General conditions of sale and delivery
1.) Offer, Terms of Contract and its Conclusion
All offers are without obligation. Any additions, modifications as well as any collateral agreements shall be void unless acceptedby the Supplier in writing. Purchase orders are valid only after the supplier´s written confirmation. Our deliveries and servicesare provided in strict accordance with our conditions of sale specified hereinafter. Any conditions of purchase or any divergentcounterconfirmation of the Buyer or Orderer are non-binding for us, even if they have not been expressly contradicted. The Buyer or Purchaser is deemed to have acknowledged our sales conditions at the time of placing the order, at the latest after our goods have been accepted without contradictions. Measures, images and drawings are binding only if they have been expressly declared as such by us in writing.
Delivery time begins with the date of order confirmation and refers to the time of despatch ex factory or warehouse. We do our best to deliver within the stipulated term of delivery, however, these delivery terms are non-binding. Fixed-term transactions are to be expressly referred to as such. For goods of special production, over- or underdeliveries up to 10 per cent, respectively 1 piece, of the order volume shall be regarded as being within the quantity ordered. Partial deliveries are admissable. Default of delivery shall require an appropriate deadline as well as a deadline extension to be set, and entitles the Buyer only to rescind the contract precluding claims for damages of any kind.
3.) Delivery Prices and Conditions of Payment
Our prices are quoted ex warehouse respectively ex Supplier´s works plus VAT and excluding the costs for any packaging. Purchase prices of all our goods are those list prices that are valid on delivery day, unless fixed prices have been expressly agreed upon. Payments shall be effected within 30 days from the invoice date without any deductions and free of transaction charges to the Supplier´s paying address. For payments effected within 10 days a discount of 2% is granted. Cheques and bills of exchange are accepted only on account of payment with the consent of the Supplier and shall not be deemed to constitute payment or be in lieu of payment. The Purchaser has to bear the discounting and the draft costs.
4.) Minimum Order Value
The minimum order value is € 50,00 net plus VAT. Should the order value fall below the aforementioned minimum order, a processing fee of € 5,00 net plus VAT will be charged.
In case of replacement or return of the goods, due to a Buyer's misordering, we reserve the right to charge a processing fee of 10% of the value of the goods.
6.) Despatch and Passing of Risk
The choice of the mode of despatch is left to our own discretion, unless any particular type of despatch has been stipulated and confirmed by us. The risk passes to the Buyer when the goods are despatched from our warehouse. Insurances against damages in transit are effected only upon request and to expense of the ordering party.
7.) Liability for Defects
Damages in transit must be immediately notified to the carrier and the Supplier in writing. Claims in respect of defects have to be lodged in writing by the Buyer or Orderer within 14 days from the reception of the goods. Defects which in spite of a thorough check can not be detected within this period, are to be reported without undue delay after detection of such. If defects are detected, the processing and incorporation of the goods has to be interrupted at once.The Supplier shall be liable for defects detected by the Buyer, only in such a way that the Supplier shall at his discretion repair or replace such parts free of charge where the goods have become unserviceable within a period of 6 months from delivery date. The defects must be notified to the Supplier without undue delay and the parts referred to, shall be sent upon request. The Supplier´s liability presupposes faulty design or defective workmanship; the Supplier shall be liable for defects of material only in as much as his application of professional care should have led him to recognize such defects. Upon agreement with Supplier, the Buyer grants the Supplier the necessary time and opportunity that the Supplier deems as required to repair or renew the defective parts, otherwise the Supplier shall be released from his liability. From those costs arising directly for the rectification or the replacement the Supplier bears the costs for the replacement piece, including its despatch costs, insofar as the claim has been proved legitimate. Remaining costs are at the Buyer's expense. Goods delivered by us are guaranteed exclusively in accordance with the present General Conditions of Sale and Delivery. Further claims of the Buyer against the Supplier, in particular claims for damages, are excluded insofar as admissible by law.
8.) Title Retention Clause
The Supplier retains ownership of the delivery item (goods subject to retention) until the total current account claim resulting from the business connection has been settled (current account retention). The Buyer retains the goods free of charge. The Buyer cedes any claim to the Supplier, amounting to the value of the goods delivered, that may arise by resale of these goods and the Supplier hereby accepts the cession. The Buyer provides an adequate insurance for the goods subject to retention at his cost. Pledging, transfer of securities and assignment of securities are not permitted.The Buyer will immediately inform the Supplier of any action by third party, and ward off any such action at his own cost. In the event of seizure by third party, the Supplier must be informed at once. If goods supplied become processed or irreversibly mixed with foreign objects not belonging to the Supplier, the Supplier will acquire co-ownership of the resultant object proportional to the value of the supplied goods contained therein. The Supplier is prepared, upon demand, to release securities of his choice insofar as their market value exceeds the open claim by more than 20%.
9.) Place of Performance and Jurisdiction
The contract between the Supplier and the Buyer is be governed by German law. The place of performance and jurisdiction for both parties is Krefeld, Germany, also for actions for assertions of claims relating to bill of exchange and check issues, except when the involved Purchaser is a non-registered merchant. In this case, the legally founded venues shall be effective. However, we are also entitled to sue the Buyer in the court of law which has juridiction over the Buyer´s domicile. A contingent legal invalidity of any of the present sections shall not affect the remaining parts of the present General Conditions of Sale and Delivery.