General Terms and Conditions

01. The following terms and conditions apply to all sales. Any deviations from these terms and conditions or verbal agreements require our written confirmation.

02. All offers are subject to change without notice. Orders are not considered accepted until they have been confirmed in writing. This also applies to orders placed with our representatives.

03. The prices in the enclosed list are subject to change and are quoted per unit, assortment, or set, excluding VAT.

04. The delivery times confirmed by us in writing are calculated to the best of our knowledge based on the respective situation; however, they must be considered non-binding due to possible difficulties. We reserve the right to make partial deliveries. No claims for late-delivery charges or damages due to delivery delays may be asserted against us.

05. Delivery and shipment of the goods are at the purchaser’s risk, even if the goods are delivered by our vehicles. Unless the purchaser provides specific instructions, we will select the most cost-effective shipping method at our discretion.

06. Claims regarding the goods can only be considered if they are submitted to us within 8 days of receipt of the goods. Defects that are not immediately apparent must be reported in writing as soon as they become apparent. We reserve the right to make deviations in weight, size, and illustrations. For items that are demonstrably defective due to material or manufacturing flaws that render them unusable, we will provide a replacement upon return of the defective items. The buyer (purchaser) is not entitled to any further claims, in particular claims for damages.

07. Title to the goods we deliver shall not pass to the buyer until the buyer has settled all obligations arising from our deliveries of goods. This applies even if the purchase price for specific deliveries of goods designated by the customer has been paid. In the case of an open account, the retention of title shall serve as security for our claim for the balance due. The buyer is entitled to sell the delivered goods in the ordinary course of business. The buyer is prohibited from pledging them or transferring ownership of them as security.

The buyer must notify us immediately of any attachment or any other impairment of our rights by third parties. If the customer resells the goods delivered by us—regardless of their condition—the customer hereby assigns to us, in full satisfaction of all our claims for payment of goods, the claims against its customers arising from such resale. In the event of default in payment or deterioration of the customer’s financial situation, the company is entitled to demand immediate surrender of the goods subject to retention of title. Fulfillment of current sales contracts may be made contingent upon advance payment or the provision of security. Time-bound claims shall then become due immediately, and bills of exchange submitted must be redeemed against cash payment concurrently, regardless of their due date. If the Company has wrongfully assumed that the goods have been lost or destroyed and has therefore demanded the return of the goods subject to retention of title, it shall be liable for damages. Under no circumstances is the buyer entitled to set off its claims against the Company’s claims.

08. The place of performance for delivery and payment is Remscheid. The place of jurisdiction for delivery and payment is the Remscheid Local Court.

09. Unless otherwise agreed, our invoices are payable net within 30 days—calculated from the date of issuance—or within 14 days with a 2% discount. If the payment deadline is exceeded, late payment interest of 2% above the bank discount rate will be charged.

10. Delivery is ex works, including packaging, or in accordance with the agreed terms of delivery. If special prices are granted, the respective agreed terms of delivery apply.

As of: March 4, 2008