Terms and Conditions of Sale, Delivery and Services
(General Terms and Conditions of Business)
Our quotations, deliveries and services take place exclusively subject to the basis of our terms and conditions of business for the sale, delivery and services; future business transactions will also be based on them, even if no reference is made expressly to our general terms and conditions of business in individual cases. The general terms and conditions of business of our contracting parties are herewith opposed: namely, for further contractual relationships too.
The information and quotations - including information about prices - that are included in the brochures, loans or advertisements are non-binding. The delivery or service respectively is not a confirmation as such.
Article 1 - Conclusion of the contract
All conclusions (of contracts) will only become binding fur us when we have acknowledged them in writing. The acknowledgement of order will be sent within 15 days after the contract has been concluded. If our acknowledgement differs from the previously made agreements in the customer´s opinion, then the customer has to raise an objection in writing immediately, otherwise our letter of acknowledgement applies as accepted.
Collateral agreements and supplementary agreements are valid whenever they have been acknowledged in writing by us. Subsequent agreements require our written acknowledgement for their validity.
We must reserve the right to carry out divergences that are based on the constantly progressing further development and improvement of our products.
Cost estimates, draft designs and drawings are not allowed to be duplicated or made accessible to third parties without our consent. These documents must be sent back to us if the order is not placed or on demand.
If the interested party works out a concrete quotation with architectural services, drawings and cost estimates, without a contract being concluded, then we will be entitled to charge 5% of the quoted sum for incurred expenses.
If the purchaser reserves the more detailed conditions about form, size or similar factors, then he will be obligated to take the reserved decision. If the reserved condition is not taken despite repeated requests in the case of the purchaser´s delay, then we will be entitled to decide according to our opinion.
Article 2 - Prices and altered prices
The quoted prices concern net prices without value-added tax. The respective statutory amount of value-added tax must therefore be paid.
The prices are understood to be ex-works and without packaging insofar as nothing else is agreed by us in writing expressly and they given without any obligation for any reorders.
The prices that are acknowledged when concluding the contract must be altered whenever the prices of raw materials rise or fall by more than 5% during the manufacture. Wage increases according to collective agreements that take place after conclusion of the contract must be reimbursed by the customer in every case according to the actual amount plus a 60% surcharge on the increased wage costs.
If there are more than 4 months between conclusion of the contract and the agreed or actual date of delivery, then our prices which are valid at the time of the delivery or provision will apply.
Article 3 - Times of delivery
The agreed time of delivery will also be prolonged by the time in which the delivery is delayed through operational interruptions or restrictions, strikes or lockout at our premises or with our suppliers, or through all cases of force majeure. If the delay in the time of delivery is unreasonable for the customer, then he will be entitled to withdraw from the contract but subject to reimbursing compensation for expenses according to article 1 (5 % of the contract sum).
We will endeavour to comply with the given deadlines. If we fall into delay, then the customer can withdraw from the contract or demand compensatory damages because of non-fulfilment according to the following conditions.
The duration of the period of grace that is set by the customer must be fixed as 6 weeks at least, which will begin after the set period of grace has been received by us.
The customer can only demand compensatory damages because of non-fulfilment if we or our subcontractors or both have caused the damage deliberately or grossly negligently.
If the customer does not make use of the aforementioned rights, then no claims to compensatory damages whatsoever arising from non-fulfilment of any dates for delivery at all will be vested in him.
The extended liability according to article 287 of the German Civil Code is excluded.
Article 4 - Payment
Bills of exchange or promissory notes will only be accepted subject to the reservation of the possibility to discount them. Bank discount expenses and other fees must be remunerated immediately.
We can consider that the debtor is in default in the case of non-compliance - even with discounted payments - and we can set a reasonable period of grace with the declaration that the service will not be accepted any more after the statutory time limit has expired.
After that, we have the right to withdraw from the entire contract or at our discretion to claim compensatory damages because of non-fulfilment.
If indications against the customer´s economic circumstances arise subsequently, so that the manufacturer´s claims appear to be jeopardized, then the right to claim a preceding security within one week is vested in the manufacturer. If the customer does not comply with this demand, then the manufacturer can withdraw from the contract without further ado.
Technical and commercial employees are not entitled to collect debts in cash.
Incoming payments will be set off by us subject to waiving the condition of article 366 of the German Civil Code.
Article 5 - Warranty
The extent of our warranty is measured exclusively according to the VOB (German contracting rules for awarding building contracts), Part B, article 13, clause 1 to 6.
Material shrinkage and shrinkage of the utilized material by up to 2 % which is caused by conditions on the building site, or by up to 4% in the case of central heating and permanent heating, is not subject to the warranty: this also applies to suspended ceilings and berth partitions made from chipboard.
Compliance with our instructions about cleaning and maintenance as well as normal wear of the covering is the prerequisite for the warranty on floor coverings. Remaining shading effects can occur in rare cases with velour-pile carpeted floor coverings: the cause of which does not depend on materials, construction or laying and does not adversely affect the suitability for use. No warranty is accepted for the occurrence of shading.
Material divergences and colour divergences caused by matching of textile upholstery materials and floor coverings will be checked by us before the processing. Remaining differences of colour within the framework of the usual tolerances which are reasonable subject to considering the interests of both parties, are not defects either.
The same thing applies to carpets made from vegetable raw materials (e.g., natural fibres, cork, etc.). We are only liable for unprocessed rolls in the case that these goods are merely resold.
Complaints about defects must be made by registered letter to the firm´s head office immediately after receipt of the goods or after the provided service, or within 5 working days at the latest. A statement about the discussion does not remove our right to assert a claim for the delay.
In the case of justified complaints about the entire delivery or individual parts of the delivery, we have the right to claim improvement or a replacement delivery. A reasonable reduction of the remuneration or conversion will only be permissible in the case that the repeated improvement or replacement delivery fails.
Claims for compensatory damages - even claims to reimbursement of freight costs, industrial wages and price differences in the case of covering purchases for consequential and collateral damages of any kind - are excluded.
Commencement of use applies as flawless acceptance.
Article 6 - Delayed acceptance
If the customer falls into delay with accepting the goods or the service, then the goods or the service will apply as accepted, or as delivered or carried out respectively according to the contract.
Article 7 - Passage of risk
Insofar as no special agreements have been made, all consignments travel at the recipient´s risk.
Despatch instructions will be considered by us is as far as possible, otherwise we will despatch the goods according to our best commercial judgement. Any liability arising from the cheapest containerization (pooling of freight) is excluded for us.
The delivery will take place with a lorry to a passable building site that is described by the customer and up to the loading ramp. In the case that a loading ramp is not available, the customer will bear the extra costs of the additional transport which arises because of that. The supplier is not obligated to the service for as long as the building site which is described by the customer is impassable with a lorry.
Article 8 - Reservation of ownership and insurance
The delivered articles remain our property until the order price has been paid in full.
The customer has to insure the delivered items sufficiently against fire, breakage, theft and water damage for the reservation of ownership´s duration. The conclusion of the contract has to be proved to the supplier on demand.
If the purchaser does not insure the delivered articles on time (within three days), then the supplier will be entitled to insure them at the customer´s cost. Insurance claims can be herewith assigned to the manufacturer according to the amount which is owing to him. The supplier reserves the right to assert claims against the insurance in his own name.
Article 9 - Place of jurisdiction¹
Bocholt (post code 46399) is the place of jurisdiction for both contracting parties.
¹ domicilium disputandi
Status in October 2009