provisions
We guarantee, that the merchandise has been manufactured according to the warranty provisions of the respective manufacturer. Additional warranty claims are herewith expressly excluded.
§ 9 Maintenance instructions for vehicles
Herewith, we expressly refer to the maintenance instructions of the respective vehicle manufacturer.
§ 10 Applicable law, place of jurisdiction, partial invaliditiy
a) Applicable for all legal matters between us and the customer is the law of the Federal Republic of Germany. The applicability of the uniform international purchasing laws is expressly excluded.
b) If the customer is a registered trader according to the Commercial Code, a legal entity or special funds under public law, sole place of jurisdiction, for all disagreements resulting from the contract or indirectly, is the competent local court of the supplier, by cases exceeding 5.000, -€, the competent district court.
c) If particular provisions of these general terms of contract are or will become invalid, then the effectiveness of the remaining provisions are not affected. The party to the contract is then obliged to agree to new provisions, which come closest to the purpose of the invalid provisions.
§ 11 Written requirements
Subsidiary agreements and property guarantees can only be effectively agreed to when drawn up in writing.
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