terms and conditions
- Unless otherwise agreed in writing, our prices are quoted in Euro net plus the statutory value added tax. The sales prices valid on the day the order was placed shall apply. The minimum order value is €100, -.
- Delivery shall be made at our discretion carriage forward ex warehouse. Unless otherwise agreed, the shipment is at the expense and risk of the buyer.
- The stated delivery times are not binding. In the event of force majeure, strike, natural disasters and other obstacles to performance which we cannot overcome through reasonable efforts and for which we are not responsible, we shall be entitled to postpone delivery for a maximum of 6 weeks or to withdraw from the contract in the event of not merely temporary disruptions to performance.
- The buyer must examine the goods immediately upon receipt, as far as this is feasible in the ordinary course of business, and, if a defect appears, to notify the seller immediately. If the buyer fails to notify the seller, the goods shall be deemed to have been accepted, unless the defect was not recognizable during the inspection. If such a defect is discovered later, the
notification must be made immediately after discovery; otherwise, the goods shall be deemed approved also in view of this defect.The timely dispatch of the notification shall be sufficient to preserve the rights of the
purchaser. This shall not apply if the defect was fraudulently concealed. In the event of a purchase based on a sample or specimen, the quality of the sample or specimen shall be deemed to have been agreed. The purchaser’s rights in respect of defects due to possible hidden defects in the sample or specimen are excluded.Defect rights due to insignificant defects are excluded. In the event of significant defects, the seller shall provide subsequent performance (remedy of defects or new delivery) at its
discretion. The purchaser reserves the right to withdraw from the contract and reduce the purchase price if the subsequent performance fails.
The liability of the seller for slightly negligent breaches of duty is excluded, if these do not concern essential contractual obligations, damage from injury to life, limb or health guarantees or claims under the Product Liability Act are affected. The same shall apply to breaches of duty by our vicarious agents. - The delivered goods shall remain the property of the seller as reserved goods until payment of the purchase price and settlement of all claims existing from the business relationship and the claims arising and still arising in connection with the object of purchase. The inclusion of individual claims in a current invoice or the striking of a balance and the recognition thereof shall not cancel the retention of title. The buyer shall be entitled to resell the reserved goods in the ordinary course of business. He hereby assigns to the seller all claims in the amount of the invoice value of our claim which accrue to him from the resale against the purchaser or against third parties. The buyer shall be authorized to collect these claims even after assignment. This shall not affect the seller’s right to collect the claims himself, but the seller undertakes not to collect the claims if the buyer duly meets his payment and other obligations. The seller may demand that the buyer informs him of the assigned claims and their debtors, provide all information necessary for collection, hand over the relevant documents and inform the debtors of the assignment. If, in connection with the payment of the purchase price by the buyer, a liability of the seller under a bill of exchange is established, the retention of title as well as the claim from deliveries of goods on which it is based shall not expire before the bill of exchange has been honored by the buyer as drawee. If the value of the existing securities exceeds the claims to be secured by more than 20%, the seller shall be obliged to release such securities at the buyer’s request.
- If the buyer defaults on payment for a delivery under this or another contract with the seller, the seller shall be entitled to set a reasonable deadline for performance and, after expiry thereof, to withdraw from the contract, as well as from all other contracts not yet fulfilled. After
appropriate warning, the seller is also entitled to sell the goods from the still pending contracts for invoices of the buyer after the expiry of the deadline. If the payment deadline is exceeded, the seller may demand interest at a rate of 8% above the base rate without issuing a further
reminder. - Further assurances and promises of any kind whatsoever are binding only in the way they have been confirmed in writing by the seller.
- By these contract conditions all possible conditions of the buyer are cancelled.
- These conditions apply exclusively to this contract and all future business relations. Other terms and conditions shall not become part of the contract, even if we do not expressly object to them.
- German law is exclusively applicable to the contractual relationship.
- Place of performance and jurisdiction for all disputes arising directly or indirectly from the contractual relationship is Cologne.