General Terms and Conditions of Delivery – Fa. H. Riesbeck
(As of: May 2018)
1. General / Contract Formation
1.1
These General Terms and Conditions apply exclusively to all deliveries and services, including future services.
These General Terms and Conditions apply exclusively to all deliveries and services, including future services.
1.2
Deviations from these General Terms and Conditions, supplementary agreements and ancillary agreements require written form or express written confirmation.
Deviations from these General Terms and Conditions, supplementary agreements and ancillary agreements require written form or express written confirmation.
1.3
Our offers and information regarding the products we sell and product descriptions are non-binding, unless an express written assurance or guarantee is given. In view of the constant technical development and improvement of our products, we reserve the right to make changes to design and execution, provided this does not impair the value of the products we offer.
Our offers and information regarding the products we sell and product descriptions are non-binding, unless an express written assurance or guarantee is given. In view of the constant technical development and improvement of our products, we reserve the right to make changes to design and execution, provided this does not impair the value of the products we offer.
1.4
Purchase contracts are only concluded upon written order confirmation or acceptance of the dispatched goods by the customer.
Purchase contracts are only concluded upon written order confirmation or acceptance of the dispatched goods by the customer.
1.5
The transfer of rights and obligations under the purchase contract requires written consent.
The transfer of rights and obligations under the purchase contract requires written consent.
2. Prices and Payment Terms
2.1
The list prices at the time of placing the order or order confirmation apply to the delivery.
The list prices at the time of placing the order or order confirmation apply to the delivery.
2.2
Our prices are exclusive of statutory VAT and shipping costs, unless otherwise agreed in writing.
Our prices are exclusive of statutory VAT and shipping costs, unless otherwise agreed in writing.
2.3
Our invoices are payable within 10 days of the invoice date with 2% discount, or within 30 days of the invoice or equivalent payment statement without deduction. A payment is only deemed to have been made when Fa. Riesbeck can dispose of the amount. In the event of default in payment, we are entitled to charge default interest at a rate of 8% above the respective base interest rate. The right to claim further damages due to default is reserved. Bills of exchange or cheques are only accepted by agreement and on account of performance and are only deemed payment after they have been honoured. Discount and collection charges are borne by the purchaser. We assume no liability for timely presentation.
Our invoices are payable within 10 days of the invoice date with 2% discount, or within 30 days of the invoice or equivalent payment statement without deduction. A payment is only deemed to have been made when Fa. Riesbeck can dispose of the amount. In the event of default in payment, we are entitled to charge default interest at a rate of 8% above the respective base interest rate. The right to claim further damages due to default is reserved. Bills of exchange or cheques are only accepted by agreement and on account of performance and are only deemed payment after they have been honoured. Discount and collection charges are borne by the purchaser. We assume no liability for timely presentation.
2.4
If the buyer fails to accept the sold goods, we are entitled to either insist on acceptance or to demand 10% of the purchase price as a lump-sum compensation for damages and expenses. During the period of the buyer's delay in acceptance, Fa. Riesbeck is entitled to store the delivery items at its own premises, with a freight forwarder or warehousekeeper at the buyer's risk. During the period of default in acceptance, the buyer shall pay Fa. Riesbeck a flat rate of EUR 100.00 per month as compensation for storage costs without further proof. If higher storage costs are incurred, Fa. Riesbeck can demand reimbursement of these costs from the buyer upon proof. The flat-rate compensation is reduced to the extent that the customer proves that expenses or damage have not been incurred.
If the buyer fails to accept the sold goods, we are entitled to either insist on acceptance or to demand 10% of the purchase price as a lump-sum compensation for damages and expenses. During the period of the buyer's delay in acceptance, Fa. Riesbeck is entitled to store the delivery items at its own premises, with a freight forwarder or warehousekeeper at the buyer's risk. During the period of default in acceptance, the buyer shall pay Fa. Riesbeck a flat rate of EUR 100.00 per month as compensation for storage costs without further proof. If higher storage costs are incurred, Fa. Riesbeck can demand reimbursement of these costs from the buyer upon proof. The flat-rate compensation is reduced to the extent that the customer proves that expenses or damage have not been incurred.
2.5
The buyer's right of retention only applies insofar as his counterclaim is based on the same contractual relationship. Set-off by the buyer is excluded unless the customer's counterclaims have been finally established by a court or acknowledged by us.
The buyer's right of retention only applies insofar as his counterclaim is based on the same contractual relationship. Set-off by the buyer is excluded unless the customer's counterclaims have been finally established by a court or acknowledged by us.
3. Delivery Period
3.1
Binding delivery dates must be agreed in writing. The agreed delivery period begins on the date of the order confirmation. The deadline is met if the delivery item is dispatched before the deadline expires.
Binding delivery dates must be agreed in writing. The agreed delivery period begins on the date of the order confirmation. The deadline is met if the delivery item is dispatched before the deadline expires.
3.2
The delivery period shall be extended, if necessary, by the time until the purchaser has handed over to us the information and documents necessary for the execution of the order.
The delivery period shall be extended, if necessary, by the time until the purchaser has handed over to us the information and documents necessary for the execution of the order.
3.3
All agreed delivery periods are subject to correct and timely self-delivery.
All agreed delivery periods are subject to correct and timely self-delivery.
3.4
The delivery period shall be extended appropriately in the event of work stoppages, in particular strikes and lockouts, as well as circumstances beyond our control, such as statutory or official orders (e.g. import and export restrictions) or delivery delays due to force majeure. The aforementioned circumstances are also not our responsibility if they arise during an already existing delay. We will notify the purchaser of the beginning and end of such obstacles as soon as possible in important cases.
The delivery period shall be extended appropriately in the event of work stoppages, in particular strikes and lockouts, as well as circumstances beyond our control, such as statutory or official orders (e.g. import and export restrictions) or delivery delays due to force majeure. The aforementioned circumstances are also not our responsibility if they arise during an already existing delay. We will notify the purchaser of the beginning and end of such obstacles as soon as possible in important cases.
3.5
If we are in default with delivery, our liability for damages in the case of slight negligence is limited to 50% of the foreseeable damage. Further claims for damages only exist if the delay is based on intent or gross negligence.
If we are in default with delivery, our liability for damages in the case of slight negligence is limited to 50% of the foreseeable damage. Further claims for damages only exist if the delay is based on intent or gross negligence.
4. Delivery, Shipping, Transfer of Risk
4.1
We are entitled to make partial deliveries, unless expressly agreed otherwise. Partial deliveries are deemed to be independent deliveries with regard to payment obligations, transfer of risk and warranty obligations. The purchaser is not entitled to reject independent partial deliveries.
We are entitled to make partial deliveries, unless expressly agreed otherwise. Partial deliveries are deemed to be independent deliveries with regard to payment obligations, transfer of risk and warranty obligations. The purchaser is not entitled to reject independent partial deliveries.
4.2
For custom-made goods and special products, excess and short deliveries of up to 15% of the agreed quantity are permissible.
For custom-made goods and special products, excess and short deliveries of up to 15% of the agreed quantity are permissible.
4.3
We may determine the method of dispatch, the route of dispatch and the company commissioned with the dispatch at our discretion, provided that the purchaser does not give express instructions.
We may determine the method of dispatch, the route of dispatch and the company commissioned with the dispatch at our discretion, provided that the purchaser does not give express instructions.
4.4
The risk passes to the purchaser as soon as the consignment with the delivery items leaves our factory or warehouse. This applies regardless of who bears the transport costs.
The risk passes to the purchaser as soon as the consignment with the delivery items leaves our factory or warehouse. This applies regardless of who bears the transport costs.
5. Exchange / Returns
5.1
Exchange or return is only possible in the case of demonstrably incorrect delivery. A goodwill exchange of goods consignments confirmed by us in writing will generally be charged a handling fee of 10% of the value of the goods.
Exchange or return is only possible in the case of demonstrably incorrect delivery. A goodwill exchange of goods consignments confirmed by us in writing will generally be charged a handling fee of 10% of the value of the goods.
5.2
Custom-made goods, special products and drilled items are generally excluded from exchange and return.
Custom-made goods, special products and drilled items are generally excluded from exchange and return.
6. Retention of Title
6.1
We retain title to the purchased goods until all claims arising from the delivery contract, including ancillary claims (e.g. bill of exchange costs, financing costs, interest, etc.), have been paid in full. In the event of the purchaser acting in breach of contract, we are entitled to reclaim the purchased goods. Repossession, as well as seizure of the goods subject to retention of title, does not constitute withdrawal from the contract.
We retain title to the purchased goods until all claims arising from the delivery contract, including ancillary claims (e.g. bill of exchange costs, financing costs, interest, etc.), have been paid in full. In the event of the purchaser acting in breach of contract, we are entitled to reclaim the purchased goods. Repossession, as well as seizure of the goods subject to retention of title, does not constitute withdrawal from the contract.
6.2
In the event of seizure or other intervention by third parties, the purchaser must notify us immediately in writing.
In the event of seizure or other intervention by third parties, the purchaser must notify us immediately in writing.
6.3
Any processing or transformation of the purchased goods by the purchaser shall always be carried out on our behalf. If the purchased goods are processed together with other items not belonging to us, we shall acquire co-ownership of the new item in proportion to the value of the purchased goods relative to the other processed items at the time of processing.
Any processing or transformation of the purchased goods by the purchaser shall always be carried out on our behalf. If the purchased goods are processed together with other items not belonging to us, we shall acquire co-ownership of the new item in proportion to the value of the purchased goods relative to the other processed items at the time of processing.
6.4
If the purchased goods are mixed and processed with other items not belonging to us, we shall acquire co-ownership of the new item in proportion to the value of the purchased goods relative to the other mixed items at the time of mixing. If the purchaser's item is to be regarded as the main item, the purchaser shall transfer proportional co-ownership to us.
If the purchased goods are mixed and processed with other items not belonging to us, we shall acquire co-ownership of the new item in proportion to the value of the purchased goods relative to the other mixed items at the time of mixing. If the purchaser's item is to be regarded as the main item, the purchaser shall transfer proportional co-ownership to us.
6.5
The purchaser is entitled to resell the goods in the ordinary course of business. However, he hereby assigns to us all claims against his buyer or third parties arising from the resale up to the final invoice amount.
The purchaser is entitled to resell the goods in the ordinary course of business. However, he hereby assigns to us all claims against his buyer or third parties arising from the resale up to the final invoice amount.
6.6
The claims of the buyer arising from the resale of the reserved goods are hereby assigned to the seller, regardless of whether the reserved goods are sold without or after processing and whether they are sold to one or more buyers. The assigned claim secures the retention-of-title seller only up to the value of the respective reserved goods sold. If the reserved goods are sold by the buyer together with other goods not belonging to the retention-of-title seller, with or without processing, the assignment of the purchase price claim applies only to the value of the reserved goods that are the subject or part of this purchase contract. The buyer is authorised to collect the claim from the resale despite the assignment. The seller's right of collection is unaffected by the buyer's authorisation to collect. Upon request, the buyer must inform the seller of the debtor of the assigned claims and notify the debtor of the assignment.
The claims of the buyer arising from the resale of the reserved goods are hereby assigned to the seller, regardless of whether the reserved goods are sold without or after processing and whether they are sold to one or more buyers. The assigned claim secures the retention-of-title seller only up to the value of the respective reserved goods sold. If the reserved goods are sold by the buyer together with other goods not belonging to the retention-of-title seller, with or without processing, the assignment of the purchase price claim applies only to the value of the reserved goods that are the subject or part of this purchase contract. The buyer is authorised to collect the claim from the resale despite the assignment. The seller's right of collection is unaffected by the buyer's authorisation to collect. Upon request, the buyer must inform the seller of the debtor of the assigned claims and notify the debtor of the assignment.
6.7
The buyer is not permitted to transfer ownership by way of security or pledge our goods. The buyer must immediately notify the seller of any third-party access.
The buyer is not permitted to transfer ownership by way of security or pledge our goods. The buyer must immediately notify the seller of any third-party access.
7. Warranty / Liability Exclusion
7.1
Fa. Riesbeck warrants for a period of 24 months from the delivery date that the delivery items are free from defects in accordance with the current state of the art. Liability does not cover normal wear and tear or defects attributable to improper handling of the delivered goods by the buyer. Minor deviations in colour, dimensions and/or other quality and performance characteristics of the goods do not give rise to any claims by the buyer, in particular not under warranty. Defect notices are excluded for minor deviations in width, length, thickness and diameter.
Fa. Riesbeck warrants for a period of 24 months from the delivery date that the delivery items are free from defects in accordance with the current state of the art. Liability does not cover normal wear and tear or defects attributable to improper handling of the delivered goods by the buyer. Minor deviations in colour, dimensions and/or other quality and performance characteristics of the goods do not give rise to any claims by the buyer, in particular not under warranty. Defect notices are excluded for minor deviations in width, length, thickness and diameter.
7.2
We do not accept liability for defects and damage resulting from unsuitable or improper use, failure to observe operating instructions, or faulty or negligent handling. The purchaser is obliged to ensure that the goods are suitable and safe for the intended use.
We do not accept liability for defects and damage resulting from unsuitable or improper use, failure to observe operating instructions, or faulty or negligent handling. The purchaser is obliged to ensure that the goods are suitable and safe for the intended use.
7.3
Should Fa. Riesbeck accept defective returns after the expiry of the warranty period, the buyer shall have no right to a price reduction, rescission of the contract or subsequent performance. In this case, Fa. Riesbeck shall only forward the repair matter to its upstream suppliers on behalf of the buyer in order to enable the use of any longer manufacturer's guarantee that may exist.
Should Fa. Riesbeck accept defective returns after the expiry of the warranty period, the buyer shall have no right to a price reduction, rescission of the contract or subsequent performance. In this case, Fa. Riesbeck shall only forward the repair matter to its upstream suppliers on behalf of the buyer in order to enable the use of any longer manufacturer's guarantee that may exist.
7.4
Obvious defects must be reported in writing immediately, but no later than 8 working days after receipt of the delivery; otherwise all warranty claims in this respect are excluded. In commercial transactions, §§ 377, 387 HGB apply additionally.
Obvious defects must be reported in writing immediately, but no later than 8 working days after receipt of the delivery; otherwise all warranty claims in this respect are excluded. In commercial transactions, §§ 377, 387 HGB apply additionally.
7.5
If there is a defect in the purchased goods for which we are responsible, we are entitled, at our discretion, to remedy the defect or to make a new delivery pursuant to § 439 BGB. The exchange for higher-quality products is hereby deemed accepted. Further rights, in particular rescission of the purchase contract, can only be asserted after the expiry of a reasonable period for subsequent performance or after two failed attempts at subsequent performance. After the expiry of one year from the delivery date, warranty claims are limited to rectification of defects or credit at current value, at our discretion.
If there is a defect in the purchased goods for which we are responsible, we are entitled, at our discretion, to remedy the defect or to make a new delivery pursuant to § 439 BGB. The exchange for higher-quality products is hereby deemed accepted. Further rights, in particular rescission of the purchase contract, can only be asserted after the expiry of a reasonable period for subsequent performance or after two failed attempts at subsequent performance. After the expiry of one year from the delivery date, warranty claims are limited to rectification of defects or credit at current value, at our discretion.
7.6
An exchange within the scope of warranty/guarantee does not give rise to new warranty or guarantee periods.
An exchange within the scope of warranty/guarantee does not give rise to new warranty or guarantee periods.
7.7
In cases where there is no consumer goods purchase within the supply chain for our buyer, the provisions of §§ 474–479 BGB do not apply. Should the buyer resell the goods within the scope of a consumer goods purchase, reimbursement of expenses pursuant to § 478 BGB may only be claimed if proof is provided for the incurrence of the expenses. Reimbursement is only granted up to a maximum of 2% of the net value of the goods. Further claims based on § 478 BGB are settled by the agreed 24-month warranty pursuant to clause 7.1 of these T&Cs as an equivalent compensation within the meaning of § 478(4) sentence 1 BGB.
In cases where there is no consumer goods purchase within the supply chain for our buyer, the provisions of §§ 474–479 BGB do not apply. Should the buyer resell the goods within the scope of a consumer goods purchase, reimbursement of expenses pursuant to § 478 BGB may only be claimed if proof is provided for the incurrence of the expenses. Reimbursement is only granted up to a maximum of 2% of the net value of the goods. Further claims based on § 478 BGB are settled by the agreed 24-month warranty pursuant to clause 7.1 of these T&Cs as an equivalent compensation within the meaning of § 478(4) sentence 1 BGB.
7.8
Unless expressly agreed otherwise, further claims of the buyer – regardless of the legal basis – are excluded. We are therefore not liable for damage that has not arisen directly in the delivery item; in particular, we are not liable for lost profits or other financial losses of the buyer. The above exemption from liability does not apply if the damage is based on intent, gross negligence, the absence of a guaranteed characteristic, breach of essential contractual obligations, delay in performance, impossibility, or claims pursuant to § 1.4 of the Product Liability Act.
Unless expressly agreed otherwise, further claims of the buyer – regardless of the legal basis – are excluded. We are therefore not liable for damage that has not arisen directly in the delivery item; in particular, we are not liable for lost profits or other financial losses of the buyer. The above exemption from liability does not apply if the damage is based on intent, gross negligence, the absence of a guaranteed characteristic, breach of essential contractual obligations, delay in performance, impossibility, or claims pursuant to § 1.4 of the Product Liability Act.
7.9
Claims for damages can in all cases, including after failed subsequent improvement or subsequent delivery, only be asserted against us if we are guilty of intent or gross negligence or if guaranteed characteristics are absent. Where our liability is excluded, this also applies to the personal liability of our employees, staff, representatives and vicarious agents.
Claims for damages can in all cases, including after failed subsequent improvement or subsequent delivery, only be asserted against us if we are guilty of intent or gross negligence or if guaranteed characteristics are absent. Where our liability is excluded, this also applies to the personal liability of our employees, staff, representatives and vicarious agents.
8. Withdrawal and Compensation for Unexecuted Orders
8.1
We may withdraw from the contract if we become aware of a suspension of payments, the opening of insolvency or court composition proceedings, the rejection of insolvency proceedings due to insufficient assets, bill-of-exchange or cheque protests, or other concrete indications of a deterioration in the purchaser's financial situation.
We may withdraw from the contract if we become aware of a suspension of payments, the opening of insolvency or court composition proceedings, the rejection of insolvency proceedings due to insufficient assets, bill-of-exchange or cheque protests, or other concrete indications of a deterioration in the purchaser's financial situation.
8.2
If we withdraw from the contract or if the order is not executed for reasons for which the customer is responsible, the customer shall pay us a flat-rate compensation of 10% of the purchase price for our expenses and lost profit. We reserve the right to claim a demonstrably higher loss. The flat-rate compensation is reduced to the extent that the customer proves that expenses or damage have not been incurred.
If we withdraw from the contract or if the order is not executed for reasons for which the customer is responsible, the customer shall pay us a flat-rate compensation of 10% of the purchase price for our expenses and lost profit. We reserve the right to claim a demonstrably higher loss. The flat-rate compensation is reduced to the extent that the customer proves that expenses or damage have not been incurred.
9. Use of Customer Data
9.1
We are entitled to process all data relating to business relationships with customers in accordance with the Federal Data Protection Act and the General Data Protection Regulation.
We are entitled to process all data relating to business relationships with customers in accordance with the Federal Data Protection Act and the General Data Protection Regulation.
9.2
For further information on data protection, please refer to our Privacy Policy. This can be downloaded from our website (www.riesbeck.com) or requested directly from us.
For further information on data protection, please refer to our Privacy Policy. This can be downloaded from our website (www.riesbeck.com) or requested directly from us.
10. Place of Performance, Jurisdiction, Partial Invalidity, Applicable Law
10.1
BiebergemĂĽnd is agreed as the place of performance for all mutual services owed under the contract, including any claims for restitution.
BiebergemĂĽnd is agreed as the place of performance for all mutual services owed under the contract, including any claims for restitution.
10.2
In commercial dealings with merchants not belonging to the traders designated in § 4 HGB and with legal entities under public law, Biebergemünd is agreed as the place of jurisdiction for all legal disputes arising from the contract, including bill-of-exchange and cheque actions; we are also entitled to sue at the customer's registered office.
In commercial dealings with merchants not belonging to the traders designated in § 4 HGB and with legal entities under public law, Biebergemünd is agreed as the place of jurisdiction for all legal disputes arising from the contract, including bill-of-exchange and cheque actions; we are also entitled to sue at the customer's registered office.
10.3
If individual provisions of the delivery contract or these General Terms and Conditions are invalid, the remaining provisions shall remain in force. German law applies to cross-border delivery transactions.
If individual provisions of the delivery contract or these General Terms and Conditions are invalid, the remaining provisions shall remain in force. German law applies to cross-border delivery transactions.