1. Scope of the General Terms and Conditions
The Terms and Conditions laid down here after shall exclusively apply to all our deliveries, including the deliveries from future business transactions, unless contrary special conditions have been agreed. The ineffectiveness of individual conditions shall not affect the validity of the remaining conditions. The same shall apply if individual conditions do not become part of the agreement.
2. Conclusion of the agreement
If contracts of purchase and sale are concluded verbally or by telephone and subject to written confirmation, the content of the letter of confirmation shall apply, unless the recipient lodges an immediate protest.
3. Delivery
We shall be entitled to fulfill the contractual obligation through partial deliveries. Should a delivery on call be agreed, the Buyer shall be obliged to call for delivery within a reasonable time limit. We shall be entitled to ask for call for complete delivery of the contractual obligation within one year after the conclusion of the present agreement. If the delivery should become impossible or excessively difficult due to force majeure, authority measures, factory shutdown, strike or similar circumstances - also on the part of our suppliers - we shall be freed from any obligation to deliver for the duration of the obstruction and the aftereffects thereof. Such events shall also entitle us to rescind the contract. Should the delivery by our subcontractors not take place in full or insufficiently, we shall be entirely or partly freed from our obligation to deliver. This shall only apply if we have taken all necessary measures to acquire the goods to be delivered by us and if we have notified the buyer of the delivery obstruction without delay. In this case, we shall undertake to assign our claims towards our suppliers to the buyer on his request. We shall undertake, in the event that we are irrevocably freed from the obligation to deliver, to refund any payments already made by the contracting party. Increases in transportation costs, changes in tariffs, surcharges due to freezes, high or low water may be added to the purchase price, if the delivery takes place more than four months following the conclusion of the contract. The shipment – even within the same town – shall take place at the buyer’s expense and risk, even if the goods are transported with our vehicles. The buyer shall also bear all risk in the event of carriage free delivery.
4. Packaging
The goods shall be packed in a customary manner at the buyer’s cost. Returnable packaging shall be emptied by the buyer without delay and returned carriage free and in impeccable condition. It may not be refilled with other goods or used for any other purpose.
5. Notice of defect
Reprimands due to obvious defects or deviations of the composition of the goods or due to the delivery of goods obviously different from the ordered ones may only be put forward immediately, but within one week upon the receipt of the goods or after the defect has become obvious at the latest. Should the ordering party be a general merchant, we shall guarantee the faultlessness of our product for the duration of one year as from the delivery date. Notices of defect shall only entitle to a reduction. We shall only be liable for gross negligence in the event of missing guaranteed features. Any losses or damages occurring during the rail transport must be complained against the railroad company and attested by railroad officials prior to the acceptance of the consignment; otherwise the compensation claim against the railroad company shall expire. Defects occurring during the rail transport shall not result in an entitlement to no acceptance of delivery.
6. Payment
Unless expressly stated otherwise, our prices principally do not include statutory VAT. If no other terms have been agreed, the payment shall take place without any deduction, immediately upon receipt of the invoice. In the event of a delivery on credit, the period allowed for payment shall be determined according to the delivery date. A payment by bill of exchange shall only be allowed upon express authorization and, even in this event, shall only be accepted on account of payment. Discount charges, bill of exchange taxes and collection costs shall be borne by the buyer and shall be payable without delay. In the event of payment by cheque not the cheque receipt but its final cashing shall be considered as payment, if the supplier has immediately submitted the cheque to a bank for cashing. In the event of late payment, the customer’s individual invoice amounts on the cheque account will be set on a 8% yearly interest rate over the base interest rate according to paragraph 1 of the DÜG [German Transitional Discount Rate Act] from the due date (receipt of 1st reminder) or one month upon the invoice date of the invoices which form part of the outstanding balance on the account. The buyer may only set off counterclaims which are not denied by the supplier or have been legally ascertained. The buyer may not exercise any right of retention arising from other contractual relationships. Should we grant the buyer installment payment, he must adhere strictly to the fixed times of payment. In the event that the buyer does not adhere to the fixed time of installment payment, this shall be deemed a final, serious refusal to perform, unless the buyer makes a declaration to the contrary within one week upon the expiry of the time of payment. Such effect shall take place without express prior notification to the buyer.