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ORIGINAL PARTS:
Mercedes-Benz • BMW • Jaguar • Land Rover • Volvo • Ford
Terms and Conditions
General sales, delivery and payment conditions
as of 1 August 2006
1. Scope
  1.1
The sales, delivery and payment conditions below shall apply to all contracts, deliveries and other services including providing advice and information.
  1.2
They shall apply equally to all future contracts with the purchaser and for deliveries and other services to be provided to him or her.
  1.3
Adverse terms and conditions are contradicted.
     
2. Conclusion of contracts
  2.1
Orders to us, modifications of or supplements to contracts and subsidiary agreements must be made in writing. Orders made by telephone or in another form count as having been accepted if they result in the delivery or supply of goods and an invoice.
     
3. Prices, price lists
  3.1
Our prices shall apply ex works including normal packaging. The prices at the time of order shall apply. Value added tax is not included in the price and is invoiced separately in the statutory amount.
  3.2
If the agreed term of delivery is longer than one month from conclusion of the contract, we reserve the right to calculate the prices according to our price list on the day of delivery.
     
4. Payment
  4.1
Our invoices are payable within 14 days of billing without deductions, or by arrangement. If the purchaser exceeds the payment deadline of 14 days stated again in the invoice, we reserve the right to invoice interest on arrears of 5% above the ECB basic rate, without prior warning.
  4.2
Offsetting against claims by the purchaser that are unacknowledged or not legally valid is excluded. This shall apply equally to a right of retention for such counterclaims, unless these demands are based on the same contractual relationship.
     
5. Delivery
  5.1
Our delivery obligation exists under the reserve of complete and proper availability of supplies, unless we have been responsible for the non-delivery or delay.
  5.2
Concerning the dimensions for our delivery items, we reserve the tolerances that are customary in the trade, unless we have expressly guaranteed the dimensions.
  5.3
We reserve the right to make reasonable partial deliveries.
  5.4
If the despatch of the ordered delivery items is delayed for reasons for which the purchaser is responsible, risk shall be transferred to the purchaser from receipt of notification that the goods are ready for despatch.
  5.5
Reliable consignment of the ordered goods shall be ensured by the carrier we commission. The parties agree that in the event of a dispute, the purchaser shall be responsible for proving non-delivery.
     
6. Delivery deadline
  6.1
Agreed delivery deadlines shall be extended appropriately for unforeseen occurrences that lie outside our sphere of influence, such as strikes, lockouts, operational malfunctions, delays in the supply of goods; this shall apply equally whether the occurrences have taken place in our company or in our suppliers. Neither are we responsible for such circumstances even if we are already behind the deadline. If such events occur, both parties shall have the right to withdraw from the contract.
     
7. Reservation of ownership
  7.1
The delivered goods shall remain our property until all our current and future claims vis-à-vis the purchaser have been settled, insofar as they are connected with the goods delivered.
  7.2
The purchaser shall be entitled to resell delivery items (reserved goods) within the framework of regular business activities. However, the purchaser shall herewith and now relinquish all rights arising from the resale, whether the reserved goods are resold before or after processing, or whether they are associated with a property or with movable goods. If after processing, or together with other goods that do not belong to us, the reserved goods are resold or are associated with a property or with movable goods, the purchaser’s receivables from his/her customer in the amount of the delivery price agreed between us and the purchaser shall be considered to be relinquished.
  7.3
Even after such assignment the purchaser shall remain entitled to collect the respective receivables. Our entitlement to collect such receivables itself shall remain unaffected; however, we undertake to refrain from collecting such receivables provided that the purchaser fulfils his/her payment obligations in due form. Should the purchaser exercise his/her right to collect such receivables, we shall be entitled to the receipts in the amount of the delivery price agreed between us and the purchaser for the reserved goods.
  7.4
We commit ourselves to releasing the security to which we are entitled insofar as its realisable value exceeds the secured claim by 20%.
  7.5
If we accept a bill of exchange as payment, our right of ownership shall extend until the bill of ownership has been honoured by the purchaser.
     
8. Complaints
  8.1
Obvious defects must be reported specifically and in writing within 10 days of receipt of the goods.
     
9. Guarantee
  9.1
Justified notices of defects will result in our providing a replacement delivery of our choice. Should this replacement go amiss, the purchaser shall have the right to demand rescission of the contract or reduction of the payment.
     
10. Exclusion of claims for damages
  10.1
Claims that are not expressly admitted in these conditions shall be excluded, in particular claims for damages, including claims for delay, impracticality, subsidiary contractual commitments or positive breach of contract, debt on conclusion of contract, and unauthorised handling, unless the damage is attributed to a grossly negligent or deliberate breach of contract or other grossly negligent or deliberate behaviour by one of our legal representatives or vicarious agents.
  10.2
Claims for damages associated with guarantee claims shall also be excluded. This exclusion shall not apply if our delivery item is lacking a characteristic that we have contractually agreed.
  10.3
The above-mentioned limitations shall not apply to claims made under the Product Liability Act.
     
11. Place of performance, place of jurisdiction, applicable law
  11.1 The place of performance is Langenburg / Kirchberg
  11.2
The place of jurisdiction for disputes arising from this contract is Langenburg / Kirchberg, if the purchaser is a merchant who has been entered as such in the commercial register, a corporate body under public law, or fund assets; we may also choose the purchaser’s location to be the place of jurisdiction.
  11.3 The laws of the German Federal Republic shall apply, with the explicit exclusion of the UN law on sales.