Terms and Conditions

Section 1: RN Vision GmbH’s Terms and Conditions of Sale and Delivery for Consumers

The following provisions apply exclusively to contracts with Consumers. Our Terms and Conditions for Entrepreneurs can be found in Section 2 “Terms and Conditions of Sale and Delivery of RN Vision GmbH for Entrepreneurs”.

I. Offer and Conclusion of the Contract

1. All of our deliveries are provided solely on the basis of our following conditions.

2. Our offers are always non-binding and subject to change. Likewise, the depiction of the products in the online shop does not constitute a legally binding offer, but an offer which is non-binding and subject to change. The information provided in our offers, such as dimensions, weight indications, illustrations, properties, type designations, and descriptions, have been made to the best of our knowledge and are non-binding.

3. The automatically generated confirmation of receipt received via email by the customer upon receipt of their order in our web shop does not yet constitute a binding acceptance of the order, but only confirms receipt of the customer’s order. Orders and other agreements are and first become binding upon receipt of our written (letter, fax, email) order confirmation or shipping confirmation, or when we execute the order directly upon receipt of such order. In such a case, the delivery receipt or invoice shall be considered the order confirmation.

II. Prices and Payment

1. The list prices, as presented in our current delivery program at the time of the order, shall be valid. Unless otherwise provided in the order confirmation, prices are “ex works”. Freight, delivery, shipment, customs, postage, packaging, insurance, and other expenses are not included in the price; these will be listed and invoiced separately where applicable. The statutory value added tax (currently 19%) is also not included in the list prices; these and other price components, along with the total price, will be indicated within the course of the order process and listed separately on the invoice on the day of billing.

2. Should a significant change in our prices occur after the contract has been concluded, e.g. due to a price change by our suppliers, we shall have the right to make reasonable changes to our prices for deliveries that are to be made later than 4 months after the conclusion of the contract. In such cases, the customer shall have the right to withdraw from the contract should the price increase by more than 10%.

3. In case of a delivery outside Germany, the customer shall also bear any tax and customs expenses which may arise. If, upon the customer’s request, the goods should be sent outside Germany or if the customer chooses a special shipping method, the customer shall bear any additional costs incurred.

4. All of our outstanding receivables from the business relationship shall become immediately due should a significant deterioration in the customer’s financial circumstances occur. There is considered to be a deterioration in the financial circumstances if only one instalment of any contract is not immediately paid despite payment reminder.

5. The offsetting by the customer of counterclaims that are disputed by us and not legally established is not permitted. The customer is only entitled to exercise a right of retention when their counterclaim derives from the same contractual relationship.

III. Reservation of Title

1. The purchased item shall remain our property until the full payment of all receivables, including subsidiary claims, claims for compensation, and payment of checks and bills of exchange.

2. The reservation of title shall also remain in force when the customer’s individual claims have been included in a current invoice and the balance has been drawn and acknowledged.

3. Should the delivered reserved goods be processed by the customer into a new, movable item, the processing shall be done on our behalf without committing us in any way. The new item will become our property. Should our goods be processed, combined, or blended with goods not belonging to us, we shall acquire co-ownership in the new object in the ratio of the invoice value of our reserved goods to the total value.

4. The customer is only permitted to resell, further process, or install the reserved goods within the usual course of business and under the provisions of the following clauses, and only so that the claims will actually be transferred to us according to the provisions of clause 6.

5. The customer’s rights to resell, process, or integrate the reserved goods within the usual course of business shall end upon retraction by us as a result of a sustained deterioration of the customer’s financial standing, but latest upon suspension of payments by the customer or with the request or opening of bankruptcy or insolvency proceedings on their assets.

6.

a. The customer hereby already assigns the receivables, with all ancillary rights, resulting from the sale of the reserved goods – including any outstanding balance – to us.

b. Should the goods be processed, combined, or blended and we acquire co-ownership in the amount of our invoice value, we shall be entitled to the claim for the purchase price pro rata to the value of our right to the goods.

c. Should the reserved goods be integrated into another item by the customer, the customer here and now assigns to us the payment claim thereby created in the amount of the invoice value of the reserved goods with all ancillary rights, including those such as the granting of a security mortgage, with priority over all other debts. Should the customer have sold the claim to payment as part of genuine factoring, then our claim shall become due immediately and the customer shall assign the substitute claim against the factoring company and immediately pass their sales proceeds on to us. We accept this assignment.

7. The customer shall be entitled to collect the assigned claims as long as they meets their payment obligations. The collection entitlement shall expire if revoked by us, but latest with a default in payment by the customer or a significant deterioration in the customer’s financial circumstances. In this case, we shall be authorized by the customer to inform their customers about the assignment and to collect the receivables ourselves. The customer shall be obliged, upon our request, to provide us with a precise list of the receivables to which they are entitled, including the name and address of the buyers, the amount of the individual claims, invoice date, etc. and to provide us with the information required to assert the assigned claims as well as permit us to examine this information.

8. Should the invoice value of our existing securities exceed our total receivables, including ancillary receivables (e.g. interest, costs) by more than 20%, we shall be obliged to release security at our discretion upon request by the customer or a third party inhibited by our excess security.

9. The pledging or security transfer of the reserved goods or transferred receivables is not permitted. We are to be notified immediately of any pledging and given the name of the lien holder.

10. Should we reclaim the purchase object as a result of the reservation of title, the contract shall only be cancelled if we expressly declare such cancellation. We may satisfy our claims to the reclaimed reserved goods by selling them on the open market.

11. All claims and rights resulting from the reservation of title in all of the special forms defined in these terms and conditions shall remain valid until the complete release from contingent liabilities which we have assumed in the interest of the customer.

IV. Delivery Periods / Default

1. The delivery dates stated in the order confirmation are non-binding. They are only approximations but will be met wherever possible. Binding delivery dates require a separate written confirmation from us.

2. Compliance with delivery times requires timely receipt of all documentation to be provided by the customer, the necessary approvals and clearances, in particular of plans, as well as compliance with the payment terms agreed and fulfilment of other obligations by the customer. Should these requirements not be fulfilled on time, the delivery times will be extended accordingly. This does not apply if we are responsible for the delay.

3. The elapse of specific delivery times or dates does not release the customer, who wishes to withdraw from the contract or claim compensation, from setting an appropriate extension of time for delivery. This shall not apply if we have explicitly agreed to a delivery period or time as being binding.

4. The delivery time shall be appropriately extended – even if deliveries are in arrears – in the case of a force majeure event and all other unanticipated hindrances for which we cannot be held accountable (especially the disturbance of business operations, strike, lock out, fire, flood, official orders which cannot be attributed to our business risk, or blockage of transport routes), provided that it can be demonstrated that such difficulties have a significant influence on our performance or delivery. This shall also apply if such events affect our suppliers or their suppliers. We shall notify the customer as soon as possible of the beginning and end of such hindrances. The customer may request notification of whether we will withdraw from the contract or deliver within a reasonable period of time.

5. The customer undertakes to notify us, upon our request, within a reasonable period, as to whether they intend to withdraw from the contract and/or claim compensation instead of delivery as a result of the delay, or if they continue to require delivery.

6. The customer’s claims for compensation due to a delay in delivery shall be excluded except in cases of intentional or grossly negligent fault.

V. Liability for Material Defects/Claim for Compensation

1. We are liable for material defects according to statutory regulations.

2. However, claims for damages by the customer are excluded. This does not apply to claims for damages by the customer for injury to life, limb, or health, if the seller is responsible for the breach of duty, or in the event of liability for other damages based on wilful or grossly negligent breach of obligations by the seller, their legal representatives or agents. Also excluded is the violation of obligations, without the fulfilment of which due performance of the contract would not be possible and upon the fulfilment of which the customer routinely relies. In the event of a slightly negligent breach of contractual obligations, we shall only be liable for foreseeable damages typical for the type of contract, unless the customer’s damages claim is based on injury to life, limb, or health.

3. Clause 2 shall also apply for the benefit of our legal representatives and agents if claims should be asserted directly against them.

4. The provisions of the German Product Liability Law and the German Federal Data Protection Act remain unaffected.

VI. Impossibility / Contract Adjustment

1. Insofar that delivery is impossible, the customer shall be entitled to require compensation, unless we are not responsible for the impossibility. However, such a claim for compensation by the customer shall be limited to 10% of the value of the part of the delivery which cannot be put into useful operation due to the impossibility. This limitation will not apply in the event of mandatory liability for intent, gross negligence, or injury to life, limb, or health. This does not lead to a change in the burden of proof to the disadvantage of the customer. The right of the customer to withdraw from the contract remains unaffected.

2. Insofar as unforeseen events within the meaning of V. clause 4 significantly alter the commercial importance or contents of the delivery or have a considerable effect on our business, the contract shall be appropriately adapted in good faith. To the extent that this is not justifiable from an economic point of view, we shall be entitled to withdraw from the contract. Should we wish to exercise our right of withdrawal, we must notify the customer as soon as we become aware of the consequences of the event, even where we initially agreed to an extension of the delivery period with the customer.

VII. Right of Withdrawal

1. If the customer is a natural person who concludes a legal transaction for a purpose which can be attributed neither to their commercial nor self-employed professional activity (consumer), the customer shall have the right of withdrawal according to section 312g in connection with section 355 of the German Civil Code (BGB).

2. Right of Withdrawal in Sales Contracts for Goods:

Withdrawal Policy

Right of Withdrawal

You have the right to withdraw from this contract without justification within fourteen days.
In a sales contract, the withdrawal period consists of fourteen days, starting on the day on which you or a third party designated by you, but not the carrier, have taken the goods into your/their possession.
In case of a sales contract for multiple goods, which you ordered together in a single order but which were delivered separately, the withdrawal period consists of fourteen days, starting on the day on which you or a third party designated by you, but not the carrier, have taken the last goods into your/their possession.

In case of a sales contract for the delivery of one good in multiple partial deliveries or pieces, the withdrawal period consists of fourteen days, starting on the day on which you or a third party designated by you, but not the carrier, have taken the last partial delivery or the last piece into your/their possession.

In case of a sales contract for the regular delivery of goods over a specified period of time, the withdrawal period consists of fourteen days, starting on the day on which you or a third party designated by you, but not the carrier, have taken the first of the goods into your/their possession.

To exercise your right of withdrawal, you must inform us (RN Vision GmbH, Am Nordpark 1, 41069 Mönchengladbach, Germany, email: info@rn-vision.de, Tel: +49 2161 63 970 11, Fax: +49 2161 63 970 12) by way of clear declaration (e.g. a letter sent by mail, fax, or email) about your decision to withdrawal from this contract. You can use the Sample Withdrawal Form which is attached to do so, however this is not required.

Sending the declaration about exercising your right of withdrawal before the end of the withdrawal period is enough to comply with the withdrawal period.

Consequences of Withdrawal
Should you withdraw from this contract, we must reimburse you for all payments, including delivery costs (excluding the additional costs which arise should you have chosen a different shipping method than the most cost-effective standard delivery that we offer), which we have received from you, immediately and no later than fourteen days from the day on which your declaration of withdrawal is received by us. For this reimbursement, we use the same payment method that you used for the initial transaction unless another method has been expressly agreed: in no event will you be charged a fee for this reimbursement.

You must return the goods to us immediately, and in no case later than fourteen days from the day on which you inform us about your withdrawal from the contract, either directly or by mail at RN Vision GmbH, Am Nordpark 1, 41069 Mönchengladbach, Germany. The deadline has been met when you send off the goods or return them directly to us before the period of fourteen days has ended. We will bear the costs incurred for returning the goods.

You shall only be responsible to pay for a diminished value of the goods should this result from handling that was not necessary to ascertain the quality, properties, and operation of the goods.

End of the withdrawal policy

3. Sample Withdrawal-Form:

Sample Withdrawal-Form
(If you would like to withdraw from the contract, please fill out this form and send it back to us.)

To:
RN Vision GmbH
Am Nordpark 1
41069 Mönchengladbach
E-Mail: info@rn-vision.de
Fax:+4921616397012

Withdrawal
I/we (*) hereby withdraw from the contract which I/we (*) concluded for the purchase of the following goods:

_____________________________________________________

_____________________________________________________

_____________________________________________________

Ordered on (*)/received on (*):

_______________________________________________

Customer name:

_________________________________________________

Customer address:

_______________________________________________

_______________________________________________

Customer signature (only for paper declarations)

Date:__________________________________

(*) Delete as applicable.

4. You can also download the Sample Withdrawal Form here.

5. The right to withdrawal is not applicable for the following contracts:

  • Contracts for the delivery of goods which are not prefabricated and the production of which required a significant individual selection or determination by the customer or which has been clearly tailored to the personal desires of the customer,
  • Contracts for the delivery of sealed goods, which for reasons of health protection or hygiene are not suited for return, when their seal has been removed following delivery,
  • Contracts for the delivery of goods when these goods, due to their nature, have been inseparably combined with other goods following delivery,
  • Contracts for the delivery of sealed sound or video recordings or computer software when the seal has been removed following delivery,
  • Contracts for the delivery of newspapers, magazines, or illustrations, with the exception of subscription contracts,
  • Contracts under which the consumer expressly requested that the company visit them in order to carry out urgent repair or maintenance work; this does not include further services which were performed during such visit which the consumer did not expressly request or goods which were delivered during such visit which were not absolutely necessary as replacement parts for the repair or maintenance work.

6. In the case of withdrawal from the entire order, the customer will be reimbursed for the entire flat shipping rate. In the case of withdrawal from part of the order, the flat shipping rate will only be reimbursed when the returned goods actually incurred shipping costs. Which goods incur shipping costs shall be shown to the customer at the time the order is placed. Shipping costs will not be reimbursed insofar as they were charged to the customer additionally because they chose a different shipping method than the most cost-effective standard delivery that we offer.

VIII. Concluding Provisions

1. Should one of the above provisions be or become invalid, this shall not affect the validity of the remaining provisions. Should individual provisions in this Terms and Conditions of Sale and Delivery contract be or become invalid, the rest of the contract as a whole shall remain valid. Insofar as provisions have not become part of the contract or become invalid, the content of the contract will follow the statutory provisions.

2. Any deviations from these provisions shall require written approval in order to be valid. Any verbal agreements shall only be valid when confirmed by us in writing. Section 305b of the German Civil Code (BGB) shall remain unaffected.

3. We do not participate in dispute settlement procedures held before consumer arbitration boards.

4. German law shall exclusively apply excluding the UN Convention on the International Sale of Goods.

Last updated: June 2019 

Section 2: RN Vision GmbH’s Terms and Conditions of Sale and Delivery for Entrepreneurs

The following provisions shall apply exclusively to contracts with entrepreneurs. They shall apply for all future business relations, even if not explicitly agreed again. Our Terms and Conditions for Customers can be found in Section 1 “Terms and Conditions of Sale and Delivery of RN Vision GmbH for Customers”.

I. Offer and Conclusion of the Contract

1. All of our deliveries are provided solely on the basis of our following conditions.

2. Our offers are always non-binding and subject to change. Likewise, the depiction of the products in the online shop does not constitute a legally binding offer, but an offer which is non-binding and subject to change. The information provided in our offers, such as dimensions, weight indications, illustrations, properties, type designations, and descriptions, have been made to the best of our knowledge and are non-binding.

3. The automatically generated confirmation of receipt received via email by the customer upon receipt of their order in our web shop does not yet constitute a binding acceptance of the order, but only confirms receipt of the customer’s order. Orders and other agreements are and first become binding upon receipt of our written (letter, fax, email) order confirmation or shipping confirmation, or when we execute the order directly upon receipt of such order. In such a case, the delivery receipt or invoice shall be considered the order confirmation.

II. Prices and Payments

1. The list prices, as presented in our current delivery program at the time of the order, shall be valid. Unless otherwise provided in the order confirmation, prices are “ex works”. Freight, customs, postage, packaging, insurance, and other expenses are not included in the price; these will be invoiced separately where applicable. The statutory value-added tax (currently 19%) is also not included in the prices; this shall be shown separately on the invoice in the legally applicable amount on the invoicing date.

2. Should a significant change in our prices occur after the contract has been concluded, e.g. due to a price change by our suppliers, we shall have the right to make reasonable changes to our prices for deliveries that are to be made later than 4 months after the conclusion of the contract. In such cases, the customer shall have the right to withdraw from the contract should the price increase by more than 10%.

3. In case of a delivery outside Germany, the customer shall also bear any tax and customs expenses which may arise. If, upon the customer’s request, the goods should be sent outside Germany or if the customer chooses a special shipping method, the customer shall bear any additional costs incurred.

4. All of our outstanding receivables from the business relationship shall become immediately due should a significant deterioration in the customer’s financial circumstances occur. There is considered to be a deterioration in the financial circumstances if only one instalment of any contract is not immediately paid despite payment reminder.

5. The offsetting by the customer of counterclaims that are disputed by us and not legally established is not permitted. The customer is only entitled to exercise a right of retention when their counterclaim derives from the same contractual relationship.

III. Reservation of Title

1. The purchased item shall remain our property until the full payment of all receivables, including subsidiary claims, claims for compensation, and payment of checks and bills of exchange.

2. The reservation of title shall also remain in force when the customer’s individual claims have been included in a current invoice and the balance has been drawn and acknowledged.

3. Should the delivered reserved goods be processed by the customer into a new, movable item, the processing shall be done on our behalf without committing us in any way. The new item will become our property. Should our goods be processed, combined, or blended with goods not belonging to us, we shall acquire co-ownership in the new object in the ratio of the invoice value of our reserved goods to the total value.

4. The customer is only permitted to resell, further process, or install the reserved goods within the usual course of business and under the provisions of the following clauses, and only so that the claims will actually be transferred to us according to the provisions of clause 6.

5. The customer’s rights to resell, process, or integrate the reserved goods within the usual course of business shall end upon retraction by us as a result of a sustained deterioration of the customer’s financial standing, but latest upon suspension of payments by the customer or with the request or opening of bankruptcy or insolvency proceedings on their assets.

6.

a. The customer hereby already assigns the receivables, with all ancillary rights, resulting from the sale of the reserved goods – including any outstanding balance – to us.

b. Should the goods be processed, combined, or blended and we acquire co-ownership in the amount of our invoice value, we shall be entitled to the claim for the purchase price pro rata to the value of our right to the goods.

c. Should the reserved goods be integrated into another item by the customer, the customer here and now assigns to us the payment claim thereby created in the amount of the invoice value of the reserved goods with all ancillary rights, including those such as the granting of a security mortgage, with priority over all other debts. Should the customer have sold the claim to payment as part of genuine factoring, then our claim shall become due immediately and the customer shall assign the substitute claim against the factoring company and immediately pass their sales proceeds on to us. We accept this assignment.

7. The customer shall be entitled to collect the assigned claims as long as they meets their payment obligations. The collection entitlement shall expire if revoked by us, but latest with a default in payment by the customer or a significant deterioration in the customer’s financial circumstances. In this case, we shall be authorized by the customer to inform their customers about the assignment and to collect the receivables ourselves. The customer shall be obliged, upon our request, to provide us with a precise list of the receivables to which they are entitled, including the name and address of the buyers, the amount of the individual claims, invoice date, etc. and to provide us with the information required to assert the assigned claims as well as permit us to examine this information.

8. Should the invoice value of our existing securities exceed our total receivables, including ancillary receivables (e.g. interest, costs) by more than 20%, we shall be obliged to release security at our discretion upon request by the customer or a third party inhibited by our excess security.

9. The pledging or security transfer of the reserved goods or transferred receivables is not permitted. We are to be notified immediately of any pledging and given the name of the lien holder.

10. Should we reclaim the purchase object as a result of the reservation of title, the contract shall only be cancelled if we expressly declare such cancellation. We may satisfy our claims to the reclaimed reserved goods by selling them on the open market.

11. The customer shall store the reserved goods for us free of charge. They must insure them within the usual scope and protect them against common dangers such as fire, theft, and water. The customer hereby assigns to us the compensation claims, to which they are entitled as a result of the aforementioned damages, against insurance companies or other obliged parties in the amount of the invoiced value of the goods. We accept such assignment.

12. All claims and rights resulting from the reservation of title in all of the special forms defined in these terms and conditions shall remain valid until the complete release from contingent liabilities which we have assumed in the interest of the customer.

IV. Transfer of Risk / Acceptance / Partial Deliveries

1. Even where goods are delivered freight paid, the risk transfers to the customer at the time the goods are dispatched or collected. If desired by the customer, we will insure the delivery against all the standard transport risks at the customer’s expense.

2. If the customer is responsible for the delay of dispatch, shipment, commencement or implementation of assembly or installation, or acceptance in the customer’s facilities or test operation, or the customer is in default of acceptance for other reasons, the risk shall transfer to the customer. The invoice shall become immediately due upon admission of the goods into a warehouse.

3. The customer shall take delivery of the goods supplied, even if they are slightly defective, regardless of its rights arising from defects.

4. Partial deliveries are permissible unless the customer has no recognizable interest in them or they are not recognizably reasonable for the customer.

5. Otherwise, the risk of accidental loss or accidental damage to the goods shall pass to the customer upon transfer of the goods to the customer; in the case of shipped purchases, upon the delivery of the goods to the forwarding agent, the carrier, or any other person or institution charged with the execution of the shipment. This shall also apply when the delivery is carried out via one of our trucks.

6. The transfer of risk is not affected by the customer’s delay in acceptance.

V. Delivery Periods / Default

1. The delivery dates stated in the order confirmation are non-binding. They are only approximations but will be met wherever possible. Binding delivery dates require a separate written confirmation from us.

2. Compliance with delivery times requires timely receipt of all documentation to be provided by the customer, the necessary approvals and clearances, in particular of plans, as well as compliance with the payment terms agreed and fulfilment of other obligations by the customer. Should these requirements not be fulfilled on time, the delivery times will be extended accordingly. This does not apply if we are responsible for the delay.

3. The elapse of specific delivery times or dates does not release the customer, who wishes to withdraw from the contract or claim compensation, from setting an appropriate extension of time for delivery – but a minimum of 14 days – and the declaration that they will reject the delivery at the end of the time extension. This shall not apply if we have explicitly agreed to a delivery period or time as being binding.

4. The delivery time shall be appropriately extended – even if deliveries are in arrears – in the case of a force majeure event and all other unanticipated hindrances for which we cannot be held accountable (especially the disturbance of business operations, strike, lock out, fire, flood, official orders which cannot be attributed to our business risk, or blockage of transport routes), provided that it can be demonstrated that such difficulties have a significant influence on our performance or delivery. This shall also apply if such events affect our suppliers or their suppliers. We shall notify the customer as soon as possible of the beginning and end of such hindrances. The customer may request notification of whether we will withdraw from the contract or deliver within a reasonable period of time.

5. The customer undertakes to notify us, upon our request, within a reasonable period, as to whether they intend to withdraw from the contract and/or claim compensation instead of delivery as a result of the delay, or if they continue to require delivery.

6. The customer’s claims for compensation due to a delay in delivery shall be excluded except in cases of intentional or grossly negligent fault.

VI. Liability for material defects

We are liable for material defects as follows:

1. The buyer must inspect the delivered goods for their conformity with the contract.

2. The buyer must make a qualified and written report about obvious defects, which are immediately detectable, promptly following delivery and about hidden defects promptly following their discovery. Timely dispatch of the defect report shall be decisive for compliance with the deadline. Should the buyer fail to report the defect, all of the customer’s warranty rights and other related claims shall be forfeited. This shall not apply to defects which are fraudulently concealed. The burden of proof for the time at which the defect was discovered lies with the buyer.

3. Slight deviations which are within commercial tolerances shall not be considered as defects and do not entitle the buyer to exercise warranty claims.

4. Excess or reduced deliveries of up to 10% of the ordered goods cannot be objected. The delivered quantity shall be invoiced.

5. In the case of a warranty claim, we shall have the opportunity to rectify the defect either through repair or replacement at our discretion. Should the rectification fail, the customer shall generally have the choice to demand either a reduction of the purchase price (diminution) or the cancellation of the contract (withdrawal). The customer shall first have the right to cancel the contract or reduce the payment when the reported defect cannot be rectified within a reasonable period, which the buyer must communicate to us in writing.

6. Should the buyer choose to withdraw from the contract or reduce the price due to a defect of title or material defect following a failed rectification attempt, they shall not be entitled to any additional claims for damages based on that defect.

7. The buyer’s warranty claims for defects shall expire one year from the beginning of the statutory period of limitation.

8. The short statute of limitations shall not apply if accusations of gross negligence can be made against us, our legal representatives, or our agents, or if damages due to injury to life, limb, or health are caused by a negligent breach of duty on our part or by intentional or negligent breach of duty by our legal representatives or agents.

9. The customer will not receive guarantees in the legal sense from us. Manufacturer’s guarantees remain unaffected.

VII. Impossibility / Contract Adjustment

1. Insofar as delivery is impossible, the customer shall be entitled to require compensation, unless we are not responsible for the impossibility. However, such a claim for compensation by the customer shall be limited to 10% of the value of the part of the delivery which cannot be put into useful operation due to the impossibility. This limitation will not apply in the event of mandatory liability for intent, gross negligence, or injury to life, limb or health. This does not lead to a change in the burden of proof to the disadvantage of the customer. The right of the customer to withdraw from the contract remains unaffected.

2. Insofar as unforeseen events within the meaning of V. clause 4 significantly alter the commercial importance or contents of the delivery or have a considerable effect on our business, the contract shall be appropriately adapted in good faith. To the extent that this is not justifiable from an economic point of view, we are entitled to withdraw from the contract. Should we wish to exercise our right of withdrawal, we must notify the customer as soon as we become aware of the consequences of the event, even where we initially agreed to an extension of the delivery period with the customer.

VIII. Other Compensation Claims

1. Other compensation claims by the customer on any legal grounds, in particular due to pre-contractual breach of duty, violation of obligations under the contract, or liability in tort, are excluded.

2. The aforesaid exclusion of liability shall not apply, where liability is mandatory, for example, in accordance with German Product Liability Law, in the event of wilful intent, gross negligence, as a result of injury to life, health, or limb, or as a result of the violation of fundamental contractual obligations. Compensation for violation of fundamental contractual obligations is, however, limited to reasonably foreseeable, contractually typical damages insofar as there is no wilful intent or gross negligence and liability does not result from injury to life, health, or limb. These provisions do not lead to a change in the burden of proof to the disadvantage of the customer.

3. Insofar as the customer has the right to these VIII. Compensation Claims, such claims shall expire upon the end of the limitation period pursuant to VI. clause 7 applying to warranty claims for defects.

IX. Concluding Provisions

1. Should one of the above provisions be or become invalid, this shall not affect the validity of the remaining provisions. Should individual provisions in this Terms and Conditions of Sale and Delivery contract be or become invalid, the rest of the contract as a whole shall remain valid. Insofar as provisions have not become part of the contract or become invalid, the content of the contract will follow the statutory provisions.

2. Any deviations from these provisions shall require written approval in order to be valid. Any verbal agreements shall only be valid when confirmed by us in writing.

3. The place of performance and exclusive place of jurisdiction is Mönchengladbach.

4. German law shall exclusively apply excluding the UN Convention on the International Sale of Goods.

Last updated: June 2019