general business terms
 

TuEs! Handelsgesellschaft mbH - Drescher: Terms and Conditions

Terms and Conditions as of 01 September 2014

1. Scope

All our legal transactions and declarations of intent are exclusively subject to the following “General Standard Terms and Conditions”. Any contrary or deviating terms of the contract partners shall not apply unless expressly confirmed by us in writing. Any oral agreements shall require written confirmation to be effective.

2. Offers and Conclusion of Contract

Our offers are not binding and subject to confirmation. Contracts shall only take effect following acceptance of order in writing by us, or acceptance of delivery. Generally, contracts for goods specifically manufactured or procured for the Customer cannot be cancelled, and such goods if delivered free of defects will not be taken back. All orders are placed as firm orders. Orders may only be cancelled subject to our consent in writing. There is no legal claim on order cancellation.

Our minimum order value is

domestic orders

€ 300,-

EU countries

€ 500,-

Other countries/overseas

€ 1.500,-

 

3. Delivery

The indication of delivery dates is without obligation. We reserve the right to effect delivery within a period of four weeks prior to or four weeks posterior to the not binding delivery date. In case of delays in delivery by our upstream suppliers, we shall be released of the delivery obligation without any entitlement to damages accruing to the Customer. In case of goods not manufactured by us we shall effect delivery subject to correct and timely receipt of delivery to us. Partial deliveries shall be permissible as far as they promote quick handling of the order. Effected and invoiced partial deliveries shall be paid for according to our Terms of Payment.

The following Terms of Delivery shall apply:

Domestic deliveries

from € 1.500,–

cif

Deliveries to EU countries

from € 1.500,–

free German border

Deliveries to other/overseas countries

exworks

 

4. Dispatch

All goods are dispatched on account and at risk of the Customer. We invoice packaging at our own costs, and 1 % of the value of the goods for breakage insurance. Unless agreed otherwise, the seller chooses shipping route and means of transport, as well as the type of packaging which will be selected in accordance with technical requirements and environmental aspects. Please check all consignments immediately after receipt for damages, completeness, and correctness. Any complaints to be made in writing not later than 10 days after receipt of goods. Goods may only be returned according to prior arrangement with us and with charges prepaid by sender. In case of justified complaints, the costs will be reimbursed. Consignments with postage not prepaid are generally not accepted. Minor deviations in shape and color cannot be avoided and do not justify complaints. Transport damages shall be reported immediately to the postal service or carrier.

5. Prices and Payment

Our prices are in EURO plus the currently applicable value added tax. The current price is the price valid on the day of delivery.

Terms of payment:

2 % cash discount for payment within 10 days after receipt of invoice.

Net payment within 30 days.

 

Optionally, the following terms of payment may be chosen for domestic deliveries:

Automatic debit transfer

4 % cash discount

Cash on delivery

4 % cash discount

Prepayment

4 % cash discount

 

In case of a new company incorporation, i.e. for companies which have been incorporated in the trade register for less than a year, deliveries will be made only against payment in advance during the first year of cooperation. Upon request the customer has to deliver corresponding certificates (register information etc.) at his own expense.

For international deliveries, our terms of payment are:

Export deliveries are effected against prepayment only, with a deduction of 4 % cash discount. New customers, i.e. customers, who are ordering with Opidecor GmbH the first time, have to make a down payment of 50 % of the order value (net value of the goods) upon placing their order.

6. Cancellation / Exchange

Should the buyer cancel his order or want to return faultless goods, we will issue a credit note for the order value, deducting the contract penalty mentioned under point 2, which can be deducted from the next orders. Any cash payment of credit notes is not possible. Furthermore, there is no legal claim to return faultless goods.

7. Retention of Title

Prior to full payment of the purchasing price and redemption of all claims arising from the business relation, all supplied goods shall remain the property of the supplier as conditional commodity. This shall also apply if the Customer makes payments towards certain claims defined by the Customer. The transfer of individual claims into a current invoice, or netting out with the supplier’s acceptance shall not reverse retention of title. Any Customers claims from resale of the conditional commodity are herewith assigned to the Seller. Such claims to provide security to the same extent as the conditional commodity. If the conditional commodity is sold by the Customer together with other goods not purchased from the Seller, the claims from resale shall be assigned in the ratio of the invoice value of the Sellers goods in relation to the third party goods sold.

8. Data Protection

The Customer is aware that the Seller will process the personal data acquired in connection with the business transaction in accordance with the regulations of the German Federal Data Protection Act.

9. Industrial Property Rights

Samples or drawings produced on the basis of designs by the Seller shall generally not be made available to third parties, above all competitors. The recipient of the samples shall be liable for all disadvantages to the Seller by utilization of the sample by non-authorized parties.

10. General Limitation of Liability

Any and all claims for damages, including claims for delay, impossibility of performance, culpable violation of contract, culpa in contrahendo and unlawful acts, shall be excluded unless such damages have been caused by us through intentional or grossly negligent acts. Such limitation of liability to cover our vicarious agents to the same extent.

11. Venue, Place of Jurisdiction

This business relation shall be subject to the law of the Federal Republic of Germany under exclusion of the United Nations purchasing law, also in case of direct delivery by a foreign supplier affiliated with the Seller. Venue and place of jurisdiction for all disputes arising out of the contract (including suits upon a check or a bill), shall be the Seller’s principal place of business if the Customer is a merchant, a legal person under public law, or a public special fund. The Seller may at its own discretion bring suit against the Customer at the latter’s place of business.