- General Provisions, Conclusion of Contract
1.1. These terms and conditions apply to all current and future business relationships. We do not recognize any terms and conditions of the buyer that conflict with or deviate from our terms of sale unless we have expressly agreed to their validity in writing. Our terms of sale shall also apply if we carry out delivery to the buyer without reservation in the knowledge of conflicting or deviating conditions of the buyer.
1.2. Our terms of sale apply only to entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB).
1.3. Our offers are non-binding. Technical changes as well as changes in dimensions, weight, and quality remain reserved within reasonable limits.
1.4. By ordering goods, the buyer makes a binding declaration to purchase them. We are entitled to accept the contractual offer contained in the order within two weeks after receipt. Acceptance may be declared either in writing or by delivery of the goods to the buyer.
1.5. The conclusion of the contract is subject to correct and timely self-supply. This applies only in the event that we are not responsible for non-delivery, in particular if a congruent hedging transaction has been concluded with our supplier.
The buyer shall be informed immediately of any unavailability of delivery.
- Prices
2.1. Unless otherwise stated in the order confirmation, our prices apply net (without deduction) “ex works” or “ex warehouse”, plus costs for packaging, freight, insurance, customs duties, customs clearance, etc., which will be invoiced separately.
2.2. Prices quoted as carriage paid are subject to open and unobstructed traffic conditions on the relevant transport routes.
2.3. Any deduction of cash discount requires a separate written agreement.
2.4. Price changes are permissible if more than two months elapse between conclusion of the contract and the agreed delivery date. If, after this, wages, material costs, market purchase prices or freight charges, taxes, duties, levies or other costs increase until completion of delivery, we shall be entitled to increase the price accordingly. The buyer shall only be entitled to withdraw if the price increase significantly exceeds the general cost of living increase between order and delivery.
2.5. Our prices are exclusive of the applicable statutory VAT. This will be shown separately on the invoice at the statutory rate applicable on the date of invoicing.
- Terms of Payment
3.1. Unless otherwise stated in the order confirmation, the purchase price is payable net (without deduction) within 14 days after delivery. The buyer shall bear the costs of payment transactions.
3.2. If the buyer fails to pay by the latest payment date pursuant to clause 3.1, whereby receipt of funds in our account is decisive, we shall be entitled to charge default interest at a rate of 8% above the base interest rate of the European Central Bank without prior reminder. We reserve the right to prove higher damages caused by default.
- Delivery Times
4.1. Delivery periods and dates stated by us are only approximate unless otherwise agreed.
4.2. The commencement of the delivery period presupposes clarification of all technical delivery issues. Compliance with our delivery obligation further requires timely and proper fulfillment of the buyer’s obligations, in particular the provision of documents, permits, approvals, and any agreed advance payment.
4.3. In the case of delivery “ex warehouse” or “ex works”, delivery periods and/or dates are deemed met if the goods leave the warehouse or works within the delivery period or by the delivery date. They are also deemed met upon notification of readiness for dispatch if shipment is delayed without our fault.
4.4. In drop shipments based on imports, delivery periods and dates are deemed met upon notification of readiness for shipment.
4.5. We shall be liable in accordance with statutory provisions if the underlying purchase contract is, by way of exception, a fixed-date transaction within the meaning of Section 376 of the German Commercial Code (HGB).
4.6. We shall also be liable in accordance with statutory provisions if delivery delay is due to intent or gross negligence, including that of our agents or representatives, or due to a culpable breach of a material contractual obligation. Otherwise, liability is limited to foreseeable, typical direct damages. Any further claims for damages due to delay are excluded.
4.7. We shall not be liable for delays caused by force majeure. Force majeure includes unforeseeable events beyond our control, such as strikes, lockouts, mobilization, war, blockades, import/export bans, or traffic disruptions. In such cases, we are entitled to extend delivery time or withdraw from the contract. The buyer may request clarification; if none is given within a reasonable time, the buyer may withdraw.
4.8. Partial deliveries are permitted and shall be treated as independent transactions.
- Shipment and Transfer of Risk
5.1. Unless otherwise agreed, delivery shall generally be made “ex warehouse” or “ex works”.
5.2. Shipment shall always be at the buyer’s expense and risk. Unless otherwise instructed by the buyer, the choice of transport route as well as means of transport and protection shall be at our discretion.
5.3. Transport packaging and all other packaging in accordance with the Packaging Ordinance will not be taken back. The buyer is obliged to dispose of the packaging at their own expense.
5.4. If loading equipment is used at the buyer’s request, such use shall be at the buyer’s risk and expense and will be charged separately. In the case of rental, such equipment must be returned at the buyer’s risk and expense.
5.5. Risk shall pass to the buyer upon handover of the goods to the forwarding agent or carrier, at the latest upon leaving the warehouse or works, including in the event of seizure, even in cases such as FOB or CIF transactions. This shall also apply where shipment is exceptionally made carriage paid.
5.6. Handover shall be deemed equivalent if the buyer is in default of acceptance.
5.7. Transport insurance shall only be taken out upon the buyer’s express request and at their expense.
5.8. Goods notified as ready for shipment must be called off immediately by the buyer. If not collected within 14 days, we are entitled to store the goods at the buyer’s risk and expense and invoice them. After granting a further period of 14 days, we may withdraw from the contract or claim damages.
- Cancellation Costs
If the buyer unjustifiably withdraws from an order, we may claim 5% of the sales price as compensation for processing costs, without prejudice to the right to claim higher actual damages. The buyer reserves the right to prove lower damages.
- Retention of Title
7.1. We retain title to the goods until full settlement of all claims arising from the business relationship. In the event of breach of contract, particularly default in payment, we are entitled to reclaim the goods.
7.2. The buyer must notify us immediately in writing of any third-party access (e.g. seizure), damage, or destruction of the goods.
7.3. The buyer is entitled to resell the goods in the ordinary course of business and hereby assigns to us all claims arising from such resale.
7.4. Processing or transformation of the goods shall always be carried out on our behalf. We acquire co-ownership in proportion to value.
7.5. If goods are inseparably mixed with others, we acquire co-ownership proportionally. The buyer shall hold such ownership in custody for us.
- Warranty
8.1. In the event of defects for which we are responsible, we are entitled, at our discretion, to repair or replace the goods.
8.2. If supplementary performance fails, the buyer may demand a price reduction or rescission, unless the defect is minor.
8.3. Warranty claims require proper inspection and notification of defects. Obvious defects must be reported in writing within five days.
8.4. If the buyer withdraws from the contract, no additional damage claims shall exist.
8.5. The buyer must allow us to inspect the defect. Otherwise, warranty claims lapse.
8.6. Liability for damages exists only in cases of intent, gross negligence, or breach of essential contractual obligations, and is otherwise limited.
8.7. Limitations do not apply to product liability or personal injury.
8.8. The warranty period is one year from delivery.
8.9. Claims for damages due to defects expire after one year, except in cases of gross negligence or personal injury.
8.10. Product descriptions, samples, or analyses are non-binding.
8.11. No guarantees in the legal sense are provided.
- Limitation of Liability
9.1. Unless otherwise stated, we are liable only for intent, gross negligence, or breach of essential contractual obligations. Liability is limited to foreseeable, typical damages.
9.2. Limitations do not apply to product liability or personal injury.
- Force Majeure
10.1. We shall not be liable for non-performance due to force majeure, including supplier failure caused by such events.
Force majeure includes events beyond our control, such as war, natural disasters, strikes, supply disruptions, and similar circumstances.
10.2. The buyer will be informed of the beginning and end of such events. If the event lasts more than 90 days, both parties may withdraw from the contract.
- Final Provisions
11.1. German law shall apply. The UN Convention on Contracts for the International Sale of Goods (CISG) shall not apply.
11.2. If the buyer is a merchant or legal entity under public law, the place of jurisdiction shall be our registered office.
11.3. Place of performance is our registered office.
11.4. Should individual provisions be invalid, the validity of the remaining provisions shall remain unaffected. The invalid provision shall be replaced by a valid one that comes closest to the intended economic purpose.
Status: February 2026