General Terms & Conditions (GTC)

§ 1 Scope

(1) These general terms and conditions apply exclusively. We do not recognize any deviating or conflicting conditions of the buyer unless we have expressly agreed to their validity in writing.

(2) These general terms and conditions also apply to all future transactions between the parties, even if we perform the delivery of goods or services without reservation while being aware of deviating or conflicting conditions.

(3) These General Terms and Conditions apply exclusively to entrepreneurs, legal entities under public law, or special funds under public law within the meaning of § 310 para. 1 BGB (German Civil Code).

§ 2 Offer, Acceptance

Offers from the seller are subject to change and non-binding. The buyer’s order represents an offer according to § 145 BGB, which we can accept within a period of two weeks by sending an order confirmation or by executing the delivery.

§ 3 Prices, Payment

(1) Our prices are ex works, plus the respective statutory value-added tax and excluding the costs for packaging and shipping, unless expressly agreed otherwise.

(2) Unless otherwise agreed, the purchase price is due for payment without deduction within 5 days of the invoice date. After the deadline, the buyer is in default of payment.

(3) In the event of default, interest on late payments will be charged at a rate of 9 percentage points above the respective base interest rate p. a. (§ 288 para. 2 BGB). We reserve the right to claim further damages caused by delay.

§ 4 Set-off, Retention

The buyer is only entitled to set-off if his counterclaims are undisputed or have been legally established. The buyer is only entitled to exercise a right of retention on the basis of counterclaims from the same contractual relationship.

§ 5 Delivery and Transfer of Risk

(1) Delivery is ex works (EXW Incoterms 2020), unless otherwise agreed.

(2) Deadlines and dates for deliveries promised by us are always only approximate, unless a fixed deadline or a fixed date has been expressly promised or agreed.

(3) The risk passes to the buyer at the latest when the delivery item is handed over to the forwarding agent, carrier, or other third party designated to carry out the shipment.

§ 6 Retention of Title

(1) We retain ownership of the delivered item until full payment of all claims arising from the delivery contract.

(2) The buyer is obliged to treat the purchased item with care as long as ownership has not yet passed to him.

(3) The buyer is entitled to resell the reserved goods in the normal course of business. The buyer hereby assigns to us the claims of the customer from the resale of the reserved goods in the amount of the final invoice amount (including VAT) agreed with us.

§ 7 Warranty

(1) A prerequisite for any warranty rights of the buyer is the proper fulfillment of all inspection and notification duties owed according to § 377 HGB (German Commercial Code). Defects must be reported to us in writing immediately, but no later than five working days after discovery.

(2) Warranty claims expire within 12 months after delivery of the goods supplied by us to our buyer.

(3) In the event of defects in the goods, we are entitled, at our discretion, to supplementary performance in the form of rectification of defects or delivery of a new defect-free item.

§ 8 Liability

(1) We are liable according to the statutory provisions for intent and gross negligence.

(2) In the case of simple negligence, we are only liable for the breach of an essential contractual obligation (cardinal obligation). In this case, liability is limited to compensation for the foreseeable, typically occurring damage.

(3) Liability for culpable injury to life, limb, or health as well as liability under the Product Liability Act remain unaffected.

§ 9 Applicable Law, Jurisdiction

(1) This contract and the entire legal relationship between the parties are subject to the law of the Federal Republic of Germany, excluding the UN Sales Convention (CISG).

(2) The place of performance and exclusive place of jurisdiction for all disputes arising from this contract is Munich, Germany.