These terms and conditions of delivery and payment shall apply to all contracts, deliveries and other services in business transactions with non-consumers within the meaning of § 310 BGB (German Civil Code), even if no express reference is made in future in individual cases. The customer's own terms and conditions are rejected.
Our offers, price lists and other documents are subject to change with regard to prices and delivery options. Orders placed shall only become binding when confirmed by us in writing. In the event of immediate execution of the order, the delivery bill or the invoice shall also be deemed to be the order confirmation.
The customer shall be obliged to check our order confirmation immediately. Deviations from his order must be communicated immediately. If this is not done, the content of the contract in commercial transactions shall be based on the content of our order confirmation. If no formal order confirmation is issued, the above shall apply mutatis mutandis to the partial or final invoice/delivery bill. We shall endeavor to take into account any subsequent changes made by the customer. However, we shall not be obliged to do so. If execution has already begun, such consideration is no longer possible. If it is nevertheless carried out, this will result in additional costs.
All information, such as dimensions, weights, illustrations, descriptions, calculations, assembly sketches and drawings in sample books, price lists and other printed matter are only approximate, but determined to the best of our ability, but are non-binding for us. The same shall apply to information provided by the supplier factories. Samples and specimens shall be deemed to be average failures. The samples remain our property.
The knowledge of the physical behavior and the properties of glass or multi-pane insulating glass, according to the state of the art, must be assumed by the commercial purchaser. Furthermore, additional conditions, also of a technical nature, which result from supplementary delivery conditions, price lists, in particular also concerning dimensions and their calculation, glass thicknesses, price determination, box or package contents, packaging, freight costs, deposit money and more, apply to the commercial customer. Insofar as nothing is contained therein and no special agreements have been made, the customary commercial practices shall apply.
Laminated photo glass is a laminated glass with safety properties. Since the certification at the DIBt is not yet completed, the warranty obligations as for laminated glass do not apply.
3 Prices, Invoice and Payment
Prices are ex works or ex warehouse. If no specific remuneration has been agreed, the remuneration generally demanded by us on the day of delivery shall apply. The minimum calculation basis is 0.40 sqm. The list and offer prices do not include packaging, insurance and other shipping costs. Value added tax shall be charged additionally at the statutory rate.
Our price calculations are based on the assumption that the items on which the offer is based remain unchanged, that any necessary preparatory work has already been carried out in full and that we can perform our services in one go without hindrance. Our offers are based on the performance description of the customer without knowledge of the local conditions. If the delivery or service is to take place four months after conclusion of the contract or later, the contracting parties undertake to renegotiate the price in the event of changes in costs, wages, etc. and to take the changes into account appropriately. We shall be entitled to demand advance payments to a reasonable extent. Furthermore, we shall be permitted to render partial performance insofar as acceptance of the same is reasonable for the customer. In this case, the customer shall be obliged to make immediate payment for the partial performance. Payments shall be due at the latest upon handover of the delivery or service. A target sale requires agreement, whereby invoices are generally due 30 days after the invoice date without deduction. Payments shall always be used to settle the oldest due debt item plus any debt interest accrued thereon. Discounts shall not be granted if the Purchaser is in arrears with the payment of earlier deliveries.
Payments in so-called check and bill of exchange procedures shall always require special agreement.
Credit notes for bills of exchange and checks shall be made minus the conditions with the value date of the day on which the Vendor can dispose of the countervalue.
In the event of payment after the due date, interest shall be charged on the overdue amounts in the amount of 5% above the official base interest rate [§ 247 BGB]. Interest on arrears shall be charged at a higher or lower rate if we can prove a charge with a higher interest rate or if the customer can prove a lower charge. Bank discount and collection charges shall be borne by the customer in the event of bills of exchange being accepted.
In the event of a significant deterioration in the customer's financial circumstances - in particular in the event of bill protests - we shall be entitled to refuse our services in accordance with § 321 BGB (German Civil Code) until advance payments or appropriate security [e.g. bank guarantee] has been provided. In these cases, as well as in case of default of payment of at least 2 invoice amounts, all our invoices shall become due immediately without deduction of discounts, rebates, etc.. Bills of exchange given may be reclaimed by the bank and immediate cash payment demanded for this purpose.
Offsetting is only permissible with undisputed or legally established counterclaims. A right of retention from earlier or other transactions of the current business connection cannot be asserted. Unilateral invoice deductions are not permitted, not even for the disposal of packaging material or transport packaging.
Discounts are granted - by agreement - only on the net amount, i.e. in particular not on costs, freight, etc..
Our deliveries in commercial transactions are subject to correct and timely self-delivery. The purchaser's wishes regarding the delivery date will be taken into account as far as possible, but are not binding. Any agreed delivery period shall only commence upon receipt of all necessary documents [drawings, dimensions, templates, etc.]. Insofar as agreed, advance payments can also be determined as a prerequisite for execution.
An execution or delivery period shall be extended - even within a delay - appropriately in the event of force majeure and all unforeseen obstacles occurring after conclusion of the contract for which we are not responsible [in particular operational disruptions, strikes, lockouts or disruption of traffic routes], insofar as such obstacles demonstrably have a considerable influence on the intended execution or delivery. This shall also apply if these circumstances arise at our suppliers, sub-suppliers or sub-contractors. We shall inform the customer as soon as possible of the beginning and end of such hindrances. The purchaser may demand a declaration from us as to whether we wish to withdraw from the contract or deliver within a reasonable period of time.
If we do not make such a declaration without delay, the purchaser may withdraw from the contract. In such cases, claims for damages shall be excluded.
We shall not be liable under any circumstances for deliveries delayed or not made due to the fault of our suppliers. However, we undertake to assign to the customer any claims for compensation against the upstream supplier.
In the event of a delay in delivery, the customer shall be obliged to declare, at our request and within a reasonable period of time, whether it continues to insist on delivery or withdraws from the contract due to the delay and/or demands compensation in lieu of performance.
Our deliveries shall be made ex warehouse or ex works. The risk shall pass to the Purchaser when the goods are handed over to the carrier, irrespective of whether the carrier has been commissioned by the Purchaser, the manufacturer or by us. This also applies to transport with our vehicles, to free and prepaid deliveries. Claims against the forwarder or his liability insurance can be assigned to the purchaser by us in a separate agreement. If the transport is carried out with our own vehicle or with the manufacturer's truck, the goods are handed over at the latest as soon as they are available to the purchaser on the truck in front of the delivery point, provided that there is a paved access road. If the access road is not passable from the point of view of the deliverer, the handover shall take place at a place where a faultless approach or departure of the vehicle is guaranteed. Unloading is the sole responsibility of the customer, who must provide suitable unloading equipment and the necessary manpower. Waiting times shall be charged in accordance with the KVO for long-distance freight transport and the GNT for short-distance freight transport.
If the Customer nevertheless requests assistance with unloading [including unloading equipment], onward transport or insertion, this expense shall be invoiced additionally. However, assistance with this work does not imply any assumption of additional liability or risk. The risk of breakage shall be borne by the customer in whose care the glass is at the time of breakage. Particularly in the case of delivery of the panes on sites at the construction site, it is expressly pointed out that the delivered goods must be protected from direct sunlight. Packaging is not carried out by position, but exclusively according to technical production aspects. In all cases, the larger dimension of the unit shall determine the packaging length.
If the goods are stored with us due to default of acceptance, the risk of deterioration and/or loss of the goods shall pass to the customer. A corresponding storage fee can be charged additionally. With the storage due to default of acceptance the goods invoice becomes due.
5. retention of title
We retain title to the delivered goods until all claims arising from the business relationship have been settled. This shall also apply if individual or all amounts are included in a current account and the balance has been struck and accepted. Payment shall be deemed to have been made upon receipt of the countervalue by us. In the event of any breach of contract on the part of the customer, in particular in the event of default in payment, we shall be entitled to take back the goods, to mark them for this purpose and to enter the customer's premises.
Any processing of the goods shall be carried out by the customer on our behalf without any obligations arising for us from this. If the goods are processed or combined with other items not belonging to us, we shall acquire co-ownership of the new item in the ratio of the invoice value of the goods subject to retention of title to the other items at the time of processing.
If the customer acquires sole ownership in accordance with Section 947 (2) of the German Civil Code (BGB), the contracting parties agree that the customer shall grant us co-ownership of the new item in the aforementioned ratio. The new item, which the customer shall store for us free of charge, shall be reserved goods within the meaning of this provision. The customer may only sell the reserved goods in the ordinary course of business under his normal terms and conditions. He shall be entitled and authorized to resell the reserved goods only subject to the proviso that the claim arising from the resale shall pass to the Seller in accordance with the following paragraphs. The Purchaser shall not be entitled to dispose of the reserved goods in any other way. The Purchaser's claim arising from the resale of the Retained Goods is hereby assigned to us together with all ancillary rights, irrespective of whether the Retained Goods are sold without or after processing, mixing or combining or whether they are sold to one or more customers.
In the event that the Retained Goods are sold by the Purchaser together with other goods not belonging to the Vendor, the assignment of the claim together with all ancillary rights arising from the resale shall only apply to the amount of the invoice value of the Retained Goods sold in each case. If the goods subject to retention of title are resold, the assignment shall only apply to the amount of the Seller's co-ownership share in the sold item or the sold stock. If the goods subject to retention of title are used by the Purchaser for the performance of a contract for work and services or a contract for work and materials, the claim arising from the contract for work and services or the contract for work and materials shall be assigned to the Vendor in advance to the same extent as stipulated in the aforementioned paragraphs. The Vendor accepts this assignment.
The Purchaser shall be entitled to collect claims from the resale until revocation of the Vendor, which shall be admissible at any time; the Vendor shall only exercise the right of revocation in the event of default in payment. The Purchaser shall not be authorized to assign the claim under any circumstances. At the request of the Vendor, the Purchaser shall be obliged to inform its customers of the assignment to the Vendor and to provide the Vendor with the information and documents required for collection.
The Purchaser shall be entitled to collect claims from the resale until revocation by the Vendor, which shall be permissible at any time; the Vendor shall only exercise the right of revocation in the event of default in payment. Under no circumstances shall the Purchaser be authorized to assign the claim. At the request of the Vendor, the Purchaser shall be obliged to inform its customers of the assignment to the Vendor and to provide the Vendor with the information and documents required for collection.
Pledging or transfer by way of security of the reserved goods is prohibited. The Purchaser must notify the Vendor without delay of any pledging or other impairments by third parties.
If the realizable value of the security existing for the Vendor exceeds the claims by more than 20% in total, the Vendor shall release the excess security at the Purchaser's request and at the Vendor's discretion.
6 Warranty and limitation
Due to the special characteristics of our goods, especially glass, and the risk of damage, the purchaser is obliged to inspect immediately without culpable delay. All obvious and/or recognized defects, shortages and wrong deliveries must be reported in writing within one week at the latest, in any case before processing or installation. Further obligations of the merchant according to § 377, 378 HGB remain unaffected. In the event of installation with knowledge of the complaint, any warranty claim shall lapse unless the Purchaser has expressly reserved such claims in advance.
Deviations in dimensions, contents, thicknesses, weights and color shades due to manufacture shall be permissible within the tolerances customary in the industry - provided that there is no guarantee of quality within the meaning of § 443 BGB. The dimensional tolerances customary in the industry shall also apply to cutting. Minor production-related inclusions or color spots in the case of photo-composite films cannot be ruled out as a matter of principle.
If a defect is identified, the customer may not dispose of the goods until an agreement has been reached on the handling of the complaint. In case of doubt, an expert of the glazier's trade shall be commissioned by the Chamber of Industry and Commerce at the Purchaser's place of business for an assessment.
The Purchaser shall be obliged to give us the opportunity to ascertain the notified defect on site or to return the defective sheet to us, even if the defect has been acknowledged at the site. Until the photocomposite glass unit is returned, the replacement delivery will be charged. We will issue the corresponding credit note only when the complaint is acknowledged by us. In case of culpable refusal of the return delivery, the warranty is not applicable.
In the event of justified complaints, we shall, at our discretion, make a subsequent delivery or supply a replacement or grant an appropriate price reduction. If the subsequent delivery fails because it is impossible, refused or culpably delayed or fails at least twice, the right to rescind the contract or to reduce the remuneration shall revive. However, in the event of only a minor breach of contract, in particular in the event of only minor defects, the customer shall not be entitled to rescind the contract.
In particular in the case of contract compound orders and thus supplied own glass of the customer, the customer shall be obliged to deliver a perfect quality. In the case of ESG/TVG laminated glass, a clear furnace travel direction must be marked on the associated glass. Furthermore, a minimum "short as well as long waviness" is a prerequisite for successful autoclave-free bonding. If this is not guaranteed for the customer's own glass, we cannot guarantee a perfect bond. This also applies to all users of the LamiPressVario process.
We guarantee that our products are free of defects for a period of 1 year from delivery, provided that the customer has notified us of the defect in good time. This does not apply if longer periods are prescribed by law according to §§ 438 I No. 2 [buildings and objects for buildings], 479 [right of recourse] and 634 a Para. 1 No. 2 [building defects] BGB. Published functional data of functional glasses, e.g. thermal transmittance, sound insulation value, light transmittance, total energy transmittance, etc., are based on the applicable standards and on the general conditions specified in the standards. These functional data are guaranteed only if written warranty declarations of the manufacturers are available. During installation, the framework conditions deviate from the standard framework conditions. This applies, for example, to the ambient temperature, barometric air fluctuations, wind, solar radiation and frame materials. Accordingly, the functional data change compared to the measured values according to the standard. Such a deviation is not subject to warranty and cannot be the basis for a claim.
All technical data, explanations and instructions concerning use and mounting methods published and distributed by the manufacturers must be observed by the purchaser. We do not accept any liability for damage caused by failure to observe these instructions or caused by negligent handling or natural wear and tear.
In addition, the glazing guidelines must be observed. In the case of insulating glass, interference phenomena, double glazing effects due to barometry, anisotropies [ESG] and condensation on the outer surfaces may occur. These effects, which cannot be avoided due to production technology and physics, do not constitute a defect that obligates the manufacturer to provide a warranty.
The materials used in glass products have inherent colors due to the raw material, which become more pronounced with increasing thickness. Coated glass also has an inherent color. This can be discernible in different ways when viewed through and/or from above. Variations in the color impression are possible and unavoidable due to the iron oxide content of the glass, the coating process, the coating as well as changes in the glass thickness and the pane structure. They are therefore not covered by the warranty.
Glass provided by the customer [e.g. art glazing, mirrors, etc.] can be processed after prior agreement with us. We cannot accept any liability for possible production or transport breakage. This shall in any case be borne by the customer, except in the case of intent or gross negligence on our part.
Apart from the claim for rectification of defects, replacement delivery or withdrawal, the customer cannot assert any further warranty claims. Therefore, we shall not be liable for damages that have not occurred to the delivery item itself. In particular, we shall not be liable for loss of profit or other financial losses of the customer.
We shall not be liable for the expenses required for subsequent performance, in particular transport and travel costs, insofar as they are based on the fact that the purchased item was taken to a place other than the professional activity of the commercial branch of the recipient after delivery, unless the transfer corresponds to the intended use of the
item. This exemption from liability shall not apply if the cause of the damage is based on intent or gross negligence - including intent or gross negligence on the part of a legal representative or vicarious agent. If we have culpably violated an essential contractual obligation or a "cardinal obligation", liability is limited to the foreseeable, contract-typical, direct average damage. Third party damages are excluded.
Any further liability for damages than stated in the above paragraphs is excluded, regardless of the nature of the asserted claim.
The limitations of liability do not affect any claims of the purchaser arising from product liability or bodily injury or damage to health attributable to us or in the event of loss of life of the purchaser.
Insofar as our liability is excluded or limited, this shall also apply to the personal liability of our employees, workers, staff, representatives and vicarious agents.
Claims for damages by the customer due to a defect shall become statute-barred one year after delivery of the goods. This does not apply if we can be accused of gross negligence or intent, as well as in the case of bodily injury or damage to health attributable to us or in the case of loss of life of the purchaser, whereby this does not entail a change in the burden of proof to the disadvantage of the purchaser.
We are entitled to withdraw from the contract if there is an important reason. An important reason exists in particular in case of lack or loss of creditworthiness or in case of insolvency of the customer. Furthermore, operational disruptions due to force majeure or other hindrances for which we are not responsible, such as riots, strikes or lockouts, fire, shall be deemed to be good cause.
9. Place of performance, place of jurisdiction
The place of performance and exclusive place of jurisdiction for deliveries and payments [including actions on checks and bills of exchange] as well as all disputes arising shall be the registered office of our company, insofar as the Buyer is a merchant, a legal entity under public law or a special fund under public law. However, we are entitled to sue the buyer at his place of jurisdiction.
The place of jurisdiction and place of performance of our company is Marl.
The law of the Federal Republic of Germany shall apply to the exclusion of the UN Convention on Contracts for the International Sale of Goods.
Should one of the above provisions be invalid, this shall not affect the validity of the other provisions. The invalid provision shall be replaced by another provision that comes closest to its meaning in legal and economic terms.
As of August 2011.
1. contents of the online offer
The author does not take over any guarantee for the topicality, the correctness, completeness or quality of the made available information. Liability claims against the author, which refer to material or immaterial nature caused by use or disuse of the information or the use of incorrect or incomplete information are excluded, unless the author is not intentional or grossly negligent fault. All offers are subject to change and non-binding. The author expressly reserves the right to change, supplement or delete parts of the pages or the entire offer without prior notice or to discontinue the publication temporarily or permanently.
2. references and links
In the case of direct or indirect references to external websites ("hyperlinks"), which lie outside the area of responsibility of the author, a liability obligation would only come into force in the event that the author has knowledge of the content and it would be technically possible and reasonable for him to prevent use in the case of illegal content. The author hereby expressly declares that at the time the links were created, no illegal content was identifiable on the linked pages. The author has no influence on the current and future design, content or authorship of the linked pages. Therefore, he hereby expressly dissociates himself from all contents of all linked pages that were changed after the link was set. This statement applies to all links and references set within the author's own Internet offer as well as to external entries in guest books, discussion forums and mailing lists set up by the author. For illegal, incorrect or incomplete contents and especially for damages resulting from the use or non-use of such information, only the provider of the linked page is liable, not the one who has linked to the respective publication.
3. copyright and trademark law
The author endeavors to observe the copyrights of the graphics, sound documents, video sequences and texts used in all publications, to use graphics, sound documents, video sequences and texts created by himself or to resort to license-free graphics, sound documents, video sequences and texts. All brand names and trademarks mentioned on the website and possibly protected by third parties are subject without restriction to the provisions of the applicable trademark law and the ownership rights of the respective registered owners. The mere mention of a trademark does not imply that it is not protected by the rights of third parties! The copyright for published objects created by the author himself remains solely with the author of the pages. Any duplication or use of objects such as diagrams, sounds or texts in other electronic or printed publications is not permitted without the author's agreement.
4. data protection
If the opportunity for the input of personal or business data (email addresses, name, addresses) is given, the input of these data takes place voluntarily. The use and payment of all offered services are permitted - if and so far technically possible and reasonable - without specification of any personal data or under specification of anonymized data or an alias. The use of published postal addresses, telephone or fax numbers and email addresses for marketing purposes is prohibited, offenders sending unwanted spam messages will be punished. We expressly reserve the right to take legal action against the senders of so-called spam mails in the event of violations of this prohibition.
5. legal validity of this disclaimer
This disclaimer is to be regarded as part of the internet publication which you were referred from. If sections or individual terms of this statement are not legal or correct, the content or validity of the other parts remain uninfluenced by this fact.