1. GENERAL Unless nothing has specifically been agreed in writing to the contrary , conditions of delivery and payment according to the following Business Conditions apply with immediate effect. If a merchant or responsible member of staff did not receive the Terms of Business with the offer or was not informed of them in any other way the Terms of Business still remain valid if the merchant or person responsible knew, or should have known, the Terms of Business through previous business connections and transactions.
2. OFFER All offers are subject to change. Agreements must be confirmed in writing in order to confirm their validity. The written order confirmation may be replaced by our invoice. If the order fails to correspond with our offer, our confirmation of order is binding. We will not be bound by terms of payment and delivery drawn up by customers.
3. STATED TIMES OF DELIVERY are approximate and not binding. Should there be delay on our part with our given deadline the customer is required to notify us after two weeks has elapsed in writing in order to exercise his rights. We are not responsible for delays in delivery or deadlines for goods which must be first procured from abroad resulting in delays beyond our control.
4. PRICES Our prices are valid for ex works (Wermelskirchen) or ex dispatch department within Germany, excluding packing costs. They have been calculated on the basis of costs prevailing at the time of submitting the offer. Should these conditions be subject to an appreciable change up to the time of fulfilment of order we are entitled to make an appropriate adjustment of the end price. Orders below € 75 will be charged with additional handling costs of € 2,50. All prices do not include value added tax.
5. PAYMENT We allow 2 % discount for payments made within 10 days from the date of our invoice. Payment must otherwise be completed in full within 30 days from the date of invoice . Charges made for accessories and work performed by our service department are to be paid in full within 8 days.Payments not completed within the given time will be subject to at least 5 % interest per annum, or 1 % higher than the official bank lending rate, provided that we did not have to pay higher interest rates for any necessary loan. An official final demand is not required. Delays in payment will be subject to additional charges such as costs incurred through debt collection, expenses, etc. in addition to interest. Should goods be damaged or otherwise faulty, payments may be withheld in part and in reasonable relation to any determined faults. Should there be disagreement about the amount of money to be withheld in relation to the seriousness of any faults in the goods the decision of an Ombudsman appointed by the Chamber of Commerce will be accepted as binding. The corresponding costs will be divided equally between ourselves and the customer.Cheques and bank transfers are accepted as interim measures and must be free of any bank or other charges. They are only accepted as payment after the full amount has been credited to our account.Payments made to our representatives well only be recognized if they are able to identify themselves as able to process payments on our behalf.
6. DISPATCH We are entitled to part delivery. Once goods have been received by the customer, haulage contractor, carrier or similar, however, at the latest on leaving our premises, the full responsibility for the goods is taken by the customer. Dispatch, choice of transport means and route as well as packing in accordance with the purpose are directed by us with the necessary care, but without acceptance of liability. We are only obliged to insure transport if this is explicitly demanded by the customer. The customer is responsible for the costs.
7. GUARANTEE Complaints are to be notified in all cases immediately, however, at the latest within 8 days in writing. Faults which are not apparent from the beginning, for example during or after processing, must be notified immediately after their discovery, and at the latest within 5 working days in writing. We specifically draw your attention to your obligation according to the § 377 HGB to inspect the goods. We are entitled to remedy faults which concern items ourselves through repair, refund or part refund, delivery of replacement parts or complete replacements. We are not obliged to remedy notified and justified faults if the customer has not fulfilled the obligations of contract, especially if he or she has not paid the purchase price, provided that the faults do not justify a retention of the goods.
8. RIGHTS OF OWNERSHIP The ownership of the delivered goods is only transferred onto the customer, if he or she has paid all of his present and future liabilities. The customer is entitled to sell our goods to a third party within the realm of his correct business activities. He or she is to waive in full claims and demands concerning third parties, which would result from the sale or other transactions concerning the goods in our favour, as a security for any debts outstanding to us. If the value of the waived security exceeds our outstanding demands by more than 20 % we are obliged on demand by the customer, to make an appropriate refund. It is the customer’s obligation on our demand to notify his or her clients of this waiver clause. He is entitled to collect debts despite the waiver clause. Our right of acquisition is not effected by these rights of debt collection. However, we will not exercise our right to secure debts, provided that the customer honours his obligations of payment according to the rules of contract. If the bills due are not paid punctually, we are entitled to demand the return of the purchased object. On our demand the customer is obliged to return the purchased object to us immediately or to a third party authorised by us to secure the merchandise. Furthermore we, or a third party authorised by us, is entitled to collect the purchased object and for this purpose also to enter the premises of the customer or the premises where the purchased item is held. After previous notification in writing we are entitled within 10 days after the date of posting to sell the purchased object and any other securities at our discretion. The refund for the sale of these goods is treated as an invoice according to German VAT Law. We are entitled to appropriate compensation for the duration of possession. We are to be notified immediately by the customer in writing about all matters concerning demands from third parties made against our property or a lien on our favour, in particular with respect to matters of seizure of goods or debt collection enforcement. This also applies to any damage done to our property. It is the customer’s obligation to compensate for all damages and costs – including legal costs – concerning violation of the above conditions of contract or costs incurred through measures taken to prevent interference or damage from third parties.
9. We are to be notified of CHANGES OF ADDRESS, whether business or private.
10. PLACE OF TRANSACTION and PLACE OF JURISDICTION: Place of transaction and place of jurisdiction for all liabilities is Wermelskirchen. This also applies to cheque and bank transfers.
11. ALL BUSINESS CONNECTIONS between us and third parties are subject to German law.
12. Should individual parts of the above contract BECOME VOID the remaining parts remain valid.