General terms and conditions of sale and delivery
für Geschäfte der Firma SHERA Werkstoff-Technologie GmbH mit Unternehmen im Sinne von § 14 BGB
Our offers as a seller are subject to change. Delivery possibilities and prior sale remain reserved in all cases, as well as technical changes.
We make every effort to meet the delivery deadlines. These are to be regarded as non-binding unless a fixed date has been agreed in writing in individual cases. Consequential damages due to delays in delivery can in no case be claimed. If the delay lasts longer than 8 weeks, the customer is entitled, after a reasonable period of grace, to withdraw from the contract with regard to the part not yet fulfilled. If the delivery time is extended or if the customer is released from his obligation, the customer cannot derive any claims for damages from this. If the Seller is responsible for the non-compliance with bindingly agreed deadlines and if the Seller is in default, the Customer shall be entitled to compensation for default in the amount of 0.5% of the invoice value of the delivery affected by the default. Further claims of the customer are excluded, unless the delay is due to gross negligence of the seller.
All prices are subject to change ex works including packaging costs. All prices quoted shall be increased by the statutory value-added tax applicable on the day the order is placed. The price valid on the day of delivery shall be charged. We reserve the right to change prices. With the publication of a new catalog or a new price list, all previous prices and agreements become invalid. The customer is only entitled to set off counterclaims or to assert a right of retention if his counterclaims, which are put forward for set-off or are the basis for the right of retention, have been legally established or acknowledged by us in writing. Cheques are accepted on account of payment and only against reimbursement of bank, discount and collection charges. Bills of exchange and other acceptances of payment with a term of more than 3 months will not be accepted.
The goods shall always travel for the account and at the risk of the recipient, even if the freight costs are borne by us. For order values up to € 150,- net, the shipping costs will be invoiced at cost price. For order values above € 150,- net - except for the shipment of machines - we deliver freight paid. For express shipments - regardless of the value of sales - costs in the amount of the incurred cost price will be charged additionally. For small orders under € 25, - a minimum quantity surcharge of € 2.50 will be charged. For deliveries abroad, freight costs are always charged at cost price. We are entitled to make partial deliveries. Complaints and notices of defects These must be made in writing within 10 days. Otherwise the goods shall be deemed to have been approved (§§ 376, 377 HGB). If there is a defect for which we are responsible, we shall be obliged, at our discretion, to remedy the defect or to supply a replacement. If replacement or subsequent performance is not possible or fails after a reasonable period of time, the customer may withdraw from the contract or reduce the purchase price. Further claims are excluded. This applies in particular to consequential harm caused by a defect, unless there is intent or gross negligence on the part of the party responsible. The return of claimed goods can only be made with the prior consent of the seller. Damaged consignments are to be accepted by the carrier only after the damage has been ascertained. We are entitled to refuse supplementary performance if the customer chooses supplementary performance and this can only be carried out at disproportionate cost. We shall only be liable for intent and gross negligence. Damage caused by the customer, his legal representative or vicarious agents through their own negligence shall be excluded from liability. This applies regardless of the legal nature of the asserted claim. This limitation of liability shall not apply to damages resulting from injury to life, body or health or in the event of a breach of essential contractual obligations. Damages due to defects against the seller are only entitled to the immediate buyer / customer and are not assignable.
Notwithstanding the immediate due date, the invoice is payable as follows:
For direct debit: 5% discount
The net payment target is 14 days without deduction.
The customer shall be in default even without a reminder - except in cases regulated by law - if he fails to make payment within 14 days after the due date and receipt of an invoice or an equivalent payment schedule, e.g. a payment reminder, sending of the account statement, etc. The customer shall be deemed to be in default if he fails to make payment within 14 days after the due date and receipt of an invoice or an equivalent payment schedule. payment. If the customer cannot prove that he has received an invoice, the date of receipt of the purchased goods shall take its place. In the event of late payment, we reserve the right to charge statutory default interest (§288 Abs.2 BGB). The assertion of a greater damage is not excluded by this.
Retention of title
All deliveries shall be made subject to retention of title. Until payment of all claims arising from the business relationship with the customer, including claims arising from checks and bills of exchange as well as claims arising from refinancing and reverse bills of exchange, we shall remain the owner of the delivered goods. For the duration of the retention of title, the customer shall be entitled to possess and use the delivered goods within the scope of his usual business operations. In the event of breach of contract and default in payment, we shall be entitled to demand that the customer surrender the goods and, after giving written notice with a reasonable period of notice, to realize the best possible value of the delivered goods by private sale, taking into account the proceeds of the sale. Reclaiming the goods subject to retention of title by us shall not constitute a withdrawal from the contract. Under the aforementioned conditions, the customer is obligated to return the delivered goods to us upon first request. All costs shall be borne by the customer. The customer is entitled to sell the delivered goods in the ordinary course of business under the usual terms and conditions. The customer hereby assigns to us in advance the claims arising from the resale and the other claims against his customers with all ancillary rights, in particular security rights. The assignment is hereby already accepted. The customer shall be entitled to process the goods in the ordinary course of business. Any processing of the goods shall be carried out by the customer on our behalf and without any obligation on our part and in such a way that we shall be deemed to be the manufacturer pursuant to Section 950 of the German Civil Code (BGB). In the event of processing or combination of the goods with other items not belonging to us, we shall be entitled to the resulting co-ownership share in the new item in the ratio of the value of our goods to the value of the new item at the time of processing or combination. The same shall apply to the proceeds of sale in the event of the sale being assigned to us. If the value of the securities given to us exceeds our claims against the customer arising from the current business relationship by more than 120% in total, we shall be obliged, at the customer's request, to return or release the excess amount on first demand.
Place of performance
Place of performance is 49448 Lemförde, Germany.
Place of jurisdiction / General provisions
The place of jurisdiction for both parties shall be the court having subject-matter jurisdiction for the registered office of the seller. We shall also remain entitled to take legal action at the court responsible for the customer or at any court which is responsible for our claims for other reasons. The law of the Federal Republic of Germany shall apply to both parties in any case. The UN Convention on Contracts for the International Sale of Goods shall also not apply to contracts with foreign customers. The invalidity of individual agreements shall not affect the legal validity of the remaining provisions. Any change or amendment must be made in writing.