Terms and conditions of sale and delivery

1. We conclude contracts with merchants exclusively under the following conditions, unless expressly agreed otherwise in writing. The purchasing conditions of our buyers do not apply to us, even if we do not expressly reject them.
2. Verbal agreements are binding on us only if, and to the extent that, we confirm them in writing or comply with them by dispatching the goods and the invoice.
3. Our offers are non-binding. The scope of delivery is governed by our written order confirmation.

Pricing is determined according to the rates applicable on the day of delivery, plus VAT, and on the dispatch weight established at our delivery facility.

1. Our invoices are payable net, without deduction, in cash within 30 days of the invoice date. Our claims may not be offset, and no right of retention may be asserted, unless the counterclaim is undisputed or legally established.
   If payment of invoices for deliveries and services is made by SEPA Core Direct Debit or SEPA B2B Direct Debit, the buyer shall receive pre-notification of the direct debit collection at least one day before the due date, in deviation from the statutory regulation. This pre-notification will be issued along with the submission of the invoice to be collected.
2. If the payment deadline is exceeded and payment is delayed, we are entitled to charge default interest at a rate of 8 percentage points above the base interest rate. We reserve the right to assert additional claims for damages arising from the delay.
3. Bills of exchange discountable by the Bundesbank are accepted as payment solely pursuant to a separate agreement. Credits for bills of exchange and cheques are conditional upon receipt and are recorded from the day on which we can access the corresponding funds. All discount and collection charges shall be borne by the buyer and are due immediately in cash.
4. If these payment terms are not observed, or if circumstances become known to us after the conclusion of the relevant contract that are likely to significantly impair the buyer’s creditworthiness, we are entitled to demand immediate payment of our claims. This applies irrespective of the maturity of any accepted bills of exchange; in such cases, we are also entitled to execute any outstanding deliveries only against advance payment or security and, after a reasonable grace period, to withdraw from the contract and/or claim damages for non-performance. We are also entitled to prohibit the resale and processing of the goods delivered under retention of title (VII.) and to demand their return or the transfer of direct possession at the buyer's expense, and to revoke the direct debit authorization pursuant to VII., No. 6.

1. For invoice amounts of €100 or more, delivery is free of postage or freight to a German railway or shipping station; in all other instances, delivery is made free to the border of the Federal Republic of Germany from any location where a warehouse is maintained, provided normal transport facilities exist. Additional freight or postage costs for express shipments are borne by the recipient, as are additional taxes and customs duties for deliveries abroad.
2. Our obligation to deliver is suspended for as long as the buyer is in arrears with any payment obligation. All shipments are transported at the buyer’s risk. We reserve the right to choose the shipping method and route. We will make every effort to consider the customer’s wishes. Insurance against transport damage is provided only at the buyer’s request and expense.

1. Any complaints regarding the quality or quantity of the goods must be submitted to us in writing within 8 calendar days of receipt of the goods, stating the order details and the invoice and shipping numbers.
2. In the case of properly raised and justified complaints concerning defects, we are entitled, at our discretion, either to remedy the defects or to provide a replacement. This does not apply in circumstances involving recourse by the company after a consumer purchase. Rejected goods may be returned solely with our express approval. Should subsequent performance be unsuccessful, the buyer is entitled to a price reduction or to withdraw from the contract. The buyer’s entitlement to claim damages in lieu of performance, as provided by law and these terms and conditions, remains unaffected.
3. We assume liability in accordance with statutory law for acts of intent or gross negligence by us or by our representatives or agents. In the event of injury to life, body, or health, or where essential contractual obligations are breached, we, our representatives or our vicarious agents are likewise liable for simple negligence. In all other cases, liability for simple negligence is excluded. Claims for damages resulting from the breach of material contractual duties are, however, limited to the foreseeable damage typical for such contracts. The above provisions do not affect the applicability of the Product Liability Act.
4. The limitation period for all claims and rights relating to defects in the delivery or service – irrespective of their legal basis – is one year. However, this does not apply in cases of recourse by the undertaking following a consumer purchase.

Information on the processing and application of our products, as well as any technical advice or additional details, is given to the best of our knowledge, but without obligation and with no acceptance of liability.

1. The goods we deliver remain our property until all payment obligations of the buyer to us, whether existing or arising in the future and irrespective of their legal basis, have been fulfilled. In the case of an open account, the retention of title serves as security for our respective balance claim (current account reservation). This remains applicable even when payments are made in respect of specifically designated claims.
2. As long as we have any outstanding claim against the buyer, any processing or transformation of the goods we have delivered shall be deemed to occur on our behalf, without any acquisition of ownership under Section 950 of the German Civil Code (BGB). If the buyer processes the goods along with other goods not belonging to us (Section 947 BGB), we are entitled to co-ownership of the new item in proportion to the invoice value of the goods subject to retention of title to the invoice value of the other goods used in the processing. If our ownership is extinguished through combination or mixing, the buyer hereby assigns to us the ownership rights to which they are entitled in the new inventory or item to the extent of the invoice value of the goods supplied by us. In all cases of processing or transformation, the buyer shall be regarded as the custodian.
3. The buyer is authorised to resell, process or incorporate the goods under our retention of title in the ordinary course of business, provided they are not in default and that claims arising from such resale are assigned to us in accordance with Section VII. 4. et seq.
4. The claims of our buyer arising from the resale, processing or incorporation of the goods subject to retention of title (including claims under purchase, works or supply contracts) shall be deemed assigned to us at the time such claims arise, irrespective of whether the goods subject to retention of title are resold or further processed, and irrespective of whether such resale or processing involves one or multiple customers. Any security interests our buyer may possess against its customers are assigned to us.
5. Where the goods subject to retention of title are resold, processed or transformed, whether alone or together with other goods not belonging to us, and whether before or after such processing, the buyer’s claim against the purchaser shall be deemed assigned to us, up to the amount of the delivery price agreed between us and the buyer, in accordance with VII. 4.
   When transferring goods in which we hold a co-ownership interest pursuant to VII. 2. the assignment of the claim shall apply in the amount corresponding to our co-ownership share.
6. The buyer is authorised to collect receivables arising from the resale of our goods subject to retention of title until such authorisation is revoked by us at any time. The buyer is not entitled to dispose of such receivables by assigning them to third parties. At our request, the buyer shall instruct its customer to execute the assignment of these receivables to third parties. At our request, the buyer is obliged to inform their customer of the assignment to us and to provide us with a written statement identifying the customers by name and address, along with details of the claims to which they are entitled, in particular their nature and amount, and to furnish the information and documents necessary for collection.
7. The rights arising from the retention of title and its special forms stipulated in these terms and conditions shall also apply until full release from any contingent liabilities that we have assumed in the interest of our contracting partner, in particular those arising from bills of exchange or cheques.
8. The buyer must notify us without delay if third parties establish or assert any right to the goods subject to retention of title or to the claims assigned to us; the buyer must also immediately inform the third party of our rights.

The contract remains binding even if individual provisions of its terms are legally invalid. Any invalid or ineffective provision shall be reinterpreted so as to achieve its intended purpose effectively.

The place of performance for our deliveries is the respective delivery location and the place of performance for payment by the buyer is our registered office (Wiesbaden). All legal relations between us and the buyer are governed by German law, excluding the Vienna UN Convention of 11 April 1980. The place of jurisdiction is our company’s registered office and, at our discretion, also the buyer’s general place of jurisdiction.