General Terms and Conditions of Business and Sale of the Company SRT Echterhoff GmbH

§ 1 General / Scope

  • These General Terms and Conditions of Business and Sale (GTC) are part of all our offers, the company SRT Echterhoff GmbH. If the customer accepts our offer, the contract shall be concluded exclusively on the basis of these General Terms and Conditions of Business and Sale, which shall then also apply to all present and future business relations with this customer. Individual agreements take precedence over these GTC, but always only for the individual case for which they were specifically made.
  • Deviating terms and conditions of business and sale of the customer which are not expressly accepted by us in writing shall not be binding on us, even if we have not expressly objected to them.
  • Consumers in the sense of these terms and conditions of business and sale are natural persons without a commercial or independent professional activity can be attributed to them. We expressly clarify that we conclude contracts exclusively with entrepreneurs. A consumer goods transaction does not take place.
  • Entrepreneurs within the meaning of these terms and conditions of business and sale are natural or legal persons with whom a business relationship is entered into, who act in the exercise of a commercial or independent professional activity.
  • Customers within the meaning of these terms and conditions of business and sale are exclusively entrepreneurs.

§ 2 Conclusion of contract

  • Our offers are - unless a contract is concluded via an internet sales platform - subject to change with regard to prices, quantities, delivery periods and delivery conditions until our written confirmation of a customer order, unless we mark our offers otherwise. We reserve the right to make technical changes as well as changes in shape, color and/or weight within the scope of what is reasonable. Confirmed prices shall only apply upon acceptance of the confirmed quantities.
  • By ordering the goods, the customer bindingly declares that he wishes to purchase the ordered goods. A reconfirmation is not required. We are entitled to expressly accept the contractual offer contained in the order within two weeks of receipt. The acceptance can be declared either in writing or by delivery of the goods to the customer.
  • If the customer orders the goods electronically, we will confirm receipt of the order without delay. However, the confirmation of receipt does not constitute a binding acceptance of the order. The confirmation of receipt can be combined with the declaration of acceptance. We are not obligated to respond to and/or accept orders placed electronically and to make any declaration in this regard.
  • The conclusion of the contract is subject to the correct and timely delivery by our suppliers. This shall only apply in the event that we are not responsible for the non-delivery by the supplier, in particular if a congruent hedging transaction has been concluded with our supplier. The customer will be informed immediately of the non-availability of the service; any consideration already paid will be refunded immediately. This reservation of self-delivery does not apply to offers on Internet sales platforms.

§ 3 Purchase price / remuneration for work

  • Unless otherwise agreed, our prices valid on the day of delivery shall apply plus the applicable statutory value added tax. The prices are ex warehouse Hövelhof plus packaging and transport costs.
  • In principle, payment must be made in advance or by cash on delivery, but in any case within 14 days net cash from the date of invoice. After expiry of this period, the customer shall be in default of payment without a separate reminder, but at the latest after expiry of 30 days from the date of invoice.
  • During the period of default, the customer shall pay interest on the monetary debt at a rate of at least nine percentage points above the respective base interest rate of the European Central Bank. We reserve the right to prove and assert higher damages caused by default.
  • The customer shall only have a right to offset his own claims against our payment claim if his counterclaims have been legally established or recognized by us. The customer may only exercise a right of retention if his counterclaim is based on the same contractual relationship.

§ 4 Transfer of risk

  • The respective loading point is the place of performance for our deliveries.
  • In principle, we agree on a sale by delivery to a place other than the place of performance. In the case of a sale by delivery to a place other than the place of performance, the risk of accidental loss and accidental deterioration of the goods shall pass to the customer upon delivery of the goods to the forwarding agent, the carrier or any other person or institution designated to carry out the shipment.
  • If we agree with our customers on the collection or delivery of goods by us or by third parties commissioned by us, the risk of accidental loss and accidental deterioration shall remain with the customer until the goods have been taken into custody on our premises. The risk shall also remain with the customer if the customer returns goods of any kind to us. The same applies if the customer is in default of acceptance of the goods.
  • If we arrange for the shipment of the goods on behalf of the customer, we shall conclude a contract with the forwarding agent, carrier or other person or institution designated to carry out the shipment only on behalf of the customer.
  • Otherwise, we shall be liable exclusively for our own fault, provided that we are at least guilty of gross negligence or in the event of injury to life, body or health or within the scope of product liability.

§ 5 Retention of title

  • We retain title to the goods until all claims arising from an ongoing business relationship have been settled in full.
  • The customer is entitled to resell the goods in the ordinary course of business. He is obliged to inform us of this within 1 week after conclusion of the contract. He already now assigns to us all claims in the amount of the invoice amount which accrue to him against a third party through the resale. We hereby accept the assignment. After the assignment, the customer shall be authorized to collect the claim on our behalf. We reserve the right to collect the claim ourselves as soon as the customer does not properly meet his payment obligations and is in default of payment.
  • If the goods are processed with items not belonging to us, we shall acquire co-ownership of the new item in proportion to the value of the goods delivered by us to the other processed items. The same shall apply if the goods are mixed with other objects not belonging to us.
  • The customer is obliged to insure the goods owned or co-owned by us against theft, fire, etc. and to provide us with evidence of the conclusion of the insurance policy upon request. Claims of the customer against the insurance company on the occasion of a claim are hereby already assigned to us. We hereby accept the assignment.
  • The customer is obliged to treat the goods with care during the period in which he has not yet acquired full ownership. Insofar as maintenance and inspection work is required, the customer shall carry this out regularly at its own expense.
  • The customer is obligated to notify us immediately of any third party access to the goods, for example in the event of seizure, as well as any damage to or destruction of the goods. The customer must notify us immediately of any change of ownership of the goods and of his own change of residence.
  • We shall be entitled to withdraw from the contract and demand the return of the goods in the event of a breach of contract by the customer, in particular in the event of a default in payment or a breach of an obligation pursuant to clauses 4) to 6) of this provision.

§ 6 Quality / subsequent performance / other claims

If the warranty is excluded or shortened with these GTC or if an
exclusion of liability or a limitation of liability is provided for, we cannotinvoke
this if we are charged with intent or gross negligence or in the case of
injury to life, limb or health or within the scope of product liability
In all other respects the following shall apply

A. Nature

I. Principles of condition, assembly instructions, etc.
  • As a matter of principle, only our product description or the manufacturer's product description shall be deemed agreed as the quality of the goods. This also applies to parts of the goods. Public statements, recommendations or advertising by us or the manufacturer do not constitute a contractual description of the quality of the goods. Verbal statements by third parties, including employees of our company, are irrelevant for the quality of the goods.
  • If the customer receives defective assembly instructions, we are only obligated to deliver assembly instructions that are free of defects and this only if the defect in the assembly instructions prevents proper assembly.
  • We are not liable for errors caused by translation programs that we encounter on our homepage or other correspondence. When concluding a contract, the customer cannot refer to text and input errors that are to our disadvantage.
  • The customer does not receive guarantees in the legal sense from us, unless something else is individually agreed with the customer in writing. Manufacturer's warranties remain unaffected by this.

II. Third-party supply
  • We shall only be liable for goods that we purchase from our suppliers and merely deliver to our customers in the event of our own fault. We are not obliged to inspect the goods for defects.
  • Suppliers are not our vicarious agents.

IV. Emergency repairs / Partial repair / Tuning
  • In the case of contracts for work and services under which we carry out emergency repairs or partial repairs at the customer's request, any warranty is excluded.
  • We also do not assume any warranty for retrofitting work on a third party trade or work carried out for our customers as its claims for the implementation of substitute performance against third parties. § 7 paragraph 1 remains unaffected by this.

B. Subsequent performance, other claims after failed subsequent performance

I. Subsequent performance
  • We shall initially provide warranty for defects of the goods at our discretion by subsequent performance or replacement delivery. If the supplementary performance fails despite two attempts, each customer may in principle demand a reduction of the remuneration (abatement) or rescission of the contract (withdrawal) at his discretion. However, in the event of only a minor breach of contract, in particular in the event of only minor defects, the customer shall not be entitled to withdraw from the contract. An attempt shall not be deemed to have failed if the customer has requested quantitative or technical changes in connection with a rectification of defects.
  • The customer is obliged to inspect the purchased goods immediately upon receipt in accordance with § 377 HGB. Defects must be reported in writing within a period of one week from the operational acceptance of the goods; otherwise the assertion of the warranty claim is excluded. Timely dispatch shall be sufficient to meet the deadline. The existence of defects to be notified does not exclude the existence of readiness for operation. The entrepreneur shall bear the full burden of proof for all claim prerequisites, in particular for the defect itself, for the time of discovery of the defect and for the timely notification of the defect.

II. Claims after failed supplementary performance
  • If the customer chooses to withdraw from the contract due to a legal or material defect after subsequent performance has failed, he shall not be entitled to any additional claim for damages due to the defect.
  • If the customer chooses compensation for damages after subsequent performance has failed, the goods shall remain with the customer if this is reasonable for him. Damages shall be limited to the difference between the purchase price and the value of the defective item. This shall not apply if we have caused the breach of contract by gross negligence or intentionally or in case of injury to life, limb or health or in case of product liability.
  • We exclude the assertion of a claim for compensation of fictitious costs for the removal of defects.

III. Limitation of liability in case of slightly negligent breach of duty

n the case of slightly negligent breaches of duty, our liability shall be limited to theforeseeable, contract-typical, direct average
damageaccording to thetype of goodsThis also applies to slightly negligent breaches of duty by our legal
representatives or vicarious agents
We shall not be liable in the event of only slightly negligent breach of immaterial contractual obligations

IV. Limitation of actions for damages

Claims for damages by the customer due to a defect become time-barred after one year
from delivery of the goodsThis does not apply if we are accused of fraudulent intent and
in case of bodily injury or damage to health attributable to us or in case of loss of
life of the customer or in case of product liability

C. Warranty period

  • The warranty period is one year from delivery of the goods, unless otherwise agreed in text form.
  • In the case of the sale of used and (also partially) repaired items as well as exchange parts and in the case of their processing within the framework of a contract for work and services, a warranty is excluded.
  • In addition to the immediate notification of a defect, the customer is obliged to make the goods available to us at our place of business for inspection. We shall only bear transport costs if it is found after inspection that we are responsible for a defect.

D. Other

I. Reimbursement of expenses
  • We may claim compensation from our supplier for those expenses which we have to bear in relation to the end customer insofar as the goods delivered to us are defective. There is no obligation to inspect the goods in accordance with § 377 of the German Commercial Code (HGB) in order to safeguard our rights of recourse in accordance with § 478 (2) of the German Civil Code (BGB) vis-à-vis our supplier.
  • We shall bear the expenses required for the purpose of subsequent performance in the event that the costs are not disproportionately high in relation to the subsequent performance and we are otherwise able to take recourse against third parties on account of our obligation to subsequent performance. In this case, we shall assign our claims (§ 445 a para. 1 BGB) to our customer as entrepreneur. This applies in particular to installation and removal costs as well as freight costs.
II. Loss of use / operating loss

In the event of a defect for which we are responsible, we shall only compensate for loss of use if we are guilty of intent or gross negligence or in the event of damage to life, limb or health or within the scope of product liability.

III. Liability for goods delivered through
  • We shall be liable for defects in goods that we purchase ourselves from suppliers and merely deliver to our customers exclusively for our own fault, provided that we are at least guilty of gross negligence or in the event of injury to life, limb or health or within the scope of product liability.
  • We are not obliged to inspect such goods for defects.
  • Any claims to which we are entitled against the suppliers in this respect shall be irrevocably assigned by us to our customer upon conclusion of the purchase contract, without prejudice to the customer's own claims (e.g. from product or producer liability).
  • We shall not be deemed to be the manufacturer, quasi-manufacturer, producer or supplier of the goods even if we provide the goods with our label or brand or with packaging otherwise intended for or advertising our goods.

§ 7 Liquidated damages

  • If the customer is liable to us for damages due to non-performance, we shall be entitled to claim 50% of the invoice amount plus statutory value added tax as a lump sum for loss of profit.
    This does not exclude the assertion of further claims for damages.

  • In the case of Clause 1, Sentence 1, the customer shall be entitled to prove that the damage was less.
  • In the case of a contract for work and services, we retain the right to payment of the agreed or reasonable and customary work compensation less saved expenses amounting to a maximum of 5% of the total work compensation.

§ 8 Data storage

  • We always collect our customer's data within the scope of the use of telecommunications services in accordance with the statutory provisions and exclusively for the purpose of fulfilling the contract with our customer.
  • If the customer contacts us for the purpose of the desired conclusion of a contract or for the purpose of obtaining offers or other information and if he leaves data relevant to data protection law for this purpose, it is the customer's responsibility to instruct us not to store and/or utilize and/or delete again such data if he does not agree to the data storage or utilization.
  • We collect, process or use our customer's inventory and usage data - also by passing them on to third parties - without requesting express consent exclusively if this is necessary for the processing of the desired contractual relationship in the fulfillment interest of our customer and for the utilization and billing of telecommunications services. This applies, for example, to carriers, forwarding agents and payment systems including companies involved in this.
  • We assure as at the same time data protection-legally responsible place that the
    collection, the storage, the change, the transmission, the blockage
    deletion and the use of the personal data of our customers with us always takes place in agreement with the legal regulations

  • Our customers always receive information on all stored personal data upon request. The consent to the storage of personal data can always be revoked with effect for the future. The information and on revocation the deletion will be made by us free of charge. However, we reserve the right to use such data that is still required for the fulfillment of contractual obligations until the final fulfillment and only then to delete it.

§ 9 Licenses

As a matter of principle, we remain the owner of our technical know-how.Software isgenerally only provided to
for simple use and not for ownership
Rights of use to software are granted in principle only for the purposes corresponding to the contract and only simple and non-exclusive. The customer is not permitted to process the delivered subject matter of the contract in whole or in part himself or through third parties or to carry out software programming.

§ 10 Final provisions

  • The law of the Federal Republic of Germany shall apply. The provisions of the UN Convention on Contracts for the International Sale of Goods shall not apply.
  • If the customer is a merchant, legal entity under public law
    special assets, the exclusive place of jurisdiction for all disputes arising from this contract is our registered office The same shall apply if the customer does not have a general place of jurisdiction in Germany or if the customer's place of residence or habitual abode is unknown at the time the action is brought.

  • Amendments or supplements to this contract must be made in writing to be effective. This also applies to the waiver of this written form. § 305 b BGB is excluded