Translation of conditions of sale, delivery and payment
|bautex Adolf Stöver Söhne GmbH & Co. KG
Our deliveries are subject to the following contractual terms. Divergent conditions or collateral agreements have to be confirmed in writing.
The prices valid on the delivery date are invoiced in EURO and to be understood ex works, packing excluded. Non-returnable packing material is charged and not taken back. Cases are reimbursed for 2/3 of the invoiced amount in case of reconsignment in perfect condition carriage paid and free of charge.
Offers–Execution of Orders
Our offers are without engagement except if something is agreed on another basis. Contents and quantity of our deliveries and services are fixed exclusively on the basis of our written acknowledgement of order. This is also the case if there are contradictions regarding order and the customer does not contradict directly to the execution of the delivery or service. We reserve the right to make technical alterations as well after sending the acknowledgement of order provided that price, delivery and guarantee are not affected by this alteration and that this is not an unreasonable demand for the customer. In case there are doubts with regard to the customer’s credit solvency after writing the acknowledgement of order we are entitled to demand corresponding securities.
sundrape complete blind systems are special fabrications and cannot be taken back. Alterations of construction respectively use of other materials without quality reduction are reserved. Delivery is effected on the basis of the indicated and confirmed delivery dates. A reasonable respite has to be allowed. The merchandise is valid as delivered when it left our works. Stoppages due to force majeure prolong the term of delivery and do not justify the buyer’s withdrawal from contract respectively claiming damages when the time of delivery or the respite have been exceeded. If there are circumstances after conclusion of contract which affect the creditability of the the buyer we reserve the right to refuse our performance. We reserve the right to withdraw from the contract as far as the buyer does not effect security within a reasonable time or step by step. In case the buyer can claim the right to withdraw from the contract and really uses this right the caused costs have to be sold to us in full amount unless the buyer can explain a justified reason. Our expenses are regularly 20 % of the order amount. Showing proof of the contrary is admissible.
Have to be raised in writing immediately after receipt of goods within 14 days at the latest. Commercial or technically not avoidable differences in quality and colour cannot be claimed. Legal terms apply for hidden defects. For sundrape fabrics the usual terms of the German Textile Industry are valid.
If the supplied goods are defective the buyer reserves the right to demand an improvement. Only if the goods are completely useless the buyer will be allowed to claim the right for a reduction in the purchase price or to claim a withdrawal from contract. If a guaranteed property is missing any claim of the buyer regarding indemnity for damage is excluded. We are only responsible in case of intentionally caused damage and gross negligence.
Our invoices are payable without deduction within 30 days after date of invoice. Compensation is excluded as far as it is not an undeniable or a legally binding claim. If payment is delayed we charge interests amounting to 2 % on the current cost for a bank credit. With prior agreement we accept discountable bills of exchange against compensation of discount charges and fees. Firms which are not yet known to us are requested to submit references respectively we effect delivery C.O.D. or against payment in advance. Deliveries to foreign countries are effected against opening an irrevocable letter of credit. We have transferred our demands of reserved property to the Deutsche Factoring Bank, Langenstraße 15 – 21, 28195 Bremen, Postfach 106360, 28063 Bremen.
Reservation of title
Regardless delivery, passing of risk or other regulations of these delivery conditions the goods remain our property until they are fully paid. The buyer transfers his customers’ outstanding account, which result from the resold goods being delivered from us with reservation of title, completely to us. The buyer is allowed to use or resell the goods within the scope of ordinary course of business, but has to keep every single fee for us, separate to his assets and the assets of third parties. Hence the buyer’s customers’ outstanding accounts are to be considered as transferred to us up to the amount of the buyer’s outstanding account with us.
Are the goods processed and has the processing been done with components on which we do not have a reservation of title, the customer’s claims are being transferred to us up to the amount agreed upon for the reserved property. This shall also apply for mounting services which might have been done and in case of mixing of goods.
The customer is obliged to inform us by return in case of attachement or other third partie’s actions, in order to enable us bring an action against him according to §771 ZPO. Should the customer do not comply with this instruction, he will be reliable for the incurred damage. In case the customer requests to release entitled securities, we will follow up if the realized worth of the securities exceeds our outstanding account.
If some of these conditions are ineffective the other ones are not affected. They also apply for the persons being liable for the buyer’s commitments. Legal domicile is D 27607 Langen.
Exclusive jurisdiction for all disputes resulting indirectly or directly from the contractual relationship is the appropriate court for D 27607 Langen.
Exclusively German law is effective.