Conditions

1 Scope​

​

(1) These General Terms and Conditions apply to all services provided by ECKROMEDIC - in particular the sale and delivery of goods and the execution of work and repairs - exclusively to entrepreneurs, legal entities under public law or special funds under public law within the meaning of Section 310 Paragraph 1 of the German Civil Code . We only recognize conflicting or deviating customer conditions if we expressly agree to their validity in writing.

(2) These terms of sale also apply to all future transactions with the customer, insofar as legal transactions of a related nature are involved.

​

2 Offer and conclusion of contract​

​

(1) Our range of goods does not constitute a binding offer to conclude a purchase contract, but rather an invitation to place an order, unless the offer is expressly marked as a binding purchase offer.

(2) If an order from the customer is to be regarded as an offer in accordance with § 145 BGB, we can accept it within two weeks. The binding acceptance of the offer takes place only by means of a written order confirmation. If a written order confirmation is not issued, the contract is concluded with the delivery as delivered.

(3) The offer accepted by the customer or the order placed by the customer as well as the service description and quality information contained in the technical documents for the goods are decisive for the service content. Additional performance features and properties are only bindingly agreed if this has been done expressly and in writing.

(4) If the order confirmation contains deviations from the customer's order, the customer shall be deemed to have approved the deviations unless objected to in writing within 7 days of receipt of the order confirmation.

(5) The deliveries by ECKROMEDIC do not include installation or commissioning at the customer's site, unless a different agreement has been made.

​

​

3 Documents Provided

​

All documents provided to the customer in connection with the placing of the order, e.g. B. Calculations, drawings etc., we reserve property rights and copyrights. These documents may not be made accessible to third parties unless we give the customer our express written consent. If we do not accept the customer's offer within the period of § 2, these documents must be returned to us immediately upon request.

 

​

4 Prices and Payment

 

(1) Unless otherwise agreed in writing, the currently valid list prices apply excluding packaging and shipping plus value added tax at the currently applicable rate. Packaging and shipping costs (with the exception of bulky goods usually €8.00 net) will be invoiced separately, unless otherwise agreed.​​​​

(2) The purchase price must be paid in advance by bank transfer, cash on delivery, payment by direct debit authorization or payment by invoice (only possible from the second order). We reserve the right to exclude certain payment methods in individual cases. The deduction of cash discount is only permissible with a special written agreement.

(3) Unless otherwise agreed, the purchase price is payable within 7 days of invoicing. Interest on arrears will be charged at a rate of 8% pa above the respective base interest rate. The assertion of a higher damage caused by default remains reserved.

(4) Unless a fixed price agreement has been made, we reserve the right to make reasonable price changes due to changes in wage, material and distribution costs for deliveries made 3 months or later after the conclusion of the contract.

​

​

5 Set-Off and Rights of Retention​

​

(1) The customer only has the right to offset if his counterclaims have been legally established or are undisputed.

(2) The customer is only authorized to exercise a right of retention insofar as his counterclaim is based on the same contractual relationship.

​

​

6 Delivery periods and partial deliveries​

​

(1) Delivery periods are only binding if they were guaranteed by us in writing when the contract was concluded.

(2) The beginning of the delivery time specified by us presupposes the timely and proper fulfillment of the customer's obligations. The exception of the unfulfilled contract remains reserved. The delivery deadline is met if the goods are dispatched within the deadline.

(3) In the event of unforeseeable events, such as force majeure, strikes, lockouts or delays in delivery from sub-suppliers, the delivery times shall be extended accordingly.

(4) If the customer is in default of acceptance or if he culpably violates other duties to cooperate, we are entitled to demand compensation for the damage we have incurred, including any additional expenses. Further claims remain reserved. If the above conditions are met, the risk of accidental loss or accidental deterioration of the purchased item passes to the customer at the point in time at which he is in default of acceptance or debtor.

(5) If we are not responsible for adhering to deadlines or deadlines, we can withdraw from the contract if we inform the customer immediately about the non-availability of the goods and reimburse payments already made.

(6) If we culpably failed to meet the agreed deadlines or dates, the customer is entitled to withdraw from the contract provided that he has set a reasonable grace period and this has expired without result. In the event of impossibility of performance, withdrawal can take place without setting a grace period.

(7) Claims against ECKROMEDIC for damages – also for consequential damages – and reimbursement of expenses are excluded.

(8) This does not apply if damage to life, body or health is affected, which is based on an intentional or grossly negligent breach of duty by ECKROMEDIC, its legal representative or vicarious agent.

(9) We are entitled to make partial deliveries. Partial deliveries do not entitle the customer to withhold payments for goods already delivered if the customer can use the partial delivery.

​

​

7 Passing of risk upon shipment​

​

If the goods are sent to the customer at the request of the customer, the risk of accidental loss or accidental deterioration of the goods passes to the customer upon dispatch to the customer, at the latest when they leave the factory/warehouse. This applies regardless of whether the goods are shipped from the place of performance or who bears the freight costs.

​

​

8 Retention of Title​

​

(1) We reserve ownership of the delivered item until all claims arising from the delivery contract have been paid in full. This also applies to all future deliveries, even if we do not always expressly refer to this. We are entitled to take back the purchased item if the customer behaves in breach of contract.

(2) The customer is obliged to treat the purchased item with care as long as ownership has not yet passed to him. In particular, he is obliged to insure high-quality goods at his own expense against theft, fire and water damage at replacement value. If maintenance and inspection work has to be carried out, the customer must carry this out in good time at his own expense. As long as ownership has not yet passed, the customer must inform us immediately in writing if the delivered item is seized or exposed to other interventions by third parties. Insofar as the third party is not able to reimburse us for the court and out-of-court costs of a lawsuit in accordance with § 771 ZPO, the customer is liable for the loss incurred by us.

(3) The customer is entitled to resell the reserved goods in normal business transactions. The customer already assigns to us the claims of the customer from the resale of the reserved goods in the amount of the final invoice amount agreed with us (including value added tax). This assignment applies regardless of whether the purchased item has been resold without or after processing. The customer remains authorized to collect the claim even after the assignment. Our authority to collect the claim ourselves remains unaffected. However, we will not collect the claim as long as the customer meets his payment obligations from the proceeds received, is not in default of payment and, in particular, no application for the opening of insolvency proceedings has been filed or payments have been suspended

(4) The handling and processing or transformation of the purchased item by the customer is always carried out in our name and on our behalf. In this case, the customer's expectant right to the purchased item continues with the transformed item. If the purchased item is processed with other items that do not belong to us, we acquire co-ownership of the new item in relation to the objective value of our purchased item to the other processed items at the time of processing. The same applies in the event of mixing. If the mixing takes place in such a way that the customer's item is to be regarded as the main item, it is agreed that the customer transfers proportionate co-ownership to us and stores the resulting sole ownership or co-ownership for us. To secure our claims against the customer, the customer also assigns to us such claims that accrue to him against a third party as a result of the connection of the goods subject to retention of title with property; we already accept this assignment.

(5) We undertake to release the securities to which we are entitled at the customer's request if their value exceeds the claims to be secured by more than 20%.

​

​

9 Warranty and notification of defects as well as liability for damages​

​

(1) The customer's warranty rights presuppose that he has duly fulfilled his obligations to examine and give notice of defects according to § 377 HGB.

(2) Claims for defects expire 12 months after the goods delivered by us have been delivered to our customer. If the sale is a used good, warranty is completely excluded. The above provisions do not apply insofar as the law according to § 438 Paragraph 1 No. 2 BGB (buildings and objects for buildings), § 479 Paragraph 1 BGB (right of recourse) and § 634a Paragraph 1 BGB (construction defects) prescribes longer periods. Prior to returning the goods our permit is to be requested.

(3) If, despite all due care, the delivered goods show a defect that was already present at the time of the transfer of risk, we will, at our discretion, repair the goods or deliver replacement goods, subject to timely notification of defects. We must always be given the opportunity to remedy the defect within a reasonable period of time. Claims for recourse remain unaffected by the above regulation without restriction.

(4) If the supplementary performance fails, the customer can withdraw from the contract or reduce the payment.

(5) Claims for defects do not exist in the case of only insignificant deviations from the agreed quality, in the case of only insignificant impairment of usability, in the case of natural wear and tear, such as damage that occurs after the transfer of risk as a result of incorrect or negligent handling, excessive stress, unsuitable equipment, defective construction work, unsuitable building ground or due to special external influences that are not required by the contract. If the customer or third parties carry out improper repair work or changes, there are also no claims for defects for these and the resulting consequences.

(6) Claims by the customer for the expenses required for the purpose of supplementary performance, in particular transport, travel, labor and material costs, are excluded if the expenses increase because the goods delivered by us were subsequently sent to a location other than the branch of the customer has been brought, unless the shipment corresponds to its intended use.

(7) The customer's right of recourse against us only exists insofar as the customer has not made any agreements with his customer that go beyond the legally mandatory claims for defects. Paragraph 6 also applies accordingly to the scope of the customer's right of recourse against the supplier.

(8) Claims by the customer for damages due to defects and other claims for damages are excluded, including within the framework of entrepreneurial recourse in accordance with § 478 BGB. Excluded from this limitation are damages resulting from injury to life, limb or health if we are responsible for the breach of duty, as well as other damages based on an intentional or grossly negligent breach of duty by ECKROMEDIC, a legal representative or vicarious agent. With regard to the statute of limitations for claims for damages due to defects, Section 9 Paragraph 2 Clause 1 applies. Liability under the Product Liability Act remains unaffected by all of the above restrictions (Section 14 Product Liability Act).

(9) Insofar as our liability is excluded or limited, this also applies to the personal liability of employees, workers, employees, representatives and vicarious agents.

​

​

10 Additional Terms for Repair Work

​

(1) Cost estimates commissioned by the customer are prepared to the best of our knowledge and can be charged to the customer if no repairs are made. They do not represent a fixed price agreement. The item checked as part of a cost estimate no longer needs to be restored to its original condition if this is technically and economically unreasonable.​

(2) If a repair order is placed without clear error information and cost limitation, all repairs that we deem necessary can be carried out, taking into account the market value and the operational safety or functionality of the repair item.

(3) If further defects are discovered when the customer reports an error during the repair, we may remove these without a special order if this is necessary to maintain operational safety and the expenses are insignificant in relation to the costs of the main order.

(4) If the fault complained of is not found during the inspection, if a required spare part can no longer be obtained or if the order was withdrawn during execution, the customer will be charged for the costs incurred. The same applies if the customer was not found at the agreed time for repair work.

(5) It is at our discretion whether a repair is carried out in our own workshop or in a third-party workshop.

(6) The warranty period for repair services is 12 months.

​

​

11 Miscellaneous

​

(1) This contract and the entire legal relationship between the parties are subject to the law of the Federal Republic of Germany to the exclusion of the UN Sales Convention (CISG).​

(2) Place of performance and exclusive place of jurisdiction and for all disputes arising from this contract is our place of business, unless otherwise stated in the order confirmation.

(3) All agreements made between the parties for the purpose of executing this contract are set out in writing in this contract.

(4) Should individual provisions of this contract be or become invalid or contain a gap, the remaining provisions shall remain unaffected. The parties undertake to replace the invalid regulation with a legally permissible regulation that comes closest to the economic purpose of the invalid regulation or fills this gap.