1. Validity
1.1
The validity and acceptance of orders given
solely under the following terms of delivery
and payment.
1.2
They also apply to all future business
business relations, even if they are not expressly
agreed again.
1.3
At the latest with the receipt of the goods / service,
these conditions are accepted, even if to this
achievement no written confirmation of order
is given.
1.4
The validity of contrary conditions which
should be provided by the buyer about to order forms
or any other means, is expressly excluded.
1.5
All offers are non-binding and without obligation.
The acceptance of orders is valid only if confirmed
in writing by the seller.
1.6
The buyer renounces own conditions of purchase
if he contradicts with placing of order
not in writing.
1.7
Hofmann GmbH reserves the right to property and
copyrights of Hofmann GmbH created patterns, design
proposals, drawing, images, digital media and other
documents and specifications; they may not be made
available to third parties. Before passing on to third
parties of the buyer´s express written permission
of Hofmann GmbH demand.
2. Payment
2.1
The invoice will be issued for each
shipment. It bears the date of delivery or
the provision of the goods.
The payment is, unless otherwise agreed
14 days 2% discount, 30 days net.
2.2
The payment has to take place free of loss
and free of charge. Cheques on bank places
will be credited upon receipt, bankable change in interest
deduction for each normal bank discount, subject to
the receipt. Discounts and expenses go to
loads of the buyer. Own acceptances are paid by
the buyer. Promissory notes shall only be accepted
by prior arrangement.
2.3
Incoming payments are always charged to the
oldest due invoice plus any accrued
default interest.
2.4
Unless specific arrangements are made by price
for a specific delivery, our delivery prices on the
day of the order are valid.
2.5
The offsetting of disputed counter-claims,
the restraint due invoice amounts and deductions
of any kind, so for postage, bank transfer
and insurance fee payments are not
permitted.
2.6
Before complete payment of the invoice amount
due including interest on arrears the seller is
not obliged to make any further deliveries
under any contract.
2.7
Default of payment of the buyer authorizes the seller
to prepayment for transit at and following
deliveries of all current accounts to demand.
Further the seller is entitled, to assert itself
from §288BGB resulting rights. The same applies
if the buyer insolvency or composition proceeding
have been opened or if well founded doubts about
the solvency of the buyer insist.
2.8
We can withdraw our consent to partial payments
and the total bill due for payment when the customer
more than a week with the payment of a promised rate
in residue.
2.9
If the buyer in spite of term settlement does
not make prepayment, the seller is entitled to claim
damages for non-performance or withdraw from the
ongoing financial statements.
3. Retention of title
3.1
Until full payment of all claims from the
business relationship, in particular the redemption of
all notes and cheques, the seller reserves the right
of ownership of all goods delivered to him, without
prejudice to the earlier transfer
risk.
3.2
The buyer may affected by the retention
of title pledge not without consent of the seller
to third parties by way of
security.
3.3
Arise unless the agreement new products and thereby
incurred pursuant to the provisions of the civil code
or joint ownership of the buyer, it is agreed that this
ownership or co-ownership in the moment of ocurrence to secure
the claims of the seller is transferred back from the
buyer to the seller, where seller and buyer agree that
the new products are separated from the buyer for the
seller with the diligence of a prudent businessman and
held without charge. These new products the buyer may, without
the consent of the seller to third parties not mortgage
or pledge as security.
3.4
Seller and buyer further agree that those claims
of the buyer, which he acquires through the sale of
products on which wholly or part partially unpaid
goods of the vendor have been used, with the time of
occurence to secure the claims of the seller from
the business relationship are assigned to the seller.
The buyer agrees to make any agreement with his customers,
by the assignment of the purchase price claim is excluded.
If the value of all the securities granted to the seller
exceed the demand of the seller to the buyer from
continuing business relationship about more than 20%, the
seller is obliged, at the request of the purchaser, to
the extent retroactive settlement the fuses
to the buyer.
3.5
If the buyer fails an agreed payment date,
the seller is entitled, after prior notice to
reclaim the delivered goods.
3.6
As far on account of the retention
of title product is taken back by us, their utilisation
on calculation of the buyer occurs with granting
of a suitable credit.
4. Delivery and shipment
4.1
Agreed dates of delivery refer to the supply
date of the product and are
non-binding.
4.2
Exceeding the delivery period, the purchaser
shall grant a reasonable extension.
Procurement risk are not generally accepted by the
seller.
4.3
Our liability for non-performance or delay
in delivery is limited to the invoice value of the
quantity of goods that we have not delivered,
or which we are in default.
4.4
If the goods are accepted within an certain time
period, so the decrease, unless expressly agreed otherwise,
be spread evenly over the entire period. To make partial
deliveries we are entitled.
4.5
Our obligation to supply is suspended as long as
the buyer with a payment in arrears.
4.6
A claim for subsequent delivery of such quantities
with their demand or acceptance of the buyer is more than
14 days in arrears, does not exist.
The same applies to amounts that we have not delivered
due to delinquent payments of the buyer.
Our other rights are not affected.
4.7
Breakdowns delays in delivery or failure to deliver
by our suppliers, raw material energy or labor shortage
strikes, lockouts, difficulties with the means
of transportation, traffic incidents, orders of higher
authorities and cases of force majeure release
for the duration of the disturbance and the
extent of its, the effected party from the obligation
to deliver orf accept. If the delivery
is delayed through this more than 1 month, we are
entitled to withdraw concerning from the disturbance
of delivery or decrease disturbance affected amount
from the contract. Other claims are
excluded.
5. Dispatch
5.1
Kind of shipment and route of shipment are elected
by us, unless shipping instructions present on the part
of the buyer. We are doing our best to take into account
wishes of the buyer; any additional costs are the responsibility
of the
buyer.
5.2
Delivery terms are basically non-free,
ex work or ex dyehouse. The transport costs incl. all
costs arising addition shall be borne exclusively by
the purchaser.
5.3
The risk passes to the buyer once the shipment
has been handed over to the person performing the
the transport or has left the floor of the Hofmann GmbH
for shipping purposes; this is also applies when
Hofmann organizes the transport with its own
forces.
6. Warranty and liability
6.1
The buyer has to check by a test processing, whether
the goods are perfect and suitable for the intended use.
If he does not any pre-examination or fails this test,
all liability is not for is in
responsibility.
6.2
We reserve slight differences in the qualities,
colors and sizes, which do not affect the usability
of the product significantly, and calculated excess
or short deliveries to +/-10%.
Any complaints of the
condition or the amount are to be raised and information
of the order date and the invoice number and dispatch
number.
6.2.1
On offers or order confirmations referred to
measurements, weights and performance data are
industry standard approximations. Such information
is not to be understood as guaranteed characteristics.
6.2.2
As far as only one mistake per started 10 running meters
is given, this is not valid as material defect claims of the
buyer founding lack.
6.2.3
Furthermore the regulations "technical
terms of delivery for 1st choice fabrics", compiled
from Mailleurop, the association of the mesh industries
in the European Community, are valid.
6.3
Defects must be reported within 8 days after
receipt of goods and before further processing of
the goods dispatch place.
6.4
Properly raised and proven complaints,
we will comply by reducing the price, repair, replacement
or return of goods and reFund the purchase price.
6.5
Rejected goods may only be returned with our
explicit consent. Nevertheless, the adoption of goods
returned to us, not envisaged, does not automatically
mean that we accept the arguments put forward lack.
6.6
Damages and compensation claims by the purchaser
due to defects of the goods delivered or the breach of
obligations are
excluded.
7. Delivery aggravations
7.1
By operating limitation, unforeseen production
problems, equipment failure, abnormal absenteeism,
lack of raw materials, energy shortages, strikes,
riots, transportation difficulties and government
action, as well as any kind of force majeure, no
matter for what reason they were created, entitle
the seller to fully or partly cease and postpone
the delivery date of all contracts accordingly
or withdraw from the contract.
7.2
Claims of the purchaser to replacement
or to compensation for non-performance or
delayed performance are excluded in this
case.
8. Place of performance and jurisdiction
8.1
Performance is the company of the sellers
seat.
8.2
In disputes decided by the ordinary courts. Place
of jurisdiction for all claims arising from the
business relationship without regard to the amount in
dispute, the district courts Geislingen agreed. This
jurisdiction exclusively for active processes of the
buyer against the seller. The seller shall be entitled
to appeal to the district court Ulm, when at the
appropriate size of the claim the subject matter
jurisdiction exists.
8.3
The seller is also entitled to bring an action
before the general jurisdiction of the purchaser.
9. General provisions
9.1
If any provision of our general delivery and
payment be ineffective or invalid, the seller and
buyer agree that does not extend the partial invalidity
or unenforceability of the whole delivery and payment
in doubt.
9.2
The right of the Federal Republic of germany
is valid for these terms of business and whole legal
relations between Hofmann GmbH and the buyer.