Terms and Conditions
As of 08/2020
Validity of the conditions
1. Our deliveries and services are carried out exclusively on the basis of these terms and conditions. Differing terms and conditions of the partner that are not expressly recognized by us are not valid.
Offer and conclusion of contract
2. Our offers are subject to change and non-binding. Orders/listings only become binding with our written confirmation. The same applies to additions, modifications and additional agreements.
3. The information, drawings, illustrations and service descriptions contained in catalogs, price lists or the documents accompanying the offer are approximate values that are standard in the industry, unless they were expressly designated as binding in the order confirmation. Technical changes are generally reserved.
4. The minimum purchase quantities are the respective packaging units according to the catalog. If no original packaging units (PU) are accepted for the order items according to our price list, a surcharge of 5% will be charged.
5. Unless otherwise stated, the prices of the current dealer price lists (HEK), less the discount/net price agreements or the prices contained in our offers are valid. The prices stated in the order confirmation in euros plus the respective statutory VAT are decisive. Any additional deliveries and services will be invoiced separately.
If the invoice amount remains below €150, a small quantity surcharge of €15 will be charged.
6. Unless otherwise agreed, prices are ex works, excluding insurance and packaging.
7. If there is a significant change in wage, material, energy costs, exchange rate fluctuations, etc., we reserve the right to adjust the prices appropriately, even during the season.
8. We deliver free of charge for goods with a net value of €750 or more.
Deliveries below the free delivery limit agreed with your company will be charged €30 or parcel service shipments will be charged €15.
Shipments under €250 are sent ex works, excluding packaging.
Those who collect the goods themselves receive 3% freight reimbursement from a net value of €750.
9. The delivery time is only considered an approximate agreement. Even if a specific calendar delivery time has been agreed, there is still no fixed trading transaction within the meaning of Section 376 Paragraph 1 of the German Commercial Code (HGB). This also requires the contractual partners to agree that, for example: For example, in the case of seasonal goods or advertising campaigns, if the delivery deadline is not met, the contract can be terminated by withdrawal and, if we are at fault, compensation can be claimed for non-fulfillment. Furthermore, delivery dates or deadlines, which can be agreed upon bindingly or non-bindingly, must be in writing.
10. We have delays in delivery and performance due to force majeure and events that make delivery significantly more difficult or impossible for us – this includes, in particular, labor disputes, unrest, official measures, non-deliveries from our suppliers, etc. – even in the case of bindingly agreed deadlines and Not available for appointments. You entitle us to postpone the delivery or service for the duration of the hindrance plus a reasonable start-up time or to withdraw from the contract in whole or in part because of the part that has not yet been fulfilled, without the partner being able to derive any claims for damages from this. If the partner encounters the aforementioned obstacles, the same legal consequences also apply to his acceptance obligation.
11. The contractual partners are obliged to immediately inform the other party of the beginning and end of obstacles of the aforementioned type.
12. Partial deliveries and partial services are permitted, as far as is customary in the trade, and will be invoiced separately. They are inadmissible in exceptional cases if partial fulfillment of the contract is of no interest to the partner.
13. Delivery quantities that deviate from the order are permitted within the tolerances specified in DIN 7521. The delivery quantity determined by us is decisive for the calculation.
14. If subsequent changes to the contract by the partner affect the delivery period, this may be extended to a reasonable extent.
Retention of title
15. We reserve ownership of the delivered item until all payments from the delivery contract have been received. If the partner does not fulfill his contractual obligations, especially in the event of late payment, we are entitled to withdraw from the contract and demand the return of the delivered item; the partner is obliged to return the item.
16. The partner is entitled to resell the delivered item in the ordinary course of business. He hereby assigns to us all claims in the amount of the invoice value of our claim or in accordance with the value of the reserved goods delivered, which accrue to him through the resale to a third party. We accept the assignment. After the assignment, the partner is authorized to collect the claim. We reserve the right to collect the claim ourselves as soon as the partner does not properly meet its payment obligations and defaults on payment. The handling and processing of the delivered item is always carried out in our name and on behalf of us. If items are processed that do not belong to us, We acquire co-ownership of the new item in proportion to the value of the item we delivered to the other processed items. The same applies if the item delivered is mixed with other items that do not belong to us. If the delivered item is connected to a piece of land, the partner assigns to us the security claim that accrues to a third party due to the connection. We undertake to release the securities to which we are entitled at the partner’s request if their value exceeds the claims to be secured by more than 20%. the partner assigns to us the security claim that arises from the connection against a third party. We undertake to release the securities to which we are entitled at the partner’s request if their value exceeds the claims to be secured by more than 20%. the partner assigns to us the security claim that arises from the connection against a third party. We undertake to release the securities to which we are entitled at the partner’s request if their value exceeds the claims to be secured by more than 20%.
17. If the partner defaults on payment, we are entitled, after setting a reasonable grace period, to demand the return of the reserved goods at the partner’s expense, even without withdrawal.
18. The partner hereby assigns all claims and rights from the sale of goods to which we have ownership rights to us as security. We accept the assignment.
19. The partner must inform us immediately about third-party enforcement measures against the reserved goods, the claims assigned to us or other securities and hand over the documents necessary for an intervention. This also applies to impairments of any other kind.
20. We will release the securities to which we are entitled in accordance with the above provisions at the partner’s request to the extent that the realizable value of the goods delivered under retention of title exceeds the claims to be secured by more than 20 percent.
21. We are responsible for the flawless production of the goods we deliver.
22. We are not responsible for material defects caused by unsuitable or improper use, incorrect assembly or commissioning by the partner or third parties, normal wear and tear, incorrect or negligent handling, nor for the consequences of improper changes or changes made without our consent Repair work by the partner or third parties. The same applies to defects that only insignificantly reduce the value or suitability of the goods.
23. Unless otherwise agreed, the statute of limitations for claims for material defects is governed by the law.
24. The partner must
report obvious defects in writing immediately after receipt of the goods at the destination; hidden defects must be reported in writing immediately after the defect is discovered.
25. If a complaint about defects is justified and made in a timely manner, we will, at our discretion, repair the goods complained about or deliver a flawless replacement.
26. If we do not fulfill these obligations or do not comply with them within a reasonable period of time, the partner can set us a final deadline in writing within which we must fulfill our obligations. If this period has expired without success, the partner can demand a reduction in the price, withdraw from the contract or have the necessary repairs carried out himself or by a third party at our expense and risk. If the repair was successfully carried out by the partner or a third party, all of the partner’s claims are settled with reimbursement of the reasonable costs incurred. A reimbursement of costs is excluded if the expenses increase because the goods have been moved to another location after our delivery, unless
27. Unless otherwise agreed, all invoices are due for payment without deductions within 30 days of the invoice date after delivery of the goods. If payment is made within 14 days of the invoice date, a 2% discount will be granted provided the partner is not in default with the payment of claims.
28. If we have undisputedly delivered partially defective goods, our partner is still obliged to make payment for the defect-free portion, unless the partial delivery is of no interest to him. Otherwise, the partner can only offset counterclaims that have been legally established or are undisputed.
29. If the target is exceeded, we are entitled to charge default interest at the rate that the bank charges us for overdrafts, but at least 5 percentage points above the respective base interest rate.
30. In the event of delayed payment, we may, after written notice to the partner, stop fulfilling our obligations until payments are received.
31. Bills of exchange and checks are only accepted by agreement and only on account of performance and under the condition that they can be discounted. Discount charges are calculated from the due date of the invoice amount. There is no guarantee that the bill of exchange will be presented correctly and that any protest against the bill will be raised.
32. If the partner engages a central settlement company, the debt-discharging invoice settlement only occurs when the payment is credited to our account.
33. If, after conclusion of the contract, it becomes apparent that our claim to payment is jeopardized by the partner’s inability to perform, we can refuse performance and specify a reasonable period of time for the partner to pay or provide security in parallel with delivery. If the partner refuses or the deadline expires without success, we can withdraw from the contract and claim damages for non-performance.
34. Sales and presentation aids that are made available to the partner free of charge remain our property and can be reclaimed at any time. During the Partner’s use of the sales and presentation aids, all associated risk is transferred to him. He undertakes to only equip the sales and presentation aids with our goods and to provide compensation in the event of loss or damage for which he is responsible.
35. Unless otherwise stated below, other and further claims of the partner against us are excluded. This applies in particular to claims for damages due to delay, impossibility of performance, culpable breach of additional contractual obligations, negligence when concluding the contract and unlawful acts. We are therefore not liable for damage that did not occur to the delivered goods themselves. Above all, we are not liable for lost profits or other financial losses to the partner.
36. The above limitations of liability do not apply if we caused the damage intentionally or through gross negligence or if we have breached essential contractual obligations. If an essential contractual obligation has been breached by us, we are only liable for contract-typical, reasonably foreseeable damage.
37. The limitation of liability also does not apply in cases in which, according to the Product Liability Act, liability is assumed for personal injuries or property damage to privately used items in the event of defects in the goods delivered. It also does not apply in the event of injury to life, body or health, in the absence of guaranteed properties, if and to the extent that the guarantee was intended to protect the partner against damage that did not occur to the delivered goods themselves.
38. The partner’s recourse claims against us only exist to the extent that the partner has not made an agreement with its customer that goes beyond the statutory claims for defects. The last sentence of Section 23 also applies to the scope of recourse claims.
39. To the extent that our liability is excluded or limited, this also applies to the personal liability of our legal representatives and vicarious agents.
40. Documents and drawings provided as well as services provided by us and suggestions for the design and manufacture of forged parts may not be made accessible to third parties without our consent.
Applicable law, place of jurisdiction, partial invalidity and transferability of contractual rights
41. The law of the Federal Republic of Germany applies to these terms and conditions and all legal relationships between the contractual partners. The application of the United Nations Convention of April 11, 1980 on Contracts for the Sale of Goods (CISG – “Vienna Sales Convention”) is excluded.
42. For all legal disputes, including in the context of a bill of exchange and/or check process, our place of business is the place of jurisdiction if the partner is a merchant, a legal entity under public law or a special fund under public law. We are also entitled to sue at the partner’s registered office.
43. Should a provision in these terms and conditions or a provision within the framework of other agreements be or become invalid, the validity of the rest of the contract will not be affected. In this case, the contractual partners are obliged to replace the ineffective provision with a provision that is as economical as possible.
44. The mutual contractual rights may only be transferred with mutual consent.
Subject to technical changes and printing errors.