Terms of Service

Apply only to entrepreneurs, legal entities under public law and public law special funds.

I. Offer and conclusion
1. All - including future - deliveries and services from ongoing business relationships are made exclusively on the basis of these sales conditions.

2. We do not recognize any conflicting or deviating conditions of the purchaser, unless we have expressly agreed to their validity in writing. Our offers are non-binding unless we expressly declare them to be binding in writing. All agreements made between us and the buyer regarding the execution of the order (or the order) shall be recorded in writing.

3. We can accept offers from us within 4 weeks. We reserve ownership rights and copyrights to illustrations, drawings, calculations and other documents handed over to the buyer. They may only be made accessible to third parties with our written consent. This is especially true for such written documents, which are designated as "confidential".

4. In case of doubt, the incoterms in their most recent version shall be decisive for the interpretation of commercial clauses.

5. The buyer is only entitled to offset rights if his counterclaims have been legally established, are undisputed or acknowledged by us. The Buyer may only exercise a right of refusal or retention if the same conditions are met, or at least credible in the case of defects in the delivered goods (eg by written confirmation of a neutral person or body), as well as his counterclaim on the same Contractual relationship is based.

III. Delivery and service time
1. Delivery dates or deadlines are only binding if agreed in writing. The delivery period begins on the date of our written order confirmation, but not before receipt of the documents required for the execution of the order and to be procured by the buyer

2. If we are obliged to make an advance payment and if, after the conclusion of the contract, we become aware of circumstances that indicate a material deterioration in the purchaser's property, we may, at our discretion, either provide security within a reasonable period of time or pay in installments Request extradition. If the buyer does not comply with this request, we are entitled, subject to further statutory rights, to withdraw from the part of a contract that has not yet been fulfilled. The reason for the presumption of a substantial deterioration in the value of the buyer is in particular given if he does not pay bills of exchange or checks for reasons for which he is responsible.

3. Delivery delays due to force majeure or due to unforeseeable circumstances beyond our control, such as breakdowns, strikes, lockouts, lack of means of transport, raw material procurement difficulties, official orders, late delivery by our supplier, do not lead to our default. An agreed delivery period is extended by the duration of the disability. If the hindrance lasts more than three months, we and the buyer are entitled, after the expiry of a reasonable grace period, to withdraw from the contract with regard to the part not yet fulfilled. Claims for damages are excluded in this case.

IV. Grades, measures and weights
1. Quality and dimensions are determined according to the DIN standards or material sheets, in the absence of such the corresponding European standards, in the absence of which applies the commercial use, unless otherwise agreed in writing.

2. To the extent that it is common practice that the weight calculated on the works of Wiegemeister is decisive for goods invoiced by weight, this shall apply. The total weight of the shipment is decisive for the calculation. Differences compared to the calculated individual weights are distributed relatively to them

3. Weight deviations can only be recognized if they are objected to immediately after delivery. The proof of a weight deviation requires an official Weighing.

4. Weight specifications for pipes are based on our theoretical calculation and, unless otherwise agreed, are not binding. Deviations from our weight specifications for these reasons do not entitle the buyer to assert claims, subject to conflicting agreements.

5. We are entitled to deliver more or less within the scope of the commercial custom (10% deviations), unless expressly agreed otherwise.

6. When samples and samples are delivered, their characteristics and characteristics are not considered as guaranteed, unless otherwise expressly agreed.

V. Shipping, transfer of risk and partial delivery
1. The goods are shipped at the risk of the customer. The risk is, even with partial deliveries with the dispatch from warehouse or work on the buyer, unless otherwise agreed in individual cases

2. Packaging, shipping route and means of transport are chosen by us. Packaging may only be sorted, bundled, returned at the maximum amount in the packaging supplied by us to the extent and with a notice period of 8 days. The return must be made within the usual business hours to the place of delivery designated by us and at the expense of the buyer. Failure to comply with these regulations, we are entitled to refuse to accept packaging

3. Goods ready for dispatch must be called immediately. Otherwise, we are entitled to ship them or to store them at the expense and risk of the buyer and to charge them immediately.

4. Waiting times for unloading at the delivery address indicated by the buyer will be charged to the buyer.

5. We are entitled to make partial deliveries, as long as this does not conflict with any appreciable interest of the buyer.

VI. payment

1. Each payment will be used for the oldest due invoice. Bills of exchange and checks are always accepted only on account of fulfillment. Discount and bank charges are charged to the buyer and are to be paid immediately in cash. If the buyer is in default of payment, we are entitled to default interest of 5% above the respective base interest rate of the European Central Bank p. a. to calculate.

VII. Retention of title
1. We reserve ownership of the delivered item until receipt of all payments from the business relationship with the buyer. If there is a current account relationship within the scope of the business relationship, we reserve the ownership of the purchased item until the receipt of all payments from the existing current account relationship with the buyer until the acknowledged balance has been settled. Ownership does not pass before the final check of the check amount when a check is handed over, or upon the handover of a bill of exchange, before it is redeemed. In the event of a breach of contract by the purchaser, in particular in the event of late payment, we are entitled to take back the delivered item. The provisions of the Bankruptcy Code, however, remain unaffected. After taking back the delivered goods, we are entitled to their utilization, the proceeds of sale are to be credited against the liabilities of the purchaser - less reasonable utilization costs. The utilization regulations of the insolvency regulations remain untouched

2. The buyer is obliged to treat the delivery item with care; in particular, he is obliged to insure the latter at his own expense against damage caused by fire, water and theft at a replacement value. If maintenance and inspection work is required, the buyer must carry it out on time at its own expense

3. In case of seizure or other interventions by third parties, the buyer must notify us immediately in writing. Insofar as the third party is not in a position to reimburse us for the court and out-of-court costs of a claim in accordance with §771 ZPO, the buyer shall be liable to us for the loss incurred.

4. The buyer is entitled to resell the delivery item in the ordinary course of business; however, it hereby assigns to us all claims in the amount of the final invoice amount (including value added tax) of our claims arising from the resale against its customers or third parties, irrespective of whether the delivered item was resold without or after processing is. To collect this claim, the buyer remains authorized even after the assignment. Our authority to collect the claim itself remains unaffected. However, we will not collect the claim as long as the buyer meets his payment obligations from the proceeds received, does not default on payment and, in particular, no petition for the opening of insolvency proceedings or cessation of payments exists. If this is the case, we can demand that the buyer discloses the assigned claims and their debtors, provides all information necessary for collection, interprets the relevant documents and notifies the debtors (third parties) of the assignment. Insofar as there is a current account relationship between the buyer and his buyer in accordance with § 355 HGB, the claim assigned to us by the buyer in advance also refers to the recognized balance and, in the case of the customer's insolvency proceedings, to the balance surplus then available.

5. The processing or transformation of the delivered item by the buyer is always carried out for us. If the delivered item is processed with other items not belonging to us, we acquire the co-ownership of the new item in proportion of the value of the purchased item to the other processed items at the time of processing. Otherwise, the same applies to the goods resulting from processing as for the delivery items delivered under reserve.

6. If the delivery item is inseparably mixed with other items not belonging to us, we shall acquire co-ownership of the new item in proportion of the value of the delivered item to the other mixed items at the time of mixing. If the mixing takes place in such a way that the object of the buyer is to be regarded as the main item, then it is agreed that the buyer assigns proportional co-ownership to us. The buyer keeps the resulting sole ownership or co-ownership for us.

7. The buyer also assigns to us the claims for securing our claims against him, which accrue by the connection of the delivered thing to a property against a third party

8. We undertake to release the securities to which we are entitled at the request of the buyer to the extent that the value of our securities exceeds the claims to be secured by more than 20%; the selection of the to be released.

VIII. Claims for defects

1. The warranty claims of the commercial customer require that this gem. §377 HGB examined the delivered item and defects complained without delay properly. Complaints must be made in writing with a specified indication of the defect. This obligation also applies to work contracts

2. Claims for defects do not exist if only insignificant deviations from the quality or only insignificant impairment of the usability of the delivered item are present.

3. All our specifications are only performance descriptions and not warranties, unless otherwise expressly agreed.

4. If there is a defect in the delivered item for which we are responsible, we shall be entitled to remedy the defect or make subsequent deliveries, as we choose

5. If the buyer, for reasons for which we are not responsible, incorrectly complains of the existence of a defect for which we are responsible, we shall be entitled to charge the purchaser the reasonable expenses incurred for rectifying and / or determining the defect.

6. We may charge the buyer for the additional costs of the expenses required for the purpose of subsequent performance, in particular transport, travel, labor and material costs, insofar as the expenses increase by moving the delivered goods to a location other than the delivery address.

7. Claims for defects, in particular claims for defects, expire 12 months after the transfer of risk, unless we have caused defects intentionally or through gross negligence or have fraudulently concealed them. This also applies to any guarantees given and binding on us, unless something has been agreed or emerges from the guarantee. Legally longer periods of time, in particular for buildings and objects that have been used for a construction according to their usual use and have caused its defectiveness, remain in the construction of a building and a work whose success in the provision of planning or monitoring services therefor remain unaffected. These periods of limitation also apply to consequential damages, unless they are claimed by tort. If, due to our defective delivery, supplementary performance is required, the limitation period will not be set in motion again by the supplementary performance.

8. Before the buyer can assert further claims or rights (rescission, reduction, compensation for damages or reimbursement of expenses), we shall first be given the opportunity to remedy the defect within a reasonable period, unless we have issued a different guarantee. If the supplementary performance fails despite at least two attempts or if we refuse the subsequent performance, the buyer can withdraw from the contract or reduce (reduce) the remuneration. For the assertion of claims for damages applies IX. these delivery conditions

9. For claims due to defects in title, the following also applies:

Unless otherwise agreed, we are only obliged to provide the delivered goods free of third party rights in the country of delivery address. In the event of infringement of third-party property rights for which we are responsible, we may, at our discretion, either acquire a license for the agreed or assumed use and transfer the goods to the buyer or change the delivered goods in such a way that the property right is not violated or the goods delivered Exchange goods, as far as this does not affect the agreed or assumed use of the delivered goods. If this is not possible for us, if these attempts fail or if we refuse subsequent performance, the buyer is entitled to the legal claims and rights. For claims for damages IX. of these conditions.

IX. Liability for damages
1. The assertion of damages and reimbursement of expenses for defects in the delivered goods (hereinafter: "damages") is excluded, as far as we can not perform supplementary performance for reasons for which we are not responsible, the assertion of damages for defects and for consequential damages resulting from the delivery of defective goods is excluded, unless we have caused the defect

2. The assertion of damages for a breach of a warranty given by us or third parties (§ 443 Abs. 2 BGB) for which we are responsible, is excluded if we have not caused the breach, unless otherwise specified in the durability guarantee.

3. Claims for damages of the purchaser, no matter on which legal grounds they are based, are excluded, in particular due to breach of obligations arising from and in connection with the contractual relationship, from negligence before or after contract conclusion and from tort. In the case of our simple negligence our liability is limited in any case to the foreseeable and typical damage. The above does not apply to claims in accordance with §§ 1, 4 Product Liability Act, in cases of intent or gross negligence, for injury to life or bodily injury and damage to health, because of the assumption of a guarantee for the existence of a condition (quality guarantee) or in the case of negligence Violation of essential duties. In no case are we liable beyond the statutory claims. Changes in the burden of proof are not connected with this regulation.

4. Insofar as our liability is excluded or limited, this also applies to the personal liability of our employees, employees, employees, representatives and vicarious agents

5. The statute of limitations of all claims for damages between us and the purchaser shall be governed by the terms of Section VIII No. 7, unless claims arising from product liability pursuant to Sections 823 ff. BGB and the Product Liability Act are affected.

6. The buyer has to exempt us from claims of third parties from the Product Liability Act, as the cause has been set in his domain and he is liable in the external relationship itself.

X. Place of Performance, Jurisdiction and Applicable Law
1. Place of performance for the delivery is the respective place of loading. The place of performance for payments is exclusively the registered office of our company.

2. If the customer is a merchant, the place of jurisdiction is the registered office of our company. This also applies to document, bill of exchange and check processes. However, we are entitled to sue the purchaser at the court of his registered office.

3. The legal relationships between the parties are governed exclusively by German law to the exclusion of the UN Convention on the International Sale of Goods (UNCITRAL / CISG).

Koring + Rottsieper Edelstahl GmbH + Co. KG
January 2002