The following terms of delivery and payment apply from 01/01/2014 and replace all previous conditions of August Graef GNU GmbH (hereinafter referred to as “GNU”).
All transactions are based on our general terms of delivery and payment. Existing special agreements with individual customers are not affected by this. All orders placed with us, regardless of any different terms and conditions of our clients, even if the order was based on these, will only be carried out under our following conditions. Counter-confirmations by the customer with reference to his business or purchasing conditions are hereby rejected. Agreements that differ from our terms and conditions are only effective if they are confirmed by us in writing. Oral repeal of this written clause is ineffective. Our conditions also apply to all future business.
Unless otherwise expressly stated, our offers are non-binding. The purchase contract is concluded or the order is accepted through our written order confirmation or through our actual execution of the delivery. Changes and side agreements must be made in writing. Cost estimates and offers are non-binding without an express declaration. If no price is agreed, cost under- and overruns of up to 10% are permitted without prior notification. The information, images and dimensions and weights given in brochures, catalogs or on the Internet are only binding insofar as they are expressly marked as binding. The same applies to information on suitability for use. In the case of descriptions or markings, we cannot issue any binding quality guarantees in the legal sense.
3 Prices & Delivery
Unless otherwise agreed, the prices valid on the day of delivery according to our respective price lists are deemed to have been agreed. Our price lists apply subject to price changes that have taken place in the meantime. Unless otherwise agreed at the time of delivery, we deliver from our Wuppertal plant. Our prices do not include the costs for loading, shipping, packaging and transport insurance. The statutory value added tax valid on the day of delivery and invoicing must also be added, provided that deliveries within the Federal Republic of Germany are involved. Delivery and service delays due to force majeure and due to events that make delivery unreasonable or impossible for us – this also includes subsequent strikes, lockouts, official orders, etc., even if they occur with our upstream or sub-suppliers – we are not permitted represented. We are entitled to postpone the delivery or service for the duration of the hindrance plus a reasonable start-up time or to withdraw from the contract in whole or in part because of the part that has not yet been fulfilled if fulfillment of the contract would be unreasonable for us. The risk is transferred to the customer at the latest when the delivery parts are loaded, even if partial deliveries are made or we have other services, e.g. B. have assumed shipping costs. Insofar as there is insurance for the delivery parts in our favor with the transport company, they will be assigned to the customer in the event of property damage. The same applies to any further liability of the transport company towards us as the sender.
4 Payment & Retention of Title
Unless otherwise specified in the order confirmation or the Special Contractual Terms (BVB), the net purchase price (without deduction) is due for payment immediately upon receipt of the invoice by the customer.
A discount deduction is only permitted if expressly agreed. If a cash discount has been agreed in individual cases, the right to a cash discount does not exist if another invoice has already been received with the customer’s default in payment. Payments are then initially offset against any interest receivable and the oldest arrears. Invoices for services or work and pure wage labor are not discountable.
Incoming partial payments or payments without a payment specification will first be offset against any interest claims and then against the oldest arrears.
Part deliveries are to be paid for separately in accordance with our terms of payment.
If the customer is in arrears with due payments or if we become aware of circumstances that give rise to justified doubts about the customer’s solvency or creditworthiness, we are entitled, irrespective of the previously agreed terms of payment, to request either a reasonable advance payment or a security deposit at our discretion.
If the net payment target is exceeded, we are entitled, without prejudice to our other statutory claims, to charge interest at 8% above the base rate of the ECB. In the event of default in payment, we have the right to charge interest of 8% above the respective base rate of the ECB, but at least 12%, from this point in time. Evidence of lower or higher damage caused by default is permissible.
Delivery items remain our property until all of our trade accounts receivable to which we are entitled against the customer now or in the future have been paid in full.
The customer may neither pledge nor assign as security the goods delivered before they have been paid for in full. When accessing