Terms of Service
G&H Ltd. Rothschenk load securement systems
1. These terms and conditions apply to all - including future - contracts of any kind between G&H GmbH Rothschenk and customers or suppliers who are entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB), legal entities under public law or special funds under public law within the meaning of Section 310 paragraph 1 BGB. Customers in the sense of these terms and conditions are suppliers and buyers. These terms and conditions can be viewed at any time on the Internet at www.rothschenk.de and printed out from there.
2. These conditions also apply to all future business with the customer / client, insofar as they are related legal transactions.
3. We always conclude contracts with our suppliers on the basis of our purchasing conditions (EKB).
4. For all contracts with customers who are private end consumers and not entrepreneurs within the meaning of §14 BGB, only the relevant legal provisions apply.
II. Offer and conclusion of contract
1. Offers on our part are subject to change unless a commitment is confirmed in writing. Orders of the customer are only effective if we confirm them in writing. If an order is to be regarded as an offer according to §145 BGB, we can accept it within two weeks.
2. Subject to deviating individual agreements, contracts are only concluded on the basis of these conditions. Any other terms and conditions are hereby contradicted. Such terms and conditions only become part of the contract if we confirm this in writing. The unconditional acceptance of goods does not constitute such confirmation.
III. Prices, payment and offsetting
1. The prices stated in the offer are subject to the proviso that the order data on which the offer is based remain unchanged, but no longer than four months after receipt of the offer by the customer. Unless otherwise agreed in writing, our prices apply ex works plus VAT at the applicable rate. The prices do not include packaging, freight, postage, insurance and other shipping costs or customs fees.
2. Invoice amounts are to be paid with a 2% discount within 14 days after the invoice date or net without deductions within 30 days after the invoice date. 3. For larger or first orders or new customers, we reserve a different payment method, e.g. Payment in advance.
3. After a payment deadline, the customer is in default of payment. If the customer is in arrears with us with any payments, all existing claims become due immediately. The customer has to pay interest on the debt in the amount of 8% above the base rate in accordance with §247 BGB. The assertion of a higher damage caused by default remains reserved. If the customer is in arrears with the payment, we are not obliged to make any further deliveries from any contract until the due invoice amounts, including default interest, and are entitled to withdraw from closed contracts or to claim damages instead of performance if the customer has not made payment within 10 days of receiving a justified reminder.
4. Offsetting against counterclaims is only permitted if we have recognized them in writing or they have been legally established. Without our prior written consent, which must not be unreasonably refused, the customer / supplier is not entitled to assign his claims in kind or to have them collected by third parties. §354 a HGB applies to monetary claims. We are entitled to assign all claims from our business relationship to third parties.
IV. Retention of title
1. We reserve the ownership of all products (reserved goods) and additional ancillary services owed until all claims due to us from the business relationship have been paid in full. In the case of an ongoing invoice, the retention of title serves as security for our balance claim.
2. The customer undertakes to treat the goods with care as long as ownership has not passed to him.
3. The client is entitled to resell the reserved goods in the normal course of business. The customer hereby assigns the customer's claims from the resale of the reserved goods to us in the amount of the final invoice amount agreed with us (including VAT). We accept this assignment. After the assignment, the client is still entitled to collect these claims. However, we reserve the right to collect the relevant claims ourselves as soon as the client does not properly meet his payment obligations and is in default.
4. If the goods are inseparably mixed with objects that do not belong to us, we acquire co-ownership of the new item in the ratio of the value of the goods to the other mixed objects at the time of the mixing.
5. If the value of the existing security for us exceeds the claims on the client by more than 20%, we are obliged to release the security at the customer's request.
6. If the client significantly violates the obligations mentioned in section IV No. 1-5, we are entitled to withdraw from the contract.
1. The risk is transferred to the customer when the goods are handed over to a forwarder or carrier, but at the latest when they leave the warehouse or - in the case of third-party transactions - the delivery plant. Insurance is only taken out on the instructions of the client, on his behalf and at his expense.
The handover is the same if the customer is in default of acceptance. Insofar as collection has been agreed, the material risk passes to the customer upon notification of the provision. If the collection does not take place on time, we are entitled, after setting a reasonable deadline, to send or store the goods at the customer's expense.
2. Delivery times and dates are met if the goods have left our company by the time they expire. They only extend to a reasonable extent in the event of measures in the context of industrial disputes, in particular strikes and lockouts, as well as in the event of unforeseeable obstacles that are beyond our will, insofar as such obstacles are demonstrably of considerable influence on the manufacture or delivery of the goods. This also applies if the circumstances occur with upstream suppliers. We will immediately inform the client of such circumstances. If the execution of the contract becomes unreasonable for one of the parties due to these circumstances, it can withdraw from the contract.
3. We are entitled to make partial deliveries to a reasonable extent.
1. Warranty rights on the part of the customer presuppose that the customer has properly complied with his obligations to inspect and give notice of defects pursuant to Section 377 HGB. Complaints are only admissible within one week after receipt of the goods. Hidden defects that cannot be found after the immediate inspection must be made in writing within the statutory warranty period.
2. Claims for defects become statute-barred 12 months after delivery of the goods we have delivered to our client. Prior to returning the goods our permit is to be requested.
3. If, despite all the care taken, the goods delivered have a defect that already existed at the time the risk passed, we will, at our discretion, repair the goods or deliver replacement goods, subject to timely notification of the defect. We are always given the opportunity to remedy the defect within a reasonable period. Recourse claims remain unaffected by the above regulation.
4. If the subsequent performance fails, the client can - regardless of any claims for damages - withdraw from the contract or reduce the remuneration.
5. Claims for defects do not exist if there is only an insignificant deviation from the agreed quality, if there is only an insignificant impairment of usability, if there is natural wear and tear or if the damage occurs after the transfer of risk due to incorrect or negligent handling, excessive use, unsuitable equipment or due to special external influences arise that are not required by the contract. If repair work or changes are carried out improperly by the client or third parties, there are also no claims for defects for these and the resulting consequences.
6. Claims of the customer due to the expenses required for the purpose of supplementary performance, in particular transport, travel, labor and material costs, are excluded insofar as the expenses increase because the goods delivered by us subsequently go to a different location than the branch of the customer has been brought, unless the transfer corresponds to the intended use.
7. The purchaser's right of recourse against us only exists insofar as the purchaser has not made any agreements with his customer that go beyond the statutory warranty claims. No. 6 also applies accordingly to the extent of the customer's right of recourse against the supplier.
1. We are liable for damages for any legal reason for damage caused intentionally or through gross negligence by us, our legal representatives or our vicarious agents, damage from injury to life, limb or health even in the event of a minor breach of duty by us, our legal Representatives or our vicarious agents, damage caused by the lack of a guaranteed quality or concerns errors that we have maliciously concealed, the amount is unlimited.
2. In traffic between entrepreneurs, we are liable in the event of a breach of essential contractual obligations, insofar as our liability is not justified according to the foregoing, limited in amount to the damage typical for the contract and foreseeable when the contract was concluded.
3. Any further liability for damages, in particular liability without fault, is excluded.
4. Liability under the Product Liability Act remains unaffected.
VIII. Data protection
We only collect, process and save the data necessary for the business relationship. The use of personal data within the meaning of the GDPR is limited to what is necessary for business and organizational reasons.
We refer to our data protection declaration, which we expressly make the basis of every business relationship.
Information on data protection can be viewed on the website; the management and data protection officer of G&H GmbH Rothschenk are available to answer any further questions.
1. The law of the Federal Republic of Germany applies. UN sales law (CISG) is excluded.
2. The place of fulfillment for all rights and obligations of both parties to the contract, including the customer's obligation to pay, and the exclusive place of jurisdiction for all legal disputes arising from the contractual relationships is our place of business, unless the order confirmation states otherwise.
3. Assurances, side agreements, changes and additions to the contract must be made in writing, whereby the formal requirement can only be waived by express, written explanation for the individual case.
4. The contracting party is aware that the personal data provided by it when it was started or during the business relationship is processed, in particular stored. Upon request, these data will be sent to the customer by email along with these terms and conditions. We are exempt from further information requirements.
5. Should individual provisions of these conditions be or become ineffective, the effectiveness of the remaining provisions remains unaffected. The contracting parties undertake to replace the ineffective obligations with a provision that comes closest to the intended success and which the parties would have agreed if they had known the ineffectiveness of the relevant provision.
Aub, February 2019
G&H Ltd. Rothschenk; Terms of Service; As of February 2019