General terms and conditions
General Terms of Business of Naturkost Übelhör GmbH & Co. KG, D 88299 Leutkirch
Download PDF – Dated: January 2019
§ 1 Validity
- Our sales conditions apply exclusively. Any deviation made by the contracting party to our sales conditions become invalid. Should a decision in the scope of special agreements become Ineffective, the effectiveness of the remaining decisions will not be changed in any way.
§ 2 Contract to be achieved
- The order is a binding offer. Should we wish, we could accept an order confirmation within 2 weeks by giving a written confirmation, or we could deliver the goods to the contracting party within this time limit.
- Offers in brochures, advertisements and price lists about weight, measurements, contents and prices are subject to change without notice and only become binding once they have been named in the delivery note or if references are strictly expressed. Weight reductions caused by natural disappearance, storage or similar, are not to be ruled out and we cannot be held responsible for this.
- We have the right to withdraw from contracts when:
- after closing a settlement there is a crop failure to force majeure or extreme bad weather conditions, or for reasons which we cannot influence, such as our supplier is no longer able to supply us with the goods needed.
- through fault of the producer, the goods have not been certified organic by the supervised agricultural association in regulation with the EG Organic decree. A change in certification in the contract is permitted.
- due to a change in the EG Organic decree at the time of Import into the EG, a third country product is no longer acknowledged in regulation with the EG Organic decree as an organic product.
- after settlement of the contract, doubts arise about the necessary solvency of the buyer and the buyer does not comply to our demands and give us enough proof otherwise.
- the contract partner does not adhere to the agreed upon delivery, acceptance or payment times.
§ 3 Prices
- As long as nothing else in indicated in the order confirmation, our prices are to be understood ex-works.
- Our invoices should be paid within the agreed upon payment period from date of payment without deduction. Should the contracting party get into arrears of payment we have the right to demand a charge of 9 % above the basic interest rate of the European Central Bank If the con tracting party is an endconsumer, we are entitled to demand payment of default interest in the amount of 5% above the respective base interest of the European Central Bank. The assertion of any further damages is allowed at any time.
- If contracts have an agreed upon delivery time of over 4 months, we maintain the right to increase the prices, if price increases occur during this time. Should the price increase be more than 5 % of the agreed upon prices, the contracting party has the right cancel the contract.
- The contracting party is only entitled to charge rights if his counterclaim has been legally assessed, undisputed or accepted on our part.
§ 4 Delivery, Guarantee
- Should we fall behind with our deliveries, our compensation obligation is limited to a sum of 30 % of the foreseeable damage in case of slight negligence. Further claims can only be made if the delay is international or caused by gross negligence.
- In order to meet delivery obligations, proper and punctual fulfilment of liability on the contracting party behalf in necessary.
- The contracting party must check all items for damage, clear defects and given qualities immediately upon arrival. Transport damages should be confirmed immediately by the forwarding agent and written on the delivery and consignment note. If this does not occur, no replacement can be given. (This is stated in the conditions of the forwarding agents). Any other obvious damages should be reported by the contracting party in written form either immediately or within the next 8 days. Our guarantee does not cover damages such as wrong handling of products, natural disappearance, moisture, strong heat where goods are stored, any extreme weather and temperature influences, as well as insect and beetle infestations. We will not be liable for any direct or indirect damage, unless such damage has been caused by grossly negligent or intentional actions under our control or in case of any culpable breach of any material contractual obligations. Material contractual obligations are duties, which protect the Buyer’s material contractual legal positions, which he has to be granted by the agreement in light of its content and purpose. In addition, material contractual obligations are duties, whose performance is essential to allow for the due execution of the agreement and on whose performance the contracting party usually has and could have relied. If we are liable in accordance with the preceding sentence for any breach of a material contractual obligation, without such breach having been caused by intention or gross negligence, our liability shall be limited to the typical foreseeable damage. The above limitations or exclusions of liability shall not apply in case of any culpable injury to life, body, or health, for liability claims under the Product Liability Act or in case of any contractually stipulated warranty, the contractual assumption of the procurement risk or if the relevant fact giving rise to liability has been maliciously concealed. To the extent that our liability has been limited or excluded by the above provisions, this shall also apply to our employees and assistants. The goods may only be returned if the buyer has sent a written complaint eight days after the delivery date.
- The sending of goods occurs solely by invoice and at contracting party own risk. If the price is valid inclusive of freight costs, the goods are delivered free from additional delivery costs. Once again this is at the contracting party own risk.
- Damage replacement claims occurring from prohibited actions, no matter what legal arguments are, as long as no deliberate or gross negligence has taken place, not to be used against our employees and other people, who deal with our goods.
- Business transactions defect claims come under the statue of limitations in one year, with end-consumers it takes two years.
- Order confirmation and contracts are explicit concluded regarding the correct and punctual supply to ourselves.
- Moreover, we commit to comply with the environmental and social standards according to our Code of Conduct.
- We have the right to assign the claims against the customer to third parties. If the customer is in default of payment with a claim, then all other claims against the buyer can be made due.
- The customer shall bear all fees, costs and expenses incurred in connection with any legally successful prosecution against him outside Germany.
§ 5 Reservation of proprietary rights
- The delivery goods remain our property until the entire amount has been paid, either by check or by bill of exchange. Should the reservation of proprietary rights expire due to further disposal, mixing and blending, combining or processing, the original rights of the delivered goods will be turned over to the result or the resulting claim (lengthened reservation of proprietary rights). The delivered goods do not serve as an economic basis for the contracting party.
- In any case the delivered goods remain our property until all claims from the current account have been paid in total. Should the contracting party breach the contract especially by delay in payment, we have the right to take the goods back at the cost of the contracting party.
§ 6 Place of Fulfilment
The place of fulfilment is Leutkirch. Is the contracting party, known as trader in the commercial statue book, so the place of jurisdiction is the exclusive legal partner for all contracts, the local court of Leutkirch or the regional court of Ravensburg is the sole court for direct or indirect resulting disputes.
§ 7 Applicable Rights
Should disputes take place regarding existing and / or contract fixing, the German rights are solely applicable. This is irrespective of which country the contracting party is situated in and where the delivery has taken place.