The terms and conditions set down below shall be binding for all – including future – deliveries and services, unless a different agreement has been reached in writing. Any terms and conditions of business set down by our customers shall only be binding if our consent has been given in writing.

1. Offers

1.1 Our offers shall remain subject to amendment. Our order confirmation sent in writing or by other means of telecommunication or delivery is decisive for conclusion of a contract.
1.2 Deliveries and services may slightly deviate in the measurements, weights, composition and quality stated, for which we reserve all rights unless otherwise specifically confirmed in the contract.

2. Delivery and Execution

2.1 We are entitled to execute part delivery of an order. A period of at least two weeks‘ notice prior to delivery date is required for orders on call.
2.2 Amendments made by the customer as well as unforeseen circumstances, e.g. lawful strikes and lockouts, plant interruptions, extensive illness, problems in material and energy procure-ment, transport delays, lack of manpower, energy and raw materials, measures taken by the authorities, supplies which have not been delivered, wrongly delivered or delivered too late by our other suppliers as well as difficulties in procuring licences shall extend the date of delivery and the date of execution accordingly.
2.3 We are entitled to withdraw from the contract should an impediment occur which is not of a temporary nature. If the customer cannot be reasonably expected to accept the delivery or service on account of the delay, then he may withdraw from the contract after informing us of same immediately in writing.
2.4 The delivery or service deadline commences upon dispatch of the order confirmation, but not prior to clarification of all details regarding execution of the order and receipt of the agreed deposit. The delivery deadline has been adhered to when the goods are made available at the plant within the delivery deadline, or when the customer has been informed that the goods are ready for dispatch.
2.5 Should there be a delay in delivery or execution, our liability for the ordinary negligence of our legal representative or vicarious agent is restricted to half of the damages caused to the customer.
2.6 The restriction on warranty as stated under figure 2.5 applies accordingly to claims for damages on account of non-fulfilment in respect of delay or impossibility.

3. Delivery and Passing of Risk

3.1 We shall choose the method of delivery which shall be executed at the customer’s expense.
3.2 Unless otherwise agreed, risks and costs shall be transferred to the customer as soon as we have placed the goods at the customer’s disposal in our plant. This also applies to deliveries free place of receipt.
3.3 As soon as costs are incurred for storage, reloading, transport etc. of the goods to be picked up after the customer has been informed that the goods are ready for dispatch, then these costs shall be charged to the customer.
3.4 The customer shall determine any possible damage caused during transport in the presence of the delivery firm and shall complain in writing to the freight carrier (transport company). Details of the complaint shall be set down in writing, together with photographs, if possible. Copies of the damages determined and the freight papers shall be sent to the freight carrier and ourselves immediately.
3.5 Should delivery be delayed as a result of circumstances for which the customer is responsible,
- then the customer shall name an alternative place of receipt or remove the impediments immediately,
- then the risks shall be transferred to the customer upon notification that the goods are ready for dispatch,
- we shall store the goods at the customer’s expense; we charge at least 0.5% of the amount of the invoice per month for storage of the assignment in the plant,
- we are entitled to withdraw from the contract or claim damages in respect of non-fulfilment after an appropriate period of grace has been set and this has expired without success,
- in particular, the customer has to bear the costs and risks which are incurred for formalities which have to be taken when the customer has not fulfilled his obligations in respect of giv-ing instructions and making arrangements in due time.

4. Prices

4.1 Unless otherwise agreed, prices are ex works, include packaging and are subject to the rate of value-added tax which applies at the time of invoice.
4.2 An additional small consignment charge of € 15.00 shall be added to the invoice for a net order value of less than € 50.00.
4.3 Should we generally increase or reduce our list prices between conclusion of the contract and delivery, then the price valid on the day of delivery shall apply. If the price increase is higher than that of the general cost of living index, then the customer may withdraw from the part of the contract which has not been fulfilled at the time.

5. Terms and Conditions of Payment

5.1 Unless otherwise agreed, goods shall be paid within 14 days with 2% discount or in full within 30 days after the date of the invoice. Normally, discount cannot be deducted on services and these shall be paid for immediately upon receipt of the invoice. Discount cannot be deducted on freight costs and invoices amounting to less than ? 50.00.
5.2 Payment will always be credited to the oldest claim. Payments shall only be classed as paid in full when the bank permits us to draw freely on the amount paid. We only accept cheques on account as payment. Bills of exchange and other methods of payment may only be used with our special, written consent. The customer shall bear the costs of discounts, charges and other costs. Our representatives are not entitled to collect.
5.3 From the 31st day onwards of the date of invoice, default interest of 12% p.a. shall be charged on late payment without reminder.
5.4 Should the customer’s assets considerably deteriorate and our claims are placed at risk, in particular should bankruptcy or settlement proceedings be opened in respect of the assets, then we are entitled by choice to withdraw from the part of the contract of delivery which has not been fulfilled and to claim security or payment in cash, step by step, against delivery.
5.5 The customer shall only set up counterclaims which are uncontested or legally determined or pending against our claims. The customer is not entitled to hold back or reduce payment on due invoices when a complaint in respect of goods is in dispute.

6. Loaned packing drums

Should delivery be executed in containers which are specifically labelled as loaned packing drums, then these shall be returned to us, carriage free, within 365 days from the date of delivery in a closed, unsoiled and undamaged state. An amount shall be included on the invoice as security for the loan. Discount cannot be deducted from this amount. This amount shall be credited to the customer’s account or reimbursed upon return in perfect condition.

7. Retention of Title

7.1 We reserve the right to retention of title for all goods we have delivered until all of our claims relating to our business dealings with the customer have been satisfied in full.
7.2 The customer is entitled to sell or use the goods in the ordinary course of business; however, he shall already assign to us all claims amounting to the total of the invoice (including value-added tax) which have arisen from resale or reuse.
7.3 Even after assigning all claims, the customer is authorised to collect these claims. Our power to collect the claim ourselves is not affected. However, we undertake not to collect the claim as long as the customer meets his financial obligations from the collected claim, is not in default of payment and, in particular, an application for bankruptcy or settlement proceedings has not been filed, or cessation of payments has been submitted.
7.4 However, should this be the case, then we may request the customer to inform us of the assigned claims and the debtor, to give us all the necessary information for collection, to hand over the documents relating to the claim and to inform the debtors (third parties) of the assignment. If retained goods are reclaimed, then this does not denote a withdrawal from the con-tract.
7.5 As long as we retain title to the goods, the customer may only agree to transfer by way of security, pledging of a claim or assignment of claims with our written consent. We shall be informed immediately of attachment by third parties on goods under retention of title.
7.6 Should the value of securities be in excess of 20% of our claims, then the person providing security has a non-discretionary claim for release.
7.7 The customer is obliged to treat the purchases with care; in particular, he is obliged to insure these at his own expense against fire damage, water damage and theft to the extent of the replacement value. The customer shall present the insurance policy and proof of payment upon request.

8. Warranty

8.1 Faulty goods which have been delivered, quantity variances or wrong deliveries shall be reported immediately in writing, 8 days after receipt of the goods at the latest, 3 days after discovery of hidden faults at the latest. All warranty claims expire if these deadlines are not met. The limitation period is one year from delivery.
8.2 If a complaint is valid, then we shall either choose to supply a replacement or rectify the faults. If a replacement delivery is also faulty or faults have not been rectified, then the customer may request an appropriate price reduction or amendment to the contract.
8.3 Our liability for products supplied by a third party which we resell without alteration or with insignificant alterations is limited to assigning the warranty claims to which we are entitled against the supplier of the third-party goods, unless we are not satisfied with the outcome of the assigned claim or the claim cannot be assigned for other reasons. In this case, the cus-tomer is again entitled to the rights stipulated in Clause 8.2.

9. Services

9.1 The entrance and exit to the location of services to be carried out shall be free of impediments for personnel, equipment and testing vehicles. We shall not be liable for any damages which may be negligently caused to the area by our company, our representatives or our agents if these have been caused by ordinary negligence.
9.2 Waiting time for which we are not responsible shall be invoiced to the customer.
9.3 Cleansing agents and disinfectants used to provide our services shall be watered down using rinsing water – according to the DVGW expert report – and neutralised (pH 6.5 to 9.0), if necessary. The customer is obliged to inform the authorities responsible by filing the necessary papers and obtaining a licence to drain the dirty and the rinsing water. The customer is re-sponsible for wastewater disposal within the framework of legal requirements.
9.4 If it is not possible to complete the order either partially or fully for reasons for which the customer is responsible, then we reserve the right to charge the customer for the costs and indirect costs which have been incurred.
9.5 Faulty services shall be reported to us by the customer immediately in writing, 8 days after acceptance or completion of the work at the latest, hidden faults immediately after their discovery. The limitation period is one year after acceptance or completion of the work.

10. Liability

Subject to Clauses 2.4 and 2.5, claims for damages – of any kind whatsoever - shall be excluded if our company, our legal representative or agents have acted in ordinary negligence. This exclusion of liability does not apply if promised features are missing or considerable contractual obligations have been violated and for liability for damages in respect of fatal injury, per-sonal injury or injuries to health. Damages are limited to foreseeable and typical contractual damages. Claims according to the Product Liability Act remain unaffected.

11. Miscellaneous

11.1 German law shall apply. The UN Convention in respect of contracts concluded for the purchase of goods internationally dated 11 April 1980 is excluded.
11.2 The place of performance for all obligations arising from business transactions, including payments and liabilities on bills, is our company headquarters.
11.3 The court responsible for the city in which our headquarters are located has jurisdiction for any disputes arising from concluded contracts. However, we are also entitled to bring an action at the customer’s headquarters.
11.3 The full or partial invalidity of any of the provisions stipulated in these Terms and Conditions for Deliveries and Services shall not affect any part of the remaining provisions.
11.4 The original German version of these General Terms and Conditions for Deliveries and Services shall solely be valid.