All transactions with full merchants shall be governed solely by the terms and conditions defined below.

Customers who are not full merchants shall be furnished with these General Terms and Conditions of Sale upon the first transaction and shall confirm receipt of the same. They shall then be deemed to apply to all further transactions. Special terms and conditions, amendments or supplementary agreements shall only be binding if explicitly confirmed by us in writing. Conflicting terms and conditions defined by the business partner shall be deemed to be waived upon acceptance of the first delivery. We accept no obligation or responsibility whatsoever for any agreements reached by our representatives that are not consistent with these Terms and Conditions of Sale.

Section 1 Quotations

Our quotations are subject to confirmation.

Section 2 Orders

Since we release all incoming orders for immediate production, orders can only be cancelled very rarely and always conditional upon our agreement, even if the delivery date has not yet been reached. We must demand that you take delivery of customised manufacturing orders or, if appropriate, pay compensation.

Section 3 Prices

(1) Prices are always quoted ex factory, excluding packaging. Alternate terms must be agreed separately in writing. Prices are quoted net. Sales tax must be added at the relevant applicable rate unless our price list specifically states that "sales tax is included".
(2) Information about prices and performance characteristics and other declarations or assurances shall only be binding on us if issued or confirmed in writing by us. Agreed prices apply only for the agreed order in each case.

Section 4 Delivery periods

Shall be adhered to wherever possible. All information relating to delivery times shall be deemed to be approximate and subject to confirmation. In the event of force majeure or circumstances beyond our or our suppliers' control that prevent performance (e.g. transportation and factory disruptions, strikes, shortage of raw materials, etc.), we shall be entitled to delay delivery or to withdraw from the contract in part or in whole, which shall not, however, constitute grounds for assertion by the customer of any claims whatsoever. Partial deliveries are permissible.

Section 5 Payment

Our invoices are payable within ten days of the date of invoice less 2% discount or within thirty days in full. All payments may only be effected to the accounts listed on the front of the invoice. In the event of non-payment of a due invoice amount despite repeated reminders, all other outstanding invoice amounts shall fall immediately payable and we reserve the right to demand immediate payment even if the agreed payment period has not yet expired. The acceptance of bills of exchange, cheques, payment instructions and similar means of payment shall be at our discretion.
Any such acceptance shall always be conditional upon payment. Any discounting and collection charges and interest must be reimbursed to us immediately. We only accept bills of exchange that are acceptable in the German state central bank system (Landeszentralbanken).
Customers shall not be entitled to any rights of offsetting or retention unless such claim for offsetting or retention is undisputed or has been established by a court of law. We are entitled to provide collateral, which may also take the form of a guarantee, to avoid any right of retention being exercised.
The total amount outstanding and owed by a customer to us shall become immediately due and payable if that customer ceases to effect payments, if its liabilities are proven to exceed its assets, if settlement or insolvency proceedings are instigated against it, or if it defaults on honouring outstanding bills of exchange or cheques. The same shall apply in the event of any material deterioration in the customer's financial circumstances. In such cases we shall be entitled to demand the provision of adequate security or to withdraw from the contract.

Section 6 Shipment

All consignments are shipped at the risk and expense of the customer.
Unless we receive specific instructions, we shall ship at our discretion to the indicated address but shall not accept any liability for selecting the cheapest means of transportation. We reserve the right to ship from any site we choose in the Federal Republic of Germany, but not necessarily from the place of performance (Clause 10).

Section 7 Reservation of title

(1) We retain title to the merchandise until such time as the customer has satisfied all claims owing to us, even if the merchandise itself has been paid. Pledging or transferring merchandise that is subject to reservation of title is not permitted.
(2) In the event that it resells or leases the merchandise that is subject to reservation of title in the course of its normal business, the customer hereby assigns as security all future claims arising from the resale or rental agreement against its customers to us until such time as all claims have been satisfied; no further declarations to this end shall be necessary. The assignment shall also include residual outstanding claims arising in connection with existing current account relationships or upon the termination of such relationships between the customer and its customers. In the event that the merchandise that is subject to reservation of title is sold or leased in conjunction with other products and an individual price for the reserved merchandise is not agreed, the customer shall assign to us preferentially that portion of the total price or total rent owing that corresponds to the value of the reserved goods as invoiced by us. The customer shall be authorised to collect the assigned claims arising from the resale or rental agreement until further notice; the customer shall not, however, be entitled to utilise them in any other way, e.g. by means of assignment. The customer shall notify its customer of the assignment at our request and shall provide us with the information and documentation, e.g. invoices, needed to asset the customer's rights.