General terms & conditions

General terms and conditions of Max Knobloch Nachf. GmbH

§ 1 Validity of Condition

1.1. Orders, deliveries and other services performed by the seller shall be carried out solely on the basis of the following General Terms and Conditions.

1.2 These terms and conditions are consequently effective for all future business connections, even if they are not expressly agreed upon again. At the latest with the receipt of the goods or services, you are agreeing to comply with and be bound by these terms and conditions. We shall not accept provisions in derogation of these terms unless they have been confirmed by the seller in writing. Contradictory provisions of the order with reference to the conditions of the buyer are hereby negated. This is also effective in the case that the buyer presented a special form for the contradiction.

§ 2 Offer, delivery

2.1. Our offers are subject to change without notice and are not binding. Samples and brochures only serve as illustrative material. Consequently, drawings, figures, dimensions, weights and other services in our sales documents are only binding when agreed upon in writing. The reference to DIN (German Industrial Standard)-regulations is only product description, not promise of characteristics.

2.2. We charge the packaging with our prime costs. The packaging will be carried out most carefully and appropriately for the requirements of the product.

2.3. The mode of the dispatch is left up to us. The risk is passed to the buyer, as soon as the delivery has been handed over to the person who is executing the transport or as soon as the goods have left the warehouse of the seller. Is the dispatch retarded because of the buyers’ indication the risk is passed to the buyer as soon as the information about the readiness for shipment has reached the seller. Moreover, the contracting parties agree to each other that they basically refer to a sale of delivery according to § 447 BGB. The buyer is being informed that he is obligated to claim any damage of the shipment according to §§ 421, 457 HGB at the freight forwarder.

2.4. If the order consists of several partial deliveries, every delivery counts as a separate sale. We are entitled to partial deliveries, unless the partial delivery is against the interest of the customer. With call-off orders we reserve the right to change the price, as a result of increased material or wage costs in the case that delivery shall occur more than 4 months after the contract was signed.

§ 3 Payment

3.1. Our invoices are payable within 10 days with 2 % cash discount, and within 30 days net unless any other agreement has been made. Payments are to be made only to us directly.

3.2. The Customer shall only be entitled to offset the purchase price if his or her counter-claims have been legally established or if said claims are undisputed by us.

3.3. Starting from settlement date, interest at the rate of 5 % above the respective basic interest rate according to §1 German Discount Transition Act will be charged under assertion of possible additional arrears damages.

3.4. In case the performance of the payment claim is endangered by a worsening of the financial circumstances of the buyer, which occurred or became known only after the signing of the contract, the supplier can demand the advance payment of all outstanding invoices, also those which are not yet due, withhold undelivered goods, as well as discontinue the work on outstanding orders. The supplier is also entitled to these rights if the buyer does not make a payment despite a late payment reminder. In the case of a delay of a payment, interest payable on arrears at the rate of 5 % according to §1 German Discount Transition Act is to be paid. This does not exclude the assertion of other claims for damages.

3.5. New customers are subject to payment by prepayment or C.O.D. only.

3.6. Max Knobloch Nachf. GmbH reserves them to agree on differing payment conditions for orders > 8.000 € invoice value.

3.7. Max Knobloch Nachf. GmbH prefers to send invoices by E-Mail. Consequently, we offer an environmentally friendly and favourable alternative to postal delivery.

§ 4 Delivery time

4.1. Delivery dates and periods agreed upon with or without obligation, must be drawn up in writing. Delivery periods start on the day on which the written agreement about the order occurs. Should details of the execution still remain undecided and need to be regulated in the opinion of only one of the parties, the delivery period will not begin until all details of the implementation have been clarified.

4.2. The agreed upon delivery date determines the time of dispatch ex works.

4.3. We are not responsible for delays of deliveries and services as a result of force majeure and occurrences, which would make the delivery significantly more difficult or impossible, also if they occur to our suppliers or their suppliers, even if the agreement of dates and periods was binding. In this case, we are entitled to postpone the delivery, respectively service, for the duration of the hindrance plus an appropriate starting time or to withdraw from the contract completely or partially on account of the unfulfilled portion.

4.4. In case the hindrance lasts more than 2 calendar months, the client is – after extending an appropriate deadline – entitled to withdraw from the contract on account of the unfulfilled portion. If the delivery time is prolonged or we become free of our obligations, the buyer may not derive claims from this.

4.5. We can only refer to the circumstances named in clause 4.3 and 4.4 if we inform the buyer immediately of the occurrence of these events.

§ 5 Call-off delivery contracts

5.1. In on-going delivery contracts we must be informed about the amounts to be delivered and delivery dates per call-off. We are entitled to manufacture the total amount of the order according to our production planning at any time of the delivery period, unless a contradicting agreement was expressly agreed upon. If the total amount is manufactured, additional changes to the ordered goods are not possible.

5.2. In case the ordered quantity is not accepted during the call-off period, we are entitled to demand the purchase and payment of the outstanding order. The buyer is in arrears with the portion of the order not called-off beginning on the expiry date of the call-off period.

5.3. In case a call-off period is not agreed upon we are entitled to set a period for another call-off if the buyer failed to make a call-off in a period customary for call-offs. After the deadline has expired, we can demand the purchase and payment of the complete outstanding portion of the order.

§ 6 Notices of Defects/Warranty

6.1. Notices of defects or other complaints can only be taken into account if they are submitted in writing within 8 days after delivery of the agreed goods to the destination, and in case of hidden defects which can’t be discovered within this period even through careful inspection, within 8 days after their discovery.

6.2. In case of a complaint made within the period stipulated and accepted by us, we reserve the right to deliver substitutes for the rejected and returned goods or to repair them. If the repair or delivery of a substitute fails or if the repair or delivery of a substitute is not possible within an appropriate period, or if the appropriate period set by the buyer expires without the defect being remedied, the buyer can demand either annulment or price-reduction with exclusion of all further claims. Transportation costs that become necessary because of the delivery of a substitute are assumed by us.

6.3. Claims for compensation which go beyond the claims for warranty according to clause 6.2 are – no matter for what legal justification – excluded. This is not the case if the applicable law stipulates liability in cases of intention, of culpable negligence or of a lack of warranted characteristics.

6.4. We are not liable for the suitability of our products for the application intended by the buyer, unless it results expressly from our catalogues or technical documents or is expressly assured by us.

6.5. Our products are technical appliances meeting the guidelines of the German Appliance Safety Law and must only be used for the purpose for which they were intended. Inappropriate use of our products and their accessories, as well as every unauthorised change made to them without our express consent, releases us from all obligations in the case of damages.

§ 7 Return of Goods

7.1. All returns which do not result from defects always require our previous express consent.

7.2. In the case of such returns, we credit 80 % of the rightful price of originally packaged, undamaged goods. It is up to the customer to prove that the costs incurred by us from necessary refurbishing, new packaging and warehouse handling are lower than this lump sum. In the case of returns of not originally packaged and damaged goods, the costs for repair and re-packaging in addition to the processing fee of 30 % of the product price are taken off the credited item.

7.3. Custom manufactured products and products not listed in the current catalogues and illuminations cannot be returned.

7.4. Returned models are only credited if they were charged beforehand and if they exhibit a visually and technically faultless condition.

§ 8 Reservation of Proprietary Rights

8.1. Until the complete regulation of all from the business relationship – including interest and costs – we reserve all proprietary rights on the product. The buyer is obligated to properly store and to insure the product which is subject to the proprietary right, and must, if requested, furnish proof of insurance.

8.2. The buyer is entitled to sell the goods, even those processed, in the usual and proper manner. But he has to reserve the proprietary rights until his claim for the selling price is completely paid. He is prohibited from pawning products which are subject to the proprietary right or to transfer them for offering security, and is obligated to inform us immediately in the case of pawning by a third party.

8.3. In the case buyer modifications of our delivered goods, or use with other products not from us, we as the producer are not subject to the costs of handling and processing. An acquisition of property according to § 95 BGB (German Civil Code) does not occur. The buyer keeps the newly-developed goods free of charge for us. In the case of the processing of our product with the products of other suppliers, we become proportionate co-owners of the new article. As far as we become co-owners of the new article developed by processing, the provisions effective apply accordingly for the goods subject to the reservation of title.

8.4. The buyer surrenders to us immediately all claims to which he is entitled by resale. Should goods subject to reservation of title be resold after processing – especially goods not belonging to us – the assignment of the claim is only effective as being carried out in the amount of the sales value of our goods subject to reservation of title. In the case of the liability of a third party being greater than our claim, the claim against the third party devolves to us only in so far as it corresponds to the value of our goods subject to reservation of title.

8.5. The buyer is entitled to collect the claims assigned to us from the third buyer, but has to pay the collected sum to us without delay. We reserve the right to collect the claims directly from the third buyer, who is to be identified to us for this purpose.

§ 9 Special Provisions for Orders According to Drawings, Models etc.

9.1. Our own drawings, exemplars and models can in principle only be made accessible to a third party in the case of our previous written agreement.

9.2. In the case we have to deliver according to drawings, exemplars or models of the buyer, the buyer assumes liability that we do not impinge on the trademark rights of a third party. We commit ourselves to use the draft only for the order of the buyer, unless an ulterior use was expressly agreed upon. The buyer is bound to release us from all claims of third parties because of the impingement of industrial property rights. This is also effective for potential legal costs arising for us. The buyer is obliged to pay an adequate instalment of our costs of litigation if demanded.

§ 10 Protection of Data Privacy

We are entitled to process the buyer’s data received in the context of the business relationship, no matter whether they derive from him or a third party, according to the Data Protection Act of Germany. According to § 26 I and § 43 III of the BDSG (German Data Protection Act) we hereby inform the buyer of the storage of his data.

§ 11 Location of Claim Processing, Jurisdiction

11.1. The place of execution for all claims from the (…) between buyer and seller shall be the headquarters of the seller.

11.2. In the case that the client is a merchant according to the HGB (German Commercial Code), the jurisdiction is held by 04720 Döbeln.

§ 12 Governing Law

12.1. The Law of the Federal Republic of Germany is effective.

12.2. Changes and additions of the provisions contained in these terms and conditions require the written form and the agreement in the sales contract in order to be effective. Verbal or written supplementary agreements are only binding for the seller after a written confirmation.

12.3. Should one or more provisions be ineffective, this shall have no effect on the validity of the other provisions.

Transport costs

Within Germany carriage is paid by the seller from an order value of 500, 00 €. In case of a freight-free delivery we reserve to charge the toll charge at our prime costs. If this amount is not achieved, freight costs are charged at the lowest price. For export deliveries are different freight costs valid, mentioned on our offers and order confirmations.

Packing costs

Up to a value of 499, 99 € (net value of goods) we charge 2% for packing.
From a value of 500, 00 € (net value of goods) we charge 1% for packing.

 

Döbeln 2014

SERVICE-HOTLINE: +49 (0) 34 31–60 64 -200 | info@max-knobloch.com