(1) The following terms and conditions of sale apply to all contracts with Buddeberg GmbH, Mannheim. With the placement of an order the purchaser accepts the following conditions. The purchaser's terms and conditions of purchase do not apply unless we have expressly agreed to them in writing.
(2) Our terms and conditions also apply if we provide the service without reservation even in the event that we know, that the other party's conditions are in conflict with or different from our own.
2. Placement of Order
Orders given orally or by data transfer are only binding if we confirm them in writing within two weeks or if we have shipped the goods and sent the invoice to the purchaser within two weeks. Special arrangements, wishes or specifications differing from standards concerning goods, shipping or other matters or arrangements deviating from these Terms and Conditions of Business must be repeated in each order. Our offers are always without engagement.
(1) Prices apply ex-works or warehouse plus packing, freight and other shipping costs plus current VAT. The prices in our catalogues are standard prices exclusive of VAT. The prices shown in our confirmation of order are applicable.
(2) Charges are in euros at the prices applicable on the day of the order plus statutory VAT.
4. Minimum order value
For small orders under EUR100.00 plus VAT, we charge a flat rate of EUR 25.00 plus VAT for processing and handling.
For orders under EUR 125.00 plus VAT, we are entitled to request payment in advance or to process the order cash on delivery.
5. Order cancellation and good returns
Upon cancellation of an order before delivery, we are entitled to charge the Purchaser for all costs arising from said cancellation. This applies to costs arising for both ourselves and our suppliers. Fault-free goods may only be returned with our approval to the receiving address nominated by us, carriage paid. Special agreement must be made with us for the return of hazardous goods. The return of goods that are faulty through no fault of the Purchaser is settled at 20% of the goods value, this being at least EUR 15.00 plus incidental costs and VAT. Each return requires our written consent. Custom-made products cannot generally be returned.
6. Delivery, transfer of risk
(1) Goods are shipped at the purchaser's risk. The risk is transferred to the purchaser with the transfer of the goods to the carrier. This applies to all deliveries.
(2) Routes and means of transport are arranged with the purchaser. The purchaser must pay any additional expenses incurred as a result of his special wishes.
(3) All goods are only insured at the purchaser's request.
7. Delivery times
The delivery times shown by us in offers or confirmations of orders are always without engagement. If delivery is delayed or made more difficult by force majeure or circumstances for which the customer or one of our suppliers is responsible, the delivery time will be delayed accordingly or we may with draw from the contract.
(1) Deliveries are made inclusive of the manufacturer's packing materials except if manufacturer's bundles need to be opened to deliver the quantities ordered. We shall decide on other packing materials depending on specific equirements. Additional expenses incurred by the customer's special wishes are charged separately.
(2) The customer's own packing materials can only be used by prior arrangement.
(3) Return of packing materials on statutory terms requires prior arrangement with us.
9. Complaints, guarantee
(1) Purchaser must check the goods for quantity and quality upon receipt. If he finds that they differ from contractual agreements, he must notify us within 5 days of receiving the goods.
(2) Hidden faults must be reported as soon as they are discovered, at the latest 12 months after receipt of the goods; the purchaser is responsible for proving the fault.
(3) If the purchaser fails to notify us promptly, the quality and quantity of the goods are considered as having been accepted by the purchaser.
(4) Rejected goods may only be returned to us after we have been consulted and given our agreement.
(5) In the event of deliveries with shortfall in quantity, we may choose to make another delivery or issue a credit note.
(6) If the purchaser has reported faults or the delivery of goods different from those he had ordered, the goods will be exchanged or he may return them against a refund of the purchase price, at his option. If the goods are exchanged and the replacement goods are also defective, we give the purchaser the right to cancel the order or reduce the price.
(7) If the purchaser can, instead of the contract being performed, claim to be paid damages, our liability is limited to the compensation of foreseeable and typical losses.
(8) The statute of limitations for warranty claims is 12 months. The period begins with the transfer of risk.
(9) For guarantee and/or ex gratia payments we abide by the terms of the manufacturer concerned.
10. Terms of payment
Payments for delivered goods must be made within 14 days without discount. If payment is delayed, we reserve the right to charge interest at 5% above the basic rate of the German Federal Bank. Payments by bank transfer or cheque are only considered as paid when the invoiced amount has been credited to our bank account.
11. Retention of title
Ownership of the goods is only transferred to the Purchaser upon complete payment of the purchase price and all other current or future claims resulting from the business relationship with us. This also applies if payments are to be made for specially indicated claims. In the case of open accounts, goods remain in our ownership as security for our open invoices. Ownership is transferred to the Purchaser at the latest by the point in time at which we undisputedly have no more outstanding claims against him. The Purchaser is entitled to continue using the reserved goods in the usual course of business as long as he fulfils his obligations to us entirely and without fault. If the Purchaser fails in his payment obligations, even after a subsequent deadline has been issued together with the threat of withdrawal from the contract, we are entitled to withdraw from the sales contract without granting further respite and to request the return of reserved goods. Withdrawal from the contract upon return of reserved goods shall only take effect if we declare the same in writing. The reserved goods may be handled or processed for us without obligation on our part. We are recognised as the manufacturer in the sense of § 950 of the German Civil Code (BGB) and acquire ownership of intermediate and end products within the framework of the relationship between the invoice value of our reserved goods and the invoice value of external goods, these being stored for us by the Purchaser in trust and free of charge. The same applies to connections or mixing of reserved goods with external goods in the sense of § 947 and 948 of the German Civil Code (BGB). The Purchaser shall hereby cede any claims arising against third parties, resulting from the disposal of reserved goods, to us as security against all our claims. If the Purchaser disposes of goods in which we only have partial ownership in terms of Section , he shall cede to us claims against third parties to the corresponding proportional amount. If the Purchaser uses the reserved goods within the framework of a work contract (or similar), he shall cede (wage cost) claims to us to the sum of the invoice amount for our goods used in this context. The Purchaser is authorised to balance claims with further use of the reserved goods in the normal course of business. If we have concrete grounds for worry that the Purchaser is not carrying out or will not carry out his obligations to us as he should, the Purchaser must upon our request inform his customers of the assignment, abstain from any disposal of claims, provide us with all necessary information on the status of goods owned by ourselves and the claims ceded to ourselves, as well as handing over documents validating the ceded claims. We are to be notified immediately of any third-party claims on the reserved goods and ceded claims, particularly attachments and other confiscations. If the value of our securities exceeds the total claim against the Purchaser by more than 10%, we are obliged to release securities of our choice to that extent, upon the request of the Purchaser.
12. Place of fulfilment, place of jurisdiction, applicable law
(1) Unless otherwise contractually agreed, the place of fulfilment for our obligations and for customer payment is the headquarters of our Mannheim subsidiary.
The place of jurisdiction is the headquarters of our subsidiary, as far as legally valid.
(2) The contract relationship is subject exclusively to the law of the Federal Republic of Germany to the exclusion of international civil law, unified international laws and UN sales law.
13. Online dispute regulation (ODR) as per EU regulation 524/2013
The European Commission has established a European Online Dispute Resolution platform (ODR platform) which may be found at: http://ec.europa.eu/consumers/odr/.
14. Data protection
We are entitled to save and internally process customer data within the framework of applicable legal conditions, particularly as regards the Federal Data Protection Act.
15. Validity of individual conditions
If one of the existing clauses is or becomes invalid, the validity of the remaining conditions shall remain unaffected.
Buddeberg GmbH, Mannheim
Mannheim Commercial Register HRB 3230