Terms & conditions for sale and delivery
DÜNA shall execute orders only on the following terms and conditions, which shall also apply to future terms and conditions. Any terms and conditions of business to the contrary are hereby rejected.
2 Conclusion and content of contract
2.1 Verbal agreements shall only be binding after written confirmation by DÜNA, verbal orders shall also be binding upon delivery of the goods, offers by DÜNA are subject to change.
2.2 Illustrations, drawings, weights and dimensions relating to the delivery item are not binding unless expressly agreed otherwise.
2.3 DÜNA shall be entitled to make design changes provided that the suitability for the usual or contractual purpose is not impaired thereby. DÜNA reserves the right to deviations from the order quantity within the scope of ± 10 % due to production or packaging.
3 Prices and payments
3.1 The prices stated are in EUR plus VAT and the costs of packaging, value assurance, freight, delivery and installation. Samples shall be supplied against separate invoicing.
3.2 If the price to be paid by DÜNA to upstream suppliers increases after the order has been placed, DÜNA may pass on this price increase to the orderer. The same shall apply to cost increases of other kinds, insofar as they affect DÜNA's cost price by more than 5%.
3.3 Invoices shall be paid within 30 days net or within 14 days less 2% discount.
3.4 DÜNA reserves the right to deliver cash on delivery or against prepayment.
3.5 In the event of several claims, the repayment provisions of §§ 366 Para. 2 and § 367 Para. 1 BGB shall apply. DÜNA may stipulate a different redemption provision when concluding the contract.
3.6 In the event of default, DÜNA may charge interest in the amount of the interest rate charged by commercial banks for open overdrafts plus VAT. If the creditworthiness of the orderer is in question for this or other reasons, DÜNA shall be entitled to call in any remaining debt prematurely.
3.7 Exchange/return of goods DÜNA shall charge a handling fee of 20%. The goods will be returned to DÜNA free of charge.
4.1 Dispatch shall be at the risk and expense of the orderer.
4.2 Invoiced goods with a value of EUR 1,000.00 or more shall be shipped free of charge.
4.3.1 The minimum invoice value shall be EUR 50.00. A handling fee of EUR 15.00 shall be charged for deliveries of less than EUR 50.00. The delivery shall be free of charge.
4.3.2 Express deliveries shall be dispatched carriage forward. Otherwise, the handling charges as under 4.3.1 shall apply in addition.
4.4 On request, DÜNA shall take out transport insurance at the expense of the orderer.
5 Delivery and performance time
5.1 Delivery periods shall always be deemed to have been agreed only approximately. They refer to the time of dispatch of the order confirmation.
5.2 Delays due to events for which DÜNA is not responsible and which make performance considerably more difficult or temporarily impossible shall entitle DÜNA to an appropriate extension of the deadline and to withdraw from the contract in whole or in part due to the part not yet fulfilled.
5.3 DÜNA shall be entitled to make partial deliveries and provide partial services.
6 Retention of title
6.1 All goods delivered by us shall remain our property until the current account claims have been settled in full, even after sale to third parties. The resale of the goods delivered under retention of title shall be permitted in the ordinary course of business. The claims arising from the resale shall be deemed assigned to us.
6.2 In the event of composition or bankruptcy proceedings, the customer shall be obliged to make the goods known to any third party as our property by means of signs or in any other way before the initiation of such proceedings. As long as a claim exists on our part, we shall be entitled to demand information from the customer at any time as to which goods delivered under retention of title are still in his possession and where they are located. We shall also be entitled to inspect these goods at any time at the place where they are located and to retrieve them.
6.3 The customer shall bear the risk for the goods delivered by us and shall be obliged to store them carefully and to insure them sufficiently against loss (theft, fire, etc.); he hereby assigns to us in advance the claim against the insurance company in the event of damage, namely a first-rank partial amount in the amount of the purchase price of the goods delivered by us under reservation of title. This shall also apply if the insurance does not cover the entire damage in full, so that in such a case we are not referred to a pro rata compensation.
6.4 If the delivered goods are combined with another item in such a way that they become an integral part of this item, the Buyer hereby assigns to us co-ownership of this item in the ratio of the values of the combined items, which he shall take into custody for us to this extent. In the event that the delivered item is connected to real estate, the customer shall be obliged, at our request, to provide adequate security for our existing and future claims within the scope of the business relationship at that time. The customer shall be obliged to notify us as soon as possible of any seizures by third parties, in particular pledges, etc. The customer shall also be obliged to notify us of any other claims.
6.5 The pledging or transfer by way of security of our goods is excluded. The purchaser's claim from the onward transfer is already assigned to us with all ancillary rights, irrespective of whether the goods subject to retention of title are delivered without or after processing or whether they are delivered alone or together with other items. In the latter case, the claim shall be assigned to us in the amount of the proportion of the value of our goods. In the event of a resale, the customer shall be obliged to provide us with the name and address of the purchaser at any time upon request. The claims arising from bills of exchange accepted by the customer on account of payment or in lieu of payment are hereby assigned to us. The handing over of the bills of exchange shall be replaced by the fact that the Purchaser shall keep the bills of exchange received in safe custody for us. The claims assigned to us shall serve as security for all our claims, including those arising in the future.
7.1 The orderer must inspect the goods for completeness and correctness immediately upon receipt; any obvious defects must be reported to DÜNA in writing without delay.
7.2 Warranty claims shall be excluded in the event of
- unsuitable or improper use, assembly, commissioning or treatment
- use of unsuitable operating equipment
- chemical, electrochemical or electrical influences, insofar as DÜNA is not responsible for them. for which DÜNA is not responsible,
- modifications or repair work carried out improperly and/or without prior consultation incorrect information and documents provided by the customer,
- natural wear and tear.
7.3 In the event of a warranty claim, the claims of the orderer shall be limited, at DÜNA's discretion, to replacement delivery or rectification. However, these claims shall also only exist if the orderer has fulfilled his payment obligations to an appropriate extent. The transport costs shall be borne by the orderer.
7.4 If repair or replacement fails after a reasonable period of time, the Purchaser may, at its option, demand a reduction of the remuneration or withdraw from the contract.
7.5 In the case of defective third-party products, DÜNA shall assign its warranty claims against the pre-supplier to the orderer. DÜNA may only be held liable in accordance with Clauses 7.3 and 7.4 if the orderer has asserted its assigned claims against the pre-supplier.
7.6 Claims for damages of any kind are excluded unless DÜNA caused the damage intentionally or by gross negligence. In other cases of claims for damages which cannot be excluded, in particular in the case of defects in warranted characteristics, liability shall be limited to the foreseeable direct damage and ten times the purchase price. claims against the pre-supplier.
8 Information and advice
DÜNA shall only be liable for information and advice on the use of its products if a special fee has been agreed for this and any damage incurred by the customer has been caused at least by gross negligence.
9. Final provisions
9.1 The orderer may only set off counterclaims against DÜNA's claims for payment against counterclaims which are undisputed or have been established by a court of law or may only base a right of retention on such counterclaims.
9.2 The place of performance and jurisdiction is Arnsberg/Sauerland.
9.3 German law shall apply. The EKG shall not apply.
9.4 Should any of the above provisions be or become invalid, this shall not affect the validity of the remaining provisions. The invalid provision shall be replaced by a valid one to such an extent that the economic purpose pursued with it is largely achieved.