GECKWIN E.K. terms & conditions
Terms & conditions of business
The following terms & conditions will apply to all current and future business transactions such as sales and deliveries, as far as there is no other written agreement. Any terms & conditions provided by the customer shall not be binding unless Geckwin GmbH gives its agreement in writing.
§ 1 Agreements and contracts
Any quotation made available by us is without obligation. An agreement between the customer and GmbH will only become valid through a customer order and its acceptance by Geckwin GmbH.
An order has been accepted by GmbH when an order confirmation is provided or when the order is performed, i.e. the ordered goods are being despatched.
An order is limited to customary quantities.
§ 2 Delivery period
The delivery period starts with the issuing of the order confirmation, though not before all details of the order performance are agreed upon, and not before the customer tenders all necessary documents and approvals. The start of the delivery period given by us requires that the customers fulfil their duties on time and in accordance with the regulations. The delivery period is being met if the goods are ready at works or are announced to be ready for despatch before the delivery period deadline expires. We are entitled to deliver the goods by instalments. Changes requested by the customer, as well as unforeseeable obstacles (especially reasons beyond our control, strikes, difficulties in the material and energy supply, transport delays, etc.) will result in rescheduling the delivery / service deadline appropriately. Should the obstructions be of a longer duration, we are entitled to withdraw from the contract. It is strictly ruled out to claim damages because of deferred delivery.
§ 3 Despatch/Delays/Risk of Loss
Risk of loss and/or damage of the goods shall pass to the customer ex works. In the case that goods are delayed due to circumstances caused by the customer, the risk passes to the customer at the time when the goods are announced to be ready for despatch.
The goods will be stored at the customer’s expense.
If the goods are placed in storage at our works, we will charge a monthly minimum of 1% of the invoiced total value of the stored shipment.
We reserve the right to treat the contract as repudiated or to claim damages based on failure of agreement, if a new appropriate final deadline was agreed and if this new deadline has not been met either.
§ 4 Prices
All prices are excluding packaging, delivery, etc., which are charged individually. The legal VAT is not included in our prices, but is being stated separately according to the legal requirements on the day the invoice is issued. Unless there has been a fixed-price agreement, we reserve the right to reasonably adjust prices due to changes in wage costs, material, and operating costs for deliveries effected four months (or later) after the conclusion of the contract.
§ 5 Retention of title
Until payment of the goods has been settled, Geckwin GmbH retains title to the purchased goods.
§ 6 Warranty
Warranty rights of the customer shall only be accepted if the customer fulfilled their duties according to §377 HGB and the thereby expressed duties to inspection and objection. The seller must be notified in writing about any apparent defects of the delivered goods at the latest within 14 calendar days after the date of receipt; with not immediately apparent defects upon the fault becoming apparent. In case this deadline is exceeded, all warranty rights and claims for defects expire. This also applies by analogy if the delivered goods were handled or manufactured inappropriately. Where a fault in the goods was detected, we are elect to remove the fault or to replace the goods by a fault-free delivery. Problems that arise from failure to comply with our handling and processing instructions for the delivered goods may equally result in the denial of warranty coverage. In case of a fault of the purchased goods we are entitled to choose between correction of the defects or a new delivery of defect-free goods. Should the supplementary performance fail, the customer shall be entitled to rescind the sales agreement or reduce the purchase price. The warranty period shall be 12 months from the time of passage of risk. A later commissioning by the customer does not lead to an extension of this limitation period.
§ 7 Damage claims
Claims for damages – no matter of which kind – against us are ruled out if we, our legal representatives or our vicarious agents have caused the damage through simple negligence.
We are liable according to statutory regulations if damage claims result from intent or gross negligence from us or our representatives and vicarious agents. The same applies in case a contractual obligation has been breached. Essential contractual duties are such duties where failure to comply endangers the purpose of the contract; i.e. significantly late compliance, significant failure of cooperation and communication, or not just insignificant duties which are essential to the success of the contract purpose. In case of no intentional misconduct, our liability shall, however, be limited to the typically foreseeable damage. Provided that the liability for compensation against us is excluded or restricted, this shall be valid as well with respect to the personal liability for compensations for all employees, staff members, and vicarious agents of the Geckwin GmbH.
§ 8 Other
This contract and all legal relationships of the parties are subject to the laws of the Federal Republic of Germany, excluding the UN Convention on the International Sale of Goods. Cologne shall be the only place of jurisdiction for all legally permissible disputes under the existing contract if no other legal agreement results from the order confirmation. All agreements which are made between the parties to perform a contract are stipulated in the very contract in writing.
Should individual provisions of these conditions be deemed partly or wholly invalid, the validity of the remaining provisions is not affected.