TERMS OF SALE, DELIVERY AND PAYMENT
As of July 12, 2024
CONTRACT CONTENT
- All offers from us are non-binding and subject to change.
- Orders are considered accepted when an order is confirmed by us through an order confirmation. In the event that we agree to the cancellation of a contract by the buyer, we are entitled to a flat rate compensation amounting to 30% of the canceled order amount.
- Special agreements of any kind are only valid after written confirmation from our management. Oral agreements are not binding. Our sales representatives and travelers are not authorized to make binding declarations on our behalf.
- We are entitled to assign claims arising from our business relationship.
- The specified delivery dates are not fixed dates, but are non-binding, with a subsequent delivery period of 12 days.
- Unless our sales, delivery and payment conditions stipulate otherwise, the standard conditions of the German textile industry in the version dated January 1, 2020 also apply.
PRICES
The agreed prices apply subject to unchanged customs and tax rates. Any increase will be borne by the buyer. Delivery takes place uninsured from warehouse. The buyer bears shipping costs and risk; He can choose between hanging shipping (company DTL) and parcel shipping (company GLS). Partial deliveries are permitted. INTERRUPTION AND DELIVERYIn the event of force majeure, industrial action, official measures or operational disruptions not caused by us or our suppliers, we are entitled to extend the delivery period by the duration of the disruption, up to a maximum of 12 weeks. After this period has expired, we are entitled to withdraw from the contract. A claim for damages from the buyer is excluded. This also applies to imported items if these imports are prevented or restricted by foreign or domestic official measures, as well as in the event of verifiable delays in the delivery of goods due to the upstream supplier.
NOTICE OF DEFECTS
1. The buyer can only make complaints in writing to us (not to field staff) within one week of receipt of the goods, unless they are minor, technically unavoidable deviations in quality, color, width, weight, equipment or of the design. In the case of hidden defects, the notice period is extended to 6 months.
2. In the event of justified complaints – provided the goods are returned to us in their original, salable condition (e.g. item labels, goods labels, bags, etc.) within a further period of one week – we have the right, at our discretion, to repair the goods and deliver defect-free replacement goods or credit after receipt of the goods.
3. If the notification of defects is not made on time, the goods are deemed to have been approved. PAYMENT TERMS1. Payment must be made in cash, check, bank, giro or postal check transfers, whereby checks are only accepted as payment.2. Conditions: 10 days 4% discount, 30 days 2.25% discount, 60 days net from the respective invoice date. If the payment deadline is overdrawn, interest will be charged at a rate of 9% above the respective base interest rate within the meaning of Section 247 of the German Civil Code (BGB), even without a reminder. Otherwise, Section 288 of the German Civil Code (BGB) applies.3. Before full payment of the invoice amounts due including interest, the seller is not obliged to make any further deliveries under current delivery contracts. The right to claim damages due to delay remains reserved.
4. Offsetting against disputed and not legally established counterclaims and the assertion of a right of retention by the buyer are excluded.
DELAY IN PAYMENT/ DELAY IN ACCEPTANCE
1. If the buyer does not accept the goods on time or after setting a deadline, he will be in default of acceptance.
2. If the buyer does not pay an invoice when it is due, he will be in default of payment.
3. In both cases (delay in acceptance and payment) we can withdraw from the contract and/or assert claims for damages against the buyer. In this case, we are also entitled to sell the goods to another contractual partner after withdrawal. If the buyer is in possession of the goods, we can demand the return of the goods. We are also entitled to make a flat-rate claim for damages, which amounts to 50% of the net invoice amount plus any applicable sales tax. However, the buyer is entitled to provide proof that we suffered no or lesser damage. If our actual damage is higher than the flat-rate claim for damages, especially if the sale of the goods is not possible due to the end of the season (after the last delivery date of the season) and therefore a lack of sales opportunities, we are entitled to charge the full purchase price plus applicable VAT . as a claim for damages against the buyer
RETENTION OF TITLE
1. All goods are delivered subject to retention of title and remain our property until all claims arising from the business relationship with the buyer, including future claims, have been settled in full. The buyer may sell them in the normal course of business, but may neither pledge them nor assign them as security or dispose of them in any other way.
2. In the event of serious doubts about solvency or late payment, as well as in the event of an application to open bankruptcy or composition proceedings, we are entitled to demand the return of the goods at any time, even without setting a grace period or clarifying withdrawal, to the extent that it appears necessary to cover all of our claims.For this purpose, we are entitled to enter the buyer’s premises in which the goods are stored and to take possession of the goods again. If our goods are resold, they must be invoiced separately from others.
3. If the goods are resold in whole or in part, all claims against the third party arising from the resale are transferred to us as security without the need for a special agreement with us or the third party. The buyer undertakes to object in the event of compulsory enforcement by third parties and to inform us immediately. Intervention costs are borne by the buyer.
4. The retention of title to the goods is conditional upon termination in such a way that once all of our claims arising from the business relationship with the buyer have been fulfilled, ownership of the reserved goods is transferred to the buyer without further notice.
DATA PROCESSING
We are entitled to process the data received about the buyer regarding the business relationship or in connection with it, regardless of whether it comes from the buyer himself or from a third party, in accordance with the Federal Data Protection Act. Your documents will be recorded on the computer.
DIFFERENT TERMS
Purchasing or other conditions of our buyers only apply to the extent that we have expressly agreed to them in writing. FINAL PROVISIONIf one of the conditions is ineffective, this will not affect the effectiveness of the contract and all other provisions.
FULFILLMENT AND JURISDICTION
The place of business of VERPASS is hereby agreed as the place of performance for all deliveries. The place of jurisdiction for all legal disputes is the Kronach district court or the Coburg regional court. For the dunning procedure, it is hereby expressly agreed that the Kronach District Court is responsible for these procedures in accordance with Section 688ff ZPO. . The law of the Federal Republic of Germany. The United Nations Convention on Contracts for the International Sale of Goods of April 11, 1980 is excluded.