General Conditions of Sale and Delivery
Of the company Klaus Gritsteinwerk GmbH & Co. KG (as of 06/2005)
1. Order acceptance
A) Our terms of sale apply exclusively; We do not accept any terms and conditions of the customer which deviate from our terms of sale, unless we have expressly agreed to their validity in writing. Our terms of sale also apply if we carry out the delivery to the purchaser unconditionally in the knowledge of conflicting terms or conditions of the purchaser which deviate from our sales conditions.
B) All agreements made between us and the purchaser for the purpose of the execution of this contract are set down in this agreement in writing.
C) Our terms of sale also apply to all future transactions with the purchaser.
2. Prices and partial deliveries
A) Our deliveries are always ex works. Unless otherwise agreed in section 2.c) -2.d) of this contract, our prices are ex works, excluding packaging and shipping.
B) VAT is not included in our prices; It is stated separately in the invoice at the statutory rate on the invoice date.
C) Items which are suitable for parcel delivery (see catalog) will be delivered free of packaging and packaging as of a net order value of at least 160.00 EUR if the weight is a maximum of 29 kg.
D) Dealers receive free delivery from a net order value of at least EUR 400.00, wholesalers with a net order value of at least EUR 700.00, provided that they are delivered in the notified work trips.
For deliveries within the meaning of section 2.d) of this contract, the orderer shall pay the packaging and shipping costs incurred as a lump sum of 10.00 EUR.
E) As a truck toll, we charge 0,5% of the value of the goods up to a maximum of 2,00 EUR per order.
F) We reserve the right to change our prices appropriately if after the conclusion of the contract, cost reductions or cost increases occur, in particular as a result of wage agreements or material price changes. We will provide proof of this on demand.
G) We are entitled to partial deliveries.
A) Deliveries are ex works or ex stock. By handing over to the carrier, risk, risk of breakage as well as the burden of proof regarding proper packing and loading are transferred to the customer. This also applies to delivery by Franko.
B) In the case of delivery with our wagons or with the wagons of the delivery unit, the delivery shall at the latest be deemed to have taken place if the goods are available to the consignee before the delivery point on the paved road on the wagon. The unloading is the sole responsibility of the customer. Any unloading by the wagon personnel or their assistance during unloading does not imply the assumption of any further danger or liability. It is the sole task and obligation of the customer to provide suitable unloading devices and to provide the required workforce during unloading.
C) If the warehousing of the goods is required by us, this is at the risk and expense of the customer. If the delivery of the delivery is delayed by more than two weeks after the agreed delivery date or if no exact delivery date has been agreed upon after our delivery is ready, we can charge a monthly storage fee of 0.5% of the price Of the delivery item, but a maximum of 5%. The purchaser is entitled to prove that no damage or a significantly lower loss has occurred to us. We are allowed to prove that a higher damage has occurred.
D) Insofar as at the request of the purchaser an insurance is concluded by us or the supplier, the costs shall be borne by the purchaser; In such cases, we act only as intermediaries to the exclusion of any responsibility.
4. Notice of defect / liability
A) The purchaser’s right to a defect presupposes that the customer has duly fulfilled his obligation to inspect and complain according to § 377 HGB. Notification of defects must be filed immediately in writing stating reasons. The Purchaser shall bear the full burden of proof for all claims, in particular the defect itself, for the time of the discovery of the defect and for the timeliness of the complaint.
B) Insofar as there is a defect of the purchased item, we are entitled at our option to supplementary performance in the form of a defect repair or to supply a new defect-free item. In the case of the rectification of defects, we are obliged to bear all expenses necessary for the purpose of rectifying the defect, in particular transport, path, work and material costs, insofar as these do not increase due to the fact that the purchased item was moved to a place other than the place of performance. If, on the occasion of a review of the defect notified by the customer, a defect is actually not present, then the purchaser shall compensate us for the costs incurred. We charge a flat rate of 45.00 EUR for each hour of the start and 0.51 EUR for each run-in and departure kilometer. The Purchaser shall be entitled to prove that no damage or a substantially minor loss has occurred to us.
C) If the supplementary performance fails, then the customer is entitled, at his discretion, to demand rescission or reduction. However, a right of withdrawal is excluded if there is only a minor lack of conformity, in particular minor deficiencies.
D) We are liable according to the statutory provisions, if the purchaser claims damages claims based on intent or gross negligence, including intent and gross negligence of our representatives or vicarious agents. To the extent that no deliberate breach of contract is charged to us, the liability for damages shall be limited to the foreseeable, typically occurring damage. In the case of a minor breach of contract, in particular, however, only minor deficiencies, the customer is not entitled to withdraw from the contract.
E) We are liable according to the statutory provisions insofar as we culpably violate a fundamental contractual obligation; In this case, however, the damage liability is limited to the foreseeable, typically occurring damage.
F) Liability for culpable injury to life, body or health shall remain unaffected; This also applies to compulsory liability under the Product Liability Act.
G) Liability is excluded unless otherwise agreed.
H) The limitation period for claims for defects is 12 months, calculated from the transfer of risk.
I) The customer can only demand rescission or reduction if we have not remedied it within eight weeks after receipt of a justified complaint.
J) We do not accept any guarantee, in particular for the durability and quality of the delivery item.
The purchaser is entitled to withdraw from the contract if the planned delivery date is exceeded by eight weeks and a two-week grace period then set by the purchaser in writing is fruitless. Exceeding the delivery date with a relatively small subset does not entitle the customer to rescind the contract. The following circumstances entitle us to rescind:
A) unforeseen technical difficulties which are inherent in the nature of the contract and make it impossible or unreasonable for us or our deliveries.
B) War, strikes and irregularities in the supply of raw materials and energy, as well as all other cases of major operational disturbances or force majeure with us or our deliveries. The rescission is to be declared in writing within 14 days after knowledge of the circumstances giving rise to the withdrawal.
A) All invoices shall be paid at the agreed due date. Unless otherwise agreed, the purchase price is payable net (without deduction) within 30 days from the date of the invoice. The statutory provisions apply to the consequences of the default of payment.
For payment within 8 days from the date of the invoice, we grant a 2% discount on the net order value.
B) Financial uncertainties in the orderer after placing the order entitle us to make the delivery dependent on a cash payment or other security (bank guarantee). In the case of cash pre-payment, our discount regulation applies accordingly. No payment shall be made unless all other invoices are cleared at the latest upon receipt of the discountable invoice amount.
C) In the event of a delay in payment with regard to at least two amounts of invoice, in the case of payment, in the case of commencement of out – of – court settlement negotiations or in the case of the appointment of a
Application for opening insolvency proceedings by the customer, all our invoices are due immediately. Agreed deductions from the invoice amount, such as cash discount, etc., may no longer be made.
D) The customer has a right to offset only if his counterclaims have been legally established or have been acknowledged by us.
E) The customer can only exercise a right of retention if his counterclaim is based on the same contractual relationship. In the event of the existence of defects, the customer is not entitled to a right of retention, unless the delivery is obviously defective or the customer obviously has a right to refuse acceptance of the work; In such a case, the Purchaser is only entitled to withhold the retention insofar as the amount retained is proportionate to the defects and the probable costs of the supplementary performance (in particular a defect settlement). The purchaser is not entitled to assert claims and rights for defects if the buyer has not paid due payments and the due amount is in a defective delivery or work.
7. Reservation of title
A) We retain ownership of the goods until the full settlement of all claims arising from a current business relationship.
B) The customer is obliged to treat the goods with care.
C) The purchaser is obliged to notify us immediately of any third party’s access to the goods, for example in the case of a seizure, as well as possible damage or the destruction of the goods. The purchaser has to notify us immediately of any change in the ownership of the goods as well as his own change of residence.
D) We are entitled to withdraw from the contract and to demand the goods in case of breach of contract by the customer, in particular in the event of a delay in payment or a breach of an obligation pursuant to section 7 b) to d). The purchaser is entitled to resell the goods in the ordinary course of business. He already assigns to us all claims in the amount of the invoice amount, which are due to him by the resale against a third party. We accept the assignment. After the assignment, the customer is authorized to collect the claim. We reserve the right to collect the claim ourselves as soon as the purchaser fails to comply with his payment obligations properly and is in default of payment.
E) The processing and processing of the goods by the purchaser always takes place in the name and on behalf of us. If processing is carried out with items which are not owned by us, we acquire the co-ownership of the new items in proportion to the value of the goods delivered by us to the other processed items.
8. Final provisions (a) The law of the Federal Republic of Germany shall apply; the provisions of the UN purchase law shall not apply. B) If the purchaser is a merchant, a legal person of public law or a public special fund, the court of jurisdiction shall be the sole place for all disputes arising from this contract. This shall be the case if the purchaser has no general court of jurisdiction in Germany or if the place of residence or habitual residence is not known at the time the action is brought. C) Should individual provisions of the contract with the purchaser including these general terms and conditions be or become invalid in whole or in part, the validity of the remaining provisions shall remain unaffected thereby. The whole or partly ineffective regulation is to be replaced by a regulation whose economic success comes as close as possible to the ineffective.