General Terms and Conditions of HybridSupply Limited

§1 Field of application
(1) These terms of sale are exclusively and only opposite to businessmen, legal entities of the public law or separate properties under public law according to of § 310 disposal 1 BGB. We only appreciate the conditions of the customer standing contrary or deviating from our terms when we particularly agree to the validity in written form.

(2) These terms are also valid for all future business with the customer, in the case of  legal transactions of related manner

§2 Offer and conclusion of a contract

Offer and conclusion of a contract
In the case that an order can be considered as an offer in accordance with § 145 BGB, we can accept this within two weeks.

§3 Left documents
We reserve property and copyrights at all documents, like e.g. calculations, left to the customer in connection with the placing of order, drawings, etc. These documents may not be made accessible to third parties unless we assign our express written consent to the customer to this. As far as we do not accept the offer of the customer within the period of time of § 2, these documents have to be returned to us immediately.

§4 Price and Payement
(1) Provided that nothing opposite is agreed in written form, our prices are valid ex warehouse Hamm exclusively packing and plus value added tax in respectively valid height. Costs of the packing are billed separately.

(2) The payment of the purchase price has to be carried out exclusively on the mentioned invoice/order confirmation account or bar. The reduction of a cash discount is only permitted by a special agreement in written form.

(3) Provided that nothing else is agreed, the selling price has to be paid after issuing an invoice within 10 days. Default interest is calculated p. a. in the amount of 8% above the respective base interest rate. The assertion of a higher delay damage is reserved.

(4) Provided that no fixed price agreement is made, adequate price changes remain because of changed pay, material and sales costs for deliveries, the 3 months or are later after completion of a contract, is registered.

§5 Charging and right of retentions
The right to the setting off is only entitled to the customer when his counter-claims are finally established or undisputed. The customer is only authorized to practice the right of retention, when his counter-claim based on the same relationship contract.

§6 Delivery Time
(1) The beginning of the delivery time given by us presupposes the punctual and proper fulfilment of the obligations of the customer. The exeption of non-payement of the contract is reserved

(2) In the case the customer comes in default of acceptance or he hurts culpably other cooperation duties, we are authorized to increase charges to require the damage, inclusive resulting for us in this respect more possibly replaced. More detailed claims are reserved.

Provided that there are prominent prerequisites, the danger of a coincidental decline or a coincidental deterioration of the purchase thing in the time changes on the customer. The danger of a coincidental decline or a coincidental deterioration of the purchase thing changes on the customer in whom has turned out for it in acceptance or debtor´s delay.

(3) We are liable for every perfect week delay, however, in the case of the delay in delivery not caused by us deliberately or roughly negligently in the context of a delay compensation estimated at a flat rate in the amount of 3% of the delivering value, maximum any more than 15% of the delivering value.
(4) Further legal claims and rights of the customer because of a delay in delivery remain untouched.

§7 Danger transition at consignment

The danger of the coincidental decline or the coincidental deterioration of the product on the customer, the product is sent on request of him to this, it goes with the despatch to the customer so at the latest by leaving the store. This is independently of whether the consignment of the product of the place of performance is carried out or who carries the freight charges.

§8 Reservation of proprietary rights

(1)   We reserve the property at the delivered article until the complete payment of all demands from the contract of sale. This also valid for all future deliveries even if we particularly do not always refer to it. We are authorized to take the article back if the customer behaves in breach of contract agreement.

(2)    The customer is obliged as long as the property has not changed to him to treat the purchase article carefully. He is particularly obliged to insure the article against theft, fire and water damages at the expense of its own to the value as new sufficiently. If maintenance and inspection work must be carried out, the customer has to execute these at the expense of his own in time. As long as the property has not changed , the customer has to inform us immediately in writing form if the delivered object is impounded or exposed to other interventions of third parties.As far as the third party is not able to refund us the legal costs out of court of a complaint as per § 771 ZPO the customer is liable for the failure resulted for us.

(3)   The customer is entitled to the resale of the retained goods in the normal commercial traffic. The customer hands over the demands of the buyer from the resale of the retained goods to us already now in height of the invoice final amount agreed on with us (including value added tax). This assignment is independently valid, whether the purchase article has to be resold without or with processing. The customer remains authorized to the collection of the demand after the assignment. Our authority remains untouched to retract the demand of this. We will not retract the demand, as long as the customer meets his financial obligations from the taken earnings, if he is not in delay of payment and particularly no application for opening of an insolvency method is made or not there is stoppage of payments.

(4)   The treating and processing or reorganisation of the purchase article by the customer is always made by name and in the order for us. In this case the expectant right of the seller continues at the purchase article  at the reorganized thing.
Provided that the purchase thing is processed with objects not belonging to others, us we purchase the co-ownership of the new thing the objective value of our purchase thing to the other finished objects in the time of the processing proportionally. The same applies to case of the intermixing. Is necessary provided that the intermixing is carried out in the way, that the thing of the customer can be considered a main thing, as  he agrees that the customer assigns co-ownership to us pro rata and the sole ownership or co-ownership arisen so keeps safe for us. To save our demands, against the customer the customer hands over the - also such demands on us which are caused for him by the connection of the retained goods with a property against a third party; we accept this assignment already now.

(5)   We oblige, to release the securities being entitled to us on desire of the customer as far as their value exceeds the demands to be secured by more than 20%.

§9 Guarantee and customer´s complaint as well as redress/manufacturer recourse

(1)   Guarantee rights of the customer presuppose that he has followed his due to § 377 HGB owed to duly after examination and reprimand incumbencies

(2)   Rights to claim damages for any defects are in lapse after delivery of the product delivered by us having been carried out with our customer within 12 months. Prominent regulations are not valid as far as the law stipulates longer periods mandatory in accordance with § 438 paragraph. 1 no. 2 BGB (buildings and things for buildings), § 479 paragraph 1 BGB (redress claim) and § 634 a paragraph 1 BGB (construction defects). Before a possible return of the product our consent has to be sought.

(3)   If the delivered product should show a lack despite all used care which there already was at the time of the danger transition, then we become the product, subject to customer´s complaint in due time after our choice improve or deliver substitute goods. You have to give us the opportunity of the after-fulfilment within an adequate period. Redress claims remain untouched of a prominent regulation without reservation.

(4)   If the after-fulfilment fails, the customer can step down or decrease the compensation regardless of possible claims for compensation of the contract.

There are also no rights to claim damages for any defects, if of the customer or third party repair works or changes are improperly carried out, then for this and the consequences arising from these.

(5) There are not only warranty claims by insignificant deviation of the composition, only at insignificant impairment of the usefulness, at natural wear and tear in the case of damages the ones after the danger transition because of a faulty or careless treatment, excessive use, unsuitable operating supplies, unsatisfactory construction work, unsuitable foundation or due to special outer influences who are not presupposed according to the contract arise.

(5)   Claims for required charges, particularly transport, ways, work and cost of materials of the customer are impossible as far as the charges increase because the product delivered by us has afterwards been sent to another place than the branch office of the customer unless the delivery corresponds an agreement.

(6)   There are only claims of the customer against us when the customer has not reached any agreements beyond the legally warrenty claims with his buyer. A distant paragraph 6 applies the size of the redress claim of the customer against the deliverer

§10 Others
(1) This contract and all of the right relations of the parties are subject to the right of the Federal Republic of Germany under exclusion of the purchase of UN right. (CISG).
(2) Place of performance and place of jurisdiction for all disputes from this contract is our business seat, if nothing else arises from the order confirmation.

(3) Agreements which are reached between the parties for the purpose of type of this contract are given up in writing in this contract.
(4) Single terms of this contract should be ineffective or the other regulations of this become or remain a gap contained, stay untouchably.  

• The delivery period prolongs itself by the time until the buyer has submitted all details and documents which are necessary for the execution of the order

• Delays in delivery which are caused by legal or official orders (e.g. import and export restrictions) and do not have to be represented by us extend the delivery period according to the duration of such obstacles.. We will immediately inform the buyer about the beginning and end in important cases.

Adress:
HybridSupply - Limited
Bismarckstrasse 14

59269 Beckum