General Terms and Conditions

1. Applicability of the General Terms and Conditions
The following terms and conditions shall apply to all contracts which are entered into with this company. As far as a clause indicates that the customer is an entrepreneur, this clause applies only if the customer concludes the contract in relation to the exercise of their commercial activities or as an independent contractor. As far as a clause indicates that the customer is a merchant, the above clause is only valid for merchants subject to the German Code of Commerce.

2. Acceptance of orders
A purchase contract between the customer and us takes effect with the submitting of the order by the customer. In the event that the order was made based on an offer from us, and the order deviates from this offer, the contract will take effect if we confirm acceptance within one month after receipt of the order.

3. Warranty

3.1. Obvious defects
Obvious defects are to be reported by the customer to the supplier within 2 weeks after the acceptance or assumed acceptance of the goods or services. After the expiration of this period, the customer cannot assert any claims based on such defects. If the customer is an entrepreneur, they are obligated to report any defects immediately.

3.2. Non-obvious defects
The customer must report non-obvious defects within our warranty period. If the customer is a merchant, they must inspect the goods immediately after receipt, and report any nonobvious defect(s) immediately after the defect(s) have become apparent. After the expiration of this period, the customer cannot assert any claims based on such defect(s).

3.3. Justified notices of defect
With justified notices of defect, we reserve the right to rework the defective goods or to manufacture faultless goods against return of the defective goods at our discretion. If we do not fulfil our obligation for the rework of the goods or for the production of faultless goods or if the rework of the defective goods failed, the customer may lower the remuneration or withdraw from the contract. A defect does not entitle the customer to withdraw from the contract if it is only insignificant. The right to lower the remuneration remains unaffected.

3.4 Exclusion of claims
Claims resulting from defects of goods and services which are known to the customer at the time of acceptance can only be asserted if the customer has reserved such right on acceptance. We do not accept claims if the defects result from materials that were delivered by the customer without the occurrence of an event or circumstance for which we are responsible.

3.5 Limitation of claims
All claims shall be subject to a limitation period of two years from the date of acceptance or assumed acceptance. If the work comprises an assembled structure, all claims shall be subject to a limitation period of five years. In the event that the customer is an entrepreneur, all claims shall be subject to a limitation period of one year, except if the work is an assembled structure.

4. Advance payments
Unless otherwise agreed in the individual contracts, the customer shall make the following part payments:
30% on submission of the order
40% on beginning of assembly
30% on acceptance or assumed acceptance.

5. Remuneration

Unless part payment has been agreed, the remuneration becomes due without deduction of a cash discount at the latest after the rendering of the services and acceptance or assumed acceptance and invoicing by the customer.

6. Formal acceptance

6.1 Insignificant defect
The customer shall not refuse the acceptance of the goods and services based on insignificant defects. The right to claims of warranty remains unaffected in as far as the customer reserves the right hereto at the time of acceptance.

6.2 Assumed acceptance
In the event a formal acceptance is agreed upon, acceptance is assumed if we have twice and in a reasonable manner requested acceptance of the goods and services. Acceptance takes effect two weeks after our second request, unless the customer expressively refuses acceptance. In the event that the customer is not an entrepreneur, we are obligated to notify the customer of the accepting effect of their silence.

7. Liquidated damages
In case the customer terminates the works contract prior to the manufacturing of the goods, we reserve the right to claim damages to the amount of 10% of the total contract price. The customer retains the right to prove lesser damages.

8. Default of acceptance
If the delivery of the goods and services was agreed to take place inside of the customer’s premises or in a closed off place, the customer is obligated to make these premises accessible on the agreed delivery date. If the accessibility of the premises is not ensured at this date, the customer is in default of acceptance.

9. Technical specifications
The customer is hereby advised that maintenance work has to be performed on their part, especially concerning the fittings and the sliding and movable elements. These are to be inspected and if necessary to be lubricated or greased. External paint must be touched up, depending on the lacquer or glaze and/or the influence of weather. These types of works are not within the scope of the order, if it has not expressively been agreed upon otherwise. Failure to perform the necessary maintenance work can affect the service life and the functionality of the elements, without justifying any right to claims for damages against us.

10. Insignificant deviations
Insignificant reasonable deviations regarding dimensions and workmanship (colour and structure) especially concerning repeat orders are reserved as long as these are customary and within the nature of the used materials.

11. Payment
Payments by way of draft or check shall only be accepted if such type of payment was expressively agreed upon. These types of payments are accepted by us only on account of payment. All fees resulting from the issuing of drafts or checks are at the expense of the customer.

12. Payment set-off
A payment set-off shall only be permissible if the claims have either not been contested by us or have been determined res judicata.

13. Passage of title

13.1 Retention of title
We retain the title to all goods delivered by us until the agreed upon purchase price is paid in full. If the customer is an entrepreneur, we retain the title to all goods delivered by us until all outstanding accounts, including receivables incurred later on, have been paid to us in full.

13.2 Disposing of delivered goods
The customer is not entitled to sell, to give away, and to pledge as security any goods delivered by us which are subject to retention of title.

13.3 Notification of attached lien
In the event that any goods delivered by us under retention of title are subject to the attachment of a lien, the customer is obliged to immediately notify us in writing and at the same time notify the lien creditor of our entitlement to the goods.

13.4 Extended retention of title
If the delivery is effected for a business maintained by the customer, the customer shall be entitled to sell the goods being subject to retention of title to third parties within the ordinary course of business. In such a case, the claims of the customer against their buyer resulting from this sale are ceded to us, with effect of this date, to the amount of the invoiced value of the goods subject to retention of title. We already declare acceptance of this cession. In case the customer sells the goods on credit, they shall agree retention of title with their buyer. The customer, with effect of this date, cedes their claims and other rights against their buyer based on such retention of title to us, and we herewith accept such cession. We are entitled to notify the buyer of the cession of the claim if our customer is in default with the payments or if insolvency procedures are commencing with regard to customer’s assets.

13.5 Installation as an essential component
In the event that goods subject to retention of title are installed on the premises of the customer, the customer, with effect of this date, cedes to us any claims resulting from the sale of the property or of property rights to the amount of the invoice value of the goods delivered by us under retention of title. We hereby accept the cession of claims. We are entitled to disclose the cession, in the event the customer is in default with the payments or if insolvency procedures are commencing with regard to customer’s assets. In the event that goods delivered by us under retention of title are installed on the premises of a third party as an essential component, the customer, effective this date, cedes to us any claims for remuneration against such third party, to the amount of the invoice value of the goods delivered by us under retention of title.

13.6 Connecting/blending
If the goods delivered by us under retention of title become part of or are connected to other goods by the customer, we are entitled to co-ownership of the new product to the same ratio as the invoice value of the goods delivered by us under retention of title has in respect to the other connected and/or blended goods of the new product.

13.7 Permission of disassembly
If the goods have become an essential component of the premises, the customer grants us permission to disassemble the goods in the event that they fail to fulfil their payment obligation, if such disassembly does not damage the assembled structure. All cost of the disassembly shall be payable by the customer.

14. Copyright and related rights
We retain the property rights and copyright as well as our usage rights in the copyright of all cost estimates, drawings, sketches, and calculations. Such documents may not be used, reproduced or disclosed to third parties without our express permission. If the order is not placed with us, such documents have to be returned to us immediately. In the event that the customer does not comply with this provision, we are entitled to claim 10% of the purchase price for damages incurred. The customer retains the right to prove lesser damages.

15. Exclusion of liability

15.1 Liability for gross negligence
We are only liable for damages incurred to the customer due to premeditation or gross negligence by us or by persons who are authorized by law to act as our agents or representatives or who have been contracted by us within the scope of fulfilling our contractual obligations.

15.2 Liability for injury of life, body, or health
This, however, is not applicable for damages which are due to injury of life, body or health. We are only liable for damages incurred due to premeditation or gross negligence caused by us or by persons who are authorized by law to act as our agents or representatives or who have been contracted by us within the scope of fulfilling our contractual obligations.

15.3 Liability for infringement of main obligations
The liability for damages due to improper installation and/or assembly, improper use of materials, delayed deliveries, construction errors or the use of faulty materials, in as far as these were not provided by the customer, remains unaffected. The liability for these types of damages, however, is limited to the damages typically foreseeable in this contract.

16. Place of jurisdiction
In the event the customer is a merchant, the place of jurisdiction is Wiefelstede, if no other exclusive place of jurisdiction is applicable.