General Terms and Conditions of Sale and Delivery

Offers

All offers are subject to change and non-binding. Oral or telephone agreements, and documents created by multimedia means, only become binding on us once we have confirmed them.

Delivery

Goods are delivered and invoiced on the terms and at the prices we last gave the purchaser before the goods were dispatched or collected. Prices stated in offers are therefore guide prices only. Prices are ex works. Unless carriage-paid delivery has been agreed, the purchaser pays the shipping costs, and any charges from the receiving station onwards are also for the purchaser's account. We do not grant freight allowances. We only insure goods if the purchaser asks for it in writing, and at the purchaser's expense. Goods are always shipped from the works or distribution warehouse at the purchaser's risk.

Payment

Our invoices are payable in euros. Invoice amounts are payable free of postage and charges within 14 days of receipt of invoice less 2% cash discount, or net within 30 days of receipt of invoice. If payment is late, default interest of at least 2% above the applicable central bank discount rate is payable from the due date. Cheques count as cash payment if they reach us early enough to be cleared within the payment periods above. Bills of exchange and cheques are credited subject to proper receipt, less the corresponding interest and any costs we incur. Bills of exchange and cheques are accepted only on account of performance, not in lieu of it. We accept no liability for correct presentation or for the lodging of protests. We reserve the right to refuse the purchaser's own acceptances or third-party acceptances in every case, and if we take them they do not count as cash payment. No cash discount is granted on payments by bill of exchange. Discount charges and bill stamp duty are borne by the purchaser. No interest is paid on advance payments or payments on account.

We reserve the right, at any time and even after the contract has been concluded, to set credit limits and to withdraw credit, including within the payment periods above. We are also entitled at any time, without giving reasons, to demand whatever security we consider adequate. If the security is not provided when we ask for it, our claim becomes due immediately. The purchaser may only set off or withhold payments if its counterclaim is undisputed or has been finally established by a court. Deductions are only recognised if they have been agreed. Only payments made at the place of performance discharge the debt. Payments to our employees only discharge the debt if the employee holds authority to collect payment.

Packaging

Paper packaging is charged at the lowest possible rate. Crates, boxes, barrels, sacks and other packaging are charged. If they are returned carriage paid and in good condition within 4 weeks of receipt of the delivery, we credit two-thirds of the invoiced value. A railway notation of “inadequately packed” shall never count against us.

Delivery Periods

Delivery periods are approximate only. Fire, explosion, flood, official measures, strikes, other unforeseeable circumstances or force majeure may affect us, our suppliers of the materials needed to manufacture our products, or the carrier. In any such case we are entitled to withdraw from the contract, or to reduce the agreed delivery quantity, without paying damages and without any obligation to deliver later. We are also released from the obligation to deliver on time.

Tolerances

Our information on the goods and services to be supplied, their intended use and similar matters is approximate. It does not constitute warranted characteristics. We avoid deviations from samples or earlier deliveries as far as technically possible. However, depending on the item, we reserve the right to deviations of 10% above or below, including deviations in colour. We give no guarantee that specific gravities and dimensions will be met. In all other respects, customary trade reservations apply in all cases.

Warranty

For defects in our deliveries and services that are not insignificant, in particular manufacturing and material defects, we will, at our option, repair the goods or supply replacements. If warranted characteristics are missing, the purchaser may demand a price reduction or, at its option, rescission of the contract. Any further claims, in particular claims for damages of any kind, are excluded to the extent permitted by law. We accept no liability for consequential damage of any kind. The statutory limitation period of 24 months applies to all warranty claims. No durability guarantee is given.

Under Section 377 of the German Commercial Code (HGB), complaints must be made immediately on receipt of the goods. Hidden defects must be reported in writing within 10 days of being discovered. Our consent must be obtained before any goods are returned.

Retention of Title

We retain title to all goods we deliver until the invoice amounts have been paid in full. The buyer may, however, resell the goods to a third party or process them for a third party in the ordinary course of business. The purchaser hereby assigns to us, in advance, all claims arising from such resale, together with all ancillary rights. Until the invoice amounts have been paid, the purchaser may not pledge the goods delivered to it or transfer ownership of them by way of security.

Place of Performance, Jurisdiction and Final Provisions

Hamburg is the place of performance for deliveries and payments and the place of jurisdiction.

These terms and conditions apply to all offers and agreements. They are deemed accepted when an order is placed or a delivery is accepted, and we may amend them at any time. Conflicting terms and conditions are not valid against us. All contracts with foreign partners are governed exclusively by the law of the Federal Republic of Germany.