General Terms and Conditions of Business

Section 1 General, Customers

These General Terms and Conditions of Business [T&Cs] shall apply for our goods and services to businesses (Section 14 of the German Civil Code [BGB]) and legal entities established under public law and public-law special funds. The following provisions alone shall apply for all offers, purchase contracts, goods and services, unless other, different, regulations are agreed in an individual instance. Purchasing terms contrary to these T&Cs shall not have legal validity. The Buyer shall recognise our T&Cs by placing an order or taking delivery of goods.

Section 2 Conclusion of a contract

  • Our offers shall be liable to change without notice; cost estimates shall not be binding. The diagrams, dimensions and weights stated in our printed matter and on our website are approximations. We shall reserve the right to modify models and finishes without separate notification thereof.
  • Our prices are in Euro ex works excluding packing, freight, postage, customs duty plus the rate of VAT in force at any time.
  • The order shall be binding upon us when we confirm it in writing or actually supply goods. Modifications, additions or other side agreements are to be agreed in writing. We shall reserve the right to modify the unit quantities ordered to the nearest full packing unit.

Section 3 Prices, Payment, Dispatch costs

  • Insofar as an agreement has not been made otherwise, our list prices in force on the date on which the order is accepted shall apply. Our prices are subject to change without notice and do not include value added tax. Unless agreed otherwise, all prices shall be free ex works (EXW Hagen, Germany in accordance with Incoterms 2010).
  • Payments are to be paid in accordance with the terms of payment stated on the invoices and the terms to be satisfied in order to qualify for a prompt payment discount shall apply from the date of invoice. Otherwise payment is to be immediately, straight net. We must be able to dispose of the sum payable on the date on which payment is due.  
  • We shall invoice a lump sum to cover dispatch for deliveries amounting to EUR 5.95 including value added tax.
  • The minimum order value is 100.00 €. We shall invoice a minimum order surcharge of 10.00 € for orders of less than 100.00 € in value.

Section 4 Delivery

  • The goods ordered shall be dispatched from our stores in Hagen to the address quoted in the order. Exceptions to this are delivered made to postboxes and packstations (automated parcel terminals). As a matter of principal the order will only be delivered following receipt of full payment.  
  • Information about the probable delivery period shall be is non-binding, unless we expressly furnish an assurance for a delivery date in a given instance.
  • f, at the point in time at which an order is placed by a Customer we do not have a copy of the product selected by him in stock, we shall consequently notify the Customer of this in an order confirmation straight away. Delivery periods quoted by us which have been agreed as being binding shall be extended in the event of a strike and instances of force majeure, and to be more precise, by the duration of the delay. The same shall apply if the Customer fails to fulfil any obligations to co-operate which may be incumbent upon him. If the product cannot be delivered over a protracted period of time, we shall        refrain from stating that the Customer has taken delivery of it. In this case a contract shall not materialise.
  • If the product designated by the Customer in his order is only unavailable for a temporary period of time, we shall likewise inform the Customer of this straight away in an order confirmation. If there is a delay of more than two weeks in delivery, the Customer shall be entitled to withdraw from the contract.
  • We shall be entitled to supply part deliveries of products entered in an order which can be used separately, whereby we shall bear the additional dispatch costs incurred as a result.

Section 5 Dispatch, Insurance, Passing of risk

  • Unless specifically agreed otherwise, we shall specify the appropriate method of dispatch and select the haulier at our equitable discretion.
  • We shall only owe the proper delivery of the goods on time to the haulier and we cannot be held responsible for delays caused by the haulier.
  • If the Customer is a consumer, the risk of accidental loss, accidental damage or accidental deterioration of the delivered goods shall pass over to the customer at that point in time at which the goods are delivered to the customer or at which the Customer falls into arrears with taking delivery of the goods. In all other cases risk shall pass over to the Customer when the goods are delivered to the haulier.
  • We shall insure the goods against the normal transport risks at our expense.

Section 6 Reservation of title

We shall reserve the title to the goods supplied by us until all our claims against the Customer have been fulfilled in full, even if payment has already been made for the goods actually ordered.

Section 7 Warranty

  • If there is a defect in the goods supplied, we shall reserve the choice of how to effect a cure, in particular between rectifying the defect or supplying a fault-free thing. We may refuse to agree to the method of cure selected by the Buyer if this can only be achieved with disproportionate costs.
  • If the cure in accordance with Section 7 Para (1) above is unsuccessful, or if it is unreasonable for the Customer, or if we refuse to effect a cure, the Customer shall in each case be entitled in accordance with the applicable law to withdraw from the purchase contract, reduce the purchase price or to demand compensation for damages or the reimbursement of the expenditure he has incurred in vain.  
  • In addition to this, the specific provisions in Section 8 of these T&Cs shall apply for the Customer’s compensation claims for damages.
  • The period of limitation for all claims under warranty including compensation claims for damages is one year from delivery. This shall not apply insofar as Section 438 Para 1 No. 2 BGB; Sections 478 and 479 BGB or Section 634 a Para 1 No 2 BGB prescribe longer periods as well as in cases of death, personal injury or physical harm, in cases of an intentional or grossly negligent breach of duty by us or in the event of malicious non-disclosure of a defect by us.
  • The following will only apply vis a vis business customers: the Customer shall have to inspect the goods carefully straight away upon receipt. The goods supplied shall be regarded as having been approved by the Customer if a defect is not notified to us: (i) within five working days from delivery in the event of manifest or otherwise (ii) within five working days from the discovery of the defect.

Section 8 Liability

  • The Customer’s compensation claims for damages will not be admitted unless the following exceptions apply: the Customer’s compensation claims for damages are based upon death, personal injury or physical harm or a breach of important contractual duties (cardinal duties) as well as liability for other damages attributable to an intentional or grossly negligent breach of duty by the Supplier, his legal representatives or assistants. Important contractual (cardinal duties) are those, the fulfilment of which makes it possible for the contract to be executed properly in the first place and upon compliance with which the Customer should be able to rely.
  • If a breach is committed against important contractual duties, the Supplier can only be held liable for the foreseeable damages typical for the same type of contract, if these have been caused as a result of ordinary negligence, unless the Customer’s compensation claims for damages are based upon death, personal injury or physical harm.
  • The restrictions of Para 1 and 2 above shall also apply for the benefit of the Supplier’s legal representatives and assistants, if claims are asserted directly against them.

Section 9 Place of fulfilment, Applicable law and Place of jurisdiction

  • It is agreed that the place of fulfilment, for the Buyer’s duties as well, shall be at our principal place of business in Iserlohn.
  • The place of jurisdiction for all disputes arising from or in connection with this contract shall be Iserlohn or the regional court in Hagen. We may, as we choose, also take legal action against the Customer at the court having jurisdiction for his principal place of business.
  • All orders, the Customer’s goods and services supplied to customers based within the European Union under business transactions conducted within the European Union shall be governed by German law with the exception of the UN CISG. Cross-border business transactions with customers outside the EU shall be governed by the UN CISG and, provided that this does not provide otherwise, by German law.

Status as at May 2018