1. General.

All orders shall only be accepted on the following terms and conditions. These alone shall be authoritative and shall require no express acknowledgement by the buyer, even if the buyer prescribes terms and conditions to the contrary of our terms and conditions

2. Offers and prices

All offers shall be without obligation and shall only become binding upon confirmation of order.

3. Delivery

All deliveries, that is including any returns as may become necessary, shall be at buyer’s risk. Transport insurance shall only be taken out upon the express instructions of the buyer and shall be invoiced at cost. The right to choose the manner of shipment and outer packaging shall be reserved for the seller. If the buyer stipulates any special manner of shipment or special packaging or if the seller is compelled, due to difficulties in transport and traffic, to choose a manner of shipment other than that usually used, then the buyer shall be liable for any costs which arise. In case of force majeure or any other circumstances resulting in an unforeseen interruption of operations, the seller shall be released from the obligation to perform as well as from that to meet the delivery date.

4. Reservation of title

The goods remain the property of the seller until payment in full of the purchase price has been effected or until the bill of exchange or cheque or any other method of payment, given in payment hereof, has been honoured. However, the buyer shall be intitled to dispose of the goods within the context of proper management, especially in order to sell and process these goods. The buyer must immediately notify the seller if any goods have been delivered or processed subject to reservation of title and have been distrained.
This notification shall include a copy of the distraint order and a declaration in lieu of an oath on the identity of the distrained goods. The inclusion of a claim for the purchase price into a current invoice (Current Account) and the acceptance of any balance of account shall not affect the reservation of title. Only when payment in full has been effected for the claimed purchase price and for all other claims resulting out of the business relations, shall the property rights be transferred to the buyer.
Delivered but as yet unpaid goods which become subject to bankruptcy or settlement proceedings shall be recovered and placed at the disposal of the seller. Claims by the buyer against third parties on the basis of goods which have already been resold but for which the seller has not been paid shall be transferred to the seller.
Should payment not be made, then the seller shall not be obliged to execute any outstanding orders.

5. Notice of defect

Complaints can only be considered if they are made within 8 days of receipt of goods. Moreover, a precondition for the acknowledgement of these shall be that any goods which may have been rejected shall be in their original packaging. The risk for the sale of purchased goods is expressly borne by the buyer. Unsalable goods shall be taken back, if the unsalability can be proven to have been caused by the fault of the seller. If such a fault applies to latent faults in sealed packages, then the returns must always be sent back within one year of delivery.

6. Payment

Our terms of payment are 10 days net (with effect of date of invoice) Payments to third parties which have not been expressly authorised by the seller shall not release the debtor from obligations to the seller. The seller shall not be obliged to accept any other methods of payment. The day of receipt of the payment shall be interpreted as the day on which the seller can actually dispose of the counterpart of any bills of exchange and cheques received. Acceptance of these shall be regulated by special agreements between the buyer and the seller.
The bill rate, stamp duty and all other charges shall be borne by the buyer.
For payments effected after the due date, interest shall be charged at the bank rate for interest, commission and charges, subject to the assertion of any other rights, especially of damages caused by any delays in payment.
For all cases of cross-bills, uncovered cheques, payment difficulties, cessation of payments, receivership, bankruptcy, liquidation of the business and transferral of business, claims for the purchase price as well as all other claims arising out of the business relations shall be immediately due for payment and the agreed terms and conditions of payment shall be terminated.

7. Special manufacturing

In the case of any special manufacturing undertaken in accordance with customer’s specifications, we shall be entitled to deliver up to 10% more or less than the quantity ordered. The quantity actually delivered shall be invoiced.

8. Place of contractual performance is Neustadt/Wied
In the event of litigation, the courts in Neuwied/Rhein shall have exclusive jurisdiction.

9. Should any of these terms and conditions be or become invalid, then the other terms and conditions shall remain in effect. The above terms and conditions shall also apply, even if the customer’s terms of business conflict, unless these are acknowledged in writing by us.