General terms and conditions for commercial customers

1. Offers

All agreements, offers and contracts are subject to our general terms and conditions, which are deemed as accepted by placing an order without accepting a delivery. Differing conditions proposed by the buyer, that have not been explicitly approved of by us in written form, shall not be binding, even if we do not explicitly object to them.

 

2. Acceptance of orders

The order will be deemed as accepted if it has been confirmed by us in written form or if delivery has been effected. All extensions, additions, amendments, redistribution, arrangements or ancillary agreements with legal consequences must be acknowledged in written form from our side to be deemed valid.

The customer is liable for the correctness and completeness of the documents delivered by him, such as drawings, films, texts, samples etc. Verbal designations of additions in text, size etc. must be confirmed in written form.  

 

3. Delivery

Shipping shall be performed at the buyer´s risk. The risk is transferred to the buyer as soon as the delivery is handed over to the person carrying the transport or has left the vendor´s warehouse for the purpose of delivery. All deliveries are generally EXW. Unless otherwise agreed upon, the transportation route and the method of transportation shall be selected at our discretion. Special agreements regarding conditions of delivery must be agreed upon in written form. Our obligation to deliver shall rest as long as the customer defaults the payments. Partial delivery by us is permitted and each one is considered a completed sales contract with all its hereof resulting legal consequences.  

 

4. Prices

Our gross whole sale prices contain the actual statutory value added tax. To our net whole sale prices the actual statutory value added tax will be added. The manufacturer reserves the right to make changes of errors, printing errors and technical modifications. It the Shop shows Products with a price of 0, this is a technical error. After confirming the purchase price is shown.

 

5. Delivery periods

Pledged delivery periods are without obligation. The delivery period commences upon clarification of all details of performance and all terms and conditions of the transaction and applies to completion of the production in the factory. Relevant for compliance is the fulfillment of the contract by the contractual obligations of the buyer, especially the terms of payment agreed. If the vendor is in default with the delivery, the buyer has to grant an appropriate grace period. Subsequent delivery respite can only be agreed on after the expiry of the regular delivery term. If we are prevented from performing our obligations due to unforeseen circumstances, such as disruption of operations, force majeure events, mobilization, war, strike, lockout, prohibition of import and export and/or similar events, even if they occur in the delivery works or at the subcontractors, we are entitled to reasonably extent the term of delivery or to withdraw from the contract, even if these events happen within the delay of delivery period. The same shall apply, if official information or necessary information from the purchaser is not received in our premises in time or if subsequent amendments to the order are made. Raising claims for damages and other rights to compensation caused by delay of delivery of goods and/or withdrawal from the contract caused by our party are excluded.

 

6. Reservation of title

The goods delivered by us shall remain our property until all of our present claims against the buyer and all of our future claims against the buyer through this business connection are met. Disposal of goods being under reservation of proprietary rights shall only be allowed to the customer within the limits of proper business transaction – it is especially neither permitted to pawn goods subject to reservation of title nor pledge them as security. If the purchaser sells or otherwise transfers goods being subject to reservation of title to third parties, the claim of the seller against the third parties is considered to be assigned to us with conclusion of the delivery contract to the amount of our claim against the purchaser. We are entitled to collect the claims from the third party. The purchaser shall provide information on the third party on our demand. The purchaser is required to inform us immediately about each impairment of our rights to the goods reserved of title, especially through pledge and other sequestration. Should the purchaser not meet his obligations toward us to the full amount, the purchaser must release the goods on request without us withdrawing from the contract.

 

7. Complaint, guarantee and liability

Directly upon receiving the goods the purchaser is required to inspect whether quantity, properties and condition of the goods are complying with the contractual agreement. Defects of the goods which are identifiable during a proper examination and deliveries which differ from the ordered goods and quantities must be reported to us immediately detailed in written form, latest within 7 days after receipt of the goods. Hidden defects must be reported to us immediately after discovery, latest within one month after reception of the goods. If the buyer fails to notify the seller in time, the goods are deemed accepted by the purchaser in terms of quality and quantity. If the outside of the packages is damaged on arrival of the shipment, it must be noted at the deliverer. Differences in form, shape, color and taste of the delivered goods compared to samples do not entitle to objections. We cannot be held liable for normal decay. Knowledge as well as legal and official requirements are effectual in the version valid at the time the purchase order is placed. Changes to these knowledge and requirements taking place after placing the order do not entitle the purchaser to withdraw from the contract. Goods reported as defective shall only be returned with our expressed agreement. Return shipments must always be sent carriage paid. In case the purchaser claims within time defects or deliveries other than the ordered goods, the goods shall be – according to our choice - either exchanged or taken back with the purchase pride being refunded. If the replacement delivery is defective as well, the purchaser is entitled to choose either conversion or reduction of purchase price. In case of shortfall deliveries that are objected to in due time we are to choose between issuing a credit note or send additional deliveries. We shall not be obliged to remove defects as long as the buyer does not satisfy his payment obligations. Further claims of the purchaser, especially replacement of damages not occurring on the delivered item itself, as well as other further entitlements, are excluded.

8. Return

There is no general claim for the return of goods that have not been received in due time. The return is always a matter of negotiation. A lump sum of up to 100% can be charged. With a broken bottle, cans, pots and other packaging, the return is excluded. Also for products with own label.

9.Quantity

For custom-made products we are allowed to have the quantity of goods delivered varying by 10 % of the quantity specified within the contract.

 

10. Marketing with private label

When distributing under his own name the purchaser takes over the sole legal responsibility for the advertisement of the product as well as product name and sales description. This includes the label design as well as any other promotional advertisement (printed, linguistic media a.s.o.).

 

11. Payment terms

Unless otherwise agreed upon all our invoices shall be paid immediately and without any reduction. In case of all methods of payment where we debit the amount from your account irreversibly, your account will be debited after 8 days. In case of all methods of payment where the payment is ordered by the purchaser, payment must be ordered directly after receipt of the goods. Knowledge of a notable deterioration in the financial situation of the purchaser entitles us to declare payments not yet due as immediately due for payment and to demand advance payment or cash on delivery for future deliveries.

 

12. Data protection

All individual-related data provided to us shall be treated as confidential and shall be treated in accordance with the Federal Data Protection Act of the Federal Republic of Germany as well as the Teleservice Data Protection Act. The data is saved by us in our customer file for order procession, procession of services, sending of latest offers and special information, monitoring the credit quality and maintenance and evaluation of our customer files.

 

13. Effectiveness of individual provisions

Shall single provisions of this contract, including above terms and conditions, be ineffective either completely or partially, this shall not affect the remaining conditions. Instead of ineffective regulations or missing regulations the relevant legal principles shall apply.

 

14. Place of jurisdiction

Jurisdiction is 97616 Bad Neustadt an der Saale

 

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