Dealer registration

(1) These General Terms and Conditions (GTC) shall apply to all our business relationships with our customers (hereinafter "Customer") if the Customer is an entrepreneur, a legal entity under public law or a special fund under public law.

(2) These GTC apply in particular to contracts for the sale and/or delivery of movable goods ("Goods"), irrespective of whether we manufacture the Goods ourselves or purchase them from suppliers (Sections 433, 651 BGB). They shall always apply in the version valid at the time of the customer's order, in any case in the version last communicated to him in text form, as a framework agreement also for similar future contracts, without us having to refer to them again in each individual case.

(3) Our General Terms and Conditions shall apply exclusively. Deviating, conflicting or supplementary general terms and conditions of the customer shall only become part of the contract if and to the extent that we have expressly agreed to their validity. This requirement of consent shall also apply if we carry out the delivery to the customer without reservation in the knowledge of the customer's General Terms and Conditions.

(4) Only individual agreements made in writing with the customer in individual cases (including collateral agreements, supplements and amendments) shall take precedence over these GTC. Subject to proof to the contrary, a written contract or our written confirmation shall be decisive for the content of such agreements.

(5) Legally relevant declarations and notifications by the customer in relation to the contract, such as the setting of a deadline, notification of defects, withdrawal or reduction, must be made in writing.

(6) Written form within the meaning of these GTC always means compliance with the written form or text form (e.g. by letter, e-mail, fax). Statutory formal requirements and further evidence, in particular in the event of doubts about the legitimacy of the declaring party, shall remain unaffected.

(7) References to the validity of statutory provisions are for clarification purposes only. Even without such clarification, the statutory provisions shall therefore apply unless they are directly amended or expressly excluded in these GTC.


§2 Conclusion of contract

(1) Our offers are subject to change and non-binding. This shall also apply if we have provided the customer with catalogs, technical documentation (e.g. drawings, plans, calculations, calculations, references to DIN standards), other product descriptions or documents - also in electronic form - to which we reserve ownership rights and copyrights.

(2) The order of the goods by the customer shall be deemed a binding contractual offer. Unless otherwise stated in the order or the individual agreement concluded between the parties, we shall be entitled to accept this contractual offer within 14 days of its receipt by us.

(3) Acceptance can be declared either in writing (e.g. by order confirmation) or by delivery of the goods to the customer.


§3 Delivery period and delay in delivery

(1) The delivery period shall be agreed individually or specified by us upon acceptance of the order.

(2) If we are unable to meet binding delivery deadlines for reasons for which we are not responsible (non-availability of the service), we shall inform the customer of this immediately and at the same time inform the customer of the expected new delivery deadline. If the service is also not available within the new delivery period, we shall be entitled to withdraw from the contract in whole or in part; we shall immediately reimburse any consideration already paid by the customer. A case of non-availability of the service in this sense shall be deemed to be in particular the failure of our supplier to deliver to us in good time if we have concluded a congruent hedging transaction, neither we nor our supplier are at fault or we are not obliged to procure in the individual case.

(3) The occurrence of our default in delivery shall be determined in accordance with the statutory provisions. In any case, however, a reminder from the customer is required. If we are in default of delivery, the customer may demand lump-sum compensation for the damage caused by the delay. The lump-sum compensation shall amount to 0.5% of the net price (delivery value) for each completed calendar week of delay, but not more than a total of 5% of the delivery value of the goods delivered late. We reserve the right to prove that the customer has suffered no damage at all or only significantly less damage than the above lump sum.

(4) The rights of the customer in accordance with the provisions of the following Section 8 of these GTC and our statutory rights, in particular in the event of an exclusion of the obligation to perform (e.g. due to impossibility or unreasonableness of performance and/or subsequent performance), shall remain unaffected.


§4 Delivery and transfer of risk - default of acceptance

(1) Delivery shall be ex warehouse. The place of performance for the delivery and any subsequent performance shall be our warehouse. At the customer's request and expense, the goods will be shipped to another destination (sale to destination). Unless otherwise agreed, we shall be entitled to determine the type of shipment (in particular transport company, shipping route, packaging) ourselves.

(2) The risk of accidental loss and accidental deterioration of the goods shall pass to the customer at the latest upon handover. In the case of sale by dispatch, the risk of accidental loss and accidental deterioration of the goods as well as the risk of delay shall already pass upon delivery of the goods to the forwarding agent, the carrier or the person otherwise designated to carry out the shipment. If the customer is in default of acceptance, this shall be deemed equivalent to handover.

(3) If the customer is in default of acceptance, fails to cooperate or if our delivery is delayed for other reasons for which the customer is responsible, we shall be entitled to demand compensation for the resulting damage, including additional expenses such as storage costs.


§5 Prices and terms of payment

(1) Unless otherwise agreed in individual cases, our current prices at the time of conclusion of the contract shall apply, ex warehouse, plus statutory VAT.

(2) In the case of sale by delivery to a place other than the place of performance in accordance with Section 4 (1), the customer shall bear the transport costs ex warehouse and the costs of any transport insurance requested by the customer, unless otherwise agreed with the customer in individual cases. Any customs duties, fees, taxes and other public charges shall be borne by the Customer, unless otherwise agreed with the Customer in individual cases.

(3) The purchase price shall be due and payable immediately in accordance with the agreed method of payment.
Unless otherwise stated in the order confirmation, this includes payment by direct debit, credit card, cash on delivery or advance payment. Notwithstanding the above, we are entitled at any time, even within the framework of an ongoing business relationship, to make a delivery in whole or in part only against advance payment. We shall declare a corresponding reservation at the latest together with the respective order confirmation.

(4) The customer shall be in default upon expiry of the above payment period. During the period of default, interest shall be charged on the purchase price at the applicable statutory default interest rate. We reserve the right to claim further damages caused by default. Our claim against merchants for commercial maturity interest (§ 353 HGB) remains unaffected.

(5) The customer shall only be entitled to set-off or retention rights insofar as his claim has been legally established or is undisputed. In the event of defects in the delivery, the customer's counter-rights shall remain unaffected, in particular in accordance with the provisions of the following Section 7 (6) sentence 2 of these GTC.

(6) If it becomes apparent after conclusion of the contract that our claim to the purchase price is jeopardized by the customer's inability to pay, for example by an application for the opening of insolvency proceedings, we shall be entitled to refuse performance in accordance with the statutory provisions and - if necessary after setting a deadline - to withdraw from the contract (§ 321 BGB).


§6 Retention of title

(1) We reserve title to the goods sold until full payment of all our present and future claims arising from the purchase contract and an ongoing business relationship (secured claims).

(2) The goods subject to retention of title may not be pledged to third parties or assigned as security until the secured claims have been paid in full. The customer must inform us immediately in writing if an application is made to open insolvency proceedings or if third parties seize the goods belonging to us.

(3) If the customer acts in breach of contract, in particular in the event of non-payment of the purchase price due, we shall be entitled to withdraw from the contract in accordance with the statutory provisions and/or to demand the return of the goods on the basis of the retention of title. The demand for the return of the goods does not at the same time include the declaration of withdrawal; we are rather entitled to merely demand the return of the goods and reserve the right to withdraw from the contract. If the customer does not pay the purchase price due, we may only assert these rights if we have previously set the customer a reasonable deadline for payment without success or if setting such a deadline is dispensable according to the statutory provisions.

(4) The customer is authorized to resell and/or process the goods subject to retention of title in the ordinary course of business until revoked in accordance with (c). In this case, the following provisions shall apply in addition.

a) The customer hereby assigns to us as security any claims against third parties arising from the resale of the goods or the product in total or in the amount of our possible co-ownership share in accordance with the above paragraph. We accept the assignment. The obligations of the customer stated in paragraph 2 shall also apply in consideration of the assigned claims.

b) The customer shall remain authorized to collect the claim in addition to us. We undertake not to collect the claim as long as the customer meets his payment obligations to us, there is no deficiency in his ability to pay and we do not assert the retention of title by exercising a right in accordance with paragraph 3. If this is the case, however, we can demand that the customer informs us of the assigned claims and their debtors, provides all information necessary for collection, hands over the relevant documents and informs the debtors (third parties) of the assignment. In this case, we shall also be entitled to revoke the customer's authorization to resell and process the goods subject to retention of title.

c) If the realizable value of the securities exceeds our claims by more than 10%, we shall release securities of our choice at the customer's request.


§7 Claims due to material defects and defects of title

(1) The statutory provisions shall apply to the rights of the customer in the event of material defects and defects of title (including incorrect and short delivery as well as defective assembly instructions), unless otherwise specified below. The special statutory provisions for final delivery of the goods to a consumer (supplier recourse pursuant to §§ 478, 479 BGB) shall remain unaffected.

(2) The basis of our liability for defects is above all the agreement reached on the quality of the goods. All product descriptions which are the subject of the individual contract or which have been made public by us (in particular on our Internet homepage) shall be deemed to be an agreement on the quality of the goods.

(3) Insofar as the quality has not been agreed, it shall be assessed in accordance with the statutory provisions whether a defect exists or not (Section 434 (1) sentences 2 and 3 BGB). We accept no liability for public statements made by the manufacturer or other third parties, such as advertising statements.

(4) The customer's claims for defects presuppose that he has fulfilled his statutory obligations to inspect and give notice of defects in accordance with §§ 377, 381 HGB. The customer is obliged to inspect incoming goods. If a defect is discovered upon delivery, during the inspection as part of the incoming goods inspection or at a later point in time, we must be notified of this immediately in writing. In any case, obvious defects must be reported in writing within five working days of delivery and defects not recognizable during the inspection within the same period from discovery. If the customer fails to carry out the proper inspection and/or report defects, our liability for the defect not reported or not reported in good time or not reported properly shall be excluded in accordance with the statutory provisions.

(5) If the delivered item is defective, we may choose whether to provide subsequent performance by remedying the defect (subsequent improvement) or by delivering a defect-free item (replacement delivery). Our right to refuse subsequent performance under the statutory conditions remains unaffected.

(6) We are entitled to make the subsequent performance owed dependent on the customer paying the purchase price due.

(7) The customer must give us the time and opportunity required for the subsequent performance owed, in particular to hand over the rejected goods for inspection purposes. In the event of a replacement delivery, the customer must return the defective item to us in accordance with the statutory provisions. Subsequent performance does not include the removal of the defective item or its reinstallation, unless we were contractually obliged to install it.

(8) We shall bear the expenses necessary for the purpose of inspection and subsequent performance, in particular transport, travel, labor and material costs (not: removal and installation costs), if there is evidence of a defect. The customer shall advance these costs. We may demand compensation from the customer for the costs arising from the unjustified request to remedy the defect (in particular inspection costs), unless the lack of defectiveness was not recognizable to the customer.

(9) In urgent cases, for example in the event of a risk to operational safety or to prevent disproportionate damage, the customer shall have the right to remedy the defect himself and to demand compensation from us for the expenses objectively necessary for this purpose. We must be notified immediately, if possible in advance, of any such self-remedy. The right of self-remedy shall not apply if we would be entitled to refuse a corresponding subsequent performance in accordance with the statutory provisions.

(10) If the subsequent performance has failed or a reasonable deadline to be set by the customer for the subsequent performance has expired unsuccessfully or is dispensable according to the statutory provisions, the customer may withdraw from the purchase contract or reduce the purchase price. In the case of an insignificant defect, however, there is no right of withdrawal.

(11) Claims of the customer for damages or compensation for futile expenses shall only exist in accordance with Section 8, even in the case of defects, and are otherwise excluded.


§8 Product information

We shall provide the customer with all necessary legal information on the object of purchase upon delivery. This includes all information according to the product data sheet including information on product certifications at the time of sale to the customer.
The customer is obliged to always reproduce this information completely and correctly and shall indemnify us against all claims of third parties, irrespective of the legal grounds, which are asserted against us due to the use of incomplete, incorrect or outdated product information in advertising or in the supplement to the product.


§9 Obligation of upstream suppliers to exercise due diligence in accordance with the Supply Chain Due Diligence Act (LKSG)

In our General Terms and Conditions of Purchase, we always oblige our suppliers to comply with the ILO core labor standards in accordance with ILO conventions no. 29, 87, 98, 100, 105, 111, 138 and 182, to compliance with the United Nations Guiding Principles on Business and Human Rights, to compliance with the Minamata Convention, the Stockholm Convention on Persistent Organic Pollutants (POPs Convention), and to compliance with the provisions of the Basel Convention on the Control of Transboundary Movements of Hazardous Wastes and their Disposal, as amended.

In our General Terms and Conditions of Purchase, we also require our suppliers to monitor compliance with these provisions by taking appropriate precautions and measures. These include the appointment of a risk officer in the company, regular risk analysis, the establishment of a complaints office and an internal complaints procedure, regular documentation and reporting to the management by the risk officer and the complaints office, as well as the creation of suitable remedial measures if violations of the above international provisions on human rights and environmental protection become known. In addition, upstream suppliers are obliged to inform us immediately of any violations identified and the measures taken to remedy them. For our part, we undertake to pass this information on to our customer without delay.

§10 Liability

(1) In the event of a breach of contractual and non-contractual obligations, we shall only be liable in accordance with the statutory provisions, unless otherwise provided for in these GTC, in particular the following provisions.

(2) We shall be liable for damages - irrespective of the legal grounds - within the scope of fault-based liability in the event of intent and gross negligence. In the event of simple negligence, we shall be liable, subject to a milder standard of liability in accordance with statutory provisions (such as for care in our own affairs), only

a) for damages resulting from injury to life, body or health,

b) for damages arising from the not insignificant breach of a material contractual obligation; in this case, however, our liability shall be limited to compensation for the foreseeable, typically occurring damage;

c) for damages due to defects in the purchased item, whereby our liability for material defects and defects of title shall be limited to the purchase price.

(3) The limitations of liability resulting from paragraph 2 shall also apply to breaches of duty by or in favor of persons whose fault we are responsible for according to statutory provisions. They shall not apply if we have fraudulently concealed a defect or have assumed a guarantee for the quality of the goods and for claims of the customer under the Product Liability Act.

(4) The customer may only withdraw from or terminate the contract due to a breach of duty that does not consist of a defect if we are responsible for the breach of duty. Otherwise, the statutory requirements and legal consequences shall apply.


§11 Conditions for promotional vouchers

The following conditions only apply to promotional vouchers, unless otherwise stated on the voucher. They do not apply to merchandise vouchers (i.e. vouchers purchased against payment, e.g. as a gift):

(a) Promotional vouchers can only be used in our online store. To redeem a voucher, the same e-mail address must be used for the purchase to which the voucher was sent. Vouchers may not be transferred. Only one voucher can be redeemed per order. Vouchers cannot be combined with each other or redeemed in cash and do not bear interest.

b) The period of validity and, if applicable, the minimum order value (incl. VAT, excluding shipping costs and fees) will be announced during the voucher promotion.

c) The value of the voucher will be distributed proportionately among the goods ordered. If individual items are returned, the voucher will be credited proportionally to the price of the returned goods. If a voucher is linked to a minimum order value, this must also be reached if goods are partially returned. Otherwise the value of the voucher will not be credited. If goods are returned, the amount credited to the promotional voucher will not be refunded and the voucher cannot be used again.


§12 Limitation period

(1) Notwithstanding § 438 Para. 1 No. 3 BGB, the general limitation period for claims arising from material defects and defects of title is one year from delivery. If acceptance has been agreed, the limitation period shall commence upon acceptance.

(2) This shall not affect other special statutory provisions on the limitation period (in particular § 438 para. 1 no. 1, para. 3, §§ 444, 479 BGB), which cannot be waived.

(3) The above limitation periods of the law on sales shall also apply to contractual and non-contractual claims for damages of the customer which are based on a defect of the goods, unless the application of the regular statutory limitation period (§§ 195, 199 BGB) would lead to a shorter limitation period in individual cases. Claims for damages by the customer in accordance with the above provision in clause 8. para. 2 sentence 1 and sentence 2(a) and in accordance with the Product Liability Act shall, notwithstanding the above, become statute-barred exclusively in accordance with the statutory limitation periods.


§13 Choice of law and place of jurisdiction

(1) The law of the Federal Republic of Germany shall apply to these GTC and the contractual relationship between us and the customer, to the exclusion of international uniform law, in particular the UN Convention on Contracts for the International Sale of Goods.

(2) If the customer is a merchant in accordance with the provisions of the German Commercial Code or an entrepreneur in accordance with § 14 BGB, a legal entity under public law or a special fund under public law, our registered office in Vaihingen/Enz - also internationally - shall be the place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship. Notwithstanding this, we shall be entitled, at our discretion, to bring an action instead at the place of performance of the delivery obligation in accordance with these GTC or an overriding individual agreement, or at the general place of jurisdiction of the customer. Priority exclusive jurisdictions remain unaffected by this.

Status: March 2024