General terms and conditions
Our offers are accompanied by appropriate terms and conditions.
Unless expressly agreed otherwise, our General Terms and Conditions of Business shall apply to all offers, orders, purchase contracts and deliveries that we make to clients (purchasers). They shall also apply to future business relations, even if they are not expressly agreed again. Deviating general terms and conditions of the buyer shall not be recognized, even if we do not expressly object to them.
- The following terms and conditions shall apply to our deliveries and services, including information, offers, consultations and repairs. Conditions of the customer shall only apply if and insofar as we expressly acknowledge them in writing.
- Otherwise, our office and field staff have no authority to make deviating or supplementary agreements or to grant special conditions.
- In accordance with § 33 BDSG (Federal Data Protection Act), we point out that data of our clients are stored and processed by us by EDP, as far as this is necessary for the proper handling of the business relationship.
- The assignment of claims against us to third parties is excluded. § 354 a HGB remains unaffected.
- Conditions of performance and repair
- For the execution of construction work, the Contracting Rules for the Award of Public Works Contracts (VOB) Part B shall apply in their entirety and, with regard to DIN 18299, DIN 18382, DIN 18384, DIN 18385 and DIN 18386, as. General Technical Terms of Contract for Construction Work (ATV)" in part also Part C only if these have been contractually agreed.
- Documents belonging to the offer of the contractor, such as illustrations, drawings and planning documents, etc., are only to be regarded as approximately accurate in terms of dimensions and weight, unless the accuracy of dimensions and weight has been expressly confirmed. The contractor reserves the right of ownership and copyright to these documents. They may not be made accessible to third parties or misused in any other way without the consent of the Contractor. If the order is not placed, customer-specific documents shall be returned without request and in all other cases without delay upon request.
- Trade-specific work is generally not included in the scope of the order unless it is explicitly listed in the offer or in the order confirmation. This includes, in particular, plastering (e.g. closing wall slots), carpentry, locksmith and painting work.
- The time spent for the outward and return journey to the place of work, the use of the workshop vehicle and the work preparation/set-up time for the preparation of the tools, information of the assembly employee by the assembly management, as well as other work for the preparation of the activities shall be charged according to the time spent.
- The agreed delivery or completion date is only binding if compliance with it is not made impossible by circumstances for which the contractor is not responsible. Such circumstances are also changes as well as lack of documents (building permit etc.), which are necessary for the execution of the order.
- In cases of delay (in the case of construction work), the customer shall only have the claim under § 8 No. 3 VOB/B if a time in accordance with the calendar was agreed in writing for commencement and completion and the customer has set a reasonable period of grace after expiry of this time and has declared that he will withdraw the order after fruitless expiry of the period.
- Costs for the not executed orders
Since troubleshooting time is working time, in the event that no warranty work is available, the customer will be charged for the expenses incurred and to be documented if an order cannot be carried out because:
- the defect complained about could not be determined in compliance with the rules of technology;
- the customer culpably misses the agreed deadline;
- the order was withdrawn during execution.
- Warranty and liability
- The warranty period for all work services, repairs, etc., which are not construction services, and for installed material is 2 years. Excluded from this are operating materials, batteries/rechargeable batteries and illuminants.
- In the event of a defect, the customer shall set the contractor a measured deadline for subsequent performance. In particular, the customer shall ensure that the object complained about is available to the contractor or to the contractor's subcontractor for the purpose of inspection and subsequent performance.
- If the Contractor is obliged to effect subsequent performance, it may do so at its own discretion by remedying the defect or by remanufacturing the work.
- If the supplementary performance fails twice, the customer is entitled to reduce the remuneration or to withdraw from the contract. The withdrawal is excluded in case of insignificance of the breach of duty of the contractor or if the subject of the contract is a construction work.
- In the event of injury to life, limb or health caused by a negligent breach of duty by the Contractor or an intentional or negligent breach of duty by his legal representative or vicarious agent, the Contractor shall be liable in accordance with the statutory provisions. The same shall apply to other damages resulting from a grossly negligent breach of duty by the Contractor or from a wilful or grossly negligent breach of duty by his legal representative or vicarious agent. For other damages based on the violation of essential obligations as a result of slight negligence on the part of the Contractor, his legal representatives or vicarious agents, the Contractor's liability shall be limited to the foreseeable damage typical for the contract up to a maximum of twice the value of the object of the order. Claims for compensation for other damages in the event of a breach of ancillary obligations in the case of slight negligence are excluded.
The Contractor shall not be liable for other damages arising from delay and financial loss due to ordinary negligence; the Customer's statutory rights after expiry of a reasonable grace period shall remain unaffected. The above exclusions and/or limitations of liability shall not apply if the contractor has fraudulently concealed a defect.
- A defect shall not be deemed to exist in the case of deviations of the delivered goods from the order confirmation which are customary in the industry. In the case of goods that have been sold as declassified or used material, the purchaser shall not be entitled to any claims on account of any defects.
- If our operating or maintenance instructions are not followed, if changes are made to the deliveries or services, if parts are replaced or if consumables are used which do not comply with the original specifications, any warranty shall lapse unless the purchaser proves that the defect is not due to this.
- In the event that the defect is remedied, the Seller shall be obliged to bear the expenses required for the purpose of remedying the defect, provided that these are not increased by the fact that the object of sale was taken to a place other than the place of performance (in the case of deliveries: Tübingen).
- The warranty shall expire if the customer or a third party commissioned by him modifies the delivered goods or the work and the defect is clearly attributable to this modification.
- We supply natural products that originate from quarries. Our products are therefore subject to variability due to the diversity of the stone in the quarrying regions of each quarry. Therefore, we regularly have a test certificate issued for our stone, which records the technical characteristics of the stone. It is pointed out that the test certificates are only a snapshot based on the test specimens used. It is agreed that other values for bricks that have been and will be delivered do not represent a deviation from the contractual target, unless specific values have been agreed and cumulatively recorded in our order confirmation.
Otherwise, the following shall apply: Technical differences and external differences in grain size, deviations in color and structure such as stains, veins, shading as well as loose veins, cracks, open and porous areas are natural and are hereby agreed as typical properties of our products. These characteristics do not lead to the assumption of a defect. They shall only be considered as a defect of the material or the product if tolerances have not been observed, which are to be taken from national or international production standards applicable in our sphere of activity.
Therefore it is agreed: In principle, samples for technical properties and appearance serve only to give a first impression. Samples are not binding execution samples. Samples are only binding execution samples if it has been determined as such prior to pricing and conclusion of the contract and a reference object of comparison has been determined due to the surface effect.
In the case of subsequently requested sampling according to technical properties and/or appearance, we have the right to re-determine the price and to withdraw from the contract if the price is not accepted. Expenses incurred up to that point are to be reimbursed. In addition, we are entitled to claims for damages according to §649 BGB in this case.
If samples are determined after conclusion of the contract, we shall not be liable if stone material is not available in sufficient quantity in sample quality. In the event of a dispute, the customer must prove the existence of sufficient quantities.
The customer shall not be entitled to claim defects or deficiencies in the natural state of the stone that have been corrected in a professional and standardized manner. Natural defects are agreed upon as typical properties of our goods as long as the functionality according to DIN, DIN-EN standards or other guidelines applicable to the natural stone trade are not affected.
- Extended lien of the work contractor on movable property
- The work contractor is entitled to a lien on the customer's object that has come into his possession due to his claim arising from the order. The lien may also be asserted on account of claims arising from work carried out earlier, deliveries of spare parts and other services, insofar as they are connected with the object. The right of lien shall only apply to other claims arising from the business relationship insofar as these are undisputed or have become res judicata.
- If the object is not collected within 4 weeks after the request for collection, the contractor may charge an appropriate storage fee upon expiry of this period. If the item is not collected at the latest 3 months after the request for collection, the obligation for further storage and any liability for slightly negligent damage or destruction shall lapse. 1 month before expiry of this period, the customer must be sent a notice of sale. After expiry of this period, the contractor is entitled to sell the item at its market value to cover his claims. Any additional proceeds shall be reimbursed to the customer.
- Retention of title
Insofar as the spare parts or the like inserted on the occasion of repairs do not become essential components, the Contractor shall retain title to these inserted parts until all claims of the Contractor arising from the contract have been settled.
If the customer defaults on payment or fails to meet his obligations under the retention of title and the contractor has therefore declared his withdrawal from the contract, the contractor may demand the return of the item for the purpose of removing the inserted parts. All costs of retrieval and removal shall be borne by the customer.
If the repair is carried out at the customer's premises, the customer shall give the contractor the opportunity to carry out the removal at the customer's premises; labor and travel costs shall be borne by the customer. If the customer does not give the opportunity for dismantling, Clause 6, Paragraph 2, Sentences 1 and 2 shall apply accordingly.
- Terms of sale
- Retention of title
The objects and equipment sold shall remain the property of the Seller until all claims to which the Seller is entitled against the Customer under this contract have been fulfilled. The retention of title shall also apply to all claims which the Seller subsequently acquires against the Customer in connection with the object of purchase, e.g. on the basis of repairs or deliveries of spare parts as well as other services. The latter shall not apply if the repair is unreasonably delayed by the work contractor or has failed. Until the aforementioned claims of the seller have been fulfilled, the items may not be resold, rented out, loaned or given away, nor may they be given to third parties for repair. Likewise, transfer by way of security and pledging are prohibited.
If the customer is a dealer (reseller), he shall be permitted to resell the goods in the ordinary course of business provided that the claims arising from the resale against his customers or drifts including all ancillary rights in the amount of the invoice values of the seller are assigned to the seller already now. For the duration of the retention of title, the customer shall be entitled to possession and use of the object of purchase as long as it meets its obligations under the retention of title and is not in default of payment.
If the customer is in default of payment or does not meet his obligations under the retention of title and the seller has therefore declared the rescission of the contract, the seller may demand the return of the purchased item from the buyer and, after warning with a reasonable period of time, dispose of the purchased item by private sale at the best possible price, offsetting the purchase price. All costs of the repossession and the utilization of the object of purchase shall be borne by the Buyer. In the event of access by third parties, in particular in the event of seizure of the object of purchase or in the event of exercise of the entrepreneurial lien of a workshop, the customer shall immediately notify the seller in writing and immediately inform the third party of the seller's retention of title.
The Buyer shall bear all costs incurred to stop the seizure and to recover the object of purchase, unless they can be recovered from third parties. The Buyer shall be obliged to keep the object of purchase in proper condition for the duration of the retention of title and to have all scheduled maintenance work and necessary repairs carried out by the Seller without delay.
The Seller undertakes to release the securities to which it is entitled to the extent that their value exceeds the claims to be secured by more than 10%, insofar as these have not yet been settled.
Our offers and price quotations are non-binding. Deviations and technical changes compared to our illustrations or descriptions are possible. The respective catalog loses its validity with the publication of a new edition.
- Acceptance and default of acceptance
If the customer does not accept the item in due time, the seller is entitled to set a reasonable grace period, to dispose of the item otherwise after its expiry and to supply the customer with a reasonably extended grace period. This shall not affect the Seller's rights to withdraw from the contract after setting a grace period or to claim damages. Within the scope of a claim for damages, the Seller may demand 20% of the agreed price excluding value added tax as compensation without proof, unless it can be proven that no damage or significantly lower damage has been incurred. The assertion of an actually higher damage remains reserved. The customer is obliged to accept partial deliveries (advance deliveries), as far as this is reasonable.
- Claims for defects for all new items sold are subject to a limitation period of 2 years, for used items 1 year from delivery of the item. Obvious defects must be notified to the seller within two weeks after delivery - related to the dispatch of the notification, otherwise the seller is exempt from liability for defects.
- If the delivery item is defective, the buyer has the following rights:
- The Seller shall be obliged to remedy the defect and shall do so by removing the defect or by delivering a defect-free item.
- If the rectification fails, the buyer is entitled to withdraw from the contract or to reduce the purchase price. Withdrawal shall be excluded if the Seller's breach of duty is only insignificant.
- A defect of the delivery item does not exist: In the case of defects caused by damage, incorrect connection or incorrect operation by the customer, in the case of damage caused by force majeure, e.g. lightning, in the case of defects resulting from overloading of mechanical or electromechanical parts due to improper use or due to pollution or extraordinary, mechanical, chemical or atmospheric influences. In the field of consumer electronics, a defect shall also not exist if the reception quality is impaired by unfavorable general terms and conditions (AGB; reception conditions or defective antennas or by external influences, in the case of damage 'by batteries inserted by the customer, unsuitable or defective.
- In the case of rectification of defects, the seller is obliged to bear the expenses necessary for the purpose of rectification of defects, insofar as these are not increased by the fact that the purchased item has been taken to a place other than the place of performance (for purchase and deliveries: Tübingen).
- The warranty shall expire if the customer or a third party commissioned by him modifies the delivered goods and the defect is clearly attributable to this modification.
- With the exception of the sale of consumer goods for new items, for which the statutory two-year limitation period shall apply, warranty rights shall expire after one year from the statutory commencement of the limitation period. In the event of injury to life, limb or health for which we are responsible, as well as in the event of other damage based on an intentional or grossly negligent breach of duty, as well as in the event of claims under a right of recourse pursuant to § 478 f BGB, the statutory limitation periods shall apply.
- Unless otherwise stated, all devices have been developed and are suitable for private use. If devices suffer defects due to overstressing by commercial use, a warranty claim does not exist.
- Liability for damages
- In the event of injury to life, limb or health resulting from a negligent breach of duty by the seller or an intentional or negligent breach of duty by his legal representatives or agents, the seller shall be liable in accordance with the statutory provisions.
- For other damages the following applies:
- For damages based on a grossly negligent breach of duty by the Seller or on an intentional or grossly negligent breach of duty by its legal representatives or vicarious agents, the Seller shall be liable in accordance with the statutory provisions.
- For damages based on the violation of essential contractual obligations as a result of slight negligence on the part of the Seller, its legal representatives or vicarious agents, the Seller's liability shall be limited to the foreseeable damage typical for the contract up to a maximum of twice the value of the delivery item. Financial losses are excluded from liability.
- Claims for damages for other damages in the event of breach of ancillary obligations or non-essential obligations in the event of slight negligence are excluded.
- Claims for damages arising from delay due to ordinary negligence are excluded; the statutory rights of the purchaser after the expiry of a reasonable period of grace remain unaffected.
- The exclusions or limitations of liability shall not apply if the Seller has fraudulently concealed a defect or has assumed a guarantee for the quality of the item.
- The purchaser's claim for reimbursement of futile expenses instead of damages in lieu of performance shall remain unaffected.
In the event of withdrawal, the seller and the customer are obliged to return the services received from each other. For the surrender of the use or the use their value is to be recompensed, whereby the in the meantime occurred depreciation of the object of sale is to be taken into consideration.
- Retention of title
- Common provisions for services, repairs and sales
- Prices and terms of payment
- The final prices are quoted ex works of the contractor or seller including value added tax. The time spent for the outward and return journey to the place of work, work preparation/set-up time for preparing the tools, information of the assembly employee by the assembly management, as well as other work for preparing the activities shall be charged as working time. The provision of the assembly vehicle will be charged on a time basis from the beginning of the journey to the end of the return journey.
- All invoice amounts are payable in one sum immediately after issuance of the invoice, unless another payment term has been agreed in writing. Partial payments for sales are only possible if previously agreed in writing.
- Repair invoices are to be paid in cash or by bank transfer. Checks and bills of exchange are only accepted on account of payment and only after special agreement.
- For services that are not included in the order or that deviate from the service description, a supplementary offer can be requested by the customer or submitted by the work contractor. If this is not done, these services will be charged according to measurement and time. With regard to the notification and proof of time work, § 15 No. 5 VOB/8 shall apply to the preparation of construction work, provided that the VOB has been contractually agreed.
- In the case of orders whose execution lasts more than one month, partial payments amounting to 90 of the respective value of the work performed shall be made, depending on the progress of the work. The payments on account are to be requested by the contractor and are to be made by the customer within 10 days of the date of the invoice, unless a different payment period is specified on the offer/order confirmation/invoice.
- Dispatch, transfer of risk, default of acceptance
- Shipment and transport are always at the risk of the customer. If non-compliance with a delivery or performance deadline is due to force majeure, labor disputes, unforeseeable obstacles or other circumstances for which we are not responsible, the deadline shall be extended accordingly. In the event of non-compliance with the delivery period for reasons other than those mentioned above, the Buyer shall be entitled to set a reasonable grace period in writing with the threat of refusal and, after its unsuccessful expiry, to withdraw from the contract with regard to the delivery or service agreed in the contract concerned. If the impossibility of delivery is due to the inability of the manufacturer or our supplier, both the seller and the buyer may withdraw from the contract if the agreed delivery date is exceeded by more than 1 month. Claims for damages due to delay or impossibility or non-fulfillment, including those that have arisen until the withdrawal from the contract, are excluded, unless a legal representative of the seller has acted with intent or gross negligence.
- We reserve the right to make a partial delivery to a reasonable extent, if this seems advantageous for a speedy processing.
- The risk shall pass to the customer, even in the case of partial deliveries, as soon as the consignment has been handed over to the person carrying out the transport or has left our warehouse for the purpose of dispatch or, in the case of delivery ex works, has left our works.
- If the shipment of the delivery is delayed for reasons attributable to the customer, the risk of accidental deterioration and accidental loss shall pass to the customer upon notification of readiness for shipment. Storage costs after transfer of risk shall be borne by the customer. We are entitled to charge 1% of the gross order amount per month for this. Further claims shall remain unaffected.
- If the customer is in default of acceptance, we shall be entitled to demand reimbursement of the expenses incurred by us. The risk of accidental deterioration and accidental loss shall pass to the Customer upon the occurrence of default in acceptance in the case of deliveries.
- If the customer is a consumer, the delivery of parcels shall be made with discharging effect against the signature of the recipient, his spouse, a neighbor of the recipient or a person of legal age present in the business or household of the recipient - unless there are reasonable doubts about their right to receive. The delivery of the goods takes place in our warehouse. We ship the goods only if this has been agreed in writing in the individual case. The shipping costs are to be borne by the buyer, they include the costs of transport insurance taken out by us.
- Upon arrival, the customer must immediately inspect the goods closely for obvious packaging damage in the presence of the delivering driver. Obvious packaging damage must be claimed immediately from the driver and recorded by him in writing.
- Limitations of liability
- In the event of a pre-contractual, contractual and non-contractual breach of duty, also in the event of a defective delivery - including the defective delivery of a generic item -, tort and producer's liability, we shall be liable for damages and reimbursement of expenses - subject to further contractual or statutory liability requirements - only in the event of intent, gross negligence and in the event of a slightly negligent breach of a material contractual obligation (contractual obligation, the breach of which jeopardizes the achievement of the purpose of the contract). However, our liability - except in the case of intent - shall be limited to the damage typical for the contract and foreseeable at the time of conclusion of the contract.
- If the delivery item cannot be used in accordance with the contract due to our fault as a result of omitted or faulty execution of suggestions and consultations made before or after conclusion of the contract or due to the violation of other contractual ancillary obligations, in particular instructions for operation and maintenance of the delivery item - in individual cases, Clauses 1 and 7 as well as the provisions of the warranty shall apply to the exclusion of further claims of the customer.
- In the event of slight negligence, we shall only be liable for damage caused by delay up to a maximum of 5% of the purchase price agreed with us.
- Outside the breach of essential obligations, liability for slight negligence is excluded, but in any case limited to the amount of the purchase price. Clause 2 remains unaffected.
- The exclusions and limitations of liability contained in clauses 1 - 3 shall not apply in the event of the assumption of a guarantee for the quality of the item within the meaning of Section 444 of the German Civil Code (BGB) (see Section X, clause 5), in the event of fraudulent concealment of a defect, in the event of damage resulting from injury to life, limb or health and in the event of mandatory liability under the Product Liability Act.
- All claims for damages against us, irrespective of the legal grounds, shall become statute-barred at the latest one year after delivery of the item to the customer if the latter is a merchant, in the case of tortious liability from knowledge or grossly negligent ignorance of the circumstances giving rise to the claim and the person liable for compensation. The provisions of this paragraph shall not apply and the statutory provisions shall then apply - in the case of liability for intent and in the cases specified in item 4. Any shorter statutory limitation periods shall take precedence.
- If the customer is an intermediary for the item delivered to him and the final purchaser of the goods is a consumer, the statutory provisions shall apply to the limitation of any recourse claim of the customer against us.
- In the case of delivery of software, we, our employees and vicarious agents shall be liable for the loss or alteration of data caused by the program only to the extent that such loss or alteration would also have been unavoidable if the customer had complied with its data backup obligation at adequate intervals, but at least on a daily basis.
- Any liability for financial losses is excluded.
- Manufacturing according to the instructions of the client
- In the case of production according to customer drawings, plans, samples and other instructions of the customer, we do not assume any warranty or liability for the functional capability of the product and for other defects, insofar as these circumstances are based on the customer instructions.
- The customer shall indemnify us against any claims of third parties, including claims based on product liability, against us for damage caused by the goods, unless we have caused the damage intentionally or by gross negligence.
- The customer warrants to us that the manufacture and delivery of the goods produced according to his instructions do not infringe any third-party property rights. In the event that industrial property rights are asserted against us, we shall be entitled to withdraw from the contract after hearing the customer, without any legal examination of the possible claims of third parties, unless the third party withdraws the assertion of the industrial property rights within 8 days by written declaration to us. The customer shall compensate us for any damages incurred as a result of the assertion of the property rights. In the event of withdrawal, the work performed by us to date shall be remunerated. Further rights in accordance with the statutory provisions shall remain unaffected.
- The molds, tools and construction documents manufactured by us for the execution of the order are exclusively our property. The customer shall not be entitled to any claims in this respect, even if he contributes to the costs for the production of molds, tools and design documents, unless expressly agreed otherwise.
Unless expressly agreed otherwise in writing, information submitted to us in connection with orders shall not be considered confidential unless such confidentiality is obvious.
- Severability clause
The invalidity of individual clauses shall not affect the validity of the other provisions. Invalid clauses are to be replaced by such valid regulations which come closest to the economic purpose of the contract.
- Place of jurisdiction
For all present and future claims arising from the business relationship with merchants, including claims arising from bills of exchange and checks, the exclusive place of jurisdiction shall be the registered office of the contractor or the seller. The law of the Federal Republic of Germany shall apply exclusively to the exclusion of the UN Convention on Contracts for the International Sale of Goods.
- Prices and terms of payment
In accordance with the aforementioned regulations, the VOB/8 applies in its entirety in contractor dealings during the execution of construction work, provided that it has been contractually agreed.
- § Section 13 No. 4 VOB/B (2009 version) has the following content
- If no limitation period has been agreed in the contract for claims for defects, it shall be 4 years for buildings, 2 years for other works the success of which consists in the manufacture, maintenance or modification of an object and 2 years for the parts of firing systems affected by fire. In deviation from sentence 1, the limitation period for parts of industrial firing systems that come into contact with fire and exhaust gas insulation shall be 1 year.
- If nothing to the contrary has been agreed for parts of mechanical and electrotechnical/electronic systems where maintenance has an influence on safety and functionality, the limitation period for claims for defects for these parts of the system shall be 2 years, in deviation from Par. 1, if the Customer has decided not to assign maintenance to the Contractor for the duration of the limitation period; this shall also apply if a different limitation period has been agreed for further services.
- The period shall begin with the acceptance of the entire performance; only for self-contained parts of the performance shall it begin with the partial acceptance (Section 12 No. 2).