Legal Terms

General Terms and Conditions of Sale

I. Scope

  1. The following terms and conditions of sale apply to all contracts concluded between the buyer and us for the delivery of goods. They also apply to all future business relationships, even if they are not expressly agreed upon again. Deviating terms of the buyer that we do not expressly acknowledge are not binding on us, even if we do not expressly object to them. The following terms and conditions of sale also apply if we execute the buyer’s order unconditionally while being aware of terms that contradict or deviate from our terms.
  2. All agreements made between the buyer and us regarding the execution of purchase contracts are set out in writing in the contracts.

II. Offer and Contract Conclusion

  1. An order placed by the buyer, which qualifies as an offer to conclude a purchase contract, can be accepted by us within two weeks by sending an order confirmation or by delivering the ordered products within the same period.
  2. Our offers are non-binding and subject to change, unless we have expressly designated them as binding.
  3. We reserve ownership, copyright, and other intellectual property rights to all illustrations, calculations, drawings, and other documents. The buyer may only pass these on to third parties with our written consent, regardless of whether we have marked them as confidential.

III. Payment Terms

  1. Our prices apply ex works without packaging unless otherwise specified in the order confirmation. Statutory VAT is not included in our prices and will be separately indicated on the invoice at the statutory rate applicable on the invoice date.
  2. The purchase price is payable net (without deductions) immediately upon receipt of the invoice by the buyer unless the order confirmation specifies a different payment term. Payment is considered made only when we have access to the funds. Payment by check is not accepted. Unauthorized cash discounts will be reclaimed.
  3. If the buyer defaults on a payment, statutory regulations apply.
  4. The buyer is entitled to offset claims, even if complaints or counterclaims are asserted, only if the counterclaims have been legally established, acknowledged by us, or are undisputed. The buyer is only entitled to exercise a right of retention if their counterclaim is based on the same contractual relationship.
  5. For custom-made products, the stated prices are approximate values. A precise offer can only be made after reviewing the individual parameters. This offer will be sent to you in writing or by email.

IV. Delivery and Performance Time

  1. Delivery dates or deadlines not expressly agreed upon as binding are exclusively non-binding information. The delivery time we specify only begins once technical questions have been clarified. Similarly, the buyer must fulfill all obligations properly and on time.
  2. If the underlying purchase contract constitutes a fixed-date transaction as per Section 286 (2) No. 4 BGB or Section 376 HGB, we are liable under statutory provisions. The same applies if the buyer, as a result of a delay in delivery attributable to us, is entitled to claim the loss of interest in further contract performance. In this case, our liability is limited to foreseeable damages typical of the contract unless the delivery delay is due to intentional contractual violations attributable to us. The fault of our representatives or vicarious agents is attributable to us. Similarly, we are liable to the buyer for delivery delays under statutory provisions if these are due to gross negligence or intent.
  3. In cases where delivery delays are due to the culpable violation of essential contractual obligations, our liability is limited to foreseeable damages typical of the contract, provided that the delay does not result from intentional contractual violations attributable to us.
  4. Otherwise, in the case of a delivery delay attributable to us, the buyer can claim liquidated damages for each completed week of delay amounting to 3% of the delivery value, but not exceeding 15% of the delivery value.
  5. Any further liability for delivery delays attributable to us is excluded. Other statutory claims and rights of the buyer remain unaffected.
  6. Partial deliveries and partial performances are permissible, provided they are reasonable for the buyer.
  7. If the buyer is in default of acceptance, we are entitled to claim damages for the resulting loss and any additional expenses incurred. Similarly, this applies if the buyer culpably violates their obligations to cooperate. Upon the occurrence of acceptance or debtor default, the risk of accidental deterioration and accidental loss passes to the buyer.

V. Transfer of Risk – Shipping/Packaging

  1. Loading and shipping are carried out uninsured at the buyer’s risk. We will endeavor to accommodate the buyer’s wishes and interests regarding shipping method and route; any additional costs incurred will be borne by the buyer.
  2. We do not take back transport or other packaging according to the Packaging Ordinance, except for pallets. The buyer is responsible for disposing of the packaging at their own expense.
  3. If the shipping is delayed at the buyer’s request or due to their fault, we will store the goods at the buyer’s cost and risk. In this case, the notification of readiness for shipment is equivalent to the shipment.
  4. At the buyer’s request and expense, we will insure the delivery against transport risks.

VI. Warranty / Liability

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VII. Retention of Title

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VIII. Place of Performance, Jurisdiction, Applicable Law

  1. The place of performance and jurisdiction for deliveries and payments (including legal actions involving checks or bills of exchange) and all disputes arising from the purchase contracts concluded between us and the buyer is our registered office in Treffurt. However, we are entitled to sue the buyer at their residence and/or place of business.
  2. The relationship between the contractual parties is governed exclusively by the laws of the Federal Republic of Germany. The application of the Uniform Law on the International Sale of Goods and the Law on the Conclusion of International Sales Contracts for Movable Goods is excluded.

Prices can always be found on our website at www.johngmbh.com.

Effective Date: June 1, 2017