1. General

1.1. Our General Terms and Conditions (GTCs) shall apply exclusively to all contracts concluded with us. We do not recognise terms of the purchaser that conflict with or deviate from our GTCs, unless we have expressly agreed to their application in writing.

1.2. These GTCs shall also apply to all future business relations, even if they are not expressly agreed again. These terms shall be deemed to have been accepted on receipt of our goods or services at the latest.

1.3. Divergent terms of the purchaser that we do not expressly recognise in writing shall be nonbinding for us, even if we do not expressly contradict them or deliver without reservation to the purchaser. Counter confirmations by the purchaser and references to its terms and conditions of business and/or terms and conditions of purchase are hereby contradicted.

2. Offers and Orders

2.1. Our offers shall always be non-binding. The contract shall only come about by our confirmation of order in writing. To comply with the written form a confirmation of order being sent as a pdf-file in email- attachment is sufficient, even without signature.

2.2. Drawings, illustrations, dimensions, weights, technical data or other data are only binding if expressly agreed in writing.

3. Prices

3.1. Price setting is in EURO. Decisive is the respective confirmation of order. The prices are ex works plus the applicable sales tax.

3.2. Shipping and packaging costs are borne by the purchaser.

4. Terms of payment

4.1. The purchase price shall fall due for payment net (without deduction) within 30 days of the date of the invoice unless something different is stated in the confirmation of order. Should the purchaser default on payment, we shall be entitled to demand interest at the legal rate of interest.

4.2. If circumstances come to our attention that call into question the purchaser‘s creditworthiness, especially if the latter ceases making payments, or if other circumstances become evident that call the purchaser‘s creditworthiness into question, we shall be entitled to declare the entire residual debt to be due, even if we have accepted cheques. Furthermore, we shall be entitled to demand advance payments or the furnishing of security.

4.3. In the case of the existence of defects, the purchaser has no right of retention, unless the delivery is obviously flawed. In such a case, the purchaser is only entitled to withhold if the retained amount is proportionate to the defects and the likely cost of remedy.

4.4. The purchaser shall only be entitled to a right of set-off if its counterclaims have been established in court or are undisputed or recognised by us.

5. Delivery dates and delivery deadlines

5.1. Delivery dates or delivery deadlines must be agreed in writing. They shall be deemed to have been met if the consignment is ready for dispatch by the time they expire. If, in the event of our being in default of delivery, the purchaser grants us a reasonable extension of time under threat of rejection, the purchaser shall be entitled to withdraw from the contract if this extension expires without effect. If we are responsible for non-compliance with bindingly promised time-limits and deadlines or are in default, the purchaser shall be entitled to default compensation amounting to 1/2% for each complete week of default, but to no more than a maximum of 5% of the invoice value of the deliveries an performances affected by the default. Further claims shall be excluded, unless the default was caused by at least gross negligence on our part.

5.2. Even if deadlines have been bindingly agreed, we shall not be deemed responsible for delays in delivery or performance caused by force majeure or by events that make delivery by the seller considerably more difficult or impossible – and not only temporarily; these shall be deemed to include in particular strikes, government orders, etc., even if they affect our supplier or sub-supplier. They shall entitle us to postpone delivery or performance by the period of the hindrance plus an appropriate startup period, or to completely or partly withdraw from the contract because of the part that has not yet been performed. If our supplier fails to supply the required merchandise, or if deliveries are incomplete, we shall transfer to the purchaser all claims against the supplier to which we are entitled because of the latter‘s late delivery. If the hindrance lasts longer than three months, the purchaser shall be entitled to withdraw from the contract because of the not yet- fulfilled part thereof after granting a reasonable extension of time. If the delivery period is extended or if we are released from our obligation, the purchaser may not derive claims for damages from this. We can only invoke the circumstances mentioned if we inform the purchaser immediately.

5.3. In order for us to adhere to our delivery obligation, the purchaser must duly and punctually meets its obligations. In particular, all forms of default of delivery or service shall be excluded if advance payments agreed with the purchaser, and due before delivery, are not made.

5.4. We shall be entitled to make partial deliveries, or performance by successive instalments, at any time, unless the purchaser is not interested in partial deliveries or performance by successive instalments.

6. Dispatch and passage of risk

6.1. Delivery ex-works shall be deemed to be agreed if nothing different is stated in the confirmation of order.

6.2. Risk shall pass to the purchaser on dispatch of the items to be delivered, even if partial deliveries are made. If dispatch is delayed at the request of the purchaser or due to circumstances beyond our control, the risk shall pass to the purchaser on the day when we notify the purchaser that we are ready to ship.