General terms and conditions of Rudolf Weber KG, D-64732 Bad König
The terms of business apply to all present and future business relationships between entrepreneurs and ourselves. Deviating, contradictory or supplementary terms of business will not become part of the contract, even if known, unless their application is expressly approved in writing. Offers are subject to change and without commitment.
Our terms of sale shall apply to the contracts made. Any terms deviating from the same, in particular any terms of the buyer, shall only be binding on us if we have expressly confirmed them. All offers are subject to change. Delivery times that are quoted will be observed if possible but are not guaranteed and do not represent a delivery undertaking. Partial deliveries are permitted; delayed deliveries do not grant a right to cancel the order, to impose contractual penalties or to claim damages. Delivery obligations and delivery periods will be suspended for as long as the buyer is in arrears with its liabilities. Force majeure, lack of material, traffic disruptions, etc., release us from our obligation to observe the delivery period for the duration of the disruption. For printing orders and other custom-made products, no complaints can be made about excess or short deliveries amounting to up to 10% of the ordered quantity. The quantity supplied will be invoiced.
All prices are quoted ex works including packaging but excluding value-added tax. The right to adjust prices due to rises in material prices and cost increases is expressly reserved. Only the minimum quantities (packing units/ PU) as stated in the price list can be supplied.
Supply is ex Bad König works for the account and at the risk of the buyer. If no special instructions have been given for shipment of orders, it will be arranged at the least expensive freight rate at our best discretion without commitment. Supply will be free house in Germany as of a net goods value of € 750. If we are in default with supply and if a reasonable period of grace has been granted by the buyer and expired without result, the buyer has the right to rescind the contract. Notification of such rescission must be given immediately in writing after expiry of the period of grace. If supply is delayed due to circumstances for which we are not responsible, such as force majeure, labour disputes, civil unrest, public-authority measures, lack of supplies from our sub-suppliers and other serious events that are unpredictable and unavoidable, the supply period will be extended by the length of this delay and a reasonable subsequent supply period. Partial deliveries are permitted within reasonable limits. They will be invoiced separately.
Our invoices are payable with a 2% discount within 14 days or net within 30 days of the date of the invoice. Invoices will bear the date on which goods were loaded. If the period for payment is exceeded, we have the right to charge default interest at a rate 8% above the then applicable base interest rate. If bills of exchange are accepted, the buyer will pay the discount and bank charges. If the buyer is in default with payment, we have the right to revoke any discounts and other concessions that have been granted. After notifying the buyer accordingly in writing, we have the right to discontinue our obligations until payments have been received. Partial deliveries are considered to be completed transactions and are subject to the above terms of payment. Defect notices do not release the buyer from its obligation to make payment in due time.
Complaints about qualities or quantity must be submitted within 8 days of receipt of goods. Notification of concealed defects must be given immediately after such defects are discovered and no later than 4 weeks after receipt of goods. If complaints about defects are justified and submitted in due time, we will at our discretion either supply replacements free of charge or issue a credit note. Goods about which a complaint has been made may only be returned after we have given our approval. Other claims are ruled out, in particular claims to compensation for damages caused by use of defective goods. We are liable neither for material defects caused by unsuitable or improper use by the buyer or third parties, customary wear and tear or careless treatment nor for the consequences of improper changes and repairs carried out by the buyer or third parties without our consent. Wood is a natural product. Any differences in colour or structure and any faults typical of wood must be accepted and do not constitute grounds for complaint. Neither do minor deviations from the colour, dimensions and/or other qualities and features of other goods represent a basis for claims by the buyer, in particular warranty claims.
Reservation of Title
a) The purchased goods remain the property of the seller until all the claims held by the seller against the buyer have been satisfied. In the event of a current account, the title reserved to the goods is deemed to be security for the seller’s account balance.
b) Any treatment or processing by the buyer is performed on behalf of the seller with exclusion of acquisition of title pursuant to Section 950 of the German Civil Code (BGB). In the ratio of the value of the purchased goods to the value of the treated or processed goods, the seller becomes the co-owner of the goods thus created, which serve as reserved goods securing the claims of the seller. The buyer’s processing (combining/mixing) with other goods not belonging to the seller is governed by the provisions of Sections 947, 948 of the German Civil Code (BGB), with the consequence that the seller’s co-title to the new item is now deemed to be the reserved goods.
c) The buyer is only permitted to resell the reserved goods in the usual course of business and subject to the proviso that it also agrees extended retention of title with its customers. The buyer is not permitted to dispose of the reserved goods in any other way. For the event of resale, the buyer hereby assigns to the seller the claims it holds against its customers resulting from such resale, this being until satisfaction of all the seller’s claims. If the reserved goods are resold by the buyer after processing as per item b) together with other goods not belonging to the seller, the assignment of the claim to the purchase price shall only apply in the amount of the invoiced value of the seller’s reserved goods. With reservation of the right of revocation, the seller authorises the buyer to collect the assigned claims. The seller will not exercise its own power of collection for as long as the buyer meets its payment obligations, including those to third parties.
d) If the value of the securities held by the seller exceeds the latter’s total claim by more than 10%, the seller has an obligation to release appropriate securities at said seller’s discretion at the request of the buyer.
e) If, pursuant to the above provisions, the seller exercises its reservation of title by repossessing reserved goods, said seller has the right to sell such goods on the open market or by auction. The repossession of the reserved goods will be at the proceeds gained but no more than the agreed supply prices. The right to assert further claims for damages, in particular for loss of profit, is reserved.
f) In the event of insolvency, the reservation of title relates to all goods belonging to or constituting part of the assets and supplied by us, including those already paid by the buyer, until all our claims have been satisfied. If the buyer discontinues payments before it has paid for the goods we have supplied, we hold, under Sections 47, 48 of the German Insolvency Code (InsO), the right to segregate the goods or require substitute segregation.
Place of Fulfilment and Legal Venue
The place of fulfilment is D-64732 Bad König and the legal venue D-64720 Michelstadt. If the buyer is not a registered merchant as defined in commercial law, it must notify us of this fact immediately.
The ordering party recognises these Terms of Supply and Payment by placing an order. For later purchase orders, a reference to these Terms is sufficient.