§ 1 Validity of the terms and conditions
1.1 The following terms and conditions apply exclusively to all offers, deliveries and services of Max Knobloch Nachf. GmbH (hereinafter: KNOBLOCH).
1.2 These therefore apply to all future business relationships, even if they are not expressly confirmed again. These terms and conditions shall be deemed accepted at the latest upon acceptance of the goods and/or services. Counter-confirmations by the Buyer with reference to his terms and conditions are hereby refuted. This also applies in the event that the Buyer has prescribed a specific form for the objection. Deviations from these terms and conditions are only effective if KNOBLOCH confirms them in writing.
§ 2 Offer, minimum order value, conclusion of contract
2.1 KNOBLOCH’s offers are subject to change and non-binding. Samples and brochures serve only as illustrative material. Consequently, drawings, illustrations, dimensions, weights and other services in the sales documents are only binding if they are agreed in writing. Unless otherwise stated, illustrations in offers and orders are conceptual sketches. The reference to DIN specifications is only a description of the goods, not a guarantee of properties.
2.2 The order of the goods by the Buyer shall always be deemed binding.
2.3 Acceptance can be declared either in writing (e.g. by order confirmation) or by delivery of the goods to the Buyer.
2.4 An order must reach a minimum order value of € 50.00 net plus VAT and plus shipping and packaging costs. This does not apply to orders via the KNOBLOCH online store.
§ 3 Packaging, shipment, partial deliveries, shipping costs
3.1 Packaging shall be carried out with the utmost care and in accordance with the requirements of the products.
3.2 For all deliveries, the agreed shipping and notification costs or those shown in the offers and/or order confirmations shall apply.
3.3 KNOBLOCH reserves the right to choose the shipping route. The risk shall pass to the Buyer as soon as the consignment has been handed over to the person carrying out the transport or has left KNOBLOCH’s warehouse for the purpose of dispatch. If dispatch is delayed at the request of the Buyer, the risk shall pass to the Buyer upon notification of readiness for dispatch. The contracting parties agree that the delivery is in principle a sale by dispatch in accordance with § 447 of the German Civil Code (BGB). The Buyer is advised that he must assert claims for damage due to shipment directly against the carrier or forwarder in accordance with §§ 421, 457 HGB (German Commercial Code).
3.4 If an order consists of several partial deliveries, each delivery shall be deemed a separate transaction. KNOBLOCH is entitled to make partial deliveries. In the case of call-off orders, KNOBLOCH also reserves the right to make price changes as a result of any increase in material or labor costs if delivery is to take place later than four (4) months after the conclusion of the contract.
§ 4 Payment, offsetting, default of payment, invoice
4.1 Unless otherwise agreed, invoices are payable net within 30 days. Unless otherwise agreed, payments are only to be made directly to KNOBLOCH.
4.2 For spare parts orders and contract work, a payment term of 14 days net applies as standard.
4.3 Offsetting against the Buyer’s claims is excluded unless KNOBLOCH’s claim is undisputed or has been legally established.
4.4 From the due date, interest of 5% above the respective base interest rate according to § 247 of the German Civil Code (BGB) shall be charged, asserting any further damages caused by default.
4.5 If the fulfillment of the payment claim is endangered due to a deterioration in the financial circumstances of the Buyer that has occurred or become known after conclusion of the contract, KNOBLOCH may demand advance payment of all outstanding invoices, including those not yet due, withhold goods not yet delivered and cease further work on orders still in progress. KNOBLOCH is also entitled to these rights if the Buyer does not make payment despite a reminder for default. In the event of default in payment, default interest of 5% above the respective base interest rate according to § 247 BGB shall be payable. This does not exclude the assertion of further damages caused by default.
4.6 First-time Buyers are only served against prepayment.
4.7 KNOBLOCH reserves the right to revert to advance payment for Buyers who have not generated any turnover for more than two (2) years.
4.8 For transactions with a net goods value of more than € 10,000, KNOBLOCH reserves the right to agree payment terms that deviate from the standard terms and conditions.
4.9 KNOBLOCH will send the invoices by e-mail. KNOBLOCH thus offers an environmentally friendly and cost-effective alternative to the postal service. Invoices will only be sent by post if the Buyer expressly requests this. In this case, KNOBLOCH reserves the right to charge the cost price of sending the invoice.
§ 5 Delivery time
5.1 Delivery dates and deadlines that are agreed as binding or non-binding must be in writing. Delivery periods shall commence on the day of complete technical and commercial clarification of the order and the written agreement on an order. Should any details of the execution remain unresolved which, in the opinion of at least one of the parties, need to be regulated, the delivery periods shall not commence until all details of execution have been fully clarified.
5.2 The agreed delivery date shall be understood as the time of dispatch ex works.
5.3 KNOBLOCH shall not be responsible for delays in delivery and performance due to force majeure and due to events which make delivery considerably more difficult or impossible for KNOBLOCH, even if they occur at KNOBLOCH’s supplier or its suppliers, even if binding dates and deadlines have been agreed. They entitle KNOBLOCH to postpone the delivery or service for the duration of the hindrance plus a reasonable start-up time or to withdraw from the contract in whole or in part due to the part not yet fulfilled.
5.4 If the hindrance lasts longer than two (2) calendar months, the Buyer shall be entitled, after setting a reasonable grace period, to withdraw from the contract with regard to the part not yet fulfilled. If the delivery time is extended or if KNOBLOCH is released from its obligation, the Buyer cannot derive any claims from this.
§ 6 Supply contracts, orders
6.1 In the case of contracts with continuous delivery, KNOBLOCH must be informed of call-off quantities and delivery dates for these when the order is placed. KNOBLOCH is entitled to produce the total quantity of the order according to the production planning at any time during the delivery period, unless expressly agreed otherwise.
6.2 If the order quantity is not accepted during the call-off period, KNOBLOCH is entitled to demand acceptance and payment of the entire remaining order quantity. The Buyer shall be in default of acceptance of the part not called off at the end of the call-off period.
6.3 If a call-off period has not been specified, KNOBLOCH shall be entitled, in the event that the Buyer has not made a call-off within a period customary for a call-off, to set a deadline for further call-off and, after its fruitless expiry, to demand acceptance and payment of the entire remaining order quantity.
6.4 If the Buyer does not accept the goods on the agreed delivery date, KNOBLOCH is entitled to charge the costs for storage.
6.5 Once production for an order has begun, subsequent changes to the ordered goods are no longer possible.
6.6 If changes are unavoidable, the Buyer will receive a separate offer from KNOBLOCH. Delivery dates and deadlines already agreed shall be deemed invalid. The new delivery dates and deadlines are determined in accordance with §5.
§ 7 Notice of defects, warranty, compensation
7.1 Notices of defects or other complaints can only be taken into account if they are notified to KNOBLOCH in writing immediately after receipt of the goods at the place of destination and, in the case of hidden defects which cannot be discovered immediately even after careful inspection, immediately after their discovery.
7.2 In the event of timely complaints recognized by KNOBLOCH, KNOBLOCH reserves the right to replace the rejected and returned goods or to repair the rejected goods. If the repair or the replacement or subsequent delivery fails or if the repair or replacement delivery is not possible within a reasonable period of time or if a reasonable grace period set by the Buyer expires without the defect being remedied, the Buyer may, to the exclusion of all further claims, demand rescission or reduction at his discretion. Shipping costs that become necessary due to the replacement delivery shall be borne by KNOBLOCH.
7.3 Claims for damages which go beyond the warranty claims according to clause 7.2 are excluded – regardless of the legal grounds. This does not apply insofar as liability is mandatory under applicable law in cases of intent, gross negligence or the absence of warranted characteristics.
7.4 KNOBLOCH is not liable for the suitability of the goods for the application intended by the Buyer, unless this is expressly stated in the catalogs or technical documents or expressly warranted by KNOBLOCH.
7.5 The products are technical work equipment in accordance with the Equipment Safety Act and may only be used as intended. Non-intended use of the products and their accessories as well as any unauthorized modification to them without the express written consent of KNOBLOCH shall release KNOBLOCH from all obligations in the event of damage.
7.6 The following limitation periods for claims for defects shall apply, calculated from the date of
7.6.1 One (1) year for all electronic components and parts.
Excluded are defects due to improper or faulty installation of the electrical components, defects due to improper or faulty commissioning and defects due to improper or incorrect operation.
7.6.2 Two (2) years for coatings (surface finishing, painting, corrosion).
Excluded are defects due to normal signs of wear and tear caused by the use of the contractual items and, in particular, mechanical damage to the surface and resulting consequential damage as well as flash rust. Also excluded are defects caused by non-compliance with the cleaning and care instructions recommended by KNOBLOCH as well as age-related discoloration of the metal, coating or plastic.
7.6.3 Five (5) years for all mechanical components.
Excluded are defects due to normal wear and tear caused by the use of the contractual items, damage caused by use deviating from the normal purpose and specifications of KNOBLOCH, damage indicating that repairs or other interventions have been carried out by third parties not authorized by KNOBLOCH, damage caused by mechanical influences, in particular vandalism, and for defects caused by non-compliance with the cleaning and care instructions recommended by KNOBLOCH.
7.6.4 Fifteen (15) years against rusting through.
Excluded are defects due to normal wear and tear caused by the use of the contractual items, damage caused by use deviating from the normal purpose and specifications of KNOBLOCH, damage indicating that repairs or other interventions have been carried out by third parties not authorized by KNOBLOCH and damage caused by mechanical influences, in particular vandalism. Claims under this guarantee also do not apply to corrosion damage caused by flash rust, damage to contractual items or parts thereof caused by direct contact with plaster, cement, lime or similar, or for defects caused by failure to observe the cleaning and care instructions recommended by KNOBLOCH.
§ 8 Return of goods
8.1 For all products manufactured individually for the Buyer as well as all light sources, a return is generally excluded.
8.2 All returns of goods which are not based on justified notifications of defects and/or which are not based on KNOBLOCH’s prior written consent shall be rejected with costs.
8.3 The costs for the return of goods that are not based on justified notifications of defects shall in any case be borne by the Buyer.
8.4 In the event of a return of goods confirmed by KNOBLOCH, KNOBLOCH shall charge 20% of the invoice value of the goods as restocking costs for the necessary inspection, possible reconditioning, repackaging and stock processing. The Buyer reserves the right to prove that the costs incurred by KNOBLOCH are lower than this lump sum. If goods that are not originally packaged or damaged are taken back, the costs for repair, reconditioning and repackaging shall be invoiced in addition to the flat-rate restocking costs in the amount actually incurred.
8.5 Returned samples will only be credited if they have been invoiced in advance and are in a visually and technically perfect condition.
§ 9 Retention of title
9.1 KNOBLOCH retains title to the delivered goods until all costs arising from the business relationship – including interest and other costs – have been settled in full. The Buyer is obliged to store and insure the goods subject to retention of title in a special way and must provide KNOBLOCH with proof of insurance upon request.
9.2 The Buyer is entitled to sell the goods, including further processing, in the ordinary and proper course of business. However, he must retain title until full payment of his purchase price claim. He may not pledge the reserved goods or assign them as security and must inform KNOBLOCH immediately of any seizures by third parties.
9.3 If the Buyer treats or processes goods delivered by KNOBLOCH or combines them with other goods not belonging to KNOBLOCH, the treatment or processing is carried out free of charge for KNOBLOCH as manufacturer. The Buyer does not acquire ownership within the meaning of § 95 BGB. The Buyer shall store the newly created goods free of charge for KNOBLOCH. If the goods are processed by the Buyer with the goods of other suppliers, KNOBLOCH shall become co-owner of the new item on a pro rata basis.
9.4 The Buyer hereby assigns to KNOBLOCH the claims to which he is entitled from the resale. If the reserved goods are resold after processing – in particular with goods not belonging to KNOBLOCH – the assignment shall be deemed to have been made only in the amount of the sales value of the reserved goods. If the third-party debt is higher than KNOBLOCH’s claim, the claim against the third-party debtor shall only be transferred to KNOBLOCH to the extent that it corresponds to the value of the reserved goods.
9.5 The Buyer is entitled to collect the claims assigned to KNOBLOCH from the third-party purchaser for KNOBLOCH, but must immediately transfer the collected amounts to KNOBLOCH. KNOBLOCH reserves the right to collect the claims directly from the third-party buyer, who must be named to KNOBLOCH for this purpose.
§ 10 Special provisions for orders based on drawings and/or models
10.1 KNOBLOCH’s own drawings, samples and models may in principle only be made accessible to third parties with KNOBLOCH’s prior written consent.
10.2 If KNOBLOCH has to deliver according to drawings, samples or models of the Buyer, the Buyer assumes liability for ensuring that KNOBLOCH does not infringe any third-party property rights. KNOBLOCH undertakes to use the templates only for the Buyer’s order, unless any other use is expressly agreed. The Buyer is obliged to indemnify KNOBLOCH against all claims of third parties due to the infringement of industrial property rights. This also applies to any legal costs incurred by KNOBLOCH. At KNOBLOCH’s request, the Buyer shall pay a reasonable advance for any legal costs.
§ 11 Data protection
The protection of your personal data is important to us. Your data is collected, processed and used exclusively in accordance with the statutory provisions. For detailed information on data protection, including the type, scope and purposes of data processing and your rights, please refer to our privacy policy (https://www.max-knobloch.com/service/datenschutz), which you can view at any time on our website.
§ 12 Place of performance, place of jurisdiction
12.1 The place of performance for all claims arising between the Buyer and KNOBLOCH is the registered office of KNOBLOCH.
12.2 In the event that the Buyer is a merchant within the meaning of the German Commercial Code (HGB), 04720 Döbeln, Germany shall be the exclusive place of jurisdiction.
§ 13 Applicable law, effectiveness, mandatory written form
13.1 The law of the Federal Republic of Germany shall apply.
13.2 Amendments and supplements to the provisions contained in these terms and conditions must be made in text form and agreed in the purchase contract in order to be effective. Verbal or written collateral agreements are only binding on KNOBLOCH after written confirmation.
13.3 Should one or more provisions be invalid, this shall not affect the validity of the remaining provisions.
Döbeln, August 2024
