1.1 The following terms of the buyer apply to all agreements between the buyer and the
Seller concluded contracts for the delivery of goods. They also apply to all
future business relationships, even if they are not expressly agreed upon again
apply. Deviating conditions of the seller, which the buyer does not expressly
acknowledges, are non-binding for the buyer, even if he does not expressly
objects. The buyer's conditions also apply if the buyer accepts the delivery
contrary to or deviating from the seller's conditions
conditions unconditionally.
1.2 All agreements made between the buyer and the seller in connection with the
Contracts of sale are made, are in the contracts of sale, these conditions and the
Offers of the buyer recorded in writing.
1.3 Agreements made on a case-by-case basis between the contracting parties (including side agreements,
Additions and changes) take precedence over these in any case
terms and conditions.
2.1 The buyer is bound to the offer for concluding a purchase contract (order) for two weeks
bound. The seller can only accept the offer within these two weeks by
accept a written statement from the buyer.
2.2 Drawings, plans, and other documents that are part of the order remain the property
of the buyer, who reserves all copyrights to these documents. If the seller
if the buyer's offers are not made within the period according to Section 2 No. 1, these are
Documents to be returned to the buyer immediately.
3.1 The price specified by the buyer in the order is binding and applies free of charge, provided that
unless otherwise agreed in writing between the parties. The packaging costs are
included in the price. The price includes the applicable statutory
Value-added tax. All invoices from the seller include the information provided by the buyer
3.2.
3.2 The buyer pays, unless there is a different written agreement with the seller
was made, within ten business days, calculated from the delivery of the goods by the
Seller and invoice receipt with 2% discount or net within 30 days.
3.3 The buyer is entitled to the full statutory rights of set-off and retention
Scope. He is entitled to all claims from the purchase contract without the consent of the
to assign by the seller. The seller is not entitled, without prior written
Consent of the buyer to assign claims from the contractual relationship to third parties.
4.1 The delivery period or delivery date specified by the buyer in the order
are binding for the seller.
4.2 If the seller is in default, the seller is entitled to the legal claims. Makes
if the buyer asserts claims for damages, the seller is entitled to prove that
he is not responsible for the breach of duty.
5.1 The buyer is obliged to inspect the goods upon delivery by the seller within a
to investigate quality and quantity deviations within a reasonable period. The complaint of
obvious defects are timely if they are reported within three working days from delivery
the goods are dispatched by the buyer and subsequently received by the seller; the
Notice of hidden defects is timely if the buyer reports them within three working days from
sends the discovery and subsequently forwards it to the seller.
5.2 The buyer is entitled to the statutory warranty claims against the seller and the
The seller is liable to the buyer to the extent provided by law. The statute of limitations for
Claims for defects are valid for 36 months from the transfer of risk, unless otherwise
agreement has been made.
6.1 If the buyer is held liable due to a product defect for which the seller is responsible, by
If a third party claims damages, the seller will first
Requesting all third-party claims, including the necessary costs for defense
to indemnify these claims if the seller is responsible for the cause within his control and
organizational area.
6.2 Must the buyer initiate a recall action due to a damage case as per Section VI No. 1
carry out, the seller is obliged to reimburse the buyer for all expenses incurred, which
arise from or in connection with the recall action carried out by him. The buyer
will, as far as it is possible and reasonable for him in terms of time, inform the seller about the content and the
Inform about the scope of the recall action and give him the opportunity to comment.
Further legal claims of the buyer remain unaffected by this.
6.3 If the buyer is claimed by a third party because the seller's delivery is a
if a third party's legal protection right is violated, the seller undertakes to inform the buyer
to release these claims upon first request, including all necessary
Expenses incurred by the buyer in connection with claims by third parties
and have arisen from their defense, unless the seller has not acted culpably.
The buyer is not entitled, without the written consent of the seller, to the claims of
To acknowledge third parties and/or make agreements with the third party regarding these claims
to conclude. The limitation period for these indemnification claims is 36 months, calculated
from the transfer of risk.
All parts and documents received from the buyer remain the property of the buyer. The seller
may only use this outside of this contract with the buyer's written consent
and/or pass on to third parties or make accessible to these third parties. After fulfillment of the
respective contract, the seller shall deliver these at their own expense immediately to the buyer
to return.
8.1 Only the law of the Federal Republic of Germany applies, excluding the
UN Sales Law (CISG). The place of jurisdiction is Saalfeld. However, we are also entitled to
To file a lawsuit at the customer's headquarters.
8.2 The place of jurisdiction is Jena. However, we are also entitled to choose the place of jurisdiction at the place of performance
and to file a lawsuit at the legal venue of the customer's headquarters.
8.3 If individual provisions of these purchasing conditions are or become invalid, then
the effectiveness of the remaining provisions shall not be affected. Should a partial clause
be invalid, the validity of the remaining clause remains unaffected, if it is within the
Partial clause separable, otherwise understandable on its own and within the overall structure of
Contract results in a remaining meaningful regulation.
8.4 If any provision of this contract is or becomes invalid, the validity
the remaining provisions hereof shall not be affected. The business parties are in such a
Case obliges to participate in the creation of regulations through which for a
ineffective provision, an economically as close as possible result
is legally achieved.
