TERMS OF SERVICE
GFR Gesellschaft für Recycling mbH
- hereinafter referred to as 'GFR' -
General terms of sale and delivery
1. APPLICATION OF THE TERMS
1.1 These general terms and conditions of sale and delivery apply exclusively to legal transactions that GFR enters into with entrepreneurs. In the case of legal transactions with consumers who cannot be assigned commercial or independent professional activity, these general terms and conditions of sale and delivery do not apply.
1.2 With the above stipulation, all offers, business deals and deliveries by GFR are made exclusively on the basis of these general terms and conditions of sale and delivery.
1.3 These General Terms and Conditions of Sale and Delivery of GFR apply exclusively. Any existing conditions of purchase of the buyer do not apply unless GFR has expressly agreed to their validity.
1.4 If one or more provisions of these general terms and conditions of sale and delivery or of the individually negotiated sales contract should be or become ineffective, this shall not affect the validity of the remaining conditions and the remaining contract.
2. CONCLUSION OF A CONTRACT
2.1 GFR's offers are binding for a maximum of one week.
2.2 The employees of GFR are not authorized to make verbal side agreements or to give verbal assurances that go beyond the content of a written offer or a written contract.
3. PRICES
3.1 The prices stated in GFR's offers are net prices.
3.2 Unless otherwise agreed, the prices are ex works or ex warehouse of GFR. They do not include freight, postage, insurance and other shipping costs.
4. DELIVERIES
4.1 Delivery dates are only an approximate guide to the expected delivery time. If a delivery period is set in days, weeks or months, it begins with the receipt of the order confirmation by the buyer. If the delivery time is determined in days, this is to be understood as working days.
4.2 Delays in delivery due to force majeure, strikes, unforeseeable operational disruptions, delays in delivery by sub-suppliers, transport bottlenecks, shortages of raw materials, official measures and other circumstances for which GFR is not responsible release GFR from the delivery obligation for the duration of their existence and justify the appropriate change the delivery dates. In these cases, the buyer is entitled to refuse acceptance of the delayed deliveries after a reasonable grace period to be set by him in writing. In addition, the buyer has no claims against GFR in the cases mentioned.
4.3 GFR is entitled to provide the contractual service in partial deliveries. The buyer is obliged to accept and pay for such partial deliveries.
5. DEFECTS AND WARRANTIES
5.1 Incoming or collected deliveries are to be examined carefully and comprehensively by the buyer immediately upon acceptance according to the information on the delivery note for completeness and perfect condition. Any deficiencies or shortages in quantities that can be identified in the course of this inspection are to be objected to in writing on the receipt or immediately after receipt of the goods, if possible by email or fax, accompanied by supporting documents. Defects that were not recognizable during the initial inspection must be reported in writing immediately after their discovery.
5.2 In the event of justified and timely complaints, GFR will make subsequent or replacement deliveries as quickly as possible for shortages or defective goods to the extent necessary to compensate for shortfalls and to replace defective parts of the delivery. The buyer is obliged to accept a partial quantity or the defect-free parts of the delivery and to accept the subsequent or replacement delivery. If the subsequent or replacement delivery does not provide a complete or fault-free overall service by GFR, the buyer is entitled to assert any other warranty rights he may be entitled to under the law. In the case of only minor defects, the buyer is not entitled to withdraw from the contract.
5.3 The warranty period ends one year from delivery of the goods.
6. PLACE OF PERFORMANCE AND TRANSFER OF RISK
6.1 The place of performance, regardless of the destination of the delivery, is the location of GFR's distribution center.
6.2 The risk of accidental loss or accidental deterioration of the goods is transferred to the buyer when they are handed over to the buyer or the carrier. This also applies if GFR issues the transport order for the buyer or carries out the transport itself. It is up to the buyer to take out insurance to cover the risk mentioned.
6.3 If the buyer is in default of acceptance, the risk of accidental loss or accidental deterioration of the purchased goods passes to him three working days after the notification of readiness for dispatch has been sent.
7. LIMITATION OF LIABILITY
7.1 GFR is not liable for slightly negligent breaches of insignificant contractual obligations.
7.2 In the event of a slightly negligent breach of essential contractual obligations, GFR's liability is limited to the foreseeable, contract-typical damage based on the nature of the contractual object.
7.3 The above limitations of liability do not apply to claims that can be made against GFR under the Product Liability Act. Furthermore, the limitations of liability do not apply to GFR-attributable injuries to life, limb or health caused to a person.
7.4 To the extent that GFR's liability is excluded or limited, this also applies to the personal liability of GFR's employees and other vicarious agents.
8. PAYMENTS
8.1 Unless otherwise agreed, all invoices are to be settled cashlessly by the buyer within eight days of the invoice date. Discounts are not permitted.
8.2 GFR reserves the right to accept bills of exchange on a case-by-case basis. If necessary, bills of exchange and checks will only be accepted subject to redemption. Bank charges and fees, return debit and processing costs are borne by the buyer.
8.3 If the buyer is in default with the settlement of an invoice, all outstanding claims from GFR including any claims from bills of exchange become due immediately, regardless of the agreed payment dates. In addition, GFR is entitled to postpone the deliveries still to be made until all outstanding invoices have been settled and to request advance payment for these. The same applies if GFR becomes aware of circumstances that are likely to call the buyer's creditworthiness into question.
8.4 Offsetting against counterclaims by the buyer is not permitted, unless these counterclaims are due and undisputed or have been legally established.
8.5 The buyer is entitled to any right of retention at most with regard to payments that relate to the individual order from which he makes warranty claims or the like.
8.6 GFR is entitled at any time to assign claims from the business relationship with the buyer.
9. RESERVATION OF TITLE
9.1 All deliveries and services are subject to retention of title. Ownership is only transferred to the buyer when he has completely fulfilled his obligations from the respective purchase contract to GFR. The retention of title also remains as long as the given bills of exchange or checks have not been fully redeemed with so-called check / bill cover.
9.2 In the case of the connection or mixing of the goods delivered under retention of title with an item belonging to the buyer or a third party, GFR shall acquire, in place of the buyer or the third party, the proportional co-ownership of the new item, in proportion to the purchase price of the goods delivered under retention of title to the value of the new thing.
9.3 In the case of the treatment or processing of the goods delivered under retention of title, GFR is a manufacturer within the meaning of the law, but excluding the assumption of any manufacturer obligations. GFR is entitled to proportional co-ownership of the new item in the ratio of the purchase price of the treated or processed item to the value of the new item.
9.4 The buyer is authorized to resell the goods delivered under reservation of title in the ordinary course of business. He hereby assigns to GFR the first-rate part of his claims from justified and unjustified resale, which corresponds to the invoice price (including VAT) of the goods delivered by GFR. The names and addresses of the customers as well as the amount of the respective claim are to be communicated to GFR at the first request. The buyer is authorized to collect the claims assigned to GFR as long as he duly fulfills his payment obligations to GFR and GFR does not revoke this authorization for any other reason. GFR accepts the advance assignments regulated in this provision.
9.5 Until the goods delivered subject to retention of title have been properly used or the new item created through connection, treatment or processing, the buyer must keep them spatially separated from other items. He bears all costs and expenses necessary for the maintenance during this time and is liable to GFR for any deterioration. The goods must be adequately insured against damage, loss and destruction. At the request of GFR, the buyer must provide proof of insurance cover.
9.6 Any pledging or assignment by way of security of the purchased goods or the new item is not permitted. Seizures or other impairments of GFR's property by third parties are to be reported by the buyer immediately and to be averted using suitable means. If GFR has reason to uphold the rights to the delivered goods by filing a third party action for objection in accordance with Section 771 of the German Code of Civil Procedure, the buyer is liable for the judicial and extrajudicial costs incurred as a result if the respondent is unable to reimburse them.
9.7 In the event of breach of contract by the buyer, in particular in the event of default in payment, GFR is entitled to withdraw from the contract and take back the goods delivered.
9.8 GFR undertakes to release any existing securities at the buyer's request to the extent that the realizable value of these securities exceeds the claim to be secured by more than 20%; the selection of which securities are released in each individual case is made by GFR.
10. PRIVACY POLICY
10.1 The data of GFR's customers are - to the extent necessary for business and permitted within the framework of the Federal Data Protection Act (Section 28 BDSG) - electronically stored and processed.
11. APPLICABLE LAW
11.1 German substantive law applies exclusively to the legal relationship between the contracting parties. The application of the UN sales law is excluded.
12. PLACE OF JURISDICTION
12.1 If the customer is a merchant, legal entity under public law or special fund under public law, GFR's registered office (Siebenstücke 10, 24558 Henstedt-Ulzburg) is the exclusive place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship.
12.2 In relation to customers who do not belong to the group of customers named in Clause 12.1, the places of jurisdiction permitted by law apply without restriction.
