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Terms and Conditions

Weberei Höfer GmbH

TERMS AND CONDITIONS

 

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SUPPLEMENTARY TERMS AND CONDITIONS OF SALE, DELIVERY AND PAYMENT FOR RESELLERS (SECTION 14 BÜRGERLICHES GESETZBUCH (BGB – GERMAN CIVIL CODE)

 

1. Business Basis

We provide deliveries, services and offers solely on the basis of these terms and conditions of delivery and payment. They are included in all contracts that we sign with our customers. Where the customer is an entrepreneur within the meaning of Section 14 BGB, these also apply for all future deliveries, services and offers, even if not expressly agreed again in a further agreement. Contradictory terms and conditions of delivery issued by our customers do not apply, even if we do not explicitly object to such terms.

 

2. Offer, Conclusion of Contract

2.1 All of our offers are subject to change. This also applies to all information given in price lists and brochures etc.

2.2 Our stated delivery times are approximations only, which we endeavor to meet. No claims may be made against us if these delivery times are not met unless we explicitly confirm these times as binding and a reasonable grace period set by us is not observed. 2.3 Information in the catalog is intended merely as a product description and does not in any way guarantee certain properties. Pattern features are not to be considered as guaranteed properties.

 

3. Prices

Only prices that we have confirmed in writing are valid. These do not include VAT or ancillary costs such as shipping and handling, freight and insurance. If more than four months pass between the time of ordering and the time of delivery, we are entitled to calculate the price as valid on the delivery date, even if another price had initially been confirmed. The price on this date also applies if we confirmed the order without indicating a price. If there is an order on call, the individual price valid on the delivery date applies for each of the partial deliveries. We are entitled to adjust prices in each case if the buyer makes subsequent changes to the order.

 

4. Terms of Payment

4.1 Unless agreed otherwise in writing or another payment other method was specified in writing, all deliveries and services must be paid immediately and in full in cash or by bank transfer.

4.2 We are entitled to charge a prepayment in an amount determined by us.

4.2 In the event that a discount has been granted, this discount may apply only to the value of the goods themselves. Discounts become invalid if the customer defaults on its payment obligation to us for another legal transaction.

4.3 Checks are accepted only as conditional payment.

4.4. If we become aware of circumstances that raise doubts about the customer’s credit standing, for example because the customer does not meet its payment obligations, we are entitled to supply the goods only if advance payment is made or collateral is provided or to demand immediate payment of the entire remaining debt from the business relationship, even if we have deferred receivables.

4.5 We are entitled to first credit customer payments against older liabilities and any costs and interest.

4.6 If the buyer defaults on payments, we are entitled to charge arrears fees and interest on arrears at the standard account rate. If evidence can be provided that more damage was caused by the default, we are entitled to assert this claim.

 

5. Offsetting, Retention

Our invoices may be offset only against recognized counterclaims or counterclaims which have already been established by a court of law. A right to retention by the customer in connection with our claims is expressly excluded.

 

6. Delivery, Delivery Time, Delivery Costs

Our goods are sent exclusively for the account of and at the risk of the customer. The customer bears the risk for the goods ordered once they leave our premises. This also applies if the goods are collected at the time it is announced that they are ready for dispatch.

Germany: Unless the customer has specifically requested otherwise, we opt to send goods by DHL postal package from our warehouse at the expense of the buyer. We apply a discount of 3% to cash on delivery orders and calculate the postage charges incurred.

Austria: Unless the customer has specifically requested otherwise, we opt to send goods as a Österreichische Post postal package at the expense of the buyer. We apply a discount of 3% to cash on delivery orders and calculate the postage charges incurred.

 

7. Custom-Made Products

All items produced according to samples or designs or at special request must be accepted and paid for unless they have a defect for which we are responsible and which makes them unfit for the customer’s purpose. If suitability for the customer’s purposes is merely reduced, the customer can ask only that the purchase price be reduced and cannot demand that the agreement be rescinded.

 

8. Quantities

We reserve the right to deliver more or less than the quantities ordered if required for production reasons. Differences of up to +/- 10% of the order volume are standard in the textile industry and considered to fulfill the terms of the agreement. In the event of underdelivery, the customer is not entitled to claim additional deliveries to make up the shortfall.

 

9. Warranty

9.1 The customer is entitled to statutory rights if the products delivered are defective, unless agreed otherwise below.

9.2 The customer’s claim for damages (the consumer within the meaning of Section 13 BGB) due to obvious defects in the products delivered is expressly excluded if the customer does not inform us of the defect within two weeks of delivery and the product had been processed.

9.3 Customers that are considered entrepreneurs within the meaning of Section 14 BGB must carefully inspect the products immediately after delivery. Claims for defects are enforceable only if the buyer has properly observed its obligations to inspect and give notice of defects under Section 377 HGB. At our request, the rejected products must be returned to us, free of postage charges. If the complaint is legitimate, we will reimburse the cost of the cheapest method of dispatch.

9.4 If there is a defect in the goods for which we are responsible, we are obliged to perform subsequent performance, excluding the customer’s right to withdraw from the contract or to reduce the purchase price, unless we are entitled to refuse subsequent performance on the basis of statutory provisions. The customer must allow us a reasonable period of time for this subsequent performance. Subsequent performance can entail rectifying the defect itself (repair) or delivering a new product.

9.5 If subsequent performance is unsuccessful, the customer may, at its discretion, demand a reduction in the purchase price or choose to withdraw from the contract. The repair is considered unsuccessful if it has been attempted twice without success, unless further attempts at repair are appropriate and deemed reasonable by the customer on account of the subject of the agreement.

9.6 Warranty claims for transactions with customers who are entrepreneurs within the meaning of Section 14 BGB expire one year after the goods are delivered to the customer unless we have fraudulently concealed the defect, in which case statutory regulations apply.

9.7 Our liability to compensate for damages on any legal grounds whatsoever (in particular delay, defects or other breaches of duties) is limited to foreseeable damage typical of this type of contract. It is expressly limited to the value of the products.

 

10. Withdrawal 

If it is not possible to deliver the goods as agreed in the contract for reasons beyond our control, we are entitled to withdraw from the contract without entitling the customer to assert any rights against us arising from this.

 

11. Simple Reservation of Title (Agreed with Consumers)

11.1 A simple reservation of title in accordance with the following terms is agreed with customers that are considered consumers within the meaning of Section 13 BGB.

11.2 We reserve title to the delivered goods until the purchase price for these goods has been paid in full. The customer may not sell the goods (hereinafter: reserved goods) or otherwise dispose of the title of these for the duration of the reservation of title.

11.3 The customer stores the reserved goods for us at no charge.

11.4 In the event of third party access, in particular if bailiffs access the reserved goods, the customer must indicate that the goods belong to us and inform us without delay so that we can assert our rights of ownership.

11.5 If the customer breaches the contract, in particular by defaulting on payment, we are entitled to demand the reserved goods if we have withdrawn from the contract.

 

12. Extended and Prolonged Reservation of Title (Agreed with Entrepreneurs)

12.1 An extended and prolonged reservation of title in accordance with the following terms is agreed with customers that are considered entrepreneurs within the meaning of Section 14 BGB.

12.2 The reservation of title agreed below serves to secure all existing current and future claims that we have against the customer arising from the supply relationship between us and the customer.

12.3 The goods we deliver to the customer remain our property until all secured claims have been paid in full. The goods, as well as goods that supersede them under these terms and that are subject to reservation of title, are hereinafter referred to as reserved goods.

12.4 The customer stores the reserved goods for us at no charge.

12.5 The customer is entitled to process and sell the reserved goods as part of its ordinary course of business until the reservation of ownership is enforced. The buyer is not permitted to pledge or assign the reserved goods as security.

12.6 In the event that the reserved goods are resold, the customer hereby assigns to us by way of security the resulting claim against the purchaser.

12.7 In the event of third party access, in particular by bailiffs, the customer must indicate that the goods belong to us and inform us without delay so that we can assert our rights of ownership.

12.8 If we withdraw from the contract due to the customer breaching the contract – in particular where the customer defaults on payment – (enforcement event), we are entitled to demand the return of the reserved goods.

 

13. Other

We reimburse 80% of the cost of the goods, less delivery charges and other costs, for goods that are returned unused, unprocessed and undamaged with our approval.

 

14. Place of Performance, Legal Venue, Applicable Law

14.1 Unless agreed otherwise in an individual case, the place of performance is our registered office.

14.2 The legal venue is Rosenheim for transactions with our commercial customers (and legal entities under public law).

14.3 The relationship between the contracting parties is subject exclusively to the laws of the Federal Republic of Germany, excluding the United Nations Convention on Contracts for the International Sale of Goods. If one or several provisions in these terms and conditions is or becomes invalid, this does not affect the validity of the remaining provisions. The invalid provision is hereby deemed to be replaced by a new valid provision that fulfills the same legal and economic purpose as far as possible.

 

Updated: January 1, 2018