General Conditions of Sale
(This is an automated English translation for the convenience of our customers.
In interpretative doubt and in case of uncertainties the German version shall apply as Double Power Europe GmbH is a German GmbH )
§ 1 Scope
1. These conditions of sale apply exclusively to entrepreneurs, legal persons under public law or public special funds within the meaning of § 310 paragraph 1 BGB. Opposing or deviating from our sales conditions from the customer’s side will only be accepted if we expressly agree to their application in writing.
2. These conditions also apply to all future business with the customer as far as it is related legal transactions.
§ 2 Offer and conclusion of contract
1. If an order is to be regarded as an offer according to § 145 BGB, we may accept it within two weeks.
§ 3 Submitted Documents
1. We reserve ownership and copyright of all documentation provided to the customer in connection with placing order handling, such as calculations, drawings, etc.. These documents may not be disclosed to third parties, unless we give the customer our expressive written consent. If we do not accept the business within the time limit of § 2, these documents are to be returned to us immediately.
§ 4 Prices and Payment
1. Unless otherwise agreed in writing, our prices are ex works, excluding packaging and plus VAT at the applicable rate. Packaging costs are invoiced separately.
2. The purchase price shall be made solely on the operations referred to in the invoice.
3. Unless otherwise agreed, the purchase price for standard products in stock must be paid within 10 days after delivery. For special solutions and shipments from factory/China the payment terms are as follows: 30% with order, 40% before delivery, 30% within 30 days after delivery to the dealer. Interest shall be calculated per annum in the amount of 8% above the base rate calculated. The assertion of a higher damage caused by default remains reserved.
4. Unless a fixed price agreement has been made, reasonable price changes are reserved due to changes in labor, material and distribution costs for deliveries made 3 months or later after conclusion.
5.Unless explictely otherwise agreed, offers are valid for 4 weeks from the date of the offer. After that, prices will need to be re-negotiated.
§ 5 Retention
1. The buyer is only in so far entitled to exercise a retention, as his counterclaim is based on the same contractual relationship.
§ 6 Delivery Time
1. The beginning of the delivery period presupposes the timely and proper fulfillment of the purchaser’s obligations. The exception of the unfulfilled contract remains reserved.
2. If the purchaser is in default of acceptance or culpably violates other obligations to cooperate, we are entitled to demand damages in this respect, including any additional expenses. Further claims remain reserved. Where the above conditions are fulfilled, the risk of accidental loss or accidental deterioration of the goods is at the time transferred to the purchaser, in the case of default in acceptance or payment.
3. We shall be liable in the event of which we are not intentional or grossly negligent induced delay in delivery for each completed week of delay in the context of a lump-sum compensation in the amount of 1% of the contract value, a maximum of not more than 10% of the contract value.
4. Further legal claims and rights of the purchaser due to a delay in delivery remain unaffected.
§ 7 Transfer of Risk at Dispatch
1. If the goods are shipped at the Purchaser’s request the risk of accidental loss or accidental deterioration of the goods goes to the buyer at the time of dispatch, latest when leaving the factory / warehouse,. This applies irrespective of whether the goods are shipped from the place of fulfillment or who bears the freight costs.
§ 8 Retention of Title
1. We reserve the title to the delivered goods until full payment of all claims from the contract has been received. This also applies to all future deliveries, even if we do not always refer to this. We are entitled to withdraw the purchased item if the purchaser breaches the contract.
2. As long as the ownership has not been transferred to him the buyer is obliged to treat the merchandise with care. If maintenance and inspection work is carried out, the Purchaser shall execute them at his own expense. As long as ownership has not been transferred, the purchaser must inform us immediately in writing if the delivered goods are seized or other third party interference has happened. If the third party is unable to reimburse us for the judicial and extrajudicial costs of action under § 771 ZPO, the customer is liable for the loss incurred.
3. The purchaser is entitled to resell the goods in the ordinary course of business. The claims against the purchaser from the resale of the goods, the purchaser transfers to us already now in the amount of the agreed final invoice amount (including VAT). This assignment shall apply regardless of whether the purchased goods have been resold without or after processing. The customer remains authorized also after the transfer to collect the debt. Our authority to collect the claim itself remains unaffected. However, we will not collect the claim as long as the customer meets its payment obligations from the proceeds, is not in arrears and in particular no application is filed for insolvency proceedings or suspended payments.
4. The processing or transformation of the goods by the customer is always in the name and on our behalf. In this case, the expectant right of the customer continues to the goods on the transformed object. If the purchased goods are processed with other items which are not our property, we acquire joint ownership of the new item in proportion of the objective value of our goods to the other processed items at the time of processing.
§ 9 Warranty and complaints and recourse / manufacturer redress
1. Warranty rights of the purchaser assume that he has fulfilled his obligation under § 377 HGB inspection and complaint properly.
2. Warranty claims shall expire 12 months after delivery of the goods supplied by us to our customer. For claims for damages for gross negligence or injury to life, body and health caused by an intentional or negligent breach of duty of the user, the statutory period of limitation applies.
3. If, despite of all due care, the delivered goods contain a defect that already existed at the time of transfer of risk, we will ship the goods, subject to timely notice, under our option to repair or replace the goods. We must always be given the opportunity to remedy within a reasonable time limit. Recourse claims remain unaffected without restriction of the above regulation.
4. If the remedy fails, the customer – regardless of any compensation claims – withdraw from the contract or reduce the remuneration.
5. The warranty does not include minor deviation from the agreed quality, of only minor impairment of usefulness, of natural wear and tear and damage arising after the transfer of risk from faulty or negligent handling, excessive strain, unsuitable equipment or special external influences arise that are not foreseen in the contract. In case of improper repairs or modifications made by the purchaser or third party, we will accept no claims for these and the resulting consequences.
6. Claims of the Purchaser shall have the purpose of supplementary performance, in particular transport, travel, labor and material costs are excluded if the expenses increase because the goods delivered by us subsequently transported to a place other than the premises of the purchaser has been spent, unless the transfer corresponds to the intended use.
7. Rights of recourse against us exist only insofar as the purchaser has not accepted with its customers any warranty claims exceeding the mandatory statutory agreements. This also applies to the scope of sales of recourse against the supplier as per point 6.
§ 10 Miscellaneous
1. This contract and all legal relationships are subject to the laws of the Federal Republic of Germany, excluding the CISG (CISG).
2. Place of performance and exclusive jurisdiction for all disputes arising from this contract is our place of business, unless it is clear from the order confirmation states otherwise.
3. All agreements made between the parties for the purpose of performing this contract are stipulated in writing in this contract.
4. Should individual provisions of this contract are or become invalid, this shall not affect the validity of the remaining provisions.
In interpretative doubt and in case of uncertainties the German version shall apply.