1. In General

Deviations from the herewith listed sales conditions, especially the validity of the purchaser’s terms and conditions, shall require the explicit written approval from the vendor.

2. Contractual Conclusion

All offered products and services are subject to change without notice. Purchase orders shall only be considered binding by the vendor, when he confirms the purchase order is confirmed in writing, or goods and/or services have transferred ownership to the purchaser. Verbal agreements shall only be considered valid with a written purchase order confirmation issued from the vendor.

3. Shipment Terms

Goods shall be shipped at the purchaser’s expense and own risk, even in the event shipment costs are assumed by the vendor. Purchases exceeding a value of 80.00 € shall be shipped by the vendor free of charge via freight forwarding company, per post or per shipping company. The vendor shall determine the method of shipment, if goods are shipped at the vendor’s expense. Goods will only be transport insurance on insistence and at expense of the purchaser.

4. Delivery Terms

Agreed upon terms of delivery shall be adhered when possible, however the designation of a delivery date in the purchase order confirmation does not necessarily indicate a binding delivery date. Thus the purchaser is not entitled to issue claims for non-adherence to the delivery date.

5. Payment Terms

The vendor offers the purchaser a 2% discount for all invoices paid in cash or within a 14 day period. For payments within a 30 day period, all invoices must be paid in full. Other terms of payment must have prior written approval from the vendor.

6. Ownership Terms

Up until invoices have been paid in full, according to the vendor’s business terms, goods shall remain the property of the vendor. The vendor shall have entitlement to possession of goods. This entitlement to goods shall be extended to the incorporation, blending or connection of our goods into the purchaser’s own finished goods and wares (and/or those of third parties) in the full face value of the purchaser’s or third party’s finished goods, whereby the vendor shall be considered the producer of said finished goods. If extended goods entitlement exists for a third party, extending to the purchaser’s or a third party’s finished goods, the vendor hereby claims co-entitlement to (see above). The third party is entitled to collect payments owed on behalf of the vendor, until payment terms terminate or payment is made in full. The third party is not entitled to claim relinquishment by means of factoring, unless the purchaser simultaneously bases his factoring in an amount reciprocating our invoice demands to the purchaser. The purchaser is obligates to issue due notice in writing pertaining to entitlement claims from third parties to goods still in our possession. Execution of possession entitlement is by no means relinquishment from a binding purchase contract between vendor and purchaser. The goods and/or the invoice claims for these goods may not be bonded, relinquished, confiscated nor used as collateral by third parties until the invoice obligations to the purchaser have been paid in full. If the purchaser’s bonded collateral exceeds more than 20% of the value of our invoice claims, the vendor may elect to relinquish the right to bond goods in possession of the vendor at the purchaser’s request.

7. Warranty Conditions

All specifications pertaining to suitability, quality, workmanship, and application of the vendor’s products, technical consultation and any other disclosed information are hereby issued to the best of the vendor’s abilities. Despite the vendor’s best efforts, this does not relinquish the purchaser from his obligation for testing the products himself. The purchaser is hereby obligated – under reasonable conditions – to inspect and test goods for defects pertaining to the appearance and workmanship and the goods’ intended application. The vendor shall make no guarantee for the purchaser’s intended application of goods, unless otherwise agreed upon between the parties in writing. Otherwise, delivered goods shall be considered by the purchaser as accepted goods. Claims shall only be taken into consideration by the vendor if the purchaser issues claim within 8 days after receiving goods. Concealed or latent defects must be claimed within a period of 6 months after reception of goods in writing, and may only be returned to the vendor, with prior written permission from the vendor. The vendor’s warranty obligation is limited to the vendor’s choice to replacement goods, offer of conversion, mitigation or remedy. According to legal statues, the vendor’s obligation for indemnity for possible subsequent damages due to defective goods – regardless of the cause or reason – is limited to the invoice value of the goods in question. This of course does not apply to mandatory legal statues – in the case of intentional damage or gross negligence – in which the vendor is obligated to unlimited liability.

8. Jurisdiction and Execution Proximity

Jurisdiction and execution proximity for all commercial claims and contractual agreements shall be within the court district of Bad Salzungen, in the State of Thuringia in the Federal Republic of Germany.