General Terms & Conditions
1.1 Scope of application
These General Terms and Conditions shall apply in the version valid at the time the contract is concluded for all business relations between us and you. Should you use conflicting general terms and conditions, these are hereby expressly rejected.
1.2 Contractual Agreement
The contract language is German. Customers within the meaning of these General Terms and Conditions are exclusively entrepreneurs within the meaning of § 14 BGB (German Civil Code).
1.3 Our offers
The lists, illustrations, drawings and other data contained in the offer have been carefully prepared by us, but do not represent any guarantee or assurance. A guarantee promise or assurance must be agreed separately with us. The passing on of orders in connection with your order is only permitted after consultation and approval on our part.
1.4 Conclusion of contract
The conclusion of the contract takes place individually through offer and acceptance. Unless otherwise agreed, the usual procedure is that you send us an enquiry and receive a binding offer from us, which you can then accept within the period specified in the offer. With the acceptance the contract comes off. A separate storage of the contract text by us does not take place, but the contract content results in each case individually from the met agreement.
1.5 Right of use and copyright
We have the exclusive right of use or copyright to drawings, illustrations, sketches, price lists, models, devices and other documents which we have produced or which you receive from us. These may not be made accessible to third parties without our consent and must be returned to us immediately upon request. Reproduction of our goods or works is only permitted with our consent.
After conclusion of the contract, you must provide us with all data and information relevant to you, which will specify your order in more detail and are covered by the agreed range of services or cost estimate. Oral information will be fixed by us in text form and sent to you for confirmation. Should we discover that your wishes are no longer covered by a cost estimate, we will prepare a new cost estimate for you. Should you not accept this, however, we reserve the right to withdraw from the contract.
1.7 Your details
We always execute your order according to your specifications and do not check it for your particular application. You must provide us with all information (e.g. all relevant data and sketches) necessary for your order prior to the execution of the order, otherwise we cannot begin with our services. We are not responsible for delays caused by your failure to cooperate. In this case, we reserve the right to claim the damage caused by the delay or the additional costs. Should you wish to return the documents you have handed over to us, you must inform us of this in advance. If no such notification is received, we reserve the right to destroy or delete it.
2. Performance and delivery
2.1 Partial deliveries
We are entitled to make partial deliveries if this is reasonable for you. In the case of partial deliveries, however, you will not incur any additional shipping costs.
2.2 Delivery and service delays
Delays in delivery and performance due to force majeure and due to extraordinary and unforeseeable events, which cannot be prevented by us even with the utmost care and for which we are not responsible (this includes in particular strikes, official or judicial orders and cases of incorrect or improper self-supply despite the cover transaction to that effect), entitle us to postpone the delivery for the duration of the hindering event.
2.3 Exclusion of delivery
P.O. box addresses are not supplied.
2.4 Default of acceptance
If you fall behind with the acceptance of the ordered goods, we shall be entitled, after setting a reasonable period of grace, to withdraw from the contract and claim damages for delay or non-performance. During the default of acceptance you shall bear the risk of accidental loss or accidental deterioration.
2.5 Time of delivery and performance
Our delivery and service times are agreed individually with you. If your cooperation is necessary or agreed for our delivery or service, the delivery or service time shall be extended by the time you have not fulfilled this obligation. If you wish to make changes or additions after scheduling, the agreed deadlines/dates can no longer be met.
Please also note that our delivery times strongly depend on the delivery times of our partners and therefore longer delivery times may occur. Of course we are always anxious to send you the goods as soon as possible.
Unless expressly agreed otherwise, the delivery/service shall be effected by us within 7 days. In the case of prepayment, the commencement date for the delivery/service is the day after the payment order has been placed with the transferring bank or, in the case of cash on delivery or purchase on account, the day after conclusion of the contract. The deadline shall end on the seventh day following the conclusion of the contract. If the last day of the period falls on a Saturday, Sunday or a public holiday recognised by the state at the place of delivery/service, the period shall end on the next working day.
2.6 Premature Termination
Should you wish to terminate your order prematurely, we reserve the right to invoice you for services already rendered or futile expenses, but at least 20% of the order value. A claim to the completion of our work shall lapse. You have the option of proving that we have incurred no or less damage.
2.7 Storage costs
If dispatch or delivery of the goods is delayed at your request, we reserve the right to invoice you for the costs incurred (in particular storage costs).
2.8 Change and extension requests
Unless otherwise agreed or booked, requests for changes and extensions shall only be carried out if they are necessary in order to achieve the purpose of the contract. At the express request of the customer, however, modification and extension requests can be carried out by our separate order. This must then be remunerated separately. Also to be remunerated is the examination of the feasibility of the change and extension requests.
3.1 Price and payment modalities
The exact price and payment modalities will be agreed individually with you (e.g. down payment). All prices are exclusive of VAT and, unless otherwise agreed, ex works excluding packaging, loading, freight, customs, transport and storage insurance.
Unless otherwise agreed, our invoices are payable in cash without deduction within 30 days of issue of the invoice. If payment is made within 14 days of the invoice date, a discount of 2% of the net invoice amount will be granted.
If you are exempt from turnover tax, you must provide us with corresponding proof. We also reserve the right to demand advance payments or security deposits if we have doubts about your solvency (e.g. payment default that has already occurred). Should you fail to comply with a corresponding request for advance payment or provision of security, we shall be entitled to withdraw from the contract after setting a reasonable deadline.
3.2 Default of payment
Default of payment occurs without reminder after 30 days after invoicing. In the event of default in payment, interest shall be charged at a rate of 9 percentage points above the base rate of the European Central Bank. Should you fall into arrears with your payments, we reserve the right to charge reminder fees of 2.50 euros. The assertion of further damages remains unaffected. You have the option of proving that no damage or less damage has been incurred by us.
In the event of default in payment, we reserve the right to suspend our work until you have fulfilled your payment obligation. We will invoice you for any additional costs incurred.
In addition it is possible for us in the event of default in payment to immediately call due all further payment obligations you have towards us and in the event of payment by instalments also the full price.
3.3 Right of retention
You shall only be entitled to assert a right of retention for such counterclaims which are due and based on the same legal relationship as your obligation.
3.4 Cost estimates
Our cost estimates are not binding. If it is foreseeable that the actual costs will exceed the prices quoted by us in text form by more than 15%, we will inform you of the higher costs. The cost overrun shall be deemed approved by you if you do not object in text form within three working days of this notice. If the costs are exceeded by up to 15%, a separate notification is not necessary.
3.5 Advance payment and/or partial invoices
We reserve the right to demand advance payment and/or partial invoices for extensive work. This applies in particular if we use the services of third parties to fulfil the contract.
3.6 Transport and Packaging
The weight and dimension specified by us shall be decisive for the calculation of the transport costs. The choice of the mode of shipment is left to us, unless otherwise agreed. Packaging material, if provided by us, shall be invoiced at cost price and shall not be taken back. The rental fees for pallets shall be charged.
Copper surcharges of more than 230 Euro per 100 kg shall be invoiced as follows from the DEL quotation:
from 231 - 280 = 2% from 331 - 380 - 4%.
from 281 - 330 - 3% from 381-430 = 5%
The percentage to be credited is based on the DEL note valid on the day the contract is concluded.
If our remuneration includes the use/provision of tools, manufactured models and special designs, etc., you will not receive any right of ownership or right of use to these through payment.
4. Your responsibility
4.1 General information
You are solely responsible for the content and correctness of the data and information you transmit. You also undertake not to transmit any data whose contents infringe the rights of third parties or violate existing laws. By transmitting data to us, you confirm that you have complied with the copyright regulations.
You shall indemnify us against all claims asserted against us by third parties due to such infringements. This also includes the reimbursement of costs of necessary legal representation.
4.3 Data backup
You are jointly responsible for saving the information sent. We cannot be held responsible for the loss of the information you send us as we do not provide a general data security guarantee.
4.4 Legal advice and verification
We draw your attention to the fact that a legal consultation or examination of your order is not part of our service and you must hire an expert for this.
4.5 Access and requirements at the site of operation
If we have to carry out work on your premises or if this is covered by the booked service, you must ensure that we are granted access to the respective premises or that an appropriate key is handed over. You must also ensure that there is sufficient electricity in the premises. You are responsible for delays caused by your failure to cooperate.
You must always observe any instructions and notes provided on cleaning, storage and handling of the goods / works. We can therefore not be held responsible for your faulty behaviour.
You are obliged to keep secret all business and trade secrets and information designated as confidential that we disclose and/or become known to you during the execution of the contract.
Any advice on the functionality and suitability of the goods / works for your intended purpose shall be given by us only as an assistance and shall not be understood as an assurance. You are responsible for ensuring that you obtain comprehensive information about functionality and suitability and, if necessary, obtain information from third parties.
5. Reference right
We reserve the right to name you as a reference and to take photographs of the work produced and to include them as a reference in brochures, leaflets and our website. You have the right to object to this.
6. Retention of title
6.1 General information
The goods, works and materials delivered by us shall remain our property until all present and future claims arising from the business relationship have been completely fulfilled. You assign to us any claim or replacement which you may receive for the damage, destruction or loss of these goods. Unless otherwise agreed below, you shall not be entitled to sell, give away, pledge or assign by way of security the goods delivered to you under retention of title.
6.2 Attachment and other impairments
If the item subject to retention of title is seized or otherwise impaired by third parties, you must notify us immediately so that an action can be brought in accordance with §771 ZPO. If the third party is not in a position to reimburse the judicial and extrajudicial costs of an action pursuant to § 771 ZPO, you shall be liable for the loss incurred by us.
You are entitled to resell the reserved goods in the normal course of business. You hereby assign to us the customer's claims arising from the resale of the reserved goods in the amount of the agreed final invoice amount (including value-added tax). This assignment shall apply irrespective of whether the object of sale has been resold without or after processing. You remain authorised to collect the claim even after the assignment. Our authority to collect the claim ourselves shall remain unaffected thereby. However, we shall not collect the claim as long as you meet your payment obligations from the collected proceeds, are not in default of payment and, in particular, as long as no application for the opening of insolvency proceedings has been filed and payments have not been suspended.
6.4 Transformation, treatment and processing
The treatment and processing or transformation of the purchased item by you shall always be carried out in our name and on our behalf. In this case, your expectant right to the object of sale shall continue in the transformed object. If the object of sale is processed with other objects not belonging to us, we acquire co-ownership of the new object in the ratio of the objective value of the object of sale to the other processed objects at the time of processing. The same shall apply in the event of mixing. If the mixing is carried out in such a way that your item is to be regarded as the main item, it shall be deemed agreed that you transfer proportionate co-ownership to us and keep the resulting sole ownership or co-ownership for us. In order to secure the claims against you, you shall also assign to us such claims which accrue to you against a third party through the combination of the reserved goods with a piece of real estate; we hereby accept this assignment.
If you act in breach of contract, in particular in the event of default in payment, but also in the event of an application for insolvency proceedings against your assets, we shall be entitled to take back the goods. In this case, taking back the goods does not constitute withdrawal from the contract, unless we expressly declare this in writing.
6.6 Release of securities
If the value of the securities exceeds the value of the secured claims by more than 15 percent, we shall be obliged to release securities at your request.
7.1 Warranty for purchase contracts
7.1.1 General information
There are statutory warranty rights. A warranty claim can only arise with regard to the properties of the goods; reasonable deviations in the aesthetic properties of the goods are not covered by the warranty claim. In particular with regard to the descriptions, representations and information in our offers, brochures, catalogues, on the website and other documents, technical and design deviations may occur (e.g. colour, weight, dimensions, design, scale, positioning etc.) insofar as these changes are reasonable for you. Such reasonable reasons for change may result from customary fluctuations and technical production processes. As far as guarantees are given in addition to the warranty claims, you will find their exact conditions with the product. Possible guarantees do not affect the warranty rights.
7.1.2 Warranty claims
In the event of a defect, we shall, at our discretion, provide subsequent performance in the form of rectification of the defect or replacement delivery. The risk of accidental loss or deterioration of the goods shall pass to you when the goods are handed over to the person designated for transport. You must report obvious defects immediately and non-obvious defects immediately after discovery in text form; otherwise the assertion of the warranty claim is excluded. Timely dispatch is sufficient to meet the deadline. It shall bear the full burden of proof for all claim prerequisites, in particular for the defect itself, for the time of discovery of the defect and for the timeliness of the notice of defect.
7.1.3 Statute of limitations
For used goods the warranty is excluded and for new goods this is 1 year. Excluded from this is the right of recourse according to § 478 BGB. The shortening of the limitation period expressly does not exclude liability for damages resulting from injury to life, body or health or in the case of intent or gross negligence. The provisions of the Product Liability Act shall also remain unaffected.
7.2 Warranty for contracts for work and services
7.2.1 Warranty claim
There are statutory warranty rights. If the work is defective and you demand subsequent performance, we may, at our discretion, remedy the defect or produce a new work. If defects are not remedied even after at least two attempts at repair, you shall be entitled to rescission or reduction.
7.2.2 Transfer of risk
The risk of accidental loss or deterioration of the work shall not pass to you within the framework of warranty processing until acceptance of the work.
If you notice that the outer packaging arrives damaged at your premises or notice damage after receipt of the goods, we ask you to inform us accordingly. However, there is no obligation to give such notice, nor are the consumer's warranty rights affected by a failure to do so.
7.2.4 Statute of limitations
Warranty claims expire within one year after the transfer of risk, unless it is a matter of the construction of a building or a work, the success of which in the provision of planning or monitoring services for this is involved. In such cases, the limitation period shall be five years. The shortening of the limitation period expressly does not exclude liability for damages resulting from injury to life, limb or health or in the case of intent or gross negligence. The provisions of the Product Liability Act shall also remain unaffected.
7.3 Rights in the case of insignificant defects
If there is only an insignificant defect, you shall only be entitled to a reasonable reduction of the purchase price or the agreed remuneration for work, excluding the right of withdrawal.
7.4 Damages for Defects
For damages, which are to be led back to an improper treatment or use, no guarantee is given. The following disclaimer is expressly referred to.
7.5 Non-existence of the warranty right
A warranty claim is not given in the following cases for the goods / works, as far as the notified defect is caused by:
Unsuitable or improper use / placement / storage
faulty installation or commissioning by you or third parties
faulty or negligent handling
Use of unsuitable equipment
external effects due to environmental influences
raw material aging
Information about processing and application possibilities of the goods or works sold or manufactured by us as well as technical advice and other information are given to the best of our knowledge and belief. The exclusion and reservation of liability from the following provisions shall also apply in this respect. However, you must always ensure yourself that you inform yourself before placing an order and check whether the goods to be manufactured or the work is suitable for your planned project.
8.2 Exclusion of liability
We as well as our legal representatives and vicarious agents are only liable for intent. We shall only be liable for gross or slight negligence if material contractual obligations (i.e. obligations whose observance is of particular importance for achieving the purpose of the contract) are affected. The liability is limited to the foreseeable, contract-typical damage.
8.3 Reservation of liability
The above exclusion of liability does not apply to liability for damages resulting from injury to life, limb or health. The provisions of the Product Liability Act shall also remain unaffected by this exclusion of liability.
9. final provisions
9.1 Place of performance
Place of performance for both parties is Berlin.
9.2 Place of jurisdiction
Our place of business shall be agreed as the exclusive place of jurisdiction for all legal disputes arising from this contract if you are a merchant, a legal entity under public law or a special fund under public law or if you do not have a place of jurisdiction in the Federal Republic of Germany.
9.3 Choice of law
As far as there are no compelling legal regulations according to your home right, German law is considered as agreed under exclusion of the UN purchase right.
9.4 Severability clause
The invalidity of individual provisions shall not affect the validity of the remaining General Terms and Conditions.