General terms and conditions of Wölfle GmbH
§ 1 Scope
(1) These terms and conditions of sale apply exclusively and only to entrepreneurs within the meaning of Section 310 Paragraph 1 BGB. We only recognize any conditions of the purchaser that conflict with or deviate from the terms and conditions of sale if we expressly agree to their validity in writing.
(2) These terms and conditions of sale also apply to all future transactions with the customer, as long as they involve legal transactions of a related nature.
§ 2 Offer and conclusion of contract
If an order is to be viewed as an offer in accordance with Section 145 of the German Civil Code (BGB), we can accept it within two weeks.
§ 3 Documents provided
All documents provided to the customer in connection with the placing of the order, such as: B. Calculations, drawings, etc., we reserve ownership and copyright. These documents may not be made accessible to third parties unless we give the customer our express written consent to do so. If we do not accept the customer's offer within the period specified in Section 2, these documents must be returned to us immediately.
§ 4 Prices and payment
(1) Unless otherwise agreed in writing, our prices are ex works, excluding packaging and plus VAT at the applicable rate. Packaging costs will be charged seperately.
(2) Payment of the purchase price must be made exclusively to the account specified overleaf. The deduction of a discount is only permitted if there is a special written agreement.
(3) Unless otherwise agreed, the purchase price is payable within 14 days of the invoice date. Interest on late payments will be charged at a rate of 8% above the respective base interest rate p.a. The right to claim higher damages due to default remains reserved.
(4) Reasonable price changes due to changes in wages, materials and sales costs for deliveries that occur 3 months or later after conclusion of the contract remain reserved.
§ 5 Offsetting and retention rights
The customer only has the right to offset if his counterclaims have been legally established or are undisputed. The customer is only authorized to exercise a right of retention to the extent that his counterclaim is based on the same contractual relationship.
§ 6 Delivery time
(1) The start of the delivery time specified by us requires the clarification of all technical questions as well as the timely and proper fulfillment of the customer's obligations. The exception of the unfulfilled contract remains reserved.
(2) If the purchaser defaults on acceptance or culpably violates other obligations to cooperate, we are entitled to demand compensation for any damage we incur, including any additional expenses. Further claims remain reserved. If the above conditions are met, the risk of accidental loss or accidental deterioration of the purchased item passes to the purchaser at the point in time at which the purchaser is in default of acceptance or debtor.
(3) Further legal claims and rights of the purchaser due to a delay in delivery remain unaffected.
§ 7 Transfer of risk upon shipment
If the goods are sent to the customer at the customer's request, the risk of accidental loss or accidental deterioration of the goods passes to the customer upon dispatch to the customer, at the latest when they leave the factory/warehouse. This applies regardless of whether the goods are shipped from the place of performance or who bears the freight costs.
§ 8 Retention of title
(1) We reserve ownership of the delivered item until all claims arising from the delivery contract have been paid in full. This also applies to all future deliveries, even if we do not always expressly refer to this. We are entitled to take back the purchased item if the purchaser behaves in breach of contract.
(2) The purchaser is obliged to treat the purchased item with care as long as ownership has not yet been transferred to him. If maintenance and inspection work needs to be carried out, the purchaser must carry this out in a timely manner at his own expense. As long as ownership has not yet been transferred, the purchaser must notify us immediately in writing if the delivered item is seized or is subject to other interventions by third parties. If the third party is unable to reimburse us for the judicial and extrajudicial costs of a lawsuit in accordance with Section 771 ZPO, the purchaser is liable for the loss incurred by us.
(3) The customer is entitled to resell the reserved goods in the normal course of business. The customer hereby transfers the customer's claims from the resale of the reserved goods to us in the amount of the final invoice amount agreed with us (including more