General terms and conditions
§1 General Provisions
(1) Our Terms and Conditions of Sale and Delivery shall apply exclusively. General Terms and Conditions of Business that conflict with or deviate from or supplement our Terms and Conditions of Sale and Delivery shall not be recognized, even if they are not expressly objected to despite knowledge thereof and the delivery is carried out without reservation.
(2) These Terms and Conditions of Sale and Delivery shall apply to all present and future business relations. Earlier conditions of the seller, which may be different, hereby lose their validity.
§2 Offer and Conclusion
(1) Our offers are subject to change. We reserve the right to make technical changes and changes in shape, color, and weight within reason. Natural stones are already subject to variations in coloration, grain, structure, and quality in deposits and extraction. Deviations like the stone are therefore considered to be following the contract.
(2) By placing an order, the Purchaser bindingly declares that it wishes to purchase the ordered item. The offer shall only be deemed accepted by sending an order confirmation or by delivery of the goods. Ancillary agreements or assurances should be recorded in writing.
(3) The Seller reserves the property rights and copyrights to cost estimates, drawings, and similar documents. This also applies to such documents that are designated as "confidential." These documents may not be made accessible to third parties without our prior express consent.
§3 Prices and Terms of Payment
(1) The prices shall apply "ex-factory," excluding packaging and the statutory value-added tax; this shall be shown separately in the invoice at the statutory rate on the date of invoice.
(2) If the Purchaser requests that the goods be shipped, the transport costs shall be charged additionally.
(3) Expenses incurred due to changes in the type or scope of delivery at the Purchaser's request after our order confirmation and which arise due to the fulfillment of following or unforeseeable official conditions and requirements shall also be invoiced separately at the quoted purchase price.
(4) Assembly costs shall be charged separately.
(5) Unless otherwise agreed, the purchase price shall be due for payment without deduction within 14 days from the invoice date. In all other respects, the statutory default of payment provisions shall apply.
(6) The Purchaser shall only have the right to set-off if its counterclaims have been legally established, are undisputed, or have been acknowledged by us.
(7) The Customer may only exercise rights of retention to the extent that its counterclaim is based on the same contractual relationship.
§4 Transfer of Risk
(1) Delivery shall be "ex-factory." The risk of accidental loss and accidental deterioration of the object of sale shall pass to the Purchaser upon handover, in the case of sale by delivery to a place other than the place of performance, upon delivery of the object of purchase to the transport person, provided that the Purchaser is an entrepreneur.
(2) If the Purchaser is in default of acceptance, the risk of accidental loss and accidental deterioration of the purchased goods shall pass to the Purchaser from the date of readiness for dispatch. Any storage costs incurred shall be borne by the customer.
(3) The above numbers 1 to 4 shall also apply to partial deliveries.
§5 Delivery Times
(1) The stated delivery dates and deadlines are only approximate; unless the seller in writing has expressly promised binding delivery date.
(2) The delivery period shall not commence until all technical questions have been clarified with the Purchaser.
(3) The delivery period shall be extended appropriately in the event of unforeseeable obstacles for which the seller is not responsible, such as force majeure, strike, operational disruptions. The Purchaser shall be informed immediately of the reason and the expected duration of the delay.
(4) If the impediment is not expected to end within a reasonable period, both the Purchaser and the seller may withdraw from the contract in whole or in part.
§6 Retention of Title
(1) We retain title to all goods delivered by us until payment has been made in full. The contractual partner may neither pledge the goods nor assign them as security. However, he may resell or process them in the ordinary course of a business unless he has already effectively assigned the claim against his customer to a third party in advance or has agreed on a prohibition of assignment.
(2) To secure the fulfillment of our claims, the contracting party hereby assigns to us all claims - including future claims - arising from the resale or processing of the goods, including all ancillary rights, in the amount of the value of our performance. We hereby accept this assignment. Suppose the contracting party sells the goods delivered by us or combines, mixes, or blends them with a foreign object and acquires a claim for this. In that case, the contracting party hereby assigns this claim to us together with all ancillary rights in the value of the goods on account of the same claims. We also accept this assignment.
(3) At our request, the contractual partner shall provide us with individual proof of this claim and, after the acquisition, notify us of the assignment that has taken place with the request to pay us up to the amount of our claims. We shall be entitled to inform the subsequent purchasers of the assignment ourselves at any time and to collect the claims. We shall not use this authority and shall not collect the claim as long as the contractual partner is not in default with its payment obligations.
(4) The contracting party shall notify us without undue delay of any impairment of our rights, in particular of attachments. He shall provide us with all documents necessary for intervention and bear any intervention costs incurred by us.
(5) At the request of the contractual partner, we shall release the securities to which we are entitled to the extent that their value exceeds our claims by more than 20%.
§7 Claims for Defects
Defects (1) The Purchaser shall only be entitled to claims for defects if it has duly complied with its obligations to examine the goods and give notice of defects according to § 377 of the German Commercial Code.
(2) The Seller shall be entitled at its discretion to subsequent performance in the form of rectification of defects or replacement delivery if the Purchaser is an entrepreneur.
(3) Only the Seller's product description shall be deemed agreed as the purchased item's quality. Public statements, recommendations, or advertising by the seller shall not constitute a contractual description of the goods' quality.
(4) The Seller shall be liable following the statutory provisions if the Purchaser asserts claims for damages based on intent or gross negligence or intent or gross negligence of a representative or vicarious agent of the seller. Insofar as the seller is not accused of an intentional or grossly negligent breach of duty, the liability for damages is limited to the typically occurring damage. This does not apply to liability for culpable injury to life, limb, health, or mandatory penalty under the Product Liability Act.
(5) The limitation period for claims for defects of the Purchaser, which are not subject to the period of § 438 para. 1 No. 2 BGB shall be 1 year from delivery of the goods, provided that the Purchaser has duly complied with its obligation to give notice of defects as stipulated in No. 1.
(6) The Purchaser shall not receive any guarantees in the legal sense from the seller.
§8 Limitations of Liability
(1) In the case of other claims for damages, the seller shall be liable in the event of a slightly negligent breach of duty only for the damage typically occurring according to the type of purchased item. This also applies to slightly negligent breaches of duty by the seller's legal representatives or vicarious agents. The liability of the seller for slightly negligent violations of immaterial contractual obligations is excluded.
(2) Liability for culpable injury to life, limb, or health shall remain unaffected, as shall mandatory liability under the Product Liability Act.
§9 Final Provisions
(1) 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.
(2) The Seller's business place is agreed as the exclusive place of jurisdiction for all disputes arising from this contract.
(3) If individual provisions of the contract, including these Terms of Delivery, are or become invalid in whole or in part, this shall not affect the remaining provisions' validity. The wholly or partially invalid provision shall be replaced by a provision whose economic effect comes as close as possible to the invalid provision.