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Delivery and Payment Terms

1. The following sales conditions apply to all deliveries and services. If the buyer’s purchasing conditions deviate from these, they shall only apply if they have been expressly confirmed in writing by the seller. An obligation to deliver is only established through acceptance of the individual order and only for that order. 2. Delivery is made at the prices of the current price list. These prices apply to the purchase of original goods. Force majeure, unforeseen events that influence proper delivery in any way, release the seller from delivery for the duration of these disruptions or obstacles. The buyer is not entitled to withdraw from the contract or claim damages. Within Germany: Delivery is free of charge for orders of at least 200 EURO. International deliveries are made in consultation with our export department. If the buyer requests a delivery method different from the usual shipping method, such as express or urgent shipping, the additional costs shall be borne by them. The goods travel at the buyer’s risk, even if the seller delivers freight-free or has taken out insurance. Delivery dates are only binding if they have been expressly confirmed in writing by the seller. 3. The purchase price is due 30 days after the invoice date. If payment is made within 10 days, the seller grants a 3% discount. Outside Germany, the payment terms agreed with our export department apply. Checks and bills of exchange are only accepted as payment. Checks are only considered as payment after crediting, and bills of exchange only after redemption on the due date. All discount charges are borne by the buyer. If payment is not made on time, the seller is entitled to charge interest from the due date without prior notice at the rate customary for unsecured overdraft loans. If installment payments are granted, the outstanding balance becomes due immediately if the buyer is in default with a payment in whole or in part. The same applies if the buyer has issued multiple bills of exchange and one is protested; in this case, all later due bills of exchange become immediately due. 4. Current Account/Balance Clause (Business Relationship Clause): The seller retains ownership of the goods until all claims by the seller against the buyer arising from the business relationship, including future claims from simultaneously or later concluded contracts, have been settled. This also applies if individual or all claims of the seller have been included in a current account and the balance has been drawn and acknowledged. Sales as part of a total business sale or lease do not count as sales in the ordinary course of business and require the seller’s written consent. Extended retention of title with advance assignment clause: The buyer is only entitled to resell the reserved goods in the ordinary course of business if they assign to the seller all claims arising from the resale against customers or third parties. If reserved goods are sold unprocessed or after processing or combination with items that are the exclusive property of the buyer, the buyer already assigns the claims arising from the resale to the seller in full. If reserved goods are sold together with goods that do not belong to the seller after processing/combination, the buyer assigns the claims arising from the resale to the seller in the amount of the reserved goods’ value, with all ancillary rights and priority over the rest. The seller accepts the assignment. The buyer is authorized to collect these claims even after the assignment. However, the seller’s right to collect the claims themselves remains unaffected; however, the seller undertakes not to collect the claims as long as the buyer properly meets their payment and other obligations. The seller may require the buyer to disclose the assigned claims and their debtors, provide all information necessary for collection, hand over the associated documents, and inform the debtors of the assignment. Extended retention of title with processing clause: Any processing or transformation of the reserved goods is carried out by the buyer on behalf of the seller without any obligations for the latter. If the reserved goods are processed, combined, mixed, or blended with other goods not owned by the seller, the seller acquires co-ownership of the new item in proportion to the value of the reserved goods to the other processed goods at the time of processing, combination, mixing, or blending. If the buyer acquires sole ownership of the new item, the contractual partners agree that the buyer grants the seller co-ownership in proportion to the value of the processed/combined/mixed/blended reserved goods and stores it free of charge for the seller. Check/Bill of Exchange Clause: If the seller incurs a bill liability in connection with the buyer’s payment of the purchase price, the retention of title and the claim based on the goods delivery do not expire before the bill is honored by the buyer. The buyer must immediately inform the seller in writing of any seizures of the goods or assigned claims by third parties or other claims concerning the goods. In the event of seizures, a copy of the seizure protocol must also be sent to the seller. 5. The delivered goods will be free from material or workmanship defects upon delivery to the buyer. Product descriptions in sales catalogs, marketing materials, or specifications do not constitute guaranteed properties. The buyer must inspect each delivery immediately upon receipt. The seller is only liable for defects that were recognizable upon inspection if the buyer notifies them in writing within 8 days of receipt. Warranty for other defects is excluded if the buyer does not notify the seller immediately after discovering the defect. The buyer must specify the nature and extent of the defects and provide suitable evidence. If the delivered goods have material or workmanship defects, the seller will replace them. If two replacement deliveries fail, the buyer may request a price reduction or cancellation of the contract. 6. The buyer shall not modify the delivered goods, their packaging, or warnings about improper use. If they do so, they shall indemnify the seller from all third-party claims resulting from it. 7. Place of Performance The place of performance for both parties’ obligations is Warburg (Westf.). Jurisdiction The parties agree that the local competent court for all disputes arising from the contractual relationship is Warburg (Westf.), including claims from checks and bills of exchange. 8. The buyer agrees that the seller may forward data from the contractual documents and execution to a credit protection organization if the buyer fails to meet their contractual obligations. 9. If doubts arise regarding a buyer’s creditworthiness, the seller may require security deposits or recall dispatched goods and suspend outstanding deliveries. 10. If any of the above conditions are invalid, this does not affect the validity of the remaining conditions. 11. These delivery and payment terms apply to all future transactions without the need for explicit mention in later confirmation letters. 12. As part of the business relationship, we store and process data within our company in accordance with §26 BDSG. 13. Final Provisions German law applies, excluding the UN Sales Convention. If any provision of these General Terms and Conditions is invalid, the validity of the remaining provisions remains unaffected. Brauns-Heitmann GmbH & Co. KG Postbox 1163 · 34401 Warburg Industrial Area Warburg-West · Lütkefeld 15 34414 Warburg · GERMANY Phone: +49 5641 95-0 · Fax: +49 5641 95-141 Sparkasse Paderborn-Detmold-Höxter Account No.: 25 007 246 (Bank Code 476 501 30) IBAN: DE42 4765 0130 0025 0072 46 BIC (S.W.I.F.T. Code): WELADE3LXXX