GENERAL TERMS AND CONDITIONS

Acceptance and execution of orders

Every order requires a written order confirmation by the supplier. Telegraphic, telephone or verbal agreements or declarations by the supplier or its representatives require the written confirmation of the supplier to be effective. The Purchaser’s terms and conditions of purchase shall not apply, even if they are not expressly contradicted. The fulfillment of orders shall be governed solely by the terms and conditions of sale set forth herein.

Delivery time and delivery obligation

The stated delivery periods shall be adhered to as far as possible, but shall only be regarded as approximate. All cases of force majeure, operational disruptions, shortages of raw materials or operating materials, regardless of the cause, strikes, all orders from higher authorities which impair the ability to deliver shall release the supplier from compliance with the delivery deadlines without any obligation to pay compensation and shall also entitle the supplier to withdraw from delivery obligations entered into in whole or in part without compensation. The supplier shall have the same rights if unforeseen price increases occur on the material and wage market which make delivery at the agreed prices unreasonable for the supplier. If production of a particular model is discontinued by the supplier for internal reasons, the supplier shall be entitled to withdraw from delivery contracts relating to the discontinued model. The supplier reserves the right to minor deviations in color, dimensions or equipment of the ordered model.

The prerequisite for our delivery obligation is unconditional creditworthiness

of the customer. Should we receive information after the conclusion of the purchase which gives rise to doubts about the creditworthiness, we shall be entitled to withdraw from the contract without giving reasons. In this case, the supplier may also declare all claims against the purchaser due and payable immediately, regardless of any payment terms granted and the term of any bills of exchange accepted. In addition, the supplier is entitled to carry out outstanding deliveries only against advance payment or provision of security, as well as to withdraw from the contract after a reasonable grace period, without prejudice to the right to take back the goods delivered under retention of title. Credit notes for goods are to be offset in any case.

Price calculation

All prices are ex works. From a net value of Euro 500,- deliveries are carriage paid within Germany. Small orders under Euro 500,- will be dispatched freight collect. For all deliveries, the risk is transferred to the customer when the goods are handed over to the carrier. The supplier is entitled to determine the mode of shipment (forwarding agent, rail, truck), unless the customer expressly requests otherwise.

Notification of defects

Notices of defects shall only be recognized if they are notified in writing within one week of receipt of the goods at the latest. The customer is aware that the raw materials used and the way in which they are processed are subject to certain deviations, particularly in terms of color, surface quality and dimensions. We shall take back defective goods and shall be entitled, at our discretion, to replace them in whole or in part with faultless goods or to repair them. The customer shall only be entitled to demand rescission or reduction if these measures (replacement delivery – in whole or in part – or rectification) have failed. No further claims may be asserted. In particular, claims by the buyer arising from contractual relationships between the buyer and third parties are excluded. Damage to glass and mirrors must be reported immediately upon receipt of the goods and noted on the delivery bill.

Retention of title

Our deliveries shall remain our property until full payment of all our claims against the customer, irrespective of the legal grounds. This shall also apply if the purchase price for specially designated claims has been paid. In the case of current accounts, the reserved property serves as security for our balance claim. The claims against third parties arising from the sale of our property to third parties are hereby assigned to us with all ancillary rights. At our request, the purchaser is obliged to disclose the name of the third party purchaser to us and to inform him of the assignment. For our part, we are entitled at any time to inform the third-party debtor of the acquisition of the claim. If the value of the securities existing for us exceeds 20% of our claim, we shall be obliged to release them at the buyer’s request. The buyer must inform us immediately of any seizure or other impairment of the goods in our ownership. The buyer shall bear the costs of intervention proceedings. The purchaser undertakes to store the goods subject to retention of title separately from the other goods and to insure them adequately against fire and theft. The purchaser hereby assigns to us any claims against the insurance company arising from any impairment of the goods in the amount of the value of the goods.

Sales representative

The Supplier’s commercial agents are not entitled to make concessions in terms of price or other conditions without the Supplier’s written consent.

Place of fulfillment and jurisdiction

The place of performance for delivery and payment shall be the Supplier’s registered office, with the local or regional court having jurisdiction at the Supplier’s discretion. In addition, the jurisdiction of the local court of Rheda-Wiedenbrück is expressly agreed for the dunning procedure.

Should one of the aforementioned provisions not be legally permissible, this shall not affect the validity of the remaining provisions.