§ 1 General
The following terms apply only for business clients and public authorities. Our terms of delivery and payment that the customer agrees to when placing the order shall apply exclusively, as well as to further transactions even if they are not expressly referred to but have been sent to the customer with the confirmation of an order by us. Even if the order is placed differing from our terms, only our terms of delivery and payment shall apply even if we do not raise objections. Accordingly exceptions shall only apply if they have been acknowledged in writing by us.
We are entitled to assign the claims from our business connection. The business connection is subject exclusively to German law (in particular to Bügerliches Gesetzbuch and Handelsgesetzbuch).
§ 2 Prices
Our prices are understood as net plus V.A.T. Packing and transportation are calculated and charged extra.
§ 3 Delivery
We shall do our best to observe the delivery times as agreed. Nevertheless they are in no case binding unless a fixed delivery date had been expressly agreed upon. In case such fixed date cannot be kept, the customer is obliged to send a reminder and request a new date of delivery.
§ 4 Dispatch
Dispatch will be made according to best judgement and experience at cost and risk of the customer unless agreed otherwise. The means of transportation will be chosen by us, unless special transportation has been agreed between the contracting parties. Packing material will become property of the customer and will be charged extra.
§ 5 Payment
Payment is due at the date of delivery. Payment may be made by prepayment, remittance, or c.o.d. Payment within 8 days after delivery will be honoured by 2 % discount. Payment by cheque or letter of credit will be valued only after bank confirmation. Discount and bank fees are invoiced extra and are due immediately. In case of default the customer agrees to the payment of interest of arrears according to current bank rates, at least at 5 % above the current basic interest rate plus V.A.T. Beyond that we reserve the right to request compensation. The customer may only balance or reduce payment if supported by legal decision, or accepted by us.
If the customer is in delay with any due amount payable, all outstanding accounts receivables shall be due immediately. We are entitled to assert our reservation of proprietary rights – in particular the right to take back the delivered goods - without withdrawing from the sales contract. All payments are to be made in full discharge only to BIBBY Financial Services GmbH, Hansaallee 249, 40549 Düsseldorf, to whom we have assigned our existing and future claims from our business connection. We have also assigned our reservation of proprietary rights to the above-mentioned BIBBY Financial Services GmbH.
§ 6 Title
Until the customer has paid the full purchase price of the goods under this contract and all other sums due to or liabilities, present, future or contingent of the customer, the ownership of the goods shall not pass to the buyer. In the case of breach of the contract by the customer, especially in case of delays in payment, we are entitled to reclaim the goods, and the customer agrees to return the goods. Any claim or income resulting from resale of the goods by the customer will be ceded to us in total. Pawning or pledging of the goods is forbidden.
§ 7 Responsibilities
All risks are borne by the customer upon delivery ex our factory. If the goods cannot be delivered for reasons we cannot be held responsible for, the risk is transferred to the customer as soon we announce the goods ready for delivery.
§ 8 Warranty
Incomplete or incorrect delivery must be reported to us in writing immediately, but at least 8 days after delivery. Minor deviations from catalogue specifications may not be reason for complaint. In case of justified complaint the customer may only insist on repair, we may, however decide to deliver a replacement. Only after three times of insufficient substitution the customer may claim legal warranty. In case an inherent default of the goods we shall be held responsible only for careless or deliberate action. Warranty beyond the invoiced price is excluded unless covered by insurance or by obligation of our sub suppliers. Warranty shall not exceed the contract in question and shall not exceed the loss that may have been expected upon the time of ordering the goods. We cannot be held responsible for any damage arising from the use or installation of our goods by the customer.
§ 9 Returns
Returned goods will only be accepted upon written authorisation through us, and not later than 8 days after receipt by the customer. The goods are returned to us carriage paid. All commissioned goods are none returnable.
§ 10 Development
We reserve the right to introduce technical changes and/or improvements deviating from the specifications of the current catalogue. We shall not be held responsible for not realising such changes to goods already delivered.
§ 11 Law
The place of jurisdiction is Düsseldorf (also in case of cheque or credit letters) unless the customer is a private person.