Validity
We execute all orders placed with our company pursuant to the following conditions only, unless we explicitly have agreed in writing to deviate from this rule. An implicit recognition of terms which are different from the ones below is therefore excluded, especially with respect to the execution of the order placed with us. In case of explicitly agreed deviation from our general terms, the exclusive validity of the other terms which have not been subject to any modification, remains in effect.
Assumption of Risk/Calculation
All deliveries, even when free of charge, free on bord or cif, are shipped on the risk of the consignee. The calculation will be based on the prices valid on the day of the order. The VAT is billed according to the amount calculated on the day of delivery.
Terms of payment
Net payment within 14 days. The supplier is entitled to bill collection fees amounting to what will seem appropriate. If on the basis of previous agreements bills of exchange or cheques are issued or received in payment, the correspon-ding charges for discount, collection etc. shall be paid by the customer. Bills of exchange and cheques will be accepted under the usual reserve only and, in any event, will be considered as payment when honored or cashed.
Delays in delivery
Delays or obstructions in the delivery caused by fortuitous event, including also mobilization or war, stoppages of any kind, strikes and lockouts, scarcity of raw materials and fuel as well as unforeseeable measures - even when our suppliers are affected by such events - entitle us to cancel the existing obligations to deliver, in total or in part, without granting to the orderer neither any claim for damages, not even those pursuant to article 323 BGB (German Civil Code), nor any right of rescission. This also applies when only parts of the contract are not being complied with.
Credit position/Safeguard
If after acceptance or execution of the order, we learn of any event which may cause us to believe that the orderer is less solvent than we thought or that our claims could be jeopardized, we are entitled, by exceeding the provisions made under article 321 BGB (German Civil Code) and by deviating from any term of payment otherwise agreed upon, to either ask for immediate safeguard or require immediate cash payment. Even a temporary jeopardy of our claims may cause us to react this way. The same applies when the customer defaults in any of his obligations, e. g. payment or acceptance of shipments.
Liability
Liability claims exist only in the case of gross negligence or the negligence of managerial employees, furthermore in the case of culpable infringement of material contractual obligations. Outside of such obligations, a liability exists only in the case of gross negligence of simple vicarious agents, unless an exoneration by virtue of commercial practice is possible. In the case of culpable infringement of material contractual obligations, the supplier will be liable - except for cases of purpose and gross fault of the owner or managerial employees - only for the damage foreseeable from the type of contract, unless an exoneration by virtue of commercial practice is possible.
Liability upon default
In case the purchaser defaults, our liability pursuant to the legal regulations becomes void.
Lien and right of compensation.
The enforcement of a lien or right of compensation by the purchaser is excluded as far as there is no compensation with undisputed or legally proven claims.
Reservation of ownership
Until the full satisfaction of our claims resulting from the business relation - even of those arising in the future, the goods delivered remain our property. Any claims the purchaser may raise against a third party resulting from reselling the goods under this reservation are hereby assigned to us and shall safeguard our interests up to the amount asked from such third party. Reselling of such goods under this reservation may include one (or several) buyer(s).
Documents supplied by the customer
In case of loss of customer‘ documents, samples, drawings, tools etc. duo to the exposure to fire or water, theft or any other unforeseen circumstances, we will be liable for damages provided that such loss is covered by an insurance issued by us. Any other claims, particularly with respect to the compensation of a sentimental value, will not be satisfied.
Partial shipments
These terms equally apply to partial shipments.
Legal provisions
In addition, the current regulations under the AGB (German law on general business terms and conditions) and the BGB (German Civil Code) apply. Our company works in compliance with data privacy protection laws. This is why we would like you to know that you are entitled to object to our contacting you. If you do not wish to receive information about our products or services we kindly ask you to let us know in writing.
Conciliation Clause:
- In the case of differences of opinion, the parties undertake to conduct a conciliation procedure with the goal of elaborating a fair agreement reflecting their different interests by means of mediation with the support of a neutral conciliator bearing in mind the economic, legal, personal and social circumstances. All disputes arising out of the contract or about its validity shall be conciliated in accordance with the Conciliation Rules of the Frankfurt am Main Chamber of Commerce and Industry under exclusion of recourse to the ordinary courts of law.
- The parties shall jointly choose the conciliator. If no agreement is reached about the person of the conciliator, he shall be appointed by the Conciliation Board. This appointment shall be binding for the parties.
- The costs of the conciliation procedure shall be borne proportionately by the parties unless a different agreement has been reached.
- If the conciliation fails because one of the parties declares the conciliation to have failed or the conciliator declares the conciliation procedure to be terminated, the arbitration court of the IHK Frankfurt am Main will be resorted under exclusion of recourse to the ordinary jurisdiction.
- The parties, though, shall not be prevented from instituting summary proceedings, in particular proceedings to obtain a temporary injunction.
- The place of conciliation is Frankfurt am Main. The Conciliation Board consists of 1 conciliator. The substantive law of Germany is applicable to the dispute. The language of the conciliation proceedings will be German.
Place of delivery/Place of jurisdiction
The place of delivery for both parties is the domicile of the supplier. The place of jurisdiction is the court competent for the domicile of the supplier.
Effective May 07, 2019