General terms and conditions
The following terms and conditions shall apply exclusively to all business transactions with our contractual partners.
These also apply in the event of the provision of sample consignments.
Our terms and conditions also apply to all follow-up orders.
Deviating terms and conditions of the contracting party shall not become part of the contract even if we have not expressly objected to them.
They apply only if there is explicit written consent by us.
§1 | Placing of order, order and other declarations
Our offers are subject to change. Contracts, ancillary agreements, amendments and supplements must be in writing, verbal agreements must be confirmed in writing.
Orders become binding only with written confirmation of the order by us.
Confirmation letters of the contractual partner do not bind us, even if we do not contradict them.
§2 | Terms of payment
Our prices are ex works plus applicable sales tax, packaging, freight, postage and insurance.
Payment must be made within 14 days of the invoice date.
The retention or set-off with claims that have not been legally established or are not undisputed by us is excluded.
Bills of exchange or checks shall only be accepted if agreed and only on account of performance; they shall not be deemed payment until they have been finally honored.
We are entitled to require advance payment, if necessary.
§3 | Delivery
Our delivery is exclusively ex works, unless otherwise agreed.
Within a tolerance of 10% of the total order, production-related excess or short delivery is permissible. According to their extent, this changes the total price.
We are entitled to make partial deliveries, which in these cases are to be billed and paid for separately.
In the event of non-acceptance of the delivery or the shipping offer by the partner, we are entitled to set a grace period for acceptance of two weeks.
After that, we are entitled to withdraw from the contract or / and to claim damages for non-performance.
§4 | Delivery periods
Delivery periods and dates are non-binding, unless otherwise agreed in writing.
The agreement of delivery times does not constitute a firm deal.
If we can foresee that the goods cannot be delivered within an agreed delivery period, we will inform the partner immediately and in writing, inform him of the reasons and, if possible, state the expected delivery date.
We shall only be in default with a delivery if we are responsible for the non-delivery.
If a delivery period agreed by us and for which we are responsible is exceeded, we shall only be in default if a grace period of two weeks is set for us without success.
In the event of our liability arising from delay in delivery, § 8 of the General Terms and Conditions shall apply.
§5 | Transfer of risk
The risk shall pass to the contractual partner upon notification of readiness, at the latest upon dispatch of the goods, even if partial deliveries are made or if we have assumed other services, e.g. the costs of shipment.
§6 | Retention of title
We retain title to the goods delivered by us until all claims arising from the business relationship with the contracting party have been fulfilled.
The contractual partner is entitled to sell the goods subject to retention of title in the ordinary course of business as long as he fulfills his obligations arising from the business relationship with us in a timely and complete manner.
However, he may neither pledge the reserved goods nor assign them as security.
He shall be obliged to secure the rights of us in the credited resale of the reserved goods.
All claims and rights arising from the sale of the goods subject to retention of title, in which we have ownership rights, are hereby assigned by the customer to us by way of security.
The contractual partner shall be obliged to store the reserved goods carefully and to insure them sufficiently against loss and damage (theft, fire etc.).
He hereby already assigns to us the claim against the insurance company in the event of damage.
The contracting party shall also be obliged to inform us immediately of any enforcement measures taken by third parties.
§7 | Warranty
The warranty rights of the contracting party shall become statute-barred upon the expiry of one year.
The period begins with the delivery ex works.
The warranty shall not apply if the contractual partner improperly handles, maintains, stores, processes or uses the goods.
The same applies to defects that only insignificantly reduce the value or usability of the goods.
The customer shall give notice of obvious defects without undue delay, at the latest, however, within 5 days after receipt of the goods at the place of destination, and of non-obvious defects without undue delay after discovery of the defect. The complaint must be made in writing.
In the case of surface-colored goods, we do not guarantee the color fastness, nor for the rusting of products made of iron, as this is an unchangeable property of iron.
For changes due to chemical-physical reactions in subsequent use or in interaction with other objects and products, we do not assume any liability.
We shall not be liable for material defects caused by unsuitable or improper use, faulty assembly or commissioning by the partner or third parties, normal wear and tear, or faulty or negligent handling, nor for the consequences of improper modification or repair work carried out by the partner or third parties without our approval.
We shall be given the opportunity to determine the defect complained of. Goods about which a complaint has been made must be returned to us immediately at our request. We shall bear the transport costs to this extent if the notice of defect is justified. If the contracting party does not comply with these obligations or makes changes to the goods already complained about without our consent, it shall lose any claims for material defects.
In the event of a justified complaint made within the specified period, we shall, at our discretion, either repair the defective goods or supply a replacement in perfect condition. If we do not meet this obligation or do not meet it in accordance with the contract within a reasonable period of time, the contracting party may set us a final deadline in writing within which we must meet our obligations.
Only after the unsuccessful expiry of this period may the contractual partner demand a reduction in price, withdraw from the contract, or carry out the necessary rectification himself or have it carried out by a third party.
The assignment of warranty claims against us is excluded, unless legally established or recognized by us.
§8 | Other claims, liability
Unless otherwise stated below, other and further claims of the contractual partner against us are excluded.
This applies in particular to claims for damages for breach of obligations arising from the contractual obligation and from tort.
We are therefore not liable for damage that has not occurred to the delivered goods themselves.
In particular, we are not liable for lost profits or other financial losses of the partner.
The foregoing limitations of liability shall not apply in the event of intent, gross negligence on the part of our legal representative or senior employee, or culpable breach of material contractual obligations.
In the event of culpable breach of essential contractual obligations, we shall be liable - except in cases of intent and gross negligence on the part of our legal representative or executive employees - only for reasonably foreseeable damage typical of the contract.
Furthermore, the limitation of liability shall not apply in cases in which liability is assumed under the Product Liability Act for personal injury or property damage to privately used objects in the case of defective goods delivered.
It also does not apply in the case of injury to life, body or health and in the absence of warranted characteristics, if and insofar as the purpose of the warranty was precisely to protect the partner against damage caused to the delivered goods themselves.
Insofar as our liability is excluded or limited, this shall also apply to the personal liability of our employees, workers, staff, legal representatives and vicarious agents. The foregoing shall also apply to claims of the contractual partner due to delay or impossibility.
Any claims for damages shall become statute-barred within one year after delivery of the goods.
Any claims arising from culpa in contrahendo, breach of contractual ancillary and protective duties and tort shall become statute-barred after the expiry of one year, beginning with the date on which the contractual partner became aware of the damage, and of the party causing the damage.
All claims for damages shall become statute-barred within one year after delivery of the goods.
§9 | Ownership and property rights
All documents prepared by us, cost calculations offered, drawings, illustrations with samples, prototypes, tools and information, etc. shall remain our property rights and copyrights.
Without our consent, they may not be made accessible to others and must be treated confidentially and returned in full and free of charge upon our request.
The contractual partner shall also be liable for ensuring that the manufacture and distribution of the ordered products do not infringe the property rights of third parties.
In the event of an infringement, he shall be obligated to indemnify us against any claims arising therefrom.
It is irrelevant whether the property rights were known to us or should have been known to us.
§10 | Place of performance and jurisdiction
The place of performance for all unilateral or mutual services and claims resulting from the contractual relationship with the Partner is Kraftisried.
The exclusive place of jurisdiction for all legal disputes arising from this contract or in connection with this contract shall be the respective competent court for Kraftisried, provided that the contractual partner is an entrepreneur, a legal entity under public law or a special fund under public law.
§11 | Other provisions
The law of the Federal Republic of Germany shall apply exclusively.
The application of all conventions or laws on the international sale of goods (e.g. CISG-UN law), including German private international law, is excluded.
§12 | Severability clause
If any provision of the parties' contract or of these General Terms and Conditions is or becomes invalid, the remaining agreements shall remain in full force and effect.
In place of the invalid agreement, a provision shall be deemed to have been agreed which comes as close as possible to the economic purpose of the contract and the General Terms and Conditions.
The agreement of the written form can only be amended in writing.