General Terms and Conditions of Business
General Terms and Conditions (GTCs)
Terms of sale, delivery and payment within Germany.
1. Offers and order processing
Offers are non-binding until the contract has been concluded. The acceptance of orders will be confirmed in writing. Orders are only deemed to have been accepted with our order confirmation. The same applies to immediate delivery without an order confirmation. In the case of inquiries and the receipt of orders, data is stored.
2. Prices
The prices apply from the place of performance for delivery in euros, plus the value added tax applicable on the day of delivery. Price increases after the conclusion of the contract are reserved, taking into account proportionality, if the production or other operating costs as well as material and raw material costs increase between the conclusion of the contract and delivery or partial delivery. Orders up to EUR 50 net value of goods can only be carried out against a processing surcharge.
3. Place of performance
The place of performance for the payment of the purchase price and for all other services provided by the buyer is Kraichtal. Place of performance for our delivery is the place where the goods are located for the purpose of shipping or any agreed handover to the buyer.
4. Dispatch and packaging
Unless otherwise agreed, dispatch is freight collect plus packaging. We reserve the right to choose the shipping method. No claims can be derived from the choice made against us.
5. Risk of transport
The transfer of risk takes place notwithstanding Section 4 when the goods are handed over to the person, company or institution commissioned with carrying out the shipment.
6.Scope of performance
All information in illustrations, brochures, websites and in advertising, in addition to the product description, does not represent any information on the quality of the goods. In the case of custom-made products, excess or short deliveries of up to 10% are permitted for technical reasons.
7. Delivery time – obligation to deliver
The delivery period begins when the order confirmation is sent. The delivery period is met if the goods have left the place of dispatch by the end of the period or the readiness for dispatch has been notified. The delivery period is extended appropriately in the event of measures in the context of labor disputes, operational disruptions, shortages of raw materials, traffic disruptions, orders from higher authorities, all cases of force majeure and the occurrence of unforeseen obstacles that are beyond our control, insofar as such obstacles can be proven to have an impact on the completion or delivery of the goods goods are of significant influence. This also applies if the circumstances occur with subcontractors or contract suppliers. If the content of the service is also significantly changed as a result of these circumstances, this releases us from the obligation to deliver for the duration of the disruption and to the extent of its effects. Unsatisfactory information about buyers entitle us to cancel transactions and delivery obligations in whole or in part.
8. Set-off or retention
A set-off by the buyer against any counterclaims that we dispute and have not been legally established is not permitted. This also applies to commercial transactions, including the retention of payments.
9. Installation
In good time, before the start of installation, the buyer must provide the necessary information about the location of concealed power lines or similar systems without being asked. If the assembly is carried out against individual billing, the buyer reimburses us at the rates agreed when the order was placed for working hours and surcharges for overtime, night, Sunday and public holiday work as well as the travel expenses. Travel times count as working time, whereby the actual expenditure for arrival and departure is calculated.
10. Acceptance
The risk passes to the buyer on the day of acceptance. This also applies to partial acceptances, if these can be brought about according to the type and nature of the partial services. If the buyer does not request acceptance, the service shall be deemed to have been accepted 10 working days after written notification of completion. This also applies to partial acceptance. If the service is delayed at the request of the buyer or for reasons for which he is responsible, the risk for the period of the delay is transferred to the buyer. The buyer has to bear the corresponding costs for waiting time, provision and storage and other necessary travel.
11. Notification of defects (complaints)
In the case of complaints about the type, quality and quantity of the delivered goods, we are only liable if the buyer checks the goods for freedom from defects and completeness and notifies us of any defects discovered with a precise description immediately and in writing. If the buyer fails to inspect the goods in good time or to report defects, the delivered goods are deemed to have been approved unless the defect was not apparent during the inspection. Defects discovered later must also be reported to us immediately, otherwise the goods are also deemed to have been approved because of these defects. The limitation period for warranty and damage claims is 2 years from delivery of the goods. No warranty is given for incorrect assembly or commissioning by the buyer or third parties, incorrect, negligent or improper handling, use of unsuitable operating resources or replacement parts for defective built-in parts or for errors caused by electronic or electrical influences or similar facts. The warranty is also voided if the buyer or a third party carries out changes or repair work without our prior approval. In the case of justified complaints, we will either repair or replace the goods at our discretion. If the repair or replacement delivery fails, the buyer can choose to demand a reduction in payment or cancellation of the contract. If the buyer chooses to withdraw from the contract because of a defect, he waives the assertion of claims for damages.
12. Claims for damages
We are not liable, for whatever legal reason, for the slightly negligent breach of obligations by us, our legal representatives or vicarious agents. In the event of a slightly negligent breach of essential obligations, our liability is limited to the typical, foreseeable damage. We are not liable for delays or impossibility caused by slight negligence. This does not apply in cases of no-fault liability.
13. Payment, default, due date
Invoices are payable immediately, 10 days after delivery less 2% discount or 30 days after delivery net. Checks and bills of exchange are only accepted as payment. The latter only after prior written agreement. If the buyer is in default, we are entitled, at our option, to withdraw from the contract and to take back the goods delivered under retention of title minus the costs incurred (usually 20% of the value of the goods). Any claims for damages remain unaffected by these measures. If we receive notification of a deterioration in the buyer's financial situation, or if the buyer orders inventories or accounts receivable as security for other creditors, we have the right to cancel all payment agreements, to demand immediate cash payment or the return of the goods, to withdraw from the contract or to demand payment in advance or to deliver against cash on delivery.
14. Retention of title
The goods remain our property until full payment of all claims, including ancillary claims, claims for damages, future claims and cashing of checks and bills of exchange. Subject to the following provisions, the buyer is entitled to sell and process the goods. The buyer's authority to process reserved goods in the ordinary course of business ends when he stops making payments or when insolvency proceedings are opened against his assets. By processing the reserved goods, the buyer does not acquire ownership of the new item in accordance with § 950 BGB. If the reserved goods are processed with other items, we shall acquire co-ownership of the new item in the ratio of the invoice value of our reserved goods to the invoice value of the other processed items. The buyer hereby assigns the claim with all ancillary rights from the resale of the reserved goods to us, also proportionately insofar as the goods have been processed and we have acquired co-ownership of them in the amount of the invoice value. We are entitled to a fraction of the respective purchase price claim in relation to the invoice value of our reserved goods in relation to the invoice value of the item. If the buyer has sold this claim as part of real factoring, he assigns the claim against the factor that takes its place to us. We accept the assignments. The buyer is entitled to collect the claims himself as long as he meets his payment obligations to us in accordance with the contract and we do not give him any other instructions. Upon request, the buyer is obliged to provide us with an exact list of the claims to which we are entitled with the names and addresses of the customers, the amount of the individual claims, invoice date, etc., to notify their customers of the assignment and to provide us with all the information necessary for asserting the assigned claims To give. The retention of title also remains in place if some of our claims are included in a current account and the balance is drawn and acknowledged. We are not only entitled to the retention of title for the recognized and abstract final balance, but also for the causal balance. We already release fully paid deliveries if the security existing through the retention of title exceeds the claim to be secured by 20%. We are entitled to select the securities to be released. Pledge or security transfer of the reserved goods or disposition of the assigned claims as well as fake factoring are not permitted. If our goods are seized or otherwise claimed by third parties, the buyer must inform us immediately, confirm our ownership in writing both to the third party and to us and assist us in asserting our ownership. If we take back the delivered goods due to our retention of title, this is only a withdrawal from the contract if we expressly declare this. The buyer keeps the reserved goods for us. He must insure them against fire, theft and water. The buyer hereby irrevocably assigns to us his claims for compensation to which he is entitled from damage against insurance companies or other parties liable for compensation in the amount of our claims. We accept the assignment.
15. Place of jurisdiction
The place of jurisdiction is the district court in Bruchsal, if the value in dispute does not exceed EUR 5,000.00, otherwise the LG Karlsruhe is responsible if the buyer is a merchant or a public body or a public special fund.
16. Acknowledgment
The above terms apply to all sales. The buyer acknowledges them by completing the purchase and by accepting our order confirmation without objection. Conflicting conditions will not be recognized unless we confirm them in writing.
Kraichtal, April 2019
b+h solutions e.K.