I.      General

1.     The following sale, delivers and terms of payment are authoritative for the mutual rights and duties.

2.     This is essential for present and future starting contract relationships, even if our general terms and conditions disagree the order of the customer. Divergent terms and conditions of the customer are only binding for us when we explicit acknowledge them in written form for the business in question. The same applies to customs and habitualness of the trade. If no written recognition of deviant business conditions of the customer is carried out they don´t become contract contents, even if we don´t explicit contradict them.

3.     Oral, telephonic or telegraphic supplementary agreements, modifications or additions of the following terms and conditions of sale, delivery and payment require a written confirmation to take effect.

II.     Offers and conclusion

1.     Our offers stay open.  Conclusions and agreements only take effect by our written confirmation. The illustrations in our prospectus are noncommittal.

2.     Our deliveries and services take place according to the prices and conditions of the written order confirmation and according to the valid price list of the date of the contract conclusion.
In cases of doubt the written order confirmation has priority. All our prices are quoted ex works without cash discount and other discounts plus purchase tax, as far as nothing is agreed in the individual case.

III.    Delivery and delayed delivery

1.     Deliveries take place ex works including packing. For small orders less than euros 50,- net we charge a surcharge for quantities below minimum of euros 10,- per order.

2.     We are anxious to meet delivery dates. However, the dates and terms mentioned by us  are noncommittal, unless something else was explicit  preconcerted. If in the individual case binding terms of delivery were agreed they refer to the departure of the product ex works.
Delivery periods don´t start before fulfilment of existing cooperation duties of the customer, such as adduction of the documents to be obtained of him or not paid agreed deposits.

3.     Act of god and other events outside our sphere of influence from no fault of our own, such as congestion and breakdowns, strike, lockouts, delays on delivery on the part of our supplier, lack of raw material, goods or energy, measures of state authorities as well as import and exportation restrictions entitle us to put off the delivery date or delivery period accordingly or, if due to aforementioned occurrences the order fulfilment seriously calls into question or gets impossible,  to withdraw completely or partly from the contract without claims for compensation being entitled to the customer.

4.     We are authorized to deliver the service to be performed in part deliveries and also to discount correspondingly.

5.     If the product is sold on call, then the call has to take place within 6 months. After expiry of this period lots not received yet are delivered and billed for automatically.

6.     We reserve the right to deliver at all orders more or less lots up to 10% (in words: Ten of one hundred) of every order. At custom-made products (packaging) and at printed products we reserve the right to deliver at all orders more or less lots up to 20% (in words: Twenty of one hundred) of every order.

7.     Special conditions for plastic products: Buyers and sellers submit to the GKV “Checking and assessment clause 1959” for (high pressure-) polyethylene films and products, complied from the trade association “Packing and facings” in the GKV on October 1959, however, from it with the following specification: The permitted tolerances are: Length and width 5%. Thickness  up to 0.04 mm = 25%, more than 0.04 mm = 20%, however at least 5/1000. At the production of bags and similar products the amount of a proportionally low number of faulty goods is technically not to avoid and a part up to 2% of the total quantity is not to be rejected, no matter whether the fault is due to workmanship or to the print. Counting difference - tolerance+/-3%.

IV.   Terms of payment

1.     Provided that no special agreements were reached, our accounts are due:
          a)      for payment within 14 days with 2% cash discount:         
          b)      for payment purely net within 30 days without every discount.                 
Agreed discounts presuppose that a possibly existing current account balance is compensated and no demands from former services against the customer exist.

2.     If the customer doesn´t make at payment date, we are authorized to demand interest in the amount of 3.5% above the respective Federal Bank discount rate. Our right to assert above all damage remains untouched. In addition, in this case we are authorized to conclude further deliveries only against cash. You don’t have to pay interests for advance payments.

3.     Reduction of debts is only possible by paying to our parent company or to our employees with collection power.

4.     We can take granted credit periods and credit lines back without detail of reasons any time.

5.     The summation with counterclaims is only valid if these are recognized by declaratory judgment or undisputed. The enforcement of lines is excluded.

6.     Delay of the customer or if an essential deterioration of his pecuniary circumstances get acquainted, authorise us to withhold deliveries immediately,  to refuse the fulfilment of running contracts and to demand all claims immediately from the business connection. Under the same prerequisites we can demand for all ongoing transactions in front of payments or surety.

V.    Dispatch

1.     The customer carries the transport danger for all shipments, also possible returns, as well as the costs of the transport. The danger changes with the despatch of the delivery on him.

2.     A transport insurance is contracted only at instruction and the expense of the customer.

VI.   Complaints and notice of defects

1.     Claims because of incomplete or false delivery or reprimands because of recognizable defects have, at the latest 6 days after reception of the product, to be informed immediately in writing. The product still must be in the state of the delivery; it particularly may not be processed yet. Other defects have to be informed in writing immediately after discovery.

2.     At not timely information of claims or customer´s complaints warranty claims are excluded.

 

VII.  Liability and guarantee

1.a)  The warranty takes place after our choice on improvement or replacement. Markdown of the remuneration or cancellation of the contract the customer only  can demand if we are not able to clear the defect or to do substitute delivery or the improvement or substitute delivery is regarded as failed. On desire the customer is bound to send the product for improvement back to us. The product must duly – as far as possible packed in the original packing. The costs for the dispatch are for our account provided that the claim proves justifiable. Otherwise they have to be carried by the customer.

1.b)  Claims for compensation because of warranted characteristics aren’t touched by the regulation under fig. VII 1.a). They conform to the statutory provisions. Lying defect sequential damages which would have to be replaced according to the rule of the positive breaches of contract are, however, excluded outside the assurance. However consequential harm caused by a defect lying outside the assurance which would have to be replaced according to the rule of the default in performance of contract are excluded.

1.c)  We don´t guarantee products which has been changed from external side or by mounting  parts of external origin if the damage stands in causal connection with this alteration. The guarantee further expires if our notes about the treatment of the delivering object from external side or by mounting.

1.d)  We don´t accept  any guarantee for not new products, IIA products and special items.

1.e)  The property of products we pay damages for passes on to us.

2.a)  We keep negligence of our organ members and executives on compensation because of injury of contractual or extra-contractual obligations at firm intention or coarser unrestricted.
The liability for an slight negligence is excluded. For non-executive employees we are only liable for intentions and gross negligence and only provided that essential contractual obligations were violated and because of this the achievement of the contract use is vulnerable.
The height of the claim for compensation of the customer in these cases is limited to the replacement of the typical foreseeable damage.

2.b)  The liability due to the mandatory statutory provisions remains untouched particularly due to the product liability law.

VIII. Retention of title

1.a)  We reserve the propriety for all goods delivered by us until the payment of all claims being entitled to us from the business connection against the customer.

1.b)  The customer is authorized to process the delivered product or its connection with other products in the context of his regular business operations. We acquire at the objects arising from the processing or connection to save our under fig. VIII. 1.a) mentioned claims co-ownership which the customer assigns to us already now and which then is regarded as a product with reservation according to these terms. Object hectare Ben resulting for itself after the relationship of the value, the our product and this one by the processing or connection determines the height of our co-ownership quota. The height of our co-ownership share results after the proportion of the value of our product and of the value  of the product resulting by workmanship or linkage of our product.

1.c)  The customer keeps the products under reservation safe free of charge and with business care for us and obliges himself to give us the required details to the assertion of our rights and to grant us insight into his documents in this respect.

2.a) The claims of the customer from the further alienation of the products under reservation are already disponed to us with all ancillary rights. If jointly with the products under reservation an external product is reselled at the total price, the transfer includes that claim only in amount of the price for the product delivered by us. Has the claim disponed against the garnishee been registered to an open account, the agreed assignation also refers to claims from account current.
The disponed claims serve the accuracy of all rights and claims acc. to fig. VIII 2.a).

2.b)  The customer is authorized to the collection of the claims as long as he meets his payment obligation duly. On our well-founded desire the customer has to inform us about the debtors of claims disponed, to give the required information and documents as well as to report the assignation to the debtors.

3.     If the value of accuracies existing for us altogether provably exceeds our claims lastingly above 20%, we are engaged on desire of the customer to the release of hedgings of our choice.

4.a) The right of the customer to the collection of the claim as well as the right to the resale of the products under reservation in the regular business connections are ending by the cases mentioned under fig. IV . 6^.. Under the same prerequisites the possession right of the buyer ends at the same time. In these cases we are justifiable to pick up the products under reservation and to keep them safe. The buyer can regain the possession right by payment of the amount overdue.

4.b)  As long as the customer is in delay, furthermore we are entitled to withdraw from the contract ten. The pickup of the products under reservation is regarded as a resignation only if we particularly explain this.

4.c)  According to § 326 BGB, we are qualified for a compensation because of non-performance, and authorized to realienate collected products on reservation or to sell them at auction.
The revenue is credited on the claim for damages. The customer bears all costs of the withdrawal and the utilization of the object of purchase.

5.     It isn´t the customer who is justifiable to pawn the delivering object or to transfer safety reasons to transfer. He has to inform us immediately in writing about the sharing of third parties on the products under reservation or on the claim assigned to us and has to support us in every way at the intervention.

IX.   Custom handling

        If on request of the customer deliveries are exported in bond he is liable for possible additional claims of the custom management against us.

X.    Applicable law, place of fulfilment and jurisdiction

1.     Place of fulfilment is the seat of the respective delivering or providing company.
Jurisdiction for all disputes resulting from the business connection also for such from changes and cheques is Heilbronn. We have, however, the right to sue the customer also at his general place of jurisdiction.

2.     All of the legal relationships are subjecting to the laws of the Federal Republic of Germany.
Using of the Hague Uniform Sales Law, UN Sales Law or other agreements about the right of the sales of goods is excluded.

XI.   Other

1.     The customer can transfer the rights and duties resulting from the contract to third parties only with our written agreement.

2.     The customer agrees that his information required for the order processing is dealed with the help of automatic computer installation within our company. We assure to use the information only in connection with this.

3.     If a regulation should be or get void into this terms of business, the validity of all other regulations and agreements aren´t affected by it.