General Terms of Sale and delivery
General Terms of Sale and Delivery
of Peter Kröner GmbH
– hereinafter referred to as Peter Kröner –
1. Scope, deviating terms and conditions and form
1.1 These Terms of Sale and Delivery shall apply to all business relations between Peter Kröner and the customers. The Terms and Conditions shall only apply if the customer is an entrepreneur (§ 14 German Civil Code “BGB”), a legal person under public law or a special fund under public law. Peter Kröner shall reject contract conclusion offers from consumers in terms of § 13 German Civil Code. The customer shall expressly confirm with the submission of his offer to be an entrepreneur and to act in exercise of his commercial or independent professional activity.
1.2 The Terms and Conditions shall apply in particular to contracts concerning the sale and / or delivery of movable things (“goods”), regardless of whether Peter Kröner manufactures the goods itself or purchases them from suppliers. (§§ 433, 650 German Civil Code). Unless otherwise agreed, the Terms and Conditions in the valid version at the time of the customer’s order or, in any case, in the last version communicated to him in text form as a framework agreement shall also apply to similar future contracts, without Peter Kröner having to refer to them again in each individual case.
1.3 These Terms and Conditions shall apply exclusively. Conflicting or deviating general terms and conditions or other restrictions of the customer shall not be accepted, unless Peter Kröner agrees to their validity in individual cases explicitly and in writing. This requirement of consent shall also apply, for example, if Peter Kröner, being aware of the customer’s general terms and conditions, carries out the delivery to the customer without reservation. Peter Kröner shall consider the acceptance of the ordered services by the customer to be the subsequent acknowledgement of the Terms and Conditions mentioned here, even if the customer has previously expressly contradicted them or referred to other conditions in his order.
1.4 Individual agreements made with the customer in individual cases (including collateral agreements, supplements and amendments) shall in any case have priority over these Terms and Conditions. Subject to proof to the contrary, a written contract or written confirmation by Peter Kröner shall be decisive for the content of such agreements.
1.5 Legally relevant declarations and notifications of the customer in relation to the contract (e.g. deadline, notice of defects, revocation or reduction) shall be made in writing, i.e. in written or text form (e.g. letter, e-mail, fax). Statutory formal requirements and further proofs, especially in case of doubts about the legitimacy of the person making the declaration, shall remain unaffected.
1.6 References to the application of the statutory provisions shall serve the purpose of clarification only. Therefore, the statutory provisions shall apply even without such clarification, unless they are directly amended or expressly excluded in these Terms and Conditions.
2. Offer and conclusion of contract
2.1 Offers of Peter Kröner are without engagement and non-binding. This shall also apply if Peter Kröner has provided the customer with catalogues, technical documentation (e.g. drawings, plans, calculations, references to DIN standards), other product descriptions or documents – also in electronic form – to which Peter Kröner reserves ownership and copyright.
2.2 The order of the goods by the customer shall be considered as a binding contract offer. Unless otherwise stated in the order, Peter Kröner shall be entitled to accept this contract offer within 10 days of its receipt at Peter Kröner. Acceptance can be declared either in writing (e.g. by order confirmation) or by delivering the goods to the customer.
2.3 In addition, the following shall apply to custom-made products on behalf of the customer: The quantities stated in the order confirmation or in Peter Kröner’s offer are approximate. Deviations of +/- 5 % from the quantity stated shall correspond to the contract. In the event of an over-delivery of + 5 %, they will be invoiced at the applicable price per unit.
3. Delivery period and delay in delivery
3.1 The delivery period shall be agreed individually and shall only be considered agreed if Peter Kröner has confirmed the delivery date in writing or electronically.
3.2 The delivery period shall start with sending the written order confirmation by Peter Kröner, however, not before clarifying all technical details, as far as they are still open or in clarification between the parties. A delivery period or delivery date shall only be binding if the customer has fulfilled his obligations in due time, such as down payment of the agreed price, opening of required letters of credit, proof of all official approvals, etc.
3.3 If Peter Kröner cannot meet a binding delivery period due to reasons for which it is not responsible (non-availability of the service), Peter Kröner shall inform the customer accordingly without undue delay and, at the same time, inform the customer of the expected new delivery period.
If the service is not available even within the new delivery period, Peter Kröner shall be entitled to revoke the contract in whole or in part and / or shall refund without undue delay any consideration already provided by the customer to Peter Kröner.
A case of non-availability of the service in this context is especially the delayed self-delivery by Peter Kröner’s suppliers
§ if Peter Kröner has concluded a congruent hedging transaction,
§ if neither Peter Kröner nor its suppliers are at fault or
§ if Peter Kröner is not obligated to the procurement in individual cases.
3.4 The occurrence of a delay in delivery by Peter Kröner shall be determined according to the statutory provisions. However, a reminder from the customer is necessary in any case. If Peter Kröner is in delay in delivery, the customer can demand a lump-sum compensation for his damage caused by the delay. The lump-sum compensation shall amount to 0.5 % of the net price (delivery value) for each completed calendar week of the delay, but in total a maximum of 5 % of the delivery value of the delayed goods. Peter Kröner shall reserve the right to prove that the customer did not suffer any damage or only a considerably smaller damage than the aforementioned lump sum.
3.5 If a timely delivery cannot be guaranteed due to force majeure incidents at Peter Kröner, at the pre-suppliers or transport organisations of Peter Kröner, similar extraordinary occurrences (e.g. mobilisation, war, terrorist acts, riots or similar events (e.g. strike, lockout), attacks by third parties on the IT system of Peter Kröner (e.g. virus), obstacles due to regulations of the foreign trade law, (e.g. embargo)), by not timely or proper delivery to Peter Kröner or by other circumstances, which are not caused by Peter Kröner, the delivery time shall be extended accordingly.
3.6 The rights of the customer according to Section 8 of the conditions (claims for defects) and the statutory claims of Peter Kröner, especially where the obligation of performance is excluded (e.g. due to impossibility or unreasonableness of the performance and / or subsequent performance), shall remain unaffected.
4. Delivery, passing of risk, acceptance, default in acceptance
4.1 The delivery of the goods shall be ex works. At the request and expense of the customer, the goods shall be shipped to another place of destination (sales shipment). Unless otherwise agreed, Peter Kröner shall be entitled to determine the shipping method (in particular the transport company, shipping route, packaging).
4.2 The risk of accidental destruction or accidental damage to the goods shall pass to the customer at the latest upon delivery. With regard to the sales shipment, the risk of accidental destruction or accidental damage to the goods as well as the risk of delay shall, however, pass to the customer as soon as the consignment has been handed over to the forwarder, carrier or other person or body specified to carry out the shipment, but in any case as soon as it has left the Peter Kröner factory for dispatch. This shall apply regardless of whether the goods are dispatched from the place of performance or who bears the freight costs.
If an acceptance has been agreed, this shall be decisive for the passing of risk. Furthermore, the statutory provisions of the law governing contracts for work and services shall apply accordingly to an agreed acceptance.
4.3 If the customer is in default in acceptance, he fails to cooperate or the delivery is delayed due to other reasons for which the customer is responsible, Peter Kröner shall be entitled to demand compensation for the resulting damage, including any additional expenses (in particular, but not exclusively, storage costs and costs of return). Further claims shall remain reserved.
If the customer is in default in acceptance according to the statutory requirements or these provisions, the following shall apply additionally with regard to a custom-made product, insofar as this is legally permissible.
Peter Kröner shall charge a compensation based on the value of the order volume in the case of a temporary default in acceptance of the goods in the amount of 0.5 % per calendar week for the duration of the default in acceptance, starting with the delivery period or – in the absence of a delivery period – with the notification that the goods are ready for dispatch.
In case of a final and unjustified refusal of acceptance, Peter Kröner shall charge a compensation based on the value of the order volume in the amount of 5 % of the value of the goods.
4.4 The proof of a greater damage and the statutory claims of Peter Kröner (in particular compensation for additional expenses, appropriate compensation, termination) shall remain unaffected. However, the lump sum shall be charged against further monetary claims. The customer shall be permitted to prove that Peter Kröner has suffered no damage or only a considerably smaller damage than the aforementioned lump sum.
4.5 If the above-mentioned conditions apply, the risk of accidental destruction or accidental damage to the purchased thing shall pass to the customer at the time at which the customer is in default in acceptance or debtor’s delay.
5. Prices, terms of payment and minimum quantity surcharge (minimum order value)
5.1 Unless otherwise agreed in writing and otherwise noted, the prices at Peter Kröner shall apply ex works excluding packaging and be exclusive of all applicable taxes (in particular VAT), customs duties and, if applicable, a minimum quantity surcharge. Packaging costs shall be invoiced separately and paid by the customer.
5.2 In the case of sales shipment (Section 4.1), the customer shall bear the transport costs ex works and the costs of any transport insurance requested by the customer.
5.3 If the net value of goods is below 50.00 EUR, Peter Kröner shall charge a minimum quantity surcharge of 15.00 EUR plus the applicable VAT based on the actual order value.
5.4 Payment shall be due when the products are ready for dispatch and payable according to the following provisions, unless otherwise agreed. However, Peter Kröner shall be entitled at any time, even in the context of an ongoing business relationship, to carry out a delivery in whole or in part only against advance payment. Peter Kröner shall declare a corresponding reservation with the order confirmation at the latest. Cash discounts and target agreements shall only apply to the respective confirmed order and shall not constitute any postponement of the due date.
5.5 Payment of the purchase price shall be effected exclusively to the account specified in the order confirmation, unless otherwise agreed.
5.6 If a first delivery to the customer is made by Peter Kröner (new customer), Peter Kröner shall only deliver after the complete payment of the amount stated in the order confirmation (advance payment). Unless otherwise agreed, the purchase price shall be paid within 14 days of the invoice date.
5.7 Unless otherwise agreed, the purchase price of existing customers shall be payable within 30 days of the invoice date.
5.8 Any customs duties, taxes, charges of any kind which are incurred outside the seller’s country in relation to the delivery transaction shall be borne by the customer or shall be reimbursed to Peter Kröner against appropriate proof if Peter Kröner has become obliged to pay in advance in this respect. Unless otherwise agreed and specified accordingly in the order confirmation, the customer shall bear all bank charges, such as those incurred in relation to letters of credit, bank guarantees, collections, redemption of documents, etc.
6. Default in payment, set-off and rights of retention
6.1 The customer is in default as soon as the payment period determined under Section 5. or otherwise agreed expires. In this case, interest shall be charged on the purchase price at the statutory default rate of interest applicable at the time of default. Peter Kröner shall reserve the right to assert further damages caused by default. Peter Kröner’s claim to the commercial default interest (§ 353 German Commercial Code “HGB”) against merchants shall remain unaffected.
6.2 The customer shall have the rights of set-off and retention only to the extent that his claim has been established non-appealable or is uncontested. In the event of defects in delivery, the customer’s counter rights shall remain unaffected.
6.3 If it becomes apparent after the conclusion of the contract (e.g. through an application to open insolvency proceedings) that Peter Kröner’s claim to the purchase price is jeopardised by the customer’s inability to perform, Peter Kröner shall be entitled in accordance with the statutory provisions to refuse performance and – if necessary, after fixing a period – to revoke the contract (§ 321 German Civil Code). With regard to contracts for the production of unacceptable things (custom-made products), Peter Kröner can declare revocation immediately. The statutory regulations concerning the dispensability of fixing a period shall remain unaffected.
7. Retention of title and assignment
7.1 Peter Kröner shall only deliver on the basis of the retention of title described in detail below. This shall also apply to future deliveries, even if Peter Kröner does not always expressly refer to it.
7.2 The objects of the deliveries (reserved goods) shall remain the property of Peter Kröner until all claims against the customer arising from the business relationship have been fulfilled. Peter Kröner shall be entitled to demand return of the purchased thing if the customer acts contrary to the contract, especially if the due purchase price is not being paid. If Peter Kröner has already received the complete purchase price at the time of delivery of the goods, the ownership shall pass to the customer upon delivery of the goods, unless otherwise agreed in individual cases. The customer shall not be permitted to pledge the goods or transfer them by way of security for the duration of the retention of title.
7.3 The customer shall be obliged to treat the purchased thing with care as long as the ownership has not yet been transferred to him. As long as the ownership has not been transferred, the customer shall immediately inform Peter Kröner in writing if the delivered object is pledged or exposed to other interventions by third parties. If the third party is not able to reimburse Peter Kröner for the judicial and extrajudicial costs of an action according to § 771 German Code of Civil Procedure “ZPO”, the customer shall be liable for the loss incurred to Peter Kröner.
The customer shall be obliged to carry out maintenance and / or inspections of goods that are subject to regular maintenance or inspection in accordance with these provisions in a timely manner and at his own expense.
7.4 The customer shall be entitled to resell the reserved goods in the normal course of business.
7.5 Furthermore, the customer shall be permitted to process the reserved goods or to combine them with other objects or to transform them. If the purchased thing is processed with other objects not belonging to Peter Kröner, Peter Kröner shall acquire co-ownership of the new thing in the ratio of the objective value of the purchased thing to the other processed objects at the time of processing. The same shall apply in the event of intermixture. If the intermixture takes place in such a way that the customer’s thing is to be seen as the main thing, it shall be considered to be agreed that the customer transfers proportional co-ownership to Peter Kröner and keeps the sole ownership or co-ownership thus created for Peter Kröner. The customer shall keep the new thing created in this process for Peter Kröner with the care of a prudent merchant. The new thing shall be considered as reserved goods.
7.6 If the customer resells the reserved goods, the customer shall in return hereby assign all his rights arising from the resale against his customers with all ancillary rights in the amount of the final invoice amount (including VAT) to Peter Kröner by way of security.
In order to secure Peter Kröner’s claims against the customer, the customer shall assign such claims to Peter Kröner that accrue to the customer against a third party through the combination of the reserved goods with a property.
The regulation on the assignment of claims shall also apply to the new thing that arises as a result of processing or resale according to Sections 7.4, 7.5 and 7.6.
Peter Kröner shall already accept these assignments.
7.7 The customer shall be authorised to collect assigned claims arising from the resale in addition to Peter Kröner until withdrawal. Peter Kröner shall be obliged not to collect the claim as long as the customer fulfils his payment obligations to Peter Kröner and there is no inability to perform. However, if one of the cases is given, Peter Kröner can demand that the customer informs Peter Kröner of the assigned claims and their debtors, provides all information necessary for collection, surrenders the relevant documents and informs the debtors (third parties) of the assignment. Moreover, Peter Kröner shall be entitled in this case to revoke the customer’s authority to resell and process the reserved goods.
7.8 Peter Kröner shall be entitled to revoke the buyer’s direct debit authorisation in the event of a compelling reason, in particular default in payment, suspension of payments, opening of insolvency proceedings, protest of a bill of exchange or justified indications of over-indebtedness or imminent insolvency of the customer. In addition, Peter Kröner can, after prior warning and in compliance with an appropriate period, disclose the assignment of security, make use of the assigned claims and demand the disclosure of the assignment of security by the customer to the customer. In case of pledges, seizures or other dispositions or interventions by third parties, the customer shall inform Peter Kröner without undue delay. If a legitimate interest is credibly established, the customer shall immediately provide Peter Kröner with the information required to assert its rights against the customer and shall deliver the necessary documents.
7.9 If the value of all security rights to which Peter Kröner is entitled against the customer, exceeds the amount of all secured claims by more than 20 %, Peter Kröner shall release a respective part of the security rights at the request of the customer. Peter Kröner shall be entitled to choose between different security rights for release.
7.10 If the customer acts contrary to the contract, especially in case of default in payment, Peter Kröner shall be entitled to revoke the contract after the unsuccessful expiry of a reasonable period for performance in addition to taking back the goods. The customer shall be obliged to surrender the goods. If Peter Kröner takes back the goods, this does not constitute a revocation of the contract, unless Peter Kröner has expressly declared such revocation. If the customer does not settle payment, Peter Kröner may only assert these rights if it has previously provided the customer with a reasonable period for payment or if such period is dispensable according to the statutory provisions.
8. Claims for defects of the customer
8.1 The customer’s rights regarding material and legal defects (including wrong and short delivery as well as improper assembly or faulty assembly instructions) shall be governed by the statutory provisions, unless otherwise stipulated below. In all cases, the special statutory provisions shall remain unaffected with regard to the final delivery of the unprocessed goods to a consumer, even if the consumer has processed them (supplier recourse according to §§ 478 et seqq. German Civil Code). Claims based on supplier recourse shall be excluded if the defective goods have been further processed by the customer or another entrepreneur, e.g. by installation in another product.
8.2 Peter Kröner shall generally not be liable for defects which the customer was aware of at the time the contract was concluded or was not aware of due to gross negligence. The customer’s warranty claims require that the customer has properly fulfilled the following described obligations of examination and notice of defects.
The customer shall examine the goods immediately after delivery by Peter Kröner. The goods intended for installation or other further processing shall in any case be examined without undue delay before processing. If an obvious defect is found during delivery, examination or at any later time, the customer shall report the defect to Peter Kröner immediately after its discovery. In any case, obvious defects shall be reported within (ten)10 days of delivery and defects not detectable during examination shall be reported within the same period after their detection. The notification shall be in writing and include a description or enclosure of the defective thing. If the customer fails to report a defect in a proper and timely manner, the goods shall be considered accepted, unless the defect was not detectable during the examination. The timely sending of the notification is sufficient to preserve the customer’s rights. If Peter Kröner has fraudulently concealed the defect, Peter Kröner shall not invoke Section 8.2.
8.3 The customer shall only invoke these warranty conditions if the he can prove that the defects occurred despite proper assembly and usage.
8.4 If there is a defect which was already existing at the time of the transfer of risk, Peter Kröner shall, subject to proper and timely notice of defects, either repair the goods or deliver replacement goods at Peter Kröner’s discretion. Peter Kröner shall always have the opportunity for subsequent performance within a reasonable period of time. Recourse claims remain unaffected by the above-mentioned regulation without restriction.
8.5 The customer has to give Peter Kröner the necessary time and opportunity for the owed subsequent performance, especially to hand over the rejected goods for examination purposes or to grant access to the rejected goods in the business premises of the customer. In the event of a replacement delivery, the customer shall return the defective goods according to the statutory provisions. The subsequent performance shall neither include the removal of the defective goods nor the reinstallation if Peter Kröner was initially not obliged to install the goods.
8.6 Peter Kröner shall bear or reimburse the expenses required for the purpose of examination and subsequent performance, in particular transport, shipping, labour and material costs as well as any removal and installation costs in accordance with the statutory provisions if a defect actually occurs.
Otherwise, Peter Kröner can demand that the customer reimburses the costs arising from the unjustified demand for the removal of defects (especially examination and transport costs), unless the defect was not recognisable for the customer. Peter Kröner shall still reserve the right to charge the processing costs for return deliveries and functional testing without warranty claim.
8.7 In urgent cases, e.g. if operational safety is jeopardised or to prevent disproportionate damage, the customer shall have the right to remedy the defect himself and to demand reimbursement from Peter Kröner of the expenses objectively necessary for this purpose. Peter Kröner shall be informed immediately, if possible in advance, of such self-help actions. The right of self-help shall not apply if Peter Kröner would be entitled to refuse a corresponding subsequent performance according to the statutory provisions.
8.8 If the subsequent performance fails or if a reasonable period to be set by the customer for the subsequent performance has expired without result or is dispensable according to the statutory provisions, the customer may – notwithstanding any claims for damages – revoke the contract or reduce the purchase price. With regard to an insignificant defect, there is no right of withdrawal.
8.9 Minor, technically unavoidable deviations in quality, colour, width, weight and outward appearance shall not constitute defects.
8.10 References to standards and similar regulations, information in safety data sheets, information on the usability of the goods and statements in advertising material are neither assurances or guarantees nor declarations of conformity. Furthermore, according to the REACH Regulation (EC) No. 1907/2006, relevant identifiable uses do not constitute an agreement of a corresponding contractual quality or a use stipulated in the contract.
8.11 Recourse claims of the customer against Peter Kröner shall only exist insofar as the customer has not made any agreements with his buyer that go beyond the statutory mandatory defect claims. For the scope of the customer’s right of recourse against the supplier, Section 8.6 shall also apply accordingly.
8.12 For components that are used as safety components according to the EU Machinery Directive, a warranty shall only be granted after prior written confirmation by Peter Kröner. The warranty of Peter Kröner shall remain limited to the replacement or repair of the defective parts and to causes that were set before the transfer of risk. Liability for direct and indirect further damages shall be excluded where legally permitted, in particular, no compensation shall be owed for operational breakdown. The warranty shall expire in all cases if the customer does not use original Peter Kröner spare parts or remedies defects himself.
8.13 Even in the case of defects, the customer’s claims for damages or reimbursement of futile expenses shall only exist in accordance with Section 9 ((Other) liability) and be otherwise excluded.
9. (Other) liability
9.1 If nothing else arises from these Terms and Conditions, including the following Terms and Conditions, Peter Kröner shall be liable for any breach of contractual and non-contractual obligations in accordance with the statutory provisions.
9.2 Peter Kröner shall be liable for damages – regardless of the legal reason – in the context of liability for intent and gross negligence. In the case of simple negligence, Peter Kröner shall only be liable, subject to statutory limitations of liability (e.g. care in one’s own affairs, minor breach of duty),
a) for damages resulting from injury to life, body or health
b) for damages resulting from the violation of an essential contractual obligation (obligation whose fulfillment makes the proper execution of the contract possible and on whose compliance the contractual partner regularly relies and may rely). In this case, however, the liability of Peter Kröner shall be limited to the compensation of the foreseeable, typically occurring damage.
9.3 The limitations of liability resulting from Section 9.2 shall also apply to third parties and to breaches of duty by persons (also in their favour) for which Peter Kröner is responsible according to the statutory provisions. They shall not apply if a defect has been fraudulently concealed or a guarantee of the quality of the goods has been assumed and for claims of the customer under the German Product Liability Act.
9.4 The customer can only revoke or terminate due to a breach of duty which does not consist of a defect if Peter Kröner is responsible for the breach of duty. A right of termination of the customer (in particular according to §§ 650, 648 German Civil Code) shall be excluded. Furthermore, the statutory requirements and legal consequences shall apply.
10. Limitation of warranty claims
10.1 Notwithstanding § 438 para. 1 No. 3 German Civil Code, warranty claims of the customer due to material and legal defects of the purchased thing shall be statute-barred one year after delivery of the goods or, if acceptance has been agreed, after acceptance, unless
(1) the goods delivered by Peter Kröner are things that have been used for a building in accordance with the normal way it is used and has resulted in the defectiveness of the building (building material) or
(2) the defect was fraudulently concealed or is based on an intentional or grossly negligent breach of duty by Peter Kröner or the legal representatives or vicarious agents or
(3) there are claims which are based on a guarantee given by Peter Kröner or a procurement risk assumed by Peter Kröner or
(4) there are claims for damages due to injury to life, body or health or according to the German Product Liability Act or
(5) there are claims according to § 445a German Civil Code.
In cases (1) to (4), the statutory limitation periods shall apply. In case (5), the statutory limitation periods shall apply as well if the last contract in the supply chain is a sale of consumer goods within the meaning of § 474 German Civil Code.
The statutory provisions on suspension, suspension of expiry, commencement and recommencement of the limitation period shall remain unaffected.
10.2 The above-mentioned limitation periods shall also apply to contractual and non-contractual claims for damages of the customer which are based on a defect of the goods, unless the application of the regular statutory limitation period (§§ 195, 199 German Civil Code) would lead to a shorter limitation period in individual cases.
11. Industrial property rights, secrecy, infringement of intellectual property
11.1 Peter Kröner shall reserve the property rights and copyrights to all documents provided to the customer in relation to the placing of the order – even in electronic form – such as plans, technical data sheets, drawings, calculations, product descriptions, execution instructions, calculations, etc. Such documents shall be used exclusively for the contractual performance and shall be returned to Peter Kröner after completion of the contract and shall be kept secret from third parties, even after the termination of the contract, unless Peter Kröner gives the customer a deviating express written consent. If Peter Kröner does not accept the customer’s offer within the period according to Section 2.2, these documents shall be returned to Peter Kröner immediately. The obligation of secrecy shall not expire until and insofar as the information contained in the documents provided has become generally known.
Confidential information shall only be used for the purposes specified in a confidentiality agreement in writing and not without the prior consent of Peter Kröner. Such information shall not be disclosed or made available to third parties in any other form. The customer shall take all reasonable precautions to prevent access by third parties.
11.2 If claims from industrial property rights or copyrights are raised on products delivered by Peter Kröner and used according to the contract, Peter Kröner shall examine these claims and, if necessary, at its discretion and at the expense of the customer, either obtain a right of use for the product, change the product in such a way that the property right or copyright is not infringed or exchange the product. If this is not possible under reasonable conditions, Peter Kröner shall take back the product against refund of the purchase price. Further claims against Peter Kröner shall be excluded. Section 9 ((Other) liability) remains unaffected as well as the right of the customer to revoke the contract.
12. Safety instructions
The customer shall be obliged to use the delivery item only within the limits specified in the technical documents and to instruct his customers and auxiliary persons carefully on the use and operation of the delivery item. The customer shall be obliged to provide Peter Kröner with information about his operating experience with the delivery item on request. Peter Kröner shall be prepared at any time to replace, free of charge, safety signs on the delivery item that have become unrecognisable to the customer or have been lost. The customer shall bear the costs for their assembly. In the case of a replacement delivery, Peter Kröner shall be free in the manner in which the safety instructions are formulated. Peter Kröner shall deliver declarations of conformity at cost price and only insofar as the originals still have to be kept by Peter Kröner.
13. Special conditions for the processing of goods according to certain specifications of the customer (custom-made products)
13.1 Unless otherwise regulated or agreed, the aforementioned regulations shall also apply if the goods are manufactured by Peter Kröner according to certain specifications of the customer (custom-made product).
13.2 Unless otherwise agreed in individual cases, the following terms of payment shall apply to custom-made products in deviation from Section 6:
If a first delivery to the customer is made by Peter Kröner (new customer), Peter Kröner shall only deliver after complete payment of the amount stated in the order confirmation (advance payment). Unless otherwise agreed, the amount stated in the order confirmation shall be paid within 14 days of the invoice date.
Unless otherwise agreed, the amount stated in the order confirmation shall be paid by existing customers immediately upon acceptance of the goods.
13.3 If a custom-made product is ordered, the customer shall be subject to the statutory obligations to cooperate under the law governing contracts for work and services, with the proviso that the transfer of risk shall be replaced by the delivery of the goods. Section 4. shall remain unaffected.
14. Purchase on approval
14.1 A purchase on approval shall be expressly agreed in writing between Peter Kröner and the customer. Unless otherwise regulated below, the aforementioned provisions shall apply accordingly. If Peter Kröner sends the customer a purchased thing on approval (sample goods), the conclusion of the purchase contract shall be subject to the condition precedent that the customer approves the sample goods within a period of two weeks after delivery. Upon expiry of this period, the sample goods shall be considered to have been approved.
14.2 The customer shall bear the costs of examination and inspection of the sample goods. If the customer does not approve the sample goods, which he has to declare in writing within the period in Section 14.1 (receipt of the declaration at Peter Kröner), the customer shall bear the costs of the return.
14.3 If the customer declares in due time that he does not approve the sample goods, but does not send them back to Peter Kröner immediately after expiry of the approval period, Peter Kröner shall reserve the right to demand compensation for use. The customer shall be liable for any damage to the sample goods after the approval has been denied.
15. REACH Regulation
If Peter Kröner is to be regarded as a manufacturer in terms of the REACH Regulation in the respective valid version, the implementation of the corresponding information obligations is carried out by Peter Kröner in a separate notification.
The customer shall be obliged to fulfil his obligations under public law in connection with the REACH Regulation in the respective valid version.
16. Confidentiality and privacy
The customer shall treat all commercial and technical data and documents which are not obvious and of which he becomes aware in the course of the business relationship with Peter Kröner as confidential. The data shall only be processed or used for the contractually agreed purposes and shall only be forwarded to third parties with the consent of Peter Kröner. The customer shall be obliged to store all data received from Peter Kröner in a place protected against access by third parties.
17. Place of performance and jurisdiction, final provisions
17.1 These Terms and Conditions and the entire legal relations of the parties shall be subject to the law of the Federal Republic of Germany to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).
17.2 Place of performance and exclusive jurisdiction for all disputes arising from this contract shall be the place of business of Peter Kröner.
17.3 In case of doubt or discrepancies, the German version of the General Terms of Sale and Delivery shall apply.
The contract shall remain binding in its remainder even if individual provisions are legally ineffective. This shall not apply if adherence to the contract would be an unreasonable hardship for one party.