General terms and conditions
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I order and order acceptance
1. All orders to the suppliers by the purchaser directly or through
sales representatives can be granted, subject to acceptance by written
order confirmation, unless it is a cash transaction.
2. Deviations of ordered or delivered products from the order;
particularly with regard to material; remain in the course of technical progress
expressly reserved, as far as the delivered goods are average in type and fabric.
Standard deviations with regard to the composition and quality are taken into account
II delivery time and delivery conditions
1. If a delivery is agreed upon or required, the following applies:
The delivery dates specified by the supplier are not binding, unless they are
expressed as - mandatory delivery date (fixed commercial sale) by the supplier
confirmed in writing.
2. The delivery by the supplier is under the subject of self-delivery. The supplier
will give the buyer immediate notice if a delivery does not take place.
If a delivery does not take place, the purchase agreement is considered incomplete.
Towards the supplier, there is no supply risk if it is not separately specifically agreed upon
in writing.
3. Requirement of compliance with the delivery period is the timely fulfillment of the
buyer assumed contractual obligations, in particular the performance of the agreed
collateral agreed payments and if necessary the provision.
4. In addition the buyer in the case of a delay caused by the supplier is
only entitled to assert of further rights, if one of it to
default set grace period of at least three weeks has elapsed
is. Moreover, a period of time to be translated according to the usual habits is to
calculate.
5. Zur Leistungserbringung vor den vereinbarten
Terminen ist der Lieferant
berechtigt, soweit er dem Käufer den
vorzeitigen Termin rechtzeitig ankündigt.
6. The specified shipping addresses must be observed. The delivery of a
as the receiving agency designated by the purchaser causes another one even
There is a transfer of risk to the buyer, if this place accepts the delivery. The
Buyer shall bear the costs of the supplier, the resulting from the delivery of one
result other than the agreed place.
III shipping
1. A shipment of the ordered goods is required, as this is account
and risk of the buyer upon delivery of the goods to the carrier (CIF Lieferung).
Absence of special agreements, the choice is the supplier of the
free carrier, as well as the type of means of transport. Also, the risk is
then with the dispatch from the registered office of the supplier to the buyer about if carriage-paid
delivery has been agreed.
2. Delayed delivery due to circumstances, for which the buyer has to
the risk from conclusion of the contract on the buyer passes over. By the delay
the buyer has to bear costs (in particular storage costs).
3. The supplier undertakes to not the shipment against transport damage
or insurance cover to be, unless a commitment
has been adopted by the supplier in writing.
IV ensuring
1. The buyer is obliged, the delivered goods for obvious defects, the
an average customer for usual trade practice without further ADO
notice, to investigate. Also significant are among the obvious flaws
easily visible and demonstrable differences of the product quality of the goods. Ferner
includes cases in which another thing or a too low amount delivered
be. Such obvious defects are immediately at the supplier
Delivery in writing.
2. Defects which become apparent only later, must the supplier
immediately after recognizing the user reprimanded are.
3. For breach of duty to inspect and give notice of defects is the delivery of the goods in
Consideration of the concerned defect as approved.
4. Defects of the delivered goods will be by the supplier within the statutory
prescribed period of two years from delivery and upon
Communication by the purchaser, by reduction of remuneration (reduction) by
the suppliers fixed. After the transaction is a reduction of desire
is impracticable, the parties at liberty, to withdraw from the contract.
5. With regard to the warranty period is referenced on the German civil code.
V liability for breach of duty of the supplier
Without prejudice to the provisions on the guarantee, as well as others in these
Provisions of special regulations of that apply in cases of a breach of duty
the following vendor:
1. Claims for damages to the following terms and conditions due to a
Defect the buyer can claim only then, if the corresponding
legal agreed declaration deadline has been respected. The right of the
Buyer to assert further claims for damages to
the following terms and conditions will remain unaffected.
2. DThe supplier liable according to the statutory provisions for
Damage to life, body and health, in a negligent or
deliberate breach of duty by him, his legal representatives or his
Agents based, as well as for damages, the liability according to the
Product liability law, includes as well as for all damages to intentional
or grossly negligent breach of contract and bad faith of the supplier, its
legal representatives or its vicarious agents are based. As far as the supplier
the goods or parts of a same quality and / or
Durability guarantee issued, shall be liable also in the context of this warranty. For
Damage, that the absence of the guaranteed quality or durability
based, but not immediately occur to the goods, shall be liable to the supplier but
only then, if the risk of such damage can be seen from the
Quality and durability warranty is included.
3. The supplier shall be liable for damages caused by simple negligence
be, as far as this negligence the breach of essential contractual obligations or
a cardinal obligation concerns. The same applies if the buyer claims on
Is entitled to compensation instead of performance. The supplier is only liable as far as
the damage in typical fashion with the contract are connected and predictable.
4. Further liability of the supplier is without regard to the legal nature
excluded of the asserted claim. This applies in particular for
tort claims or claims for reimbursement of expenses incurred instead of the
Performance. Insofar as the liability of the supplier is excluded or limited, applies
This also applies to the personal liability of its employees, workers, staff,
Representatives and vicarious agents.
5. The compensation instead of performance (for non-performance,-> 280 III i. V. m.-> 281
BGB), as well as the delay damage (-> 280 II i. V. m.-> 286 BGB) are on the
negative interest limited. Damages in case of does or does not like due
supplied power (-> 282 BGB) is the amount of the purchase price
limited.
6. Is the buyer for circumstances which would entitle him to resign, or
primarily responsible, or is the grantor to resign
occurred during the delay in acceptance of the buyer, the withdrawal is
VI rules of procurement risk and guarantees
1. The supplier adjusts procurement risk and warranty expressly damages
with the buyer. Otherwise, this risk at the expense of the supplier is deemed not agreed
Despite any conflicting general terms and conditions.
VII prices
1. Price is calculated by the supplier in euro, subordinated in USD.
VIII terms of payment
1. All invoices of the supplier are gross to pay Bank. A
Discount requires the previous written agreement.
2. If the term of payment is exceeded and after reminder are
Interest on arrears in the amount of 8% above the respective base interest rate of the German
Bundesbank on the invoice amount to be paid.
3. Bills of Exchange will only after prior written agreement payment
accepted. Discount charges are independent of the suppliers of the
Date of adoption of the change from the due date of the claim to calculate. The
Supplier assumes no responsibility for timely collection, or timely
Protest.
4. Bills of Exchange or cheques are not on schedule by the drawee
credited, be so all otherwise existing at this time
Claims of the supplier to the purchaser due. Otherwise existing
Payment will be forfeited. The same applies in the event that a claim at maturity
is not paid.
5. One restraint of payment or a set-off if necessary existing
Counterclaims of the purchaser is undisputed or res judicata with the exception
established claims excluded.
6. All claims of the supplier against the customer, no matter from which
Relationship, are due for payment immediately if a situation is carried out,
in accordance with statutory provisions or contractual provisions the
Shall entitle the supplier to withdraw from the contract.
7. Collateral by the buyer are to secure the payment request
This are made on first request if payment fails to exhibit. As far as the
Are establishing collateral on other terms and conditions, these are individual contractual
to agree and shall require the written form.
IX retention of title
1. Any goods supplied by the supplier remains its property until full
Payment of the purchase price and to full completion all of the
Relationship of resulting claims (extended retention of title).
A whatsoever about the goods available
Goods by the purchaser is permitted only in the regular course of business of the buyer.
Never but the goods within the framework of regular business transactions to the
Be transferred back to a third party.
2. In the case of the sale of the goods in regular business transactions is the paid
Purchase price at the place of the goods. The buyer shall already now all out of any
Sale of receivables arising through the vendor-supplied goods to
from the suppliers. The buyer is authorised to collect these claims as long as
as he meets his payment obligations to the supplier. With
Regard to the extended retention of title (anticipatory assignment of the respective
Purchase price claim) is an assignment to third parties, in particular to a credit institution,
breach of contract and therefore inadmissible. The supplier is entitled at any time, the
To check sales literature of the buyer and its customers of the assignment to
inform.
3. If the receivables of the purchaser from the resale in a current account is
been added to the purchaser shall hereby also its call from the
Current account against its customer to the supplier from. The assignment occurs
the amount, which the supplier further sold the purchaser for the
Goods had calculated.
4. In the case of a seizure of the goods by the buyer, the supplier is now under
Sending a copy of the execution protocol and a
Affidavit in to teach that it is the gepfändeten
Goods to the goods delivered by the supplier and retention of title
is.
5. Exceeds the value of the collateral in accordance with the preceding paragraphs of this section 5.
the amount of outstanding claims thereby secured foreseeable long run
by more than 20%, the buyer is entitled, by the supplier as far as the share of
Collateral to demand, as the excess occurs.
6. The assertion of the rights of the supplier from the retention of title
release the purchaser from his contractual obligations. The value of the goods
at the time of the withdrawal is only on the existing demand of the
Suppliers against the buyer expected.
X right of withdrawal of the supplier
The supplier is entitled to withdraw from the Treaty for the following reasons::
1. If contrary to the prior to conclusion of the contract existing assumption, that the
Buyer is not creditworthy. Contract can be accepted without further ADO
in a case of bills of Exchange or cheques, the suspension of payment by
an unsuccessful execution attempt when the buyer or the buyer. Not
It is required that it involves relations between supplier and purchaser.
2. If it turns out that the buyer incorrect information in terms of its
Creditworthiness has made, and these are of major importance.
If the goods under retention of title of the supplier other than in the
regular course of business of the buyer sells will, in particular by
Mortgaging or pledging. Exceptions to this exist only as far as
the supplier agrees to the sale has declared in writing.
XI miscellaneous
1. A liability for damages from breach of duties applies only to such damage,
that was caused by intentional or grossly negligent breach of obligations.
The liability is limited to the value of the goods.
2. If one of the parties makes compensation in addition to the service is claimed
then a penalty according to the-->--> 341 ABS hereby agreed. 3, 340 ABS. 1, 441
ABS. 1 BGB to the credit.
XII place of performance and place of jurisdiction
1. The seat of the suppliers is exclusive place of jurisdiction for all from the
Contractual relationship directly or indirectly arising disputes. All
Obligations arising from the contract relationship considered the seat of the supplier to
provide contract unless otherwise agreed.
2. In any case, in particular for cross-border deliveries, this applies
The right of the Federal Republic of Germany.
XIII General provisions
1. General terms and conditions of the buyer are effective only to the extent agreed,
If they were timely brought to the attention of the supplier and if they the
individual contractual as well the above provisions do not
preclude.
2. Individually agreed terms within the contractual relationship
do the terms and conditions.
3. Individual provisions should be invalid, the remainder remain
Provisions effective. When conflicting general terms and conditions
walk the regulations before (Severability)
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