General Terms & Conditions

General Provisions

The following conditions apply to all our deliveries and services and to all our offers and contracts for deliveries and services to be provided by us. These conditions also apply to all our future declarations, offers and contracts. Deviating conditions of the purchaser which we do not expressly acknowledge in writing shall be non-binding for us in full and shall not become part of the contract, even if we do not expressly object to them.

I. Offer and Contract Formation

1. Our offers are always non-binding and without obligation with regard to information on condition, price, quantity, delivery periods and delivery options.
2. Documents provided by us such as drawings, drafts and other templates, whether originals or copies, are only lent and remain our property. They may not be used for other purposes, reproduced or disclosed to third parties.
3. For the determination of our contractual obligations and/or characteristics of our deliveries or services, only the information and declarations that have expressly and in writing become part of the contractual relationship are binding. Information in brochures or offers does not give rise to contractual performance, warranty or damages claims against us from any point of view.
4. Contracts and service calls, as well as their amendments and supplements and all other agreements relating to a contract or its execution, require written form. We are entitled to use electronic or text form; in this case the purchaser is also entitled to submit declarations in this way. Verbally agreed arrangements are only valid if they are immediately confirmed in writing by one party. A verbally placed order only becomes effective when confirmed by us in writing.
5. Our obligations are in each case subject to the proviso that we ourselves are correctly and punctually supplied from a covering transaction concluded by us, including for preliminary and supply products or services of third parties. (Trade clause: correct and timely self-delivery reserved)
6. Insignificant changes in the sense of production or technical progress and commercially customary deviations in quantity, weight, dimensions, material composition, material structure, surface and colour from the sample, offer or contract are reserved insofar as these lie in the nature of the materials used, do not affect the intended purpose or usability, and are reasonable for the purchaser.
7. The purchaser is bound by their offer to conclude a contract (order) for up to four weeks.

II. Prices, Payment and Due Date

1. All prices are net prices ex works plus statutory VAT, unless otherwise agreed in writing.
2. Unless otherwise agreed, invoices are due and payable within 30 days of the invoice date without deduction.
3. The purchaser is only entitled to offset if their counterclaims have been legally established, are undisputed or have been acknowledged by us. The purchaser is only authorised to exercise a right of retention insofar as their counterclaim is based on the same contractual relationship.
4. In the event of default, we are entitled to charge default interest at the statutory rate. The right to assert further damage is reserved.

III. Delivery and Performance

1. Delivery periods or dates are only binding if they have been expressly agreed in writing as binding. Delivery periods begin with the date of our written order confirmation.
2. Events of force majeure entitle us to postpone the delivery for the duration of the hindrance plus a reasonable start-up period, or to withdraw from the contract in whole or in part on account of the part not yet fulfilled.
3. Partial deliveries are permissible insofar as they are reasonable for the purchaser.
4. We reserve the right to make technical changes that do not affect the contractual use of the delivery item.

IV. Transfer of Risk, Shipment, Inspection and Notification Obligations

1. Risk passes to the purchaser when the goods are handed over to the carrier, freight forwarder or other person designated to carry out the shipment.
2. If shipment is delayed at the request of the purchaser or due to circumstances for which the purchaser is responsible, the risk passes to the purchaser upon notification of readiness for dispatch.
3. The purchaser must inspect the goods immediately upon receipt and notify us in writing of any obvious defects within 5 working days of receipt of the goods; otherwise, assertion of warranty claims is excluded. Hidden defects must be notified in writing within 5 working days of discovery.

V. Defects, Warranty, Limitation Periods

1. We provide warranty for defects in the goods as follows: we shall, at our discretion, remedy the defect or deliver defect-free goods (subsequent performance).
2. If subsequent performance fails, the purchaser may, at their discretion, demand a reduction in price (abatement) or rescission of the contract (withdrawal).
3. Warranty claims become statute-barred within 12 months, calculated from the transfer of risk.
4. The warranty does not cover defects caused by improper handling, storage or use, or by modifications to the goods without our consent.

VI. Intellectual Property Rights

1. All intellectual property rights and copyrights associated with the goods, documents and information provided remain with us or the respective rights holder.
2. The purchaser is not entitled to use our trademarks, brands or other designations without our prior written consent.

VII. Liability

1. We are liable for intent and gross negligence. In the case of slight negligence, we are only liable for breach of a material contractual obligation (cardinal obligation). In this case, liability is limited to the foreseeable, typically occurring damage.
2. The above limitations of liability do not apply to damages from injury to life, body or health, or under the Product Liability Act.
3. Our total liability for all claims arising from this contract is limited to the value of the contract.

VIII. Retention of Title

1. We retain ownership of the delivered goods until all claims from the business relationship with the purchaser have been settled in full.
2. The purchaser is obliged to handle the reserved goods with care and to keep them insured against fire, water and theft at replacement value at their own expense.
3. In the event of third-party access to the reserved goods, the purchaser must immediately draw attention to our ownership and notify us.

IX. Place of Performance, Jurisdiction, Validity

1. Place of performance for all obligations arising from the contractual relationship is Neuss, Germany.
2. If the purchaser is a merchant, a legal entity under public law or a special fund under public law, the place of jurisdiction for all disputes arising from the contractual relationship is Neuss, Germany. We are also entitled to bring an action at the purchaser's registered office.
3. The law of the Federal Republic of Germany applies exclusively. The United Nations Convention on Contracts for the International Sale of Goods (CISG) is excluded.
4. Should individual provisions of these terms and conditions be or become invalid or unenforceable, the validity of the remaining provisions shall not be affected thereby.