General terms and conditions and payment terms of Almit GmbH
Scope and definitions
- These general terms and conditions and terms of payment (hereinafter referred to as GTC) regulate the contractual legal relationship between Almit GmbH and the customer (hereinafter referred to as customer).
- Customers can only be entrepreneurs.
- Entrepreneur is a natural or legal person or a legal partnership that acts in the course of a legal transaction in the exercise of its commercial or independent professional activity.
- Without further notice, these GTC apply to entrepreneurs for future business relationships.
- Insofar as these terms and conditions refer to published price lists, lists of services or contract-related information (e.g. in a input mask on the website) of Almit GmbH, these are considered part of this contract in its currently valid version.
- Verbal or telephone agreements only become legally binding after written confirmation from Almit GmbH.
- For better readability, the use of a gender-neutral language is avoided and the male form is used. The offer nevertheless refers to members of all genders.
Conclusion of contract
- All products and their presentation (especially on our website) represent only a non-binding offer / a non-binding online catalog / catalog. A legally binding offer is not associated with this.
- The contract is concluded either through the purchase via the online shop or through an inquiry (order) from Almit GmbH or a distributor or through the acceptance of an offer by the customer from Almit GmbH or a distributor.
- The contract becomes effective through an order confirmation sent by Almit GmbH or a distributor or by acceptance of the offer sent by Almit GmbH or a distributor.
- The order or the order confirmation specifies the terms of delivery and payment, insofar as these deviate from the regulations in these GTC.
- If there is an important reason for resignation for an important reason, Almit GmbH reserves the right to refuse to conclude the contract.
Contract language and storage of the contract text
- The contract languages are German and English. No. 20.4 applies.
- The contract text is saved insofar as it is necessary for the execution of the contract. We will send you an overview of the order and our GTC by email.
- The GTC can be found on the Almit GmbH homepage at www.almit.de/terms-and-conditions.
- The customer can print out the GTC as a document or save them on his end device.
- Further access to the contract text is not provided for security reasons.
Prices and terms of payment
- All prices on the website, in the online shop or in brochures are non-binding and subject to change.
- If an alloy surcharge (LZ) is charged, this is a special item. Billing depends on the type of alloy and the weight of the respective product.
- All prices are net prices plus statutory sales tax, packaging costs and shipping costs / freight costs, if applicable.
- The customer receives an invoice for the total costs. The customer agrees to the invoice being sent by email.
- All invoices are due in advance and without deduction immediately by bank transfer, unless otherwise agreed in the offer or the order confirmation.
Default on payment
- The customer is in default if the payment term stated on the invoice or the agreed payment term is not met and a corresponding reminder has been issued. In addition, the customer is in default of payment without the need for a reminder if the payment term is exceeded by more than 30 days.
- In the event of default, the provider is entitled to charge default interest in accordance with §§ 288 I, II BGB.
- In addition, in the event of default, all claims of Almit GmbH against the customer are due for payment immediately. This applies to all claims from all contractual relationships and to all deferred claims.
- Further claims remain reserved.
- The minimum order value is EUR 50.00 net.
- For orders below EUR 50.00 net, a small quantity surcharge of EUR 12.50 will be charged.
- Deliveries are made at the cost and risk of the customer ex works or representative warehouse.
- Almit GmbH chooses the dispatch and transport route of the ordered goods at its own discretion.
- The goods are insured at the customer's request. The customer bears the cost of the insurance.
- All delivery dates and delivery times are always non-binding and apply subject to trouble-free production and an adequate supply of raw materials and supplies. The customer can only withdraw from the contract after setting a reasonable period in advance.
- Delivery times and delivery dates are extended appropriately if the operational process has been disrupted due to special circumstances that were not previously recognizable with reasonable care. The same applies to disruptions caused by industrial action or acts of God.
- The manufacturer reserves the right to change the design and shape during the delivery time and does not entitle the holder to assert warranty rights unless the goods have been changed significantly and the changes are reasonable for the customer.
Transport damage and notices of defects
- The risk of accidental loss and accidental deterioration passes to you as soon as we have delivered the item to the freight forwarder, the carrier or the person or institution otherwise intended to carry out the dispatch, or ex works or representative warehouse.
- The duty to inspect and give notice of defects, which is regulated in Section 377 of the German Commercial Code, applies to merchants. If you omit the notification regulated there, the goods are deemed to have been approved unless there is a defect that was not recognizable during the inspection. This does not apply if we have maliciously concealed a defect.
- Complaints about the incomplete or incorrect delivery of the delivered goods must be reported to Almit GmbH in writing immediately (usually within 8 days) of receipt of the goods.
- If there is no immediate notification, the delivery is considered approved.
- Almit GmbH guarantees the correct state of the art of its products according to the following provisions.
- For entrepreneurs, a warranty period for newly manufactured warnings is one year from the transfer of risk. A warranty is excluded for used goods. The statutory limitation periods for the right of recourse according to § 445a BGB remain unaffected.
- Towards entrepreneurs, an agreement on the quality of the goods only includes Almit GmbH's own information and product descriptions, which have effectively become part of the contract; Almit GmbH assumes no guarantee or liability for public statements by third parties or other advertising statements by third parties.
- If the delivered item is defective, Almit GmbH initially provides the entrepreneur with a choice of remedying the defect (rectification) or by delivering a defect-free item (replacement delivery). Further statutory warranty claims only apply if the rectification fails or a replacement delivery is not made within a reasonable grace period.
- For claims based on damage caused by us, our legal representatives or vicarious agents, we are always liable without limitation in the event of injury to life, limb or health, in the event of willful or grossly negligent breach of duty, with promise of guarantee, if agreed, or insofar as the scope of application of the Product Liability Act has been opened.
- In the event of a breach of essential contractual obligations, the fulfillment of which enables the proper execution of the contract in the first place and on the observance of which the contractual partner can regularly rely on (cardinal obligations) due to slight negligence on the part of us, our legal representatives or vicarious agents, the amount of liability shall be that which was foreseeable at the time the contract was concluded Limited damage, the occurrence of which must typically be expected.
- If the customer makes legal recourse claims, Almit GmbH pays for the necessary and proven costs of subsequent performance, which the customer incurred due to his own claims by his customer, provided that there is a consumer at the end of the supply chain and the customer has properly and timely reprimanded ( 7.2.).
- Liability arising from the assumption of a procurement risk is excluded unless the procurement risk has been assumed in writing.
- For the rest, claims for damages are excluded, unless otherwise agreed below.
- Liability is limited to the amount of the insurance liability of Almit GmbH, unless claims from producer liability or culpable injury to life, limb or health are asserted.
- If Almit GmbH has guaranteed certain properties in writing, there is liability based on the assurance. Liability vis-à-vis entrepreneurs for guaranteeing a property is limited to EUR 25,000, but at most to the amount of the defective delivery.
- Insofar as our liability is excluded or limited, this also applies to the personal liability of our employees, workers, employees, representatives and vicarious agents.
- Rescission from the contract is only possible in accordance with the statutory provisions of the German Civil Code and No. 9 of these terms and conditions.
- A Rescission for an important reason remains unaffected by this. An important reason exists if one of the contracting parties is no longer reasonable to adhere to the contract, taking into account both interests. For Almit GmbH, important reasons are, in particular, permanent or persistent late payment, impending or current insolvency of the customer or the opening of insolvency proceedings against the customer's assets or if the customer's financial situation deteriorates, which does not guarantee full and punctual fulfillment who gives payment obligations. The request for an installment payment agreement or deferral by the customer indicates the aforementioned deterioration. The assertion of further claims (especially compensation) remains reserved.
- Rescission for an important reason does not entitle the customer to compensation or similar.
- Every declaration of rescission must be made in writing.
Voluntary return of the goods
- The return of the goods is possible with the prior written consent of Almit GmbH.
- The return of the goods is voluntary. The customer has no right to return.
- The goods must be returned in an undamaged and resalable condition.
- The soldering pastes sold by Almit GmbH are excluded from the voluntary return due to their short shelf life and usability.
- Returns are made at the customer's expense.
- The customer receives a credit in the amount of the purchase price less 15 percent for processing and transport.
Unlawfulness of set-off and right of retention
- Against claims out of this contract the customer can offset undisputed or legally determined claims only.
- For entrepreneurs, the above also applies to the assertion of rights of retention.
- A prerequisite for the assertion of rights of retention by consumers is that the counterclaim is based on the same contractual relationship. This does not apply to claims based on the defective and / or incomplete provision of Almit GmbH services.
Retention of title
- Delivered goods remain the property of Almit GmbH until full payment has been made.
- Furthermore, Almit GmbH reserves ownership of the goods until all claims from an ongoing business relationship have been paid in full. You may resell the reserved goods in the ordinary course of business; All claims arising from this resale are transferred to us - Almit GmbH - in advance, regardless of a connection or mixing of the reserved goods with a new item, and we accept this assignment. You remain authorized to collect the claims, but we may also collect claims ourselves if you do not meet your payment obligations.
- The protection of personal data is very important to Almit GmbH. If technically possible and legally necessary, Almit GmbH will protect the data it collects and only collect, process or store it in accordance with the applicable data protection laws.
- Almit GmbH ensures that personal data are not passed on to third parties who are not involved in the execution of the contractually agreed service, insofar as this is reasonable.
- As far as is reasonable, Almit GmbH will take the necessary measures to protect and keep personal data confidential.
- Almit GmbH reserves the right to check the data transmitted by the customer for the purpose of preventing contractual or unlawful acts.
- Almit GmbH does not guarantee absolute data security against attacks by third parties.
- Our data protection declaration regulates more details, available at: https://almit.de/datenschutz
Subject to change in the GTC
- Almit GmbH reserves the right to change, adapt or supplement these GTC at any time with future effect.
- Almit GmbH will notify the customer of a change, adaptation or addition separately in text form if there is a contractual relationship regarding the repeated, repeated provision of services or a contractual relationship with entrepreneurs.
- The customer can object to the changes, additions or adjustments or terminate without notice. Nevertheless, Almit GmbH can terminate without notice if the customer objects.
- If the customer does not object within 7 days of notification, the changes, additions or adjustments are deemed to be agreed.
- Subsidiary agreements, changes or additions to the contract or these GTC must be in text form.
- This also applies to the waiver of this formal requirement.
Final provisions and service
- If you are an entrepreneur, then German law applies to the exclusion of UN sales law. Insofar as trade clauses are used, they apply in the understanding of the Incoterms of the International Chamber of Commerce (ICC) in their currently valid version.
- If you are a merchant within the meaning of the German Commercial Code, a legal entity under public law or a special fund under public law, the exclusive place of jurisdiction for all disputes arising from contractual relationships between us and you is our place of business.
- Should individual provisions of these terms and conditions be or become invalid or void in whole or in part, this shall not affect the validity of the remaining provisions. In place of the ineffective or void clause, there is an agreement that is closest to the economic and the meaning and purpose of the ineffective or void clause as desired by the parties.
- If there are discrepancies or contradictions between the German version of the terms and conditions and the English translation, the provisions of the German version of the terms and conditions apply.
- If you have any questions or complaints, please write us an e-mail or call us at the number you know during our business hours.
Updated: March 2020