General Terms and Conditions (valid from 10/2022)
1 VALIDITY
The following terms and conditions are binding for all orders. Deviations or verbal subsidiary agreements require our written confirmation. We are unable to recognise buyer terms and conditions, even if we do not object to them. The buyer recognises our terms and conditions by placing their order. Incidents that occur through no fault of our own and cases of force majeure release us from commitments we have made.
2 QUOTATIONS
All quotations are subject to change. Our respective valid catalogues and price lists are part of our quotation. Samples are fundamentally supplied against payment.
3 ORDERS
Orders are only deemed accepted if they have been confirmed by us in writing. The acceptance of an order does not commit us to accept subsequent orders under the same conditions.
4 PRICES
The prices are given in euros, plus the statutory VAT. These are subject to change and apply to deliveries ex works, without packaging. Packaging is not taken back. We must reserve the right to change prices, particularly if general price and wage increases or increases in public charges occur after the transaction.
5 DELIVERY
If not otherwise expressly offered by us in writing, the following applies:
All deliveries take place at the recipient’s risk. We deliver using the shipping method we consider the most inexpensive. For small orders up to a net goods value of EUR 500, a handling fee of EUR 50 is charged. For orders that do not correspond to our packaging units, we reserve the right to carry out the orders according to our packaging units.
It is only possible for the customer to postpone the delivery date or cancel an order (in accordance with section 15) up to max. 4 weeks before the agreed delivery date in the case of customised manufacturing (in accordance with section 13 custom-made products). From the 6th day after indicating that the goods that are ready for collection, we reserve the right to charge a storage fee of 1% of the invoice amount if the client is responsible for the delay.
If the delivery is not collected within 4 weeks, a case of final non-acceptance arises and we will charge a one-time 10% of the order value as compensation costs. Evidence of greater damage and our statutory claims (in particular, reimbursement of additional expenditure, appropriate compensation, termination) remain unaffected; however, the flat rate is to be credited against further monetary claims. The buyer is permitted to provide evidence that we have not suffered any damage or have only suffered significantly less damage than the aforementioned flat rate.
6 DELIVERY TIME
We generally deliver all items from our current delivery programme from stock or within a few days. Otherwise, we will confirm the delivery time to you based on the procurement situation, although this is not binding for us. If we exceed this, the buyer can withdraw from the contract following an appropriate grace period that they have set. Further claims are excluded, partial deliveries are permitted.
If client is responsible for the delay in implementation, we are released from our delivery dates. If the buyer does not immediately provide a solution, we can request reimbursement of the additional expenditure or withdraw from the contract after an appropriate period of time.
7 TERMS OF PAYMENT
If not otherwise expressly offered by us in writing, the following applies:
Our invoices are payable: 30 days after the invoice date net. If the buyer becomes in default of payment, the seller will charge interest on the overdue sum at 5% p.a. above the respective base rate from the European Central Bank. The collection costs (including appropriate legal fees) are to be paid by the buyer.
The seller reserves the right to withdraw from the contract without notice if the buyer does not provide a contractually agreed advance payment.
8 TRADEMARK RIGHTS
We retain the title to and copyright of illustrations, drawings and other documents, particularly illustrations, drawings and other depictions on the Internet. The use of our copyright protected illustrations, drawings and depictions requires our express written consent and, for trading partners, exclusively applies for the period of a collaboration. When changing the supplier for products that we carry to a new supplier, the use of our illustrations, drawings and depictions is to be terminated immediately. This also applies to illustrations, drawings and depictions of partial areas of our delivery programme.
9 RETENTION OF TITLE
We reserve the title to the delivered item until all payments from the delivery contract have been received. If the buyer does not fulfil their contractual obligations, particularly in the case of default of payment, we are entitled to take back the delivered item; the buyer is obliged to surrender the item. A request to take back the item does not constitute a withdrawal from the contract, unless we have expressly declared this in writing.
The buyer is entitled to resell the delivered item in the ordinary course of business. He assigns to us herewith all receivables in the value of the invoice amount that accrue to him against a third party through the resale. We accept the assignment. The buyer is entitled to collect the receivable after assignment. We reserve the right to collect the receivable ourselves as soon as the buyer does not properly fulfil their payment obligations and becomes in default of payment. The processing of the delivered item always takes place in our name and on our behalf. If processing is carried out with items that do not belong to us, we acquire joint ownership of the new item in proportion to the value of the item delivered by us to the other processed items. The same applies if the delivered item is mixed with other items that do not belong to us. If the delivered item is connected to property, the buyer assigns to us, as security, the receivable that accrues to them against a third party as a result of the connection. We are obliged to release securities to which we are entitled at the buyer’s request if their value exceeds the receivables to be secured by more than 20%.
10 NOTIFICATION OF DEFECTS
Every delivery is to be immediately inspected for defects. Complaints are to be made in writing at the latest within seven days following the receipt of the goods. The same applies to hidden defects from the identification of the defect. In the event of complaints, the buyer is also obliged to store the goods properly at their expense until the notification of defects has been settled.
Quantity deviations within commercial practice are permitted. We are to be given the opportunity to inspect a claimed defect in situ. Nothing about the defective goods may be changed, nor may such goods be used, without our consent, otherwise the warranty rights are forfeited. The defectiveness is fundamentally to be proven by the buyer. Where notifications of defects are legitimate, we can, at our discretion, provide a free repair, a free replacement delivery or a credit note for the delivery that is the subject of the complaint. The defective goods are to be returned to us at our request.
No further claims, particularly to compensation for damages, can be made. However, in the event that repair or replacement does not take place or is impossible, the buyer is entitled to withdraw from the contract. We may refuse warranty for a defect until due obligations of the buyer have been fulfilled. For parts procured or supplied by subcontractors, we only assume warranty within the scope of the subcontractor’s warranty.
Properties are only deemed to be warranted if there is an express written agreement to this effect. In principle, the warranty does not mean that the buyer is insured against consequential harm caused by a defect.
We accept no liability for damage caused by improper processing or other use of our goods. If and to the extent to which goods to be supplied by us may only be used or processed in accordance with the technical information drawn up and supplied by us, any liability for damage arising as a result of non-compliance with the technical information is excluded.
Consultations regarding the delivery item are provided to the best of our knowledge and belief, but without obligation. It is the buyer’s duty to check whether the goods that have been ordered or that we have suggested are suitable for the intended use or process. We cannot assume any liability for suitability. Warranty claims expire six months after the delivery of the goods.
11 RETURNS
If impeccably packaged goods that do not require reworking are returned, up to 80% of the order value can be credited, depending on the initial delivery date.
12 DIMENSIONS & WEIGHTS
The dimensions, drawings and illustrations shown in product descriptions, quotations, brochures, catalogues and price lists are not binding and may be changed by us without special notice. No complaints can be derived from this.
13 CUSTOM-MADE PRODUCTS
We reserve the right to deliver up to 10% more or less for custom-made products. Orders for special materials cannot be withdrawn. This also applies to mass-produced items if they have been ordered with a special character or a special inscription.
14 PLACE OF FULFILMENT & PLACE OF JURISDICTION
The law of the Federal Republic of Germany applies to these terms of delivery and the entire legal relationship between us and the buyer. The application of international sales law is excluded. The place of fulfilment for deliveries and payments is Schrobenhausen and Velbert. The place of jurisdiction for all arising disputes is the court responsible for Velbert.
15 TERMINATION OF CONTRACT & CANCELLATION
If the contract is unilaterally terminated by the buyer or an order/partial order is unilaterally cancelled by the buyer, the buyer is to reimburse Stannol GmbH & Co. KG for all costs incurred as a result of the termination of contract/cancellation. This applies, in particular, to cancellation or withdrawal costs charged by suppliers, costs for the purchase of goods that cannot be returned and all other expenses incurred by Stannol GmbH & Co. KG in the course of executing the contract and its termination, such as legal fees, transport costs, etc. In addition, an immediate handling fee of 2% of the order value, but at least EUR 250, becomes due on the part of the seller.
16 LIABILITY
We are not liable for any impossibility of delivery or for delays in delivery insofar as these have been caused by force majeure or other events that were unforeseeable at the time the contract was concluded (e.g. operational disruptions of all kinds, difficulties in procuring materials or energy, transport delays, strikes, lawful lockouts, shortage of labour, energy or raw materials, difficulties in obtaining necessary official approvals, official measures or the failure of suppliers to deliver or to deliver correctly or on time) and for which we are not responsible. If such events make it considerably more difficult or impossible for us to deliver or perform and the hindrance is not only of a temporary nature, we are entitled to withdraw from the contract. In the event of hindrances of a temporary nature, the delivery or performance periods are extended or the delivery or performance deadlines are postponed by the duration of the hindrance plus a reasonable start-up period. If the customer cannot reasonably be expected to accept the delivery or performance as a result of the delay, they may withdraw from the contract by means of an immediate written declaration.
17 APPLICATIONS ENGINEERING ADVICE
Our applications engineering advice, both verbal and written, is non-binding, regardless of whether it originates from our own premises or from one of our sales representatives – including with regard to any third-party copyrights – and does not exempt our customers from conducting their own examination of our products to determine their suitability for the intended processes and purposes. If liability on our part should nevertheless come into question, we will only pay damages to the same extent as for quality defects.