Terms and Conditions
of GSL.GLASOLUX GmbH, Nordfeldweg 87, 33659 Bielefeld, Germany
1. Validty of the Terms and Conditions
Our deliveries, services and offers are made exclusively on the basis of the following conditions. The terms and conditions apply to future contracts and business deals with the customer, even if the conditions are not explicitly agreed or included again. For contractual partners who are merchants, the conditions apply even if the services / deliveries / offers are accepted without contradiction. Terms and conditions of the customer do not apply even if not explicitly contradicted. Deviations and supplements of the customer are valid only with express written confirmation and apply only to the conclusion of a contract.
2. Offers, conclusion of contract, written form and assurances
2.1 The offers are always without obligation. After the order has been placed, the contract is concluded by a written order confirmation, which can also be given by machine without signature, or by the delivery and execution of the order.
2.2 Details of special services that are provided prior to placing an order within the scope of order processing, in particular regarding performance, consumption or individual data are only binding if confirmed with the order confirmation or otherwise in writing.
2.3 Information in brochures / price lists is not considered a quality or service agreement.
span =”fett”>2.4 In principle, no guarantees or warranties of properties are accepted. Such require a separate written agreement.
3.1 The prices stated in the order confirmation on the basis of the order and order entry are expressly stated there plus the respectively valid value added tax.
3.2 Basically, there is a binding period of 4 weeks for the information from the offer to the information in the offer and in the order confirmation.
3.3 Amendments to the quoted or agreed prices are permissible if there is an extraordinary and significant increase in the price of raw materials, taxes or duties due to force majeure, unexpected developments. The company is then entitled to a reasonable adjustment of the prices of the additional costs incurred.
3.4 All prices are exclusive of packaging and transport. The costs incurred will be charged separately. The customer is free to have the transport carried out by third parties.
4. Delivery, delivery dates and deadlines
4.1 Delivery dates and deadlines require a written agreement. These dates only reflect the expected delivery time and not a fixed or calendar-agreed delivery time. The deadlines stated in the order confirmation will be respected to the best of our ability.
4.2 Delivery deadlines begin only after commercial and technical clarification. Deliveries always require the timely response to all inquiries, the transmission of all necessary or required drawings and documents as well as any required approvals. Otherwise delivery periods will be extended to an appropriate extent.
4.3 Delays and non-observance of deadlines or dates that make delivery significantly more difficult or impossible, and were not known or occurred at the time of the conclusion of the contract, in particular strikes, lockouts, official orders, riots, war or other unforeseeable circumstances Obstacles that affect us and are beyond our control extend the deadlines and deadlines appropriately. This also applies if the circumstances arise with our suppliers or subcontractors. We are entitled to postpone the delivery or service by the duration of the hindrance plus a reasonable start-up time or to withdraw in whole or in part because of the unfulfilled part. The disability and its probable duration are reported to the customer immediately. If the service is delayed for more than three months due to the hindrance, the customer is entitled to withdraw from the contract after a reasonable grace period.
4.4>/span> We are entitled to partial deliveries and partial services at any time.
4.5 Delivery times and delivery dates are considered to be met if the readiness for dispatch / pickup is indicated, the items are brought to the dispatch or collection has taken place.
4.6 We are only obligated to deliver if agreed or arrearsed payments have been made.
5. Shipping / transfer of risk
Once the shippment has left our company,it is at the risk of the customer. The risk passes as soon as the consignment is handed over to the transport. Insurances are only taken out at the express request and on behalf of the customer. Partial deliveries are permitted. If the shipment is delayed for reasons for which the customer is responsible, the company is entitled to charge the costs resulting from the storage as of the 4th calendar day after notification of readiness for delivery.
6. Payment terms
6.1 Invoicing takes place at shipping. If the shipment of goods that are ready for dispatch can not be made for reasons that fall within the scope of the customer’s risk, the invoice will nevertheless be made and payable. The company’s invoices are payable net for 10 days from the date of issue.
6.2 In case of default we are entitled to default interest acc. To require § 288 BGB without proof of damage. The assertion of further damage is not excluded. Payments will always be used to settle the oldest debt due, including default interest thereon. The credit is first on the interest.
6.3 The customer can only offset with undisputed or legally established claims. When withholding payments, the claim must be based on the same contractual relationship.
6.4>/span> The unconditional payment of the company’s invoice shall be deemed to be unconditional acceptance of the service in the case of work contracts.
7. Liability / damages
7.1 Claims for damages, regardless of the legal grounds, against us and our vicarious agents are excluded unless otherwise stated below
7.2 The liability for culpable injury to life, body or health remains unaffected. The same applies if the cause of the damage is due to intentional or grossly negligent conduct or if there is a claim for damages under the Product Liability Act.
8. Complaints and warranty
8.1 By the customer, the obligation to inspect and reprimand according to §§ 377, 381 HGB, ie notification of defects, must be made in writing immediately after receipt of the goods at the place of destination stating the delivery note and / or invoice number.
8.2 In the case of a timely notice of defects, the customer can demand the removal of the defect / defect removal. If three attempts have been unsuccessful or have failed, or if the rectification of the defect is denied by us or if such is unreasonable, the customer may withdraw from the contract or reduce the price.
8.3 For damage to the delivery item due to natural wear, damage after transfer of risk or improper treatment by the customer or one of his vicarious agents, no warranty.
8.4 Our liability expires if the customer or third parties have carried out reworking and changes to our deliveries without our prior consent and / or parts not supplied or released are used.
9. Retention of title
9.1 The goods delivered by us remain in our sole and co-ownership until full payment of all claims arising from our business relationship with the customer.
9.2 The customer is entitled to resell and / or process the reserved goods (goods in accordance with clause 11.1) in the normal course of business, unless otherwise stated below.
9.3 Pledging or transferring the goods is not permitted to the customer.
9.4 In the processing, combination, mixing or mixing of the reserved goods with other, not belonging to us objects or things, we are entitled to the resulting ownership and / or co-ownership in the ratio of the invoice value of the property in relation to the value of the remaining processed goods or Items at the time of the valuation of the production, compounding, processing or mixing.
9.5 At our request, the customer undertakes to provide written information about the whereabouts of goods subject to retention of title at any time. He is obliged to make other owners of property as well as information necessary for confiscation about the assigned demands, to make available the documents necessary for collection, in particular the contract documents and invoices, to inform the debtor at any time on the request of the debtor the assignment. The customer must at any time make the assignment advertisements available to the company. The customer is obliged to notify us immediately of any impairment.
9.6 The customer hereby assigns all claims from resale of the reserved goods in the amount of the price agreed with us to us as a precaution. We accept the assignment. We only consent to a resale if, based on the above declaration of assignment, an effective subrogation can take place. If the reserved goods together with other goods, whether with or without order, mixing u.a. resale, the advance assignment shall only apply in the amount of the invoice value of the reserved goods, which is resold together with the other goods.
9.7>/span> Until revocation, the customer is authorized to collect the claims assigned in advance on behalf of the company in his own name. This authorization expires without express declaration, if the customer does not meet his obligations under the contract or falls into financial collapse, insolvency application is filed or collected amounts can not be transferred to us or be paid off. Advance payments are initially credited to the oldest and non-assigned part of a claim.
9.8 The customer is obliged to provide information about the whereabouts of the reserved goods at any time.
9.9 In the case of conduct contrary to the contract, in particular default of payment, we are entitled, after a reasonable deadline, to withdraw from the contract and to demand the goods
10. Place of fulfillment, jurisdiction, final provisions, severability clause
10.1 If the customer is a merchant within the meaning of Section 38 (1) ZPO, the place of performance and jurisdiction is Bielefeld (registered office of the company). We reserve the right to sue at the customer’s location.
10.2 German law is exclusively applicable to the contractual relationship.
10.3 Should a clause of the General Terms and Conditions or part of the clause be or become invalid, the remaining provisions and the contract shall remain in effect unless the essential content of the contract becomes unfeasible. If a part of a clause is ineffective, the clause will remain in effect.
Bielefeld, November 2017