General terms and conditions for the concrete and precast industry
(as of February 9, 1994)
The following general terms and conditions (GTC) apply to commercial business transactions with all our customers; In non-commercial business transactions, these GTC apply in accordance with Section 7.
Unless otherwise expressly agreed between us and our customers, the sales law of the German Civil Code (BGB) applies.
If construction work is performed to which work contract law applies, the contracting regulations for construction work (VOB) can also be agreed.
a) Our terms and conditions are also effective if we do not expressly refer to them in later contracts – within the framework of an ongoing business relationship.
Conditions that conflict with or deviate from our General Terms and Conditions are only binding for us if we have expressly agreed to them in each individual case.
b) Our offers are non-binding; Orders and other agreements therefore only come about through written confirmation or at the beginning of the handover of the goods.
c) The customer is responsible for the completeness, correctness and timeliness of the execution documents to be procured or created. If we keep production capacities available at the request of the customer and if, for reasons for which we are not responsible, there is no execution or the execution is delayed, the customer is also liable for the resulting damage.
a) The place of performance for the delivery is the concrete plant, distribution center or the company working on our behalf, unless otherwise agreed. Each delivery is made at the expense and risk of the customer. We reserve the right to choose the type of shipment unless a specific type of shipment has been agreed.
We reserve the right to carry out orders in partial deliveries unless otherwise agreed. Complaints about partial deliveries do not release you from the obligation to accept the remaining quantity of the ordered goods in accordance with the contract.
If delivery to the construction site has been agreed, suitable delivery routes and immediate unloading by the customer are required; otherwise he is liable for any damage incurred and additional expenses.
b) Agreed delivery dates relate to the provision of the goods for handover or for dispatch in the factory or distribution warehouse. Our obligation to deliver is suspended as long as we have not been provided with execution documents and all documents necessary or appropriate for the execution of the order or information has not been provided.
c) Raw material or energy shortages, strikes, lockouts, traffic disruptions and official orders, as well as exceeding the delivery date of sub-suppliers, operational disruptions, all cases of force majeure and other circumstances for which we or a company working for us are not responsible (see Section 3c) release us from the Duration and insofar as they affect our ability to deliver from our delivery obligation. In the aforementioned cases, we are also entitled to withdraw from the contract without being able to demand compensation for any damage if performance has become impossible or unreasonable for us or if the end of the impediment to performance is not foreseeable. We are also entitled to withdraw if, after the order confirmation has been issued, there are extraordinary (20% and more) increases in raw material and energy costs that affect the sales price.
Our obligation to deliver is suspended as long as the buyer is in arrears with a due obligation towards us. If we become aware of facts or circumstances that give rise to doubts about the solvency of the buyer (e.g. non-payment of overdue and reminded invoices) and the buyer is not willing to provide sufficient security despite being asked to do so, we are entitled to withdraw from the contract in whole or in part at any time without compensation.
d) The customer must immediately inspect or check whether the goods have been made available in perfect condition and in full and must report any visible defects immediately.
If the goods provided are not accepted by the agreed delivery date or within the delivery period, they shall be deemed approved or accepted at the end of the fifth working day after the delivery date or after the expiry of the period.
e) Contractual penalties are only effective for us if they have been stipulated in a special agreement for each individual case.
f) Packaging placed on the market by us will be taken back at our premises within the framework of legal obligations, provided that it is completely empty and not soiled and is delivered sorted by the customer or at his expense.
Our products are quality controlled.
Samples or specimens are non-binding viewing items. Minor deviations from this do not justify complaints. Deviations, changes or tolerances within the framework of the DIN standards do not constitute a defect, nor do product and material-related deviations or changes such as efflorescence, color variations, burrs or pores.
a) Recognizable defects, incorrect deliveries, missing or excess quantities must be reported immediately in writing. Complaints and the assertion of asserted claims must in any case be made before processing, combining or mixing and within the warranty period.
idden defects must also be reported to us immediately after their discovery, at the latest before the warranty period expires, and asserted in writing.
b) In any case, we must be given the opportunity to have the defect examined ourselves and/or by experts commissioned by us; we are entitled to these rights unless the customer makes us credible that immediate measures had to be taken due to imminent danger. The assumption of costs for external experts requires a written agreement in individual cases.
c) In order to rectify defects in the concrete products delivered by us that have been justifiably reported, we can either repair them or deliver replacements at our discretion. We must exercise this right to choose immediately, at the latest one week after the facts have been clarified, by means of a declaration to the customer. If replacement deliveries or rectifications fail or require disproportionate effort, only a reduction in the purchase price can be demanded after installation.
All other claims of the customer, including those for damages, are expressly excluded unless conflicting with mandatory regulations (e.g. product liability law), unless they are based on the lack of guaranteed properties, fraudulent concealment of defects or intentional or grossly negligent behavior.
d) The warranty period begins when the goods are made available in the factory or distribution warehouse, but not before the agreed delivery date. Warranty claims become time-barred in six months.
4. Prices and terms of payment
a) The prices are ex concrete works or distribution warehouse, excluding freight, packaging and VAT, unless otherwise agreed.
Our invoices are payable without deduction at our company’s registered office; Cash discounts and other discounts require a special agreement.
b) We reserve the right to accept bills of exchange. We can refuse to accept checks if there are reasonable doubts about the coverage. 47 / 5.000 Übersetzungsergebnisse Übersetzung Acceptance is always only on account of performance. Discount, collection charges and all other costs shall be borne by the
customers and are to be paid immediately in cash. There is no obligation for us to present, protest, etc. in good time.
In any case, all of our claims are due immediately if the customer defaults on the fulfillment of another obligation towards us. The same applies if he stops making payments, is overindebted, insolvency proceedings are opened against his assets or the opening of such proceedings is rejected due to lack of assets, or circumstances become known that justify reasonable doubts about the customer’s creditworthiness.
In the event of a delay in payment, we can – without prejudice to further claims – charge the usual bank interest, but at least interest of 5% above the respective base interest rate of the Deutsche Bundesbank.
If the customer is in default of payment, we are entitled – at our discretion – to make further deliveries or services dependent on advance payments or security deposits, to demand damages for non-performance or to withdraw from the contract. This does not apply if the customer has rightly complained about the delivery. We can also return accepted bills of exchange before they are due and require immediate cash payment.
c) In the case of claims based on several deliveries or services, the offsetting of cash receipts against one or the other debt is left up to us. The customer is not entitled to stop making payments or to refuse payment because of any claims, even if they are based on notifications of defects. He can only offset any counterclaims if they are undisputed, recognized or legally established.
5. Protection Interests
a) We reserve ownership of all goods delivered by us until all our claims – regardless of their legal basis and time of origin – from the business relationship with the customer have been settled, until any current account balance has been settled, upon receipt of bills of exchange or checks until they are cleared.
The customer may process and/or resell the materials supplied by us in the ordinary course of business. The authorization to resell does not apply if the customer has agreed a prohibition of assignment with his customers.
The customer is obliged to treat the goods subject to retention of title with care. In the event of infringement, we are entitled to demand immediate return.
b) As long as the retention of title exists, the processing of the reserved goods is carried out for us. We are entitled to ownership or co-ownership, §§ 947, 950 BGB, of the new item created as a result.
If the reserved goods are combined or mixed with other items, we are entitled to co-ownership of the new item in the ratio of the value of the reserved goods to the value of the other items at the time of connection or mixing, § 948 BGB.
The new item created by processing or combining or mixing is considered a reserved goods within the meaning of these conditions.
The customer hereby assigns to us the claims to which he is entitled from the resale of the reserved goods against his customers with all ancillary rights, namely in the case of processing, combination or mixing in the amount of the value of the goods delivered by us.
c) At our request, the customer must notify his debtors of the assignment as soon as he is in default and provide us with the necessary information and documents.
If the value of the goods subject to retention of title or the security provided to us exceeds the total amount of our claims by more than 10%, we are obliged to release or reassign the goods at the customer’s request.
d) If the delivered goods or the items manufactured from them are built into the property of a third party in such a way that they become an essential part of the property, the customer’s claims against his customers that take the place of this item shall be assigned to the amount of the purchase value of our installed goods Securing our claim is transferred to us without the need for a special declaration of assignment. 80 / 5.000 Übersetzungsergebnisse Übersetzung The transfer of this claim is agreed for the time at which it arises.
e) The customer may neither pledge the goods subject to retention of title nor assign them as security and must notify us immediately of seizures that have taken place at the instigation of third parties.
a) Technical advice is not part of the delivery contract; they are only binding if they are made in writing. They do not release the customer from the obligation to process our products properly and professionally.
b) Construction and other suggestions, drafts, drawings and tools supplied by us remain our property and, like other documents that we have made available, may not be made accessible to third parties – even in part – or reproduced without our consent.
7. Validity for non-merchants
For legal transactions that do not concern the operation of a merchant’s trade, a legal entity under public law or a special fund under public law, these General Terms and Conditions apply with the following proviso:
a) Item 1.a, first paragraph. does not apply.
b) Number 2.d, first paragraph applies with the proviso that the complaint period is two weeks.
Number 2.d, second paragraph does not apply.
c) Section 3.a, first paragraph. only applies to obvious defects, incorrect deliveries, missing or excess quantities.
Section 3.c does not apply if claims for conversion, reduction or the right of withdrawal are excluded.
d) Section 4.a applies with the proviso that the prices include VAT.
Section 4.b last paragraph, sentence 1 only applies insofar as a reasonable period of time is set before compensation for damages due to non-performance and withdrawal. Section 4.c, sentence 2, does not apply.
e) Section 8.a only applies to the extent permitted under Section 38 ZPO.
8. Final Provisions
a) The place of jurisdiction – also for bills of exchange, checks and document processes – is the registered office of our company.
b) German law applies to the contractual relationship.
c) Should individual provisions of these General Terms and Conditions be or become legally invalid in whole or in part, the validity of the remaining provisions shall not be affected thereby.