General Terms and Conditions of ULLRICH OHG, Langenhagen
1. Scope of the terms and conditions
The following terms and conditions in their valid version at the time of orders made by post, telephone, fax or online are also valid during the entire business relationship between ULLRICH OHG and the person ordering/ the purchaser/the customer as long as a written amendment has not been issued. Only amendments confirmed in writing by us are binding. Customers’ differing terms and conditions do not bind us even if we have not expressly objected to them.
All offers are subject to change and are non-binding, unless expressly stated otherwise. They fundamentally exclude statutory value added tax, insurance, shipping and packaging. The costs for products, delivery, insurance and packaging are all payable by the customer. Should a substantial change in pricing factors, wages, material costs etc. occur, then we reserve the right to revise the prices upon consultation with the customer or withdraw from the contract.
3. Formation of a contract
The contract between us and the customer begins only with our written acceptance of the order or with the delivery of the ordered goods. If a customer orders the goods in an electronic way, we will confirm the receipt of the order where applicable. However, this confirmation does not represent a binding acceptance of the order. Completions, changes or verbal agreements in relation to concluded contracts require our written confirmation in order to be valid. Pictures, drawings, measurements, weights and colors shown in catalogues, price lists and other printed matter only represent approximate values and are non-binding. Additionally, technical and design features are subject to change if necessary.
Deliveries are carried out as chosen by us by train, post or forwarding agent. The risk of accidental loss or damage of the goods is passed from the courier service, the hauler or another person or establishment responsible for the delivery to the person at the moment of transfer, or with sales shipments with the delivery of the goods. Provided that no other arrangements are made, the goods will be shipped from our store or from our suppliers’ stores. The customer is subject to the delivery costs. Delivery times are only given as approximate delivery times. We are entitled to deliver the goods in separate instalments. In the event of a delay of acceptance of the goods, the purchaser carries all related costs, especially storage costs. A delay in delivery will only occur after a written warning that can be issued, at the earliest, two weeks after the expiry of the non-binding delivery time. In accordance with legal requirements, the purchaser can only withdraw when the delay in delivery can be attributed to us. Should we be unable to fulfill our obligation due to unforeseen circumstances that, despite reasonable care having been taken in relation to those circumstances, were unavoidable, such as operational upset, labor disputes, delays in delivery of essential raw materials and building materials etc., the delivery time will change appropriately, provided that the delivery or service is still possible. This also applies if the aforementioned circumstances are experienced by our suppliers. If the above circumstances make the delivery or service impossible then we are relieved from our obligation to deliver. Should the delivery time be extended or we are relieved of our obligation to deliver due to the aforementioned circumstances, then the customer does not have any claims to damages. The same rules apply to the customer and their obligation to accept upon the occurrence of the aforementioned circumstances.
5. Payment date, payment
The purchase price of the ordered goods is due upon delivery. In principle, new customers must pay by cash on delivery or advance payment. Payment by direct debit/debit order is possible following a successful credit check. For the production of sales carts and their components, half of the purchase price is payable when placing the order. If there are any doubts about the customer’s ability to pay the amounts due for various reasons such as insolvency proceedings, cessation of payments, late payments with other accounts and similar, we are entitled to withhold outstanding deliveries or to withdraw from the contract. Damages claims cannot be made from this. However, the customer is still bound to their obligations of the part of the contract already fulfilled by us. The customer’s withholding of payments or offsetting with counterclaims is permissible only when the customer’s counterclaims have been legally established or recognized by us.
6. Complaints, Investigations
Obvious defects, especially visible ones, on the delivered goods must be investigated by the purchaser within two days of receipt in observance of the contract. Defects identified must be reported immediately. Otherwise the delivered products shall be considered to be approved. The customer carries the responsibility of proving all claims, in particular for the defect itself, for the time of identification of the defect and for the timely reporting of the defect. Faulty goods may not continue to be used.
If we agree to the return of an unused product as a gesture of goodwill, then the product should be sent back in its original condition and in its original packaging. In this case, the purchaser will carry the costs to return the goods. We can charge an expense allowance of up to 15% of the original price for the returned item(s). All food products are excluded from the returns policy unless it is a case involving a warranty.
8. Retention of Title
We claim Retention of Title as per § 455 BGB (section 455 of the German Civil Code) for goods delivered by us until full payment (including all current account outstanding balances) that we are entitled to from the customer is received. The customer may only have the goods at their disposal in normal business terms when they are not in arrears. Pledges or transfer of ownership as security are inadmissible. As a precaution, the customer already transfers any receivables (including all account balance debts from current account) which arise out of the resale of the reserved product in full to us. We authorize the customer to collect the accounts debts assigned to us for our account in his own name; we may withdraw this authorization. The collection (direct debit) authorization can be revoked if the purchaser does not properly meet his payment obligations. In the event of third party seizures of the reserved goods, the customer must indicate that the goods are our property and they should notify us immediately. If the customer is in breach of the contract - especially with respect to non-payment - we are entitled to repossess the reserved goods. The repossession as well as the attachment of the reserved goods by us is not to be regarded as a withdrawal of the contract - insofar as an instalment payment act is not applicable. Upon request we will release the securities as chosen by us, provided that their value exceeds our claims by more than 20%. In the event of resale of the goods that were delivered by us under retention of title or finished goods manufactured by them, the claims against the second purchaser are transferred to us. In this case, the customer must provide assistance when requested by us to help us secure our claim against the second purchaser.
For deliveries to companies, we are responsible for defects that were present on goods at the time of the passing of risk for a warranty period of 12 months. Initial warranty for defective merchandise is provided in the form of remedial repair or replacement according to our choice. There is a warranty of 24 months for deliveries to private customers for their own use. Statutory regulations apply to deliveries to private customers. For the investigation of claims, the products will be examined on your premises or our premises at our discretion. In cases of remedying the defects/replacement delivery, we will acquire the removed/replaced components/devices of the removed/replaced property. In the context of production as well as repair/replacement, new parts or components or like-new parts or components that meet the common industry standards are used. We shall not assume liability for defects that arise from operating errors, interference with or modifications to the product, external impacts on the product, excessive strain, impacts from heat or cold, failure to grease as and where necessary and lack of maintenance (such as replacement of parts subject to wear) or similar. The customer has the right to withdraw if we have not repaired or replaced goods within the time set by the customer, which is usually 6 weeks. We assume the same liability for repairs/replacements as with original delivered goods. The warranty for replaced goods shall start anew. We do not assume liability for errors contained in the purchaser’s relevant documents. A defect to a part of a product does not allow the purchaser the right to reject the entire product. Apart from that, all damages claims made against us by purchasers shall be excluded unless they are based on intent or gross negligence. The purchaser does not legally receive a guarantee from us. Manufacturers’ guarantees remain unaffected by this. Aforementioned warranty terms are not valid for food products.
10. Governing Law, Place of Performance and Legal Venue
German law shall be applied. The validity of the United Nations Convention for the International Sale of Goods (CISG) is excluded.
Place of performance is that of our head office. The legal venue for all disputes with customers who are registered traders, legal entities of public law or those with special public funds is where our company headquarters is located. The same applies if the customer has no legal venue in Germany or their place of residence or habitual abode is unknown at the time the issue is raised. However, we reserve the right to file a lawsuit at the purchaser’s company headquarters or place of residence.
11. Severability Clause
Should particular terms of the contract, including those in the general terms and conditions, be partly or fully invalid then the remaining terms are not affected and still apply. A regulation that is completely or partly invalid is substituted by one that comes closest economically to the invalid regulation.