General terms of delivery and payment
I. Conclusion of the contract and content of the contract
1. Our offers are always non-binding until we have confirmed the order in writing.
2. Our "General Terms of Delivery and Payment" apply exclusively to the contractual relationship. We are not bound by the customer's purchasing conditions, even if we have not expressly contradicted them.
3. The covering of raw materials is reserved, d. In other words, we are only obliged to deliver insofar as we are able to purchase the necessary raw materials at the price valid on the day the order is accepted.
4. The rights of the customer under the contract are only transferable with our prior consent.
1. All prices are in euros, ex works, excluding packaging and without amortization, unless otherwise agreed. Sales tax is added according to the applicable statutory provisions.
2. The agreed prices apply as basic prices. They are fixed prices if there are no changes by the day of our delivery (invoice issue), in particular in the case of raw material or auxiliary material prices, wages and salaries, freight or public charges. Should these changes occur after the conclusion of the contract, we are entitled to make an appropriate price increase.
III. Payment terms
1. Our invoices are payable in Kierspe within 14 days of the invoice date with a 2% discount and within 30 days net.
2. If payment terms are not adhered to and, in particular, partial payment deadlines are exceeded, the entire remaining claim becomes due immediately. If the creditworthiness of the customer deteriorates significantly before the due date, we have the right to either demand immediate performance or to withdraw from the contract, unless we are adequately secured in another way. Due claims are to be paid by the customer at an interest rate of 8 percentage points above the base rate without the need for a default.
3. Tool costs or tool change costs are payable in cash without any deduction upon presentation of the sample.
4. The customer is not entitled to withhold or offset payments, not even because of complaints or counterclaims.
IV. Liability for defects
1. Unless otherwise agreed, our deliveries are carriage forward and only packaging is at the expense and risk of the customer.
2. Delivery dates apply at the earliest after all information required for processing the order has been fully clarified by the customer and are non-binding. Business disruptions, lack of raw materials, machine defects, shortage of workers, illness, accidents, strikes, lockouts, war, riot and
other cases of force majeure release us from the delivery obligations for the duration of the hindrance.
IV. Liability for defects
1. Complaints must be made in writing immediately after the discrepancy has been ascertained, at the latest two weeks after receipt of the goods. The statutory warranty rules apply. If the customer does not immediately provide samples of the goods complained about on request, all claims for defects are void.
2. We shall only provide a guarantee and compensation in such a way that we deliver a replacement free of charge as quickly as possible for the goods which can be proven to be unusable due to material and processing errors. Further compensation claims of all kinds, for example compensation for non-performance, for wages expended, lost profit, damage caused by delay, shipping costs, etc., will not be paid.
3. The return of defective goods requires our approval, otherwise the customer has to bear all costs arising from the return.
4. We are not liable for damage resulting from improper handling and excessive use or natural wear and tear.
VI. Third party property rights
If deliveries are made based on drawings or other information provided by the customer and the property rights of third parties are thereby infringed, the customer must indemnify us against all claims of the property right holder.
VII. Retention of title
1. We retain ownership of the goods we have delivered and of any products resulting from their treatment or processing until
Fulfillment of all claims arising from the business relationship now or in the future against the customer.
2. If the customer processes reserved goods with other goods, we shall be entitled to ownership of the new items in the ratio of the value of the processed reserved goods to the total value of the goods. Any co-ownership shares that may arise through the connection, mixing or mixing of the delivered items with other materials are now deemed to have been transferred to us. The customer will own the items as custodian for us with commercial diligence. The customer may only sell the delivered goods and the items resulting from their processing and processing in the ordinary course of business and only against payment or with retention of title. The purchaser hereby assigns to us the claims to which the purchaser is entitled from the further sale or from any other legal reason relating to the goods subject to retention of title, including those from damages or insurance benefits, up to the amount of the value of the further goods sold. The customer hereby assigns the claim with all ancillary rights from the resale of the goods subject to retention of title to us, also in proportion to the extent that the goods have been processed, mixed or blended and we have acquired co-ownership of them in the amount of the invoice value. On this assignment, we are entitled to a fraction of the respective purchase price claim in relation to the invoice value of our reserved goods to the invoice value of the item.
3. As long as the customer fulfills his obligations, the assignment will be treated as a silent assignment. In this case, the customer is authorized to collect the claim. In the event of default in payment or payment difficulties, we are entitled to demand the immediate surrender of the goods that have not yet been resold. Until then, the customer has to store the goods that are our property separately from others, to mark them as our property, to refrain from any disposal and to provide us with a list of our property on request.
4. Access by third parties to the goods subject to retention of title or the assigned claims must be reported to us immediately by the customer, handing over the documents necessary for the intervention. The customer bears the costs of the intervention.
5. If the value of the securities transferred to us exceeds our claims by more than 10%, we are obliged, upon request, to release the aforementioned securities at our discretion.
VIII. Place of performance / place of jurisdiction
1. The place of performance for all obligations and claims resulting from the contract is Kierspe.
2. The court responsible for our registered office is agreed as the place of jurisdiction.