General terms and conditions
of REC Bauelemente GmbH, Tabbertstraße 12, 12459 Berlin, represented by the managing director, Mr Konrad Schäfer.
§1 General
The following conditions constitute general terms and conditions within the meaning of §§ 305 ff BGB and apply to our deliveries and services. The provisions of the Procurement Regulations for Construction Services according to VOB Part B shall apply in principle to construction works, excluding any deviating conditions of the customer unless we have acknowledged them in writing.
§ 2 Offers, offer documents, prices
The parties shall immediately confirm verbal agreements in writing. Our prices are - unless expressly agreed otherwise - ex works, plus packaging and the applicable statutory VAT. They are only valid for the object specified in the offer / order confirmation and the place of use indicated.
For delivery periods of more than four months after the conclusion of the contract, we reserve the right to adjust prices accordingly if there are changes in the price basis of more than 10%.
Unless otherwise agreed, the offers are valid for a maximum of six months.
§ 3 Delivery and delivery time
Delivery time information is approximate and corresponds to a reasonable amount of time depending on the order, unless we have confirmed an exact delivery date in writing. Delivery periods shall begin at the earliest with the date of our order confirmation, but not before all execution details and other requirements to be created by the customer for the proper execution of the contract have been clarified. The same applies to delivery dates, early deliveries and partial deliveries are permitted. If the customer violates his duty to cooperate (for example by not calling in on time or refusing acceptance), we are entitled after setting a fruitless grace period, to take the necessary measures and deliver the goods or withdraw from the part of the delivery contract that has not yet been fulfilled and claim compensation for damages.
Orders which have not been called by the customer four weeks after the confirmed delivery date will be delivered against invoice, in the case of orders that are only partially accepted, we are entitled to deliver the remaining quantity. Events of force majeure extend the delivery times reasonably and entitle us to withdraw from the contract in whole or in part. Force majeure shall be deemed to be a strike, lockout or other unforeseen circumstances that make delivery for us significantly more difficult or impossible. This also applies if the above circumstances occur during a delay or with a subcontractor. If these events occur with the customer, the same legal consequences apply to his acceptance obligations.
We are also entitled to withdraw from the contract if, after confirmation of the order, there is an exceptional increase (20% or more) in raw material and energy costs.
Our delivery obligation is suspended as long as the customer is in default with a due liability to us. If we become aware of facts or circumstances that give rise to doubts about the customer’s ability to pay (such as check or change protest, closing of business premises, non-payment of overdue and owed invoices) we are entitled to withdraw from the contract in whole or in part at any time if the customer is not ready for the performance of the service, train by train or the security service despite being requested. In this case, the customer cannot claim damages.
If the customer is in default of acceptance or violates other obligations to cooperate, we are entitled to claim for the damage incurred by us, including any additional expenses. In this case, the risk of accidental loss or deterioration of the purchased item shall be transferred to the customer at the time when he is in default of acceptance.
§ 4 Payment
Discount currency is subject to the condition that the customer’s account does not otherwise show any due invoice amounts. Only the value of goods excluding freight, packaging and loading equipment, unloading and other additional costs is eligible for a discount. The statutory provisions apply to the customer’s default. In the event of payment difficulties by the customer, especially also in case of late payment, check or change protest, we are entitled to execute further deliveries only against advance payment, to make all outstanding - also deferred invoice amounts immediately due and, demand against return of bills of exchange, cash payments or securities taken in for performance. The customer waives the right of retention from previous or other contracts of the current business relationship.
The offsetting of counterclaims is only permitted to the extent that they have been recognised by us and are due for payment or have been established as legally binding.
§ 5 Tools
Production tools are required for the production of special customer requirements. These contain in-house know-how and remain our property.
In the case of reuse of tools, the cost of storage shall be agreed on a case-by-case basis.
§ 6 Transport
Unless otherwise stated in the order confirmation, delivery shall be ex works. The costs of delivery are charged to the customer according to our offer. If access routes cannot be used without danger for the vehicle, the obligation to supply ceases. Costs, any intermediate transports, unloading delays, waiting times as well as reloading or procedures at the construction site are to be borne by the customer. If the unloading is carried out by us according to order, it will also be invoiced. Unloading times longer than one hour are calculated at the hourly rate applicable after GMT, regardless of the journey price. If the customer wishes, we will cover the delivery by a transport insurance; the costs incurred in this respect are borne by the customer. The manufacturer expressly transfers the responsibility for securing the load to the carrier, in addition, the provisions of the guidelines VDI-2700 and VDI-3968 I-6 ("Securing the load on road vehicles") apply. The carrier is responsible for compliance with these guidelines, and the manufacturer’s instructions must be followed.
§ 7 Transfer of risk
The risk of accidental loss and accidental deterioration passes to the carrier upon delivery (liability for damage). In case of shipment with our vehicles, the risk is transferred to the customer with the loading (liability). In the case of collection by the customer, the risk is transferred to the customer at the time of transfer to the branch (liability). When picking up the goods, the customer must check whether the purchased item is in perfect condition and has been loaded correctly. We assume no liability for damages in case of not immediately reported load failures. In the case of failure to carry goods immediately, we are liable in any event only for intent and gross negligence.
When delivered by our truck or our carrier to the customer, obvious defects such as broken and missing quantities in the presence of the truck driver shall be established by the customer and immediately complain in writing at our sales point, if the customer is not a consumer. Consumers must report the obvious defects in writing to our sales office within two weeks. Truck drivers are not entitled to receive complaints.
§ 8 Warranty for defects
We guarantee that the product is free from defects and guarantees its properties according to the respective state of the art. Complaints of defects must be made immediately and a guarantee must always be in writing.
Defects which cannot be detected immediately even after careful examination shall be reported no later than two weeks after their detection.
If the delivered item is affected by defects which not only impair its value or fitness for use insignificantly, or if it lacks a guaranteed or guaranteed property, we will remedy the defect at our discretion within a reasonable period of time free of charge either by repair or replacement. The customer has to give us and our authorized representative time and opportunity. If this is not done or if changes or repairs are made to the defective items without our express consent, we are released from liability for defects. Other claims of the customer, in particular those for compensation of indirect damage, are - unless the customer is secured by the assurance of a property or a warranty statement against the occurrence of such damages - excluded, unless we are charged with intent or gross negligence.
If no other limitation period has been agreed for the products, all contractual and statutory warranty claims shall become statute-barred within one year from the date of delivery.
We assume no liability for damages that occur due to improper installation and/or handling. Unless such damage has been caused by us intentionally or grossly negligently. If we have taken on planning aids beyond our delivery obligations at the customer’s specific request, we are only liable to this extent, as far as we correct or replace our proven faulty planning aids at our discretion. Any further liability for planning aids is excluded, unless any damage was caused by intentional or negligent behavior/ action.
§ 9 Retention of title
All deliveries are subject to retention of title. The title of ownership shall only pass to the customer when he has fulfilled all his obligations from our deliveries. The customer is obliged to treat the purchased item with care. In the event of attachment or other intervention by third parties, the customer must notify us immediately in writing. The customer is entitled to resell the purchased item in ordinary business; he already now assigns us all claims in the amount of the invoice final amount, including VAT, which arise from the resale to third parties, regardless, whether the purchased item has been resold without or after processing. The customer remains entitled to collect this claim even after the assignment. Our powers to collect the claim itself remain unaffected. The claim is not collected by us as long as the customer meets its payment obligations and is not in default of payment, and in particular no request for the opening of a bankruptcy or settlement procedure or suspension of payments is made, There is a default or over-indebtedness. If this is the case, we shall be notified immediately and the customer must notify us of the assigned receivables and their debtors without delay and provide all information required for collection, thus handing over the relevant documents and the debtor (Third party) to notify the assignment.
We undertake to release the collateral provided by the customer upon request if and to the extent that the sum of the collateral provided by the customer exceeds our total receivables from the business relationship by 20%. The processing or conversion of the purchased item by the customer is always carried out for us. If the purchased item is processed with other items not belonging to us, we acquire co-ownership of the new item in proportion to the value of the purchased item to the other processed items at the time of processing. The same applies to the goods resulting from processing as to the goods delivered under reservation. If the purchased item is inseparably mixed with other items not belonging to us, we shall acquire co-ownership of the new item in proportion to the value of the purchased item to the other items at the time of mixing. If the mixture is made in such a way that the customer’s item is to be considered as the main item, it shall be deemed agreed that the customer transfers ownership to us proportionately. The customer also assigns to us the claim against him for securing our claims, which arise from the connection through the purchased item with a property against a third party.
§ 10 Final Provisions
The place of performance for delivery is our registered office; the place of jurisdiction for payment shall be Berlin, including for bills of exchange or cheques. We are also entitled to sue the customer at his court of domicile. Should any provision of these GTC be or become legally ineffective in whole or in part, the validity of the remaining provisions shall remain unaffected. General terms and conditions as of 01.01.2011