General Terms and Conditions (GTC), January 4, 2016
Scope of application
These general terms and conditions apply to all contracts, deliveries and performance between Bendel Werkzeuge GmbH & Co. KG (Lüneburg District Court HRA 200522, referred to hereinafter as “Bendel Werkzeuge”) and its customers, insofar as they are related to the commercial and independent professional activity of the customer. Deviating and/or supplementary general terms and conditions must be confirmed expressly in writing by Bendel Werkzeuge to have legal effect. This also applies to the waiving of the requirement for a written form. Misrepresentation of a business enterprise or of self-employment. Bendel Werkzeuge expressly does not serve consumers covered by section 13 of the German Civil Code but only business and industry and self-employed individuals. If a commercial purpose of the object of purchase is misrepresented to Bendel Werkzeuge, or the absence of the characteristic of the business enterprise/self-employment is misrepresented, then the customer forfeits the right to the legal status as a consumer. In such cases, Bendel Werkzeuge explicitly reserves the right to contest such contracts on the grounds of fraudulent misrepresentation.
Consequences of returning goods
In the case of returns accepted by us, any benefits already provided and related profits (e.g. accrued through use) shall be returned. Compensation can be demanded if the merchandise has deteriorated. This shall not apply when the deterioration was caused merely by examination of the merchandise as it normally would have happened in a retail outlet. In other respects you can avoid the compensation obligation by not making use of the merchandise as if you were its owner and refraining from doing anything which reduces its value.
Offers/prices/current account
All offers are subject to confirmation. The specified prices are net prices (unless otherwise indicated) and are subject to the statutory value-added tax. Bendel Werkzeuge reserves the right to limit the release of its products to a quantity that is usual in commercial practice. On request we can organize the shipment of merchandise by a company that we engage. Unless otherwise agreed upon, the merchandise shall be shipped/prepared for dispatch ex warehouse. We will open a customer account for you. This will be a commercial current account. We will apply payments to the oldest current invoice.
Reservation of ownership/seizure
All merchandise delivered by Bendel Werkzeuge will remain the property of Bendel Werkzeuge until full payment is made of all claims arising from the business relationship. If we open a current account for you, the most recent outstanding balance will apply. The reservation of ownership extends to products resulting from processing. If our merchandise is further processed, combined or mixed with other material, we will acquire ownership of the new product thus created in the proportion of the value of our merchandise to the value of the other material. In lieu of transfer of possession, the customer will keep the merchandise in safe custody on our behalf without payment with the due diligence of a prudent merchant. The purchaser may dispose of and process our merchandise subject to reservation of ownership, provided the purchaser is not in default of payment or does not stop payment. Should the purchaser dispose of the merchandise obtained from us in whatever condition, the purchaser surrenders to us by this action even at this stage the claim arising in respect of its customer, including all supplementary rights, if need be in the amount and to the extent of our co-ownership interest in the merchandise. The customer is entitled to collect the claims surrendered to us until such time as we revoke this right for cause. Upon the request of Bendel Werkzeuge the customer is required to inform the third-party debtor about our reservation of ownership and immediately provide us with the information and documentation necessary for us to collect. The pledging or assignment as security of our reserved goods is prohibited. Seizure of Bendel Werkzeuge merchandise subject to reservation of ownership must be communicated to us immediately in writing, and a copy of the seizure statement sent to us. The bailiff must immediately be made aware of our ownership of the seized objects. The purchaser bears the costs of defending against third-party claims. We undertake to release securities assigned to us at our discretion upon request by the customer insofar as the value of the securities exceeds the claims to be secured by more by more than 25%.
Delivery time
In general, we reserve the right to prior sale. Partial deliveries are allowed, unless otherwise stipulated. If there is no written agreement about the delivery time, orders will be delivered in the order of their receipt.
Warranty and complaint
Should delivered items display obvious material or manufacturing defects, including transport damages, please immediately inform us or the transport company we charged with the delivery about these defects in writing. Complaints due to incomplete and/or incorrect delivery, calculation or complaints about hidden defects have to be sent to us immediately in writing and the written complaint arriving at our offices within 8 days of receipt of the merchandise. We expressly refer to the obligation to give notice of defects described in section 377 of the German Commercial Code (HGB). Warranty is granted for 12 months from the date of delivery by Bendel Werkzeuge, whereby in the event of the goods proving faulty we will first re-deliver or remedy the defect at our discretion. The merchandise subject to the complaint should be delivered free to our door for evaluation, that is, with postage paid. If the complaint is justified, we will also return the merchandise free to your door. If the repair fails or the subsequently delivered merchandise is equally defective, you are entitled to reimbursement of the full purchase price upon return of the merchandise or a reduction of the purchase price. The regulations concerning benefits of use under “Consequences of Returning Goods” will also apply in case of a return as a result of a complaint. Wear parts are excluded from the warranty. The warranty claim is likewise forfeited if products fail because of improper use or overuse with the aid of tools (pipes as extension) or due to noncompliance with user guides. During the warranty period the purchaser must provide evidence of the time of purchase by presenting our invoice.
Compensation for damage
All further claims of any kind, in particular claims for compensation that do not affect the delivery item itself are completely excluded, unless Bendel Werkzeuge has acted wilfully or committed gross negligence or has explicitly declared a promised feature in writing. This special feature cannot be derived from brochures or depictions in other media even of Bendel Werkzeuge but must have been expressly confirmed in writing by us. Liability for premeditated behavior of vicarious agents and legal representatives is excluded. Printed documents and data storage media of all types. Our logo, brochures, catalogs, price lists, still images, descriptions, data storage media and miscellaneous media of all types remain the property of Bendel Werkzeuge at all times at all times. We will enforce copyrights on content, insofar as legally possible. Our logo, offers, brochures, catalogs, price lists, images, descriptions, data storage media and miscellaneous media of our company, such as those displayed online and in e-mail correspondence, may not be duplicated or shared with third parties without our written consent.
Diagrams, measurements, weights and technical data
Diagrams, dimensional data, weights and technical data are only approximate indications. In case of delays in delivery by the manufacturer or other discrepancies, we also retain the right to replace the depicted and designated products by delivering equivalent products. We reserve the right to make changes to all the technical data as part of product development even without giving prior notice.
Payment
Shipment is carried out only against advance payment, immediately after receipt of payment. Payment can also be made by cash on delivery for a fee within the delivery area of the Federal Republic of Germany. Provided the appropriate creditworthiness is available, delivery can also be carried out after payment by direct debit or against invoice. We reserve the right to require appropriate securities at our expense. We expressly reserve the right to refuse this delivery option even without stating reasons. In this case, the customer is no longer bound by the order.
Liability and Secondary Obligations
Advice and information about the use of our delivery items are given to the best of our knowledge. However, we explicitly disclaim any liability for this because the customer is responsible for using our products according to their intended use and purpose.
Data Protection
All personal data will remain confidential as a matter of principle. Data needed to process transactions will be stored and, if necessary, passed on to forwarding companies in line with the ordering process. During data processing your information that require protection will be handled in accordance with statutory provisions.
Place of Jurisdiction
The place of performance for the delivery and payment is the registered office of Bendel Werkzeuge GmbH & Co. KG. Disputes resulting from a contractual relationship with merchants, corporate bodies under public law or special assets under public law will fall within the exclusive jurisdiction of the court at the domicile of Bendel Werkzeuge GmbH & Co. KG, unless the law specifically provides otherwise.
Final Remark
If a court rules that individual contractual provisions are invalid or unlawful, including by way of a change in the law, then this will not affect the validity of the other general terms and conditions.