General Terms and Conditions (GTC) of Mehlhose Antirutschprodukte GmbH
(1) These terms and conditions apply exclusively to contracts with Mehlhose Antirutschprodukte GmbH. Deviating provisions are rejected. Any provisions other than those contained herein will only become effective upon our express written approval.
(2) These general terms and conditions also apply to future business relationships, even if they are not expressly agreed again.
(3) Verbal collateral agreements must be documented on a durable medium. Changes to the terms, including this confirmation clause, as well as the agreement of delivery dates or deadlines, which can be agreed with or without obligation, require confirmation by Mehlhose Antirutschprodukte GmbH.
(4) If the parties have agreed special conditions, these shall in principle not apply to simultaneous and future contractual relationships with the customer, unless otherwise agreed.
§2 Offers, conclusion of contract, performance and delivery obligation
(1) Offers are subject to change and non-binding, unless expressly a binding assurance. Orders are only binding if we confirm them or if we comply with them by sending the goods.
(2) The contract is concluded on the basis of the customer’s order on the one hand and confirmation of the order or execution of the order by Mehlhose Antirutschprodukte GmbH on the other.
(3) The adherence to a delivery time always depends on the timely self-delivery. If the availability depends on delivery by a pre-supplier and if this delivery fails for reasons for which we are not responsible, then we are entitled to withdraw from the contract. For this reason, the customer is not entitled to compensation.
(4) The same applies if, due to force majeure or other events not attributable to us, the delivery becomes considerably more difficult or impossible. Such events include, but are not limited to, fire, flood, labour disputes, breakdowns, strikes, and governmental orders that are not part of our operating risk. In the cases mentioned, the customer will be informed immediately about the impossible delivery and payments already made will be reimbursed immediately.
(5) Partial deliveries are permissible unless the customer clearly has no interest in part shipment or this would clearly be unreasonable. If Mehlhose Antirutschprodukte GmbH makes use of this right, packaging and shipping costs will only be charged once. In the case of permissible partial deliveries, Mehlhose Antirutschprodukte GmbH is entitled to submit partial invoices as well.
(6) The risk of accidental loss and accidental deterioration of the goods sold shall pass to the customer as soon as Mehlhose Antirutschprodukte GmbH has delivered the goods to the forwarder, the carrier or the person or establishment otherwise responsible for carrying out the shipment. This also applies if Mehlhose Antirutschprodukte GmbH bears the costs of transport. Transport insurance is only on special request and on the account of the customer.
(7) In the event that the shipment of the goods to the customer is delayed for reasons attributable to them, the transfer of risk occurs on notification of readiness to ship to the customer. Any storage costs incurred after the transfer of risk shall be borne by the customer.
§3 Prices and terms of payment
(1) The offer or list prices apply at the time of the order.
(2) The prices are quoted ex works from the place of business of Mehlhose Antirutschprodukte GmbH excluding VAT and without costs for packaging and shipping.
(3) Shipping costs of €6.00 per order are charged for order values up to €200 for packaging and shipping (shipping costs). If the value of the order is higher, delivery within Germany will be free of charge. For shipments abroad, the resulting costs are charged.
(4) Should unforeseeable cost increases occur (e.g. currency fluctuations, unexpected price increases by suppliers, etc.), Mehlhose Antirutschprodukte GmbH shall be entitled to pass on the price increase to the customer. However, this only applies if the delivery has been agreed to be made more than four months after the conclusion of the contract.
(5) We deliver against invoice. All invoice amounts are due upon delivery of the goods and payable no later than 30 days after this date and receipt of the invoice, unless otherwise agreed.
(6) A payment is deemed to have been received as soon as the equivalent value has been credited to one of the accounts of Mehlhose Antirutschprodukte GmbH. If the customer defaults on payment after 30 days of payment, he must pay interest at the rate of 5% above the base rate if neither the customer nor Mehlhose Antirutschprodukte GmbH prove a lower or higher loss. Default interest also accrues when the payment date is exceeded without a reminder. The remaining legal rights of Mehlhose Antirutschprodukte GmbH in the event of default of payment by the customer remain unaffected.
(7) In case of payment on account, Mehlhose Antirutschprodukte GmbH is entitled to the security rights described below:
Until complete payment, the goods remain the property of Mehlhose Antirutschprodukte GmbH. The retention of title expires upon full payment of the goods. The customer is not entitled to dispose of the reserved goods. In the case of processing the delivered goods, Mehlhose Antirutschprodukte GmbH is the manufacturer and acquires ownership of the resulting product. If processing takes place together with other materials, Mehlhose Antirutschprodukte GmbH acquires ownership in proportion to the invoice value of its goods to that of the other materials. If, in the case of the combination or mixing of the goods of Mehlhose Antirutschprodukte GmbH with an item from the customer, this item will be regarded as the main item, the co-ownership of the item in the ratio of the invoice value of the goods of Mehlhose Antirutschprodukte GmbH for billing – or lack of such to the market value of the main item – passes to Mehlhose Antirutschprodukte GmbH. In these cases, the customer is the custodian. If third parties claim rights with regard to the reserved goods, e.g. in the case of a seizure, the customer must point out our ownership and inform us immediately. The customer must reimburse the costs of any intervention that may be required by us. If the customer is entitled to claims against third parties for resale or any other reason with regard to the reserved goods, the customer assigns them to us as security. We authorize the customer – revocably – to collect the assigned claims in their own name and for their own account.
(8) The customer may neither pledge nor assign assets subject to reservation of title or rights. The customer shall only be permitted to resell the products as a retailer in the normal course of business on the condition that Mehlhose Antirutschprodukte GmbH has been effectively assigned the customer’s claims against his customers in connection with the resale and the customer transfers ownership to his customer subject to the payment.
(9) Payments will initially be credited to older debts at the discretion of Mehlhose Antirutschprodukte GmbH. If costs of legal action – in particular dunning costs – have arisen, then Mehlhose Antirutschprodukte GmbH can first credit customer payments to these costs, then to the interest and finally to the main service.
§4 Netting off and rights of retention
(1) The customer is not entitled to set off their own claims against our payment claims, unless the claims of the customer are undisputed or legally established.
(2) The customer is not entitled to counter our payment claims with rights of retention – even when due to defects – unless they result from the same contractual relationship.
§5 Warranty and liability for defects
(1) If the customer acts as a merchant within the meaning of § 1 of the German Commercial Code (HGB), they have the commercial obligation to inspect and give notice of defects according to § 377 HGB. If the customer fails to comply with the notification obligations regulated there, the goods are deemed to have been approved.
(2) Claims for defects shall not arise in the case of natural wear or damage arising after the transfer of risk as a result of faulty or negligent handling, excessive use, unsuitable operating equipment or due to special external influences which are not required under the contract. If the customer or a third party improperly carries out changes or repairs, there are also no claims for defects for these and the consequences thereof, unless the customer can prove that the reported fault was not caused by these changes or repair work.
(3) In the event of claims for defects, the warranty is limited to replacement or repair at our discretion.
(4) If the rectification has been effected by means of a replacement delivery, the customer is obliged to return the goods delivered first within 30 days to Mehlhose Antirutschprodukte GmbH.
(5) If rectifications or replacement deliveries fail after a reasonable period, the customer can either demand a reduction of the purchase price or cancellation of the contract. The deadline is at least four weeks. Repair or replacement have failed if three attempts to remedy the defect have failed.
(6) Customer claims for damages, e.g. for non-performance, culpa in contrahendo, breach of contractual obligations, consequential damages, damages due to tort and other legal reasons are excluded, unless we are liable for the lack of a warranted property due to intent or gross negligence. This exclusion does not apply to claims under the German Product Liability Act.
(7) Obvious defects or transport damage must be reported within a period of two weeks.
(8) If the complaint was unjustified and the item was faultless and free of defects, we are entitled to charge the customer shipping and inspection costs of €40. The customer retains the right to prove a lower expenditure, and we retain the right to prove a higher expenditure. In addition, in this case, the customer has to pay the shipping costs.
§6 Privacy and confidentiality
§7 General provisions
(1) With regard to all legal relationships arising from this contractual relationship, the parties to the contract agree, both now and in the future after the fulfilment of the contract, to apply German law to the exclusion of the UN Sales Convention.
(2) The contract language is German.
(3) The place of fulfilment for all mutual services from the contract is the principal office of Mehlhose Antirutschprodukte GmbH.
(4) The place of jurisdiction is agreed at the competent court for the place of performance only if the customer is a merchant or legal entity of public law or has no general place of jurisdiction in Germany.
(5) Should individual provisions of these Terms and Conditions be or become null and void, the remaining conditions shall remain valid.
(1) Mehlhose Antirutschprodukte GmbH is liable to the customer for all contractual, quasi-contractual and statutory claims, including tort claims for damages and reimbursement as follows: Mehlhose Antirutschprodukte GmbH is liable for any legal reason without limitation in case of intent or gross negligence, wilful or negligent loss of life, injuries or damage to health, on the basis of a guarantee, unless otherwise specified in this regard, due to mandatory liability such as under the German Product Liability Act.
(2) If Mehlhose Antirutschprodukte GmbH negligently violates an essential contractual obligation, the liability shall be limited to the foreseeable loss typical of the contract, unless liability is unlimited in accordance with the preceding clause. Significant contractual obligations are obligations imposed by the contract of Mehlhose Antirutschprodukte GmbH according to its content for the purpose of achieving the purpose of the contract, the fulfilment of which enables the proper execution of the contract in the first place and compliance with which the customer may regularly rely.
(3) Otherwise, liability of Mehlhose Antirutschprodukte GmbH is excluded.
(4) The above liability regulations also apply with regard to the liability of Mehlhose Antirutschprodukte GmbH for its vicarious agents and legal representatives.