We base all of our sales and service contracts exclusively on these general terms and conditions; their application shall also be agreed to for future transactions of the type specified above. Other general terms and conditions shall only go into effect if we explicitly recognize them in writing. Our silence shall not denote agreement to any legal transaction we are confirmed to referring to external general terms and conditions. The law of the Federal Republic of Germany shall exclusively apply excluding the UN Convention on the International Sales of Goods.
Our quotations are not binding offers. Instead, they shall be subject to change without notice in particular under the reservation of any interim disposition.
All statements and agreements on prices are net prices that the statutory value-added tax valid on the date of the delivery should be added to. If there is a period of more than four months between finalizing a contract and the agreed to date of delivery, we shall be entitled to pass on higher prices, especially those resulting from increases in our purchase prices or labour costs. If the increased price is in excess of 10 % of the originally agreed to price, our customer shall be entitled to withdraw from the contract.
Delivery periods, delivery dates and information on the completion of service orders shall be agreed to in writing. In the absence of any other written agreements, delivery periods, delivery dates or the completion of service orders shall only be approximate. All delivery periods shall be extended by the time that the customer is in default with its obligations from this or other contracts, and there shall also be an appropriate start-up time.
Our claims shall be immediately due for payments without deduction when the customer receives our invoice. Differing terms and conditions of payment have to be agreed to in writing. We are entitled to demand 8 % interest above the basic applicable interest rate with default in payment. This shall not rule out asserting greater damage from default. Our customer shall be explicitly reserved the right to prove that there was no damage or that damage was substantially lower than what we asserted. We may set collection expenses of 5 euros per warning. Setting off claims shall be ruled out unless the set-off claim is undisputed or has been declared final and conclusive. The customer shall only be entitled to a right of retention to the extent that it arises from the same contractual relationship.
If a significant deterioration in the customer's financial position becomes known, we shall have the right to demand immediate payment of all outstanding claims and all claims for payments not yet due and only to perform any outstanding services gradually for counterperformance or payment of collateral without taking the term of any incoming and/or credited bills of exchange into account. We shall then also be authorised to serve notice on all continuous obligations that are still current, in particular supply and service contracts, going into effect immediately. When the customer comes into default with a significant claim or one of its bills of exchange or checks is protested, this shall always be deemed a significant deterioration in financial position also as defined by Section 321 of Bürgerliches Gesetzbuch (German Civil Code).
The customer has to notify us in writing without delay of the purchased or rented object being seized by third parties, for instance the customer's creditors. It shall pay the costs for actions taken to eliminate said intervention and has to pay appropriate advances for costs.
1. If there are defects that we are responsible for, the customer may demand that they are rectified. This shall especially apply to cleaning and service orders. We shall then have the option of remedying the defect within an appropriate period of time. We can also have the customer rectify the defect, although in this case we shall only pay the expenditures that we would incur by rectifying the defect ourselves. Notification has to be provided of all defects and complaints in writing within 2 days after completing our work.
2. The customer shall only have a right to reduce the invoice amount if we do not ensure that either the customer or we rectify the defect within an appropriate period of time as a response to its justified complaint.
3. We shall be liable for pecuniary losses in the framework of our third-party liability insurance. All other claims to compensation for damages against us shall be ruled out. If our personnel causes damage, we shall only be liable for the damage caused by our personnel if they were not properly selected.
4. We shall not be liable for damage from vicarious agents (temporary employees or subcontractors).
If individual provisions in these general terms and conditions are or become invalid in whole or in part, the provision shall be deemed as agreed to instead of it that guarantees as much as possible the commercial success of the provision that has been eliminated. Our headquarters shall be the exclusive venue for all legal disputes with customers who are fully-qualified merchants. However, we reserve ourselves of the right to lodge civil action against the customer at its general venue.