General Business Conditions

GENERAL

Our General Business Conditions only apply to entrepreneurs in the legal sense.

Our General Business Conditions shall also apply to all future business with the client.

The prices in our offers are subject to change and are stated ex works. They do not include freight, insurance, customs charges and value added tax.

We reserve the right to increase our prices as necessary, without additional profit, if, after conclusion of the contract, cost increases occur, in particular due to collective wage agreements or increases in material prices. We will provide proof of these cost increases to the customer on demand.

Payments on delivery of goods must take place within 30 days after date of invoice without deduction. For payment within 10 days we grant a discount of 3 % on the pure value of the goods, provided that, at the time of payment, there are no outstanding accounts open from delivery of goods. With payment by direct debit we grant a discount of 6 %. Invoices for goods with a value of under € 25, as well as invoices for repairs, modifications or other services are due immediately without deduction.

The customer may only offset counterclaims that are undisputed or that have been confirmed by a court of law. The assertion of a right of retention is permitted to the customer only if it is based on the same contractual relationship and if the relevant counterclaims are undisputed or valid in law.

Delivery is effected at the customer's expense, ex works. The customer covers the risk of coincidental loss and coincidental deterioration of the goods during transport. This applies also to the dispatch of goods to a recipient determined by the customer as well as to deliveries franco domicile. The goods will be insured against transport damage by us. The taking out of insurance by us does not mean that we cover the risk for the transport. Return shipments of goods are insured only if the customer uses the same mode of dispatch which we had selected for the consignment. Furthermore, we must have agreed to the return beforehand. The customer is under obligation to consider the above regulations when returning goods. The customer covers the costs for the transport insurance. For passage of risk and insurance cover, section 4 of these general business conditions applies.

The following events - in as far as they hinder the execution of an order - constitute grounds for an appropriate extension of the delivery time: force majeure, if it occurs only after conclusion of contract or if it is unknown to us without our fault; other unusual, inevitable and unforeseeable events occurring after conclusion of contract; subsequent strikes and legal lockouts.

If goods for selection - even before expiration of the period indicated and/or agreed upon in the selection nota and/or set by us - are used as exhibits, stored in travel stocks, handed over to third parties for selection respectively on commission, or not kept in the safe outside of business hours, then the customer covers all risks from this time, even the risk of destruction without customer's fault. In these cases, the customer is obliged to provide for sufficient insurance cover of these goods, and in the event of loss, he forthwith cedes in advance any claims against the insurer to us as security. We accept the cession. Section 7.10 applies accordingly.

The return of goods for selection is only insured by us if the customer returns the goods to us before expiration of the selection period, using the same mode of dispatch which we had selected for the consignment . The customer undertakes to observe this regulation and - if infringement occurs - covers the resulting damage.

In the case of justified notice of defect, we are committed to repair or replacement. If we refuse both (repair or delivery of faultless goods), if repair/replacement fails, or if repair/replacement is unreasonable for the customer, the customer is entitled to reduce the price or withdraw from the contract. Additional claims, in particular indemnification and compensation for expenditure because of damage or consequential loss, are subject to section 6 of these conditions.

Any claims of the customer for indemnification and compensation for expenditure are excluded - regardless of their legal nature. This also applies to claims from extra-contractual liability, from breach of duty on the occasion of contract negotiations as well as from breach of legal or contractual secondary obligations. The above exclusions of liability shall not apply

1. to deliberate or grossly negligent breach of contract by our management, executive employees and auxiliary persons;
2. to injuries affecting life, body or health;
3. to breach of substantial contractual obligations;
4. to defective goods if we fraudulently concealed a defect or if we have guaranteed the condition of goods;
5. if - according to product liability law - we are liable, irrespective of fault, for death, physical damage or damage to health or damage to predominantly privately used goods due to defects in the goods supplied.
   

With regard to liability for defective goods, the limitation of claims for damages and for refund of futile expenses is subject to the regulations as per section 5.2 of these conditions.

With open invoices, our retention of title as stipulated in the above regulation represents a collateral for the balance due to us.

If the customer enters his claims from a resale of our goods into a genuine or figurative current account relationship existing with his buyers, then he forthwith and in advance cedes to us as security his claims for the balance that is acknowledged and ascertained in his favour as well as his claims for any surplus existing on termination of the current account ("causal final surplus"), amounting to the price for our resold goods as per our calculation.

Should our property expire as a result of the processing and the customer acquire property, it is agreed herewith that the property rights are re-transferred from the customer to us at the moment of purchase by the customer. If our goods are processed with other goods not belonging to us and the customer acquires ownership of the new goods, it is agreed herewith that the customer transfers to us the co-ownership of the new goods in the ratio of the value of our processed goods delivered with retention of title respective to the value of the other co-processed goods. The relevant value is the total amount of invoice including value added tax. The customer undertakes to store our property respectively joint property free of charge for us until further notice.

If, by a process of combination, an item delivered by us becomes a substantial component of another item as a main item, it is agreed that co-ownership of the main thing will be ceded to us in the ratio of the value of our item (total amount of invoice including value added tax) respective to the value of the main item (total amount of invoice including value added tax) at the moment of combination. Our joint-property will be stored for us free of charge and with due diligence by the customer.

If goods delivered by us are combined with other goods and we - by operation of law or due to our general business conditions - acquire co-ownership, the customer in the case of re-sale cedes to us in advance his claims for the purchase price (or for remuneration) to the amount of the value of the combined goods as per our invoice.

Above and beyond this, chapter 7.4. shall apply accordingly in the case of cession and collection.

The customer forthwith cedes to us as security any insurance claims resulting from the above points regarding the goods supplied with retention of title. We accept the cession.

We undertake to release the securities we are entitled to according to the above stipulations as we see fit, in so far as their realisable value exceeds the claims to be secured by more than 20%.

In addition, we are entitled to enforce accelerated maturity as per chapter b), if at least 25% of customer's total liabilities (undisputed primary liabilities) have been in default by more than 6 weeks.

a) In as far as delivery has not yet been effected, we are entitled to withdraw from these contracts if the customer has failed to provide a sufficient security or to render his consideration within a reasonable time limit set by us.

b) As far as we have already rendered our consideration, we can claim maturity - immediately effective - of as yet undue debts resulting from this consideration, including those for which bills of exchange or cheques were made out.

 

a) the external condition of the goods at the moment of return (for example because of expenses that may be necessary for reconditioning work; because of expenses for re-labelling when original labels were removed by the customer or when original labels have become unsightly or were damaged during storage).

b) a decrease in value that occurred in the period between delivery and withdrawal due to ageing in the sense that they are no longer in fashion or outdated with regard to technological innovation.

c) a decrease in the precious metal price compared to the date of invoice. The relevant price is that of the day on which we re-acquire possession of the goods delivered with retention of title.

d) the sales expenses (field sales) incurred on our part; in this context we are entitled to a standard deduction of 10%.

The customer is fully entitled to prove that a deduction is unjustified or justified only to a considerably smaller extent.

Any culpable violation of this effect renders the buyer to be held liable for damages.

We are entitled to process or have processed any data that refer to the business relationship with the customer according to the German data protection law.

1. due to fiscal offence by the tax debtor himself
   
   
2. due to customer's misinformation or failure to supply information regarding his status that is relevant for taxation (e.g. regarding "income limit" or the stating of a false identification number)