The conditions of clauses I – XI apply for
commercial transactions with customers who are not seen as consumers
according to § 13 BGB
of Deliveries and Services
1. Our written confirmations of order are authoritative for
deliveries and services. Our sales conditions apply; opposing
conditions are only acknowledged
upon our written confirmation. As a principle
the customer is to check whether the ordered appliances are suitable
and approved for intended purpose of
2. Protective devices are included in the delivery if expressly
agreed upon. .
3. Supplier reserves the unrestricted right to apply right of
ownership and copyright for quotations, drawings and other documents;
these may be made
to a third party only after previous approval of the supplier.
II. Price – Dispatch – Delivery Time
1. Prices apply for delivery without assembly or installation, ex
works, exclusive packing. Dispatch is on customer’s account and at
customer’s risk. Packing is
out with due diligence according to our evaluation and customer is
charged at cost.
2. Delivery time refers to date of dispatch ex works and is also
regarded as kept even if goods cannot be sent in time without our fault
(see paragraph 3).
3. In case a non-compliance of the delivery or service deadline
can be put down to force majeure, mobilisation, war, riot, industrial
dispute, lack of energy,
intervention, breakdown of means of transport, interferences of the
course of operations at ourselves or at our suppliers, or to similar
is exempted from his obligation for fulfilment of the contractual terms
for the duration of these circumstances.
case of a non-compliance of the deadline due to reasons other than
mentioned in clause 3, par. 1, customer is entitled to claim a
resulting from delay for each completed week of delay from ½ per cent
up to a total of 5 per cent from the value of that part of the delivery
which could not be put into expedient operation due to delayed
completion of particular appropriate objects, provided he is able to
prima face evidence that damage is caused by this delay.
claimed by the customer which are going beyond the limit of 5 per cent
as mentioned in clause 2 are excluded in any cases of a delayed
even after expiration of a period of grace possibly granted to the
supplier. However, this does not apply in case of obligatory liability
in case of
or culpable negligence.
right for withdrawal after an unsuccessful procedure of a period of
grace granted to the supplier remains unaffected.
4. If dispatch or delivery is delayed on customer’s request a
storage fee on the amount of ½ per cent of the amount of invoice can be
charged to the
for each month commenced, beginning one month after indication of the
goods being ready for shipment; the storage fee will be limited to 5
cent, unless higher costs can be proven.
5. During this delay customer has to pay interest on a debt on
the amount of 8 % above the basic interest rate. Enforcement of a
further damage out of this
upon concrete proof is expressly reserved to the supplier.
III. Reservation of Proprietary Rights
1. The goods remain supplier’s property until all claims he is
entitled to as a result of the business relationship with the customer
are fulfilled. Prior to this
pledging or transfer of ownership is forbidden. Possible costs or
interventions shall be borne by the customer. In so far as the value of
rights to which the supplier is entitled to according to sentence 1
exceed the amount of all secured claims for more than 25 per cent,
supplier is to release
appropriate part of the security rights upon customer’s request.
IV. Payment Conditions
1. Payments shall be made free supplier’s paying office.
2. The customer may only offset against such receivables which
are undisputed or finally recognized.
V. Passing of Risk
1. Risk is passed to the customer even if delivery free of charge
was agreed upon.
1. Delivered goods shall be accepted by the customer even if
they are object to minor complaints.
Partial deliveries are admissible.
VII. Liability for Defects
For defects of quality supplier is liable as per the following:
At supplier’s discretion all parts or services shall be corrected,
delivered or carried out once again free of charge which show a defect
of quality within the
statute of limitations – and without
consideration for the time of operation – provided that its cause
already existed before passing the risk. Customer is to
inform the supplier in writing about defects of quality.
2. Defects of quality are in lapse after a period of 12 months.
This does not apply if extended deadlines are stipulated by law
according to § 479 par. 1
under right of recourse) of BGB (Civil Code) as well as in case of
injuring life, body or health, an intentional culpable negligent breach
and in case of a maliciously concealed defect. Regulations about
tolling suspension of running of time, interruption and new beginning
case of complaint customer’s payments may be hold back to an adequate
extent in proportion of the existing defect of quality. Customer
payments only if complaint was asserted in writing and if there is no
doubt about its legitimacy.
3. Supplier is to be granted a possibility for subsequent
fulfilment within an adequate period of grace.
4. In case this subsequent fulfilment (subsequent delivery,
subsequent improvement) is unsuccessful, customer is entitled to either
withdraw from the contract
reduce the purchase price – regardless of any possible claims for
compensation according to clause VIII.
5. There are no warranty claims in case of just minor variations
of the condition agreed upon in writing, in case of just minor
diminutions of usability, in case
natural wear and tear or damages having occurred after passing of risk
due to wrong or careless handling, excessive use, unsuitable use,
or resulting from particular exterior influences (especially usage of
electric air heaters or immersion heaters with a surface leakage
this purpose of use (watt/cm²) and/or deviating from the data of use
given in the technical data sheets, by mechanical damage, or
electrical and electromechanical influences, pollution (especially
of the immersion heaters and electrical connections), utilization
conditions not normally assumed according to the VDE standard,
corrosion, humidity and interventions by the customer (especially with
regard to possibly
switchgears or in case of faulty installation by the customer)
not agreed upon. In case of improper alterations or maintenance works
carried out by
customer or a third party there is no possibility for any warranty
claims for these and any further consequences resulting thereof.
6. Any further or other claims due to a warranty claim by the
customer against the supplier and his assistants as the ones mentioned
in clause VII are
Compensation Claims, Adaptation of Contract
1. In so far as a delivery is impossible customer is
entitled to claim compensation unless supplier is not responsible for
this impossibility. However, claim for
compensation of customer is limited to 10 per
cent of the value of that particular part out of the delivery which
cannot be appropriately taken into
operation due to this impossibility. This
limitation does not apply if an obligatory liability comes into force
in case of intention, culpable negligence or
injuring life, body or health; changing burden
of proof to customer’s disadvantage is not involved therein. Customer’s
right of withdrawal from contract
2. Purchaser’s claims for compensation and reimbursement of
expenses (claims for compensation in the following) based on any
justification, particularly, however, due to
breach of obligations resulting from a contractual obligation and from
unauthorized action, are exempted.
This does not apply in cases of underwriting
commitment for a guarantee or a procurement risk. Furthermore this does
not apply in case of an obligatory
liability, e.g. according to a product
liability act, in case of intention or culpable negligence due to
injuring life, body or health, and breach of essential
contractual obligations. Claim for
compensation for breach of essential contractual obligations is,
however, limited to the foreseeable damage typical for
this contract if there is no evidence for
gross negligence or there is liability due to injuring life, body or
health. Changing burden of proof to customer’s
disadvantage is not involved therein.
3. Provided that unforeseeable events as per II., clause 3, par.
1, considerably change the economic importance of the content of the
delivery or service, or
considerably effect customer’s business, the
contract will be appropriately adapted in so far this is on trust.
Should this not be justifiable from an economic
point of view supplier is entitled to withdraw
from contract. In case he will make use of this right of withdrawal
from contract he immediately shall inform
customer as soon as he realizes the
consequences of such an event, even if an extension of the delivery
time was additionally agreed with the customer.
4. In so far as customer is entitled to claim for compensation as
per VIII, clauses 1 and 2, these will lapse with the expiration of the
current limitation of
liability for claims for defect of quality
according to VII, clause 2. For claims for defect of quality
according to the product liability act the legal
regulations for limitation of liability apply.
IX. Place of Jurisdiction
If customer is a merchant, supplier may choose either his headquarters
or a branch office as the sole place of jurisdiction for any direct or
resulting from this contractual
2. This contractual relationship is subject to German
X. Binding Nature of Contract
1. Even in case of legal ineffectiveness of individual products
the contract remains binding in its remaining parts. This does not
apply if holding on to the
contract would constitute an unreasonable
hardship for either of the parties.
Individual regulations of these delivery and
sales conditions which may not have legal force
shall not affect validity of all other
According to the data protection act we advise
you about the fact that within the bounds of the current regulations we
are storing your relevant business
data in our data processing system.