General Terms and Conditions of SaleI. Offer and conclusion of contract The order signed by the customer (also electronically) is a binding offer. We can accept this offer within two weeks by sending an order confirmation or by sending the ordered goods within this period.
Please note the information in Appendix 1 !
II. Documents handed over We reserve the right of ownership and copyright to all documents handed over to the purchaser in connection with the placing of the order - also in electronic form - such as calculations, drawings, etc. These documents may not be made accessible to third parties. These documents may not be made accessible to third parties unless we give the purchaser our express written consent. If we do not accept the orderer's offer within the period specified in Section I, these documents must be returned to us without delay.
III Prices and Payment Our prices include value added tax but not packaging costs. Delivery and shipping costs are not included in our prices.
Payment of the purchase price shall be made exclusively to the account stated overleaf. The deduction of a discount is only permissible with a special written agreement.
Unless otherwise agreed, the purchase price is payable in advance. Interest on arrears shall be charged at a rate of 5% above the respective base rate p.a. (see Appendix 1). We reserve the right to assert a higher damage caused by default. In the event that we assert a higher damage caused by default, the customer shall have the option of proving to us that the damage caused by default asserted was not incurred at all or was incurred in at least a significantly lower amount.
IV. Offsetting and rights of retention The customer shall only be entitled to set-off if his claims have been legally established or are undisputed. The customer shall also be entitled to offset against our claims if he asserts notices of defects or counterclaims from the same purchase contract. The customer is only entitled to exercise a right of retention insofar as his counterclaim is based on the same contractual relationship.
V. Delivery time Unless an expressly binding delivery date has been agreed, our delivery dates or delivery periods are exclusively non-binding information.
The commencement of the delivery period stated by us shall be subject to the timely and proper fulfilment of the customer's obligations. We reserve the right to plead non-performance of the contract.
5 weeks after exceeding a non-binding delivery date/delivery period, the customer may request us in text form to deliver within a reasonable period. If we culpably fail to meet an express delivery date/period or if we are in default for any other reason, the customer must grant us a reasonable period of grace to effect performance. If we allow the period of grace to expire fruitlessly, the customer shall be entitled to withdraw from the purchase contract.
If the customer is in default of acceptance or culpably violates other duties to cooperate, we shall be entitled to demand compensation for the damage incurred by us as a result, including any additional expenses. We reserve the right to assert further claims. For his part, the customer reserves the right to prove that no damage at all or at least considerably less damage has been incurred in the amount demanded. The risk of accidental loss or accidental deterioration of the object of sale shall pass to the customer at the point in time at which the customer is in default of acceptance or debtor's delay.
Further legal claims and rights of the purchaser due to a delay in delivery remain unaffected.
VI. Retention of title We retain title to the delivered item until full payment of all claims arising from the delivery contract.
As long as the ownership has not yet passed to him, the customer is obliged to treat the object of sale with care. In particular, he is obliged to insure it adequately at his own expense against theft, fire and water damage at replacement value (note: only permissible in the case of the sale of high-value goods). If maintenance and inspection work has to be carried out, the customer shall carry this out in good time at his own expense. As long as ownership has not yet been transferred, the customer must notify us immediately in text form if the delivered item is seized or exposed to other interventions by third parties. Insofar as the third party is not in a position to reimburse us for the court and out-of-court costs of an action in accordance with section 771 of the German Code of Civil Procedure (ZPO), the customer shall be liable for the loss incurred by us.
The processing or transformation of the object of sale by the customer shall always be carried out in our name and on our behalf. In this case, the customer's expectant right to the object of sale shall continue in the transformed object. If the object of sale is processed with other objects not belonging to us, we shall acquire co-ownership of the new object in the ratio of the objective value of our object of sale to the other processed objects at the time of processing. The same shall apply in the event of mixing. If the mixing takes place in such a way that the item of the customer is to be regarded as the main item, it shall be deemed agreed that the customer transfers co-ownership to us on a pro rata basis and shall keep the sole ownership or co-ownership thus created for us. In order to secure our claims against the purchaser, the purchaser also assigns to us such claims as accrue to him against a third party as a result of the combination of the reserved goods with a plot of land; we accept this assignment already now.
We undertake to release the securities to which we are entitled at the request of the customer insofar as their value exceeds the claims to be secured by more than 20%. VII Warranty and notice of defects Insofar as the information contained in our brochures, advertisements and other offer documents has not been expressly designated by us as binding, the illustrations or drawings contained therein are only approximately authoritative. Insofar as the delivered item does not comply with the subjective requirements, the objective requirements or the assembly requirements listed below, we shall be obliged to provide subsequent performance. This shall not apply if we are entitled to refuse subsequent performance on the basis of statutory regulations.
The item does not comply with the subjective requirements if a) it does not have the quality agreed between the customer and us or b) it is not suitable for the use stipulated in our contract or c) it is not handed over with the agreed accessories and the agreed instructions, including assembly and installation instructions.
Unless otherwise agreed between the customer and us in compliance with the applicable information and form regulations, the item does not meet the objective requirements if a) it is not suitable for normal use or b) it does not have the quality which is usual for goods of the same type and which the customer can expect, taking into account the type of goods and the public statements made by us or another link in the contractual chain or on their behalf, in particular in advertising or on the label, or c) if it does not correspond to the nature of a sample or specimen provided by us to the buyer before the conclusion of the contract; or d) if it is not handed over with the accessories, including packaging, assembly or installation instructions and other instructions, which the customer can expect to receive.
An effective agreement to the contrary between the orderer and us regarding the objective requirements of the item presupposes that the orderer was specifically informed before submitting his contractual declaration that a certain feature of the goods deviated from the objective requirements and that the deviation in this sense was expressly and separately agreed in the contract. The purchaser shall initially have the choice of whether subsequent performance is to be effected by repair or replacement. However, we shall be entitled to refuse the type of subsequent performance chosen by the customer if it is only possible at disproportionate cost and the other type of subsequent performance does not involve any significant disadvantages for the customer. During the supplementary performance, the reduction of the purchase price or the withdrawal from the contract by the customer shall be excluded. A remedy shall be deemed to have failed after the second unsuccessful attempt, unless the nature of the item or the defect or other circumstances indicate otherwise. If the supplementary performance has failed or if we have refused the supplementary performance altogether, the customer may, at his discretion, demand a reduction of the purchase price or declare his withdrawal from the contract. The customer does not have to set us a deadline for subsequent performance. As soon as the purchaser has informed us of the defect, a reasonable period has expired and no subsequent performance has taken place by then, the purchaser shall also be entitled to withdraw from the contract or to demand a reduction. The purchaser may only assert claims for damages under the following conditions on account of the defect if subsequent performance has failed or we have refused subsequent performance. The customer does not have to set us a deadline for subsequent performance. As soon as the purchaser has informed us of the defect, a reasonable period has expired and no subsequent performance has taken place by then, the purchaser shall also be entitled to assert claims for damages. The right of the purchaser to assert further claims for damages under the following conditions remains unaffected. The right of the customer to assert further claims for damages under the following conditions remains unaffected. Notwithstanding the above provisions and the following limitations of liability, we shall be liable without limitation for damage to life, limb and health caused by a negligent or intentional breach of duty by our legal representatives or our vicarious agents, as well as for damage covered by liability under the Product Liability Act, and for all damage caused by intentional or grossly negligent breaches of contract and fraudulent intent on the part of our legal representatives or our vicarious agents. Insofar as we have given a quality and/or durability guarantee with regard to the goods or parts thereof, we shall also be liable within the scope of this guarantee. However, we shall only be liable for damage based on the lack of the guaranteed quality or durability, but which does not occur directly to the goods, if the risk of such damage is obviously covered by the quality and durability guarantee.
We shall also be liable for damage caused by simple negligence insofar as such negligence relates to the breach of such contractual obligations, compliance with which is of particular importance for the achievement of the purpose of the contract (cardinal obligations). However, we shall only be liable insofar as the damages are typically associated with the contract and are foreseeable. We shall not be liable for simple negligent breaches of ancillary obligations that are not essential to the contract. The limitations of liability contained in sentences 1 - 3 shall also apply insofar as the liability for legal representatives, executive employees and other vicarious agents is concerned.
Any further liability is excluded irrespective of the legal nature of the asserted claim. Insofar as our liability is excluded or limited, this shall also apply to the personal liability of our employees, workers, staff, representatives and vicarious agents.
The warranty period is generally 2 years, calculated from the transfer of risk. If a defect has become apparent within the limitation period, the limitation period shall not commence before the expiry of four months after the date on which the defect first became apparent. If the customer has handed over the goods to us or, at our instigation, to a third party for the purpose of subsequent performance or for the fulfilment of claims under a guarantee, the limitation period for claims based on the asserted defect shall not commence before the expiry of two months after the date on which the repaired or replaced goods were handed over to the customer. This period shall also apply to claims for compensation for consequential harm caused by a defect, insofar as no claims in tort are asserted.
Appendix 1:
Notes
Transparency requirement This requirement means that, in case of doubt, a clause in general terms and conditions is also unreasonably disadvantageous if it is not clear and comprehensible. This requirement means that non-transparent clauses per se are to be considered invalid, without the addition of a substantive unreasonable disadvantage to the contractual partner. Furthermore, this also means that the transparency requirement also applies to price clauses and clauses describing services, which are generally exempt from content control.
Warranty periods In the case of a contract of sale and a contract for work and services, the warranty period is two years as a general rule. If a defect has become apparent within the limitation period, the limitation period shall not begin to run before the expiry of four months after the time when the defect first became apparent. If the customer has handed over the goods to us or, at our instigation, to a third party for the purpose of subsequent performance or for the fulfilment of claims under a guarantee, the limitation period for claims based on the asserted defect shall not commence before the expiry of two months after the date on which the repaired or replaced goods were handed over to the customer. The following warranty periods shall apply:
Moveable goods except building materials:
Building materials, electronic components (if installed):
Undeveloped properties:
The agreement on a shortened limitation period shall only be effective if the Purchaser was specifically informed of the shortening of the limitation period before submitting its contractual declaration and the shortening of the limitation period was expressly and separately agreed in the contract, which is hereby the case.
Duty to notify defects
Reimbursement of expenses in case of subsequent performance
Limitation to subsequent performance
Liability for defects - seller must bear costs of removal and installation
Limitations of liability
Amount of interest on arrears The current base interest rates can be found at https://www.bundesbank.de/de/bundesbank/organisation/agb-und-regelungen/basiszinssatz-607820. |
