General terms and Conditions
§ 1 validity and Conditions
1. The deliveries, services and offers of Oreganofarm GmbH, hereinafter referred to as "seller", shall be exclusively on the basis of these terms and conditions. These are therefore also valid for all future business relations, even if they are not expressly agreed again. The terms and conditions shall be deemed to have been accepted at the latest upon receipt of the goods or service. Counterconfirmations of the buyer and the reference to his business or purchase conditions are hereby contradicted.
2. Deviations from these terms and conditions are only effective if the seller confirms them in writing.
§ 2 offer and conclusion of contract
The offers of the seller are subject to alteration and without obligation. Acceptance declarations and all orders must be confirmed by the seller in writing or by telex in order to be legally valid. The same applies to additions, amendments or ancillary agreements. Dimensions, weights, content or quality information or other performance data are only binding if this is expressly agreed in writing.
The sales clerks of the seller are not authorized to make verbal collateral agreements or to give verbal assurances that go beyond the content of the written contract.
§ 3 Price
The prices stated in the order confirmation of the seller are decisive, plus the applicable legal value added tax. Additional deliveries and services will be charged separately.
§ 4 Delivery and service time
Delivery dates or deadlines, which can be agreed bindingly or without obligation, require the written form. Delays in delivery and performance due to force majeure and due to events which make the delivery considerably more difficult or impossible for the seller-this includes in particular strike, lockout, official order etc., even if they Suppliers of the seller or their sub-suppliers, the seller shall not be responsible even with bindingly agreed deadlines and dates. You authorize the seller to postpone the delivery or service for the duration of the hindrance plus a reasonable start-up time or to withdraw completely or partially from the contract due to the part that has not yet been fulfilled. If the disability lasts longer than 3 months, the buyer is entitled, after a reasonable period of grace, to withdraw from the contract in respect of the part not yet fulfilled. If the delivery time is extended or if the seller is exempt from your obligation, the buyer cannot derive any claims for damages. The seller can only invoke the aforementioned circumstances if she immediately notifies the buyer. If the seller is responsible for the non-observance of binding deadlines and deadlines or is in arrears, the buyer shall be entitled to a delay compensation of 0.5% for each completed week of delay, but a maximum of up to 5% of the The invoice value of the deliveries and services affected by the delay. Any further claims are excluded, unless the delay is due to at least gross negligence of the seller. The seller is entitled to partial deliveries and partial services at any time. Compliance with the delivery and service obligations of the seller requires the timely and proper fulfilment of the buyer's obligations.
If the seller arrives in Annnahmeverzug, the vendor is entitled to demand compensation for the damage incurred; When the default of acceptance occurs, the risk of accidental deterioration and accidental loss shall be transferred to the buyer.
§ 5 Passing of risk
The risk shall pass to the buyer as soon as the consignment has been handed over to the person carrying out the transport or has left the seller's warehouse in order to be dispatched. If the dispatch is impossible without the fault of the seller or is delayed at the request of the buyer, the risk passes with the notification of readiness for dispatch to the buyer.
§ 6 rights of the buyer due to defects
The buyer has to examine the goods received for completeness, transport damages, obvious defects, characteristics and properties. Obvious defects must be notified in writing immediately, other defects within one week at the latest, but in any case before processing, mixing or resale. Transport damages are to be reprimanded directly against the carrier. The seller guarantees the commercial quality of your products. The seller is not obligated to have any goods analyzed before resale if she has purchased these undersalary guarantees or if, according to experience, she may assume that the purchased goods have the agreed quality. If the seller's instructions for use or use are not followed, insofar as they are affixed to the packaging, the liability for defects shall be omitted if the purchaser has a corresponding these claim that only one of these circumstances has not been refuted. This also applies to any change of the products by the buyer. Claims for defects against the seller are only to the immediate buyer and are not transferable. In the case of justified complaints accepted by the seller by examination, the seller can exchange the delivery or deliver missing quantities after their choice. If an exchange of the goods is not possible or if the replacement delivery is defective, the buyer is entitled to withdraw from the contract or to reduce the purchase price.
The seller specifically does not use feed or feed components in production which, taking into account the requirements of Regulations (EC) No 1829/2003 and 1830/2003, when declaring a reference to genetically modified components Require. The seller produces according to GMP +-B1/ISO 9001:2008 and a corresponding inspection plan. Feedingstuffs produced in accordance with this system shall be delivered to the Contracting Party only if the above-mentioned tests have not resulted in a requirement to feed the feedingstuff in accordance with regulations (EC) No 1829/2003 or 1830/2003 Feature. In addition, the declaration of feedingstuffs is made in accordance with the applicable legal regulations.
§ 7 Retention of title
The goods remain the property of the seller, processing or transformation always takes place for the seller as manufacturer, but without obligation for you. If the (co-) property of the seller lapses through connection, it is already agreed that the (co-) property of the buyer on the uniform item value share (invoice value) passes to the seller. The buyer keeps the (co-) property of the seller free of charge. Goods in which the seller is entitled (co-) property are hereinafter referred to as reserved goods. The buyer is entitled to process and sell the reserved goods in the proper course of business, as long as he is not in default. Pledges or transfer of security are not permitted. The buyer is already now in full contact with the customer for the resale or a sonsitgen legal reason (insurance, tort) regarding the Verbehaltsware (including all balance receivables from current account). Seller. The seller authorizes him revocable to collect the claims assigned to the seller for their account in his own name. This Enziehungsermächtigung can only be recalled if the buyer fails to fulfil his payment obligations properly.
In the case of access by third parties to the Vorbebehaltsware, in particular garnishments, the buyer will point out the Eigentur of the seller and notify them immediately. If the third party is not in a position to reimburse the seller for the legal or extrajudicial costs incurred in this connection, the buyer shall be liable for this.
In the event of unlawful behaviour of the buyer-in particular payment delay-the seller is entitled to take back the reserved goods and to demand the reserved goods reclaim or, if necessary, the assignment of the buyer's surrender claims against third parties.
In the case of withdrawal, as well as in the attachment of the reserved goods by the seller, as far as the non-mandatory statutory provisions are contrary, no rescission of the contract.
§ 8 Payment
Unless otherwise agreed, invoices of the seller are payable 10 days after delivery without deduction. The seller is entitled, despite the contrary provisions of the buyer, to first credit payments to his older debts, and will inform the buyer about the type of settlement. If costs and interest have already been incurred, the seller is entitled to credit the payment first to the costs, then to the interest and finally to the main performance.
A payment shall only be deemed to have been made if the seller is able to dispose of the amount. In the case of cheques, the payment is deemed to have been made when the cheque is redeemed.
If the buyer is in default, the seller shall be entitled to demand from the relevant date of interest in the amount of 8% above the base rate as a lump sum compensation. They shall then be lowered if the buyer proves a lower load; Proof of a higher damage by the seller is permissible.
If the seller becomes aware of circumstances that question the creditworthiness of the buyer, in particular a cheque is not redeemed or the buyer discards his payments, or if the seller is aware of other circumstances that make the creditworthiness of the Buyer, the seller shall be entitled to make the entire remaining debt payable, even if it has accepted cheques. In this case, the seller is also entitled to demand advance payments or a guarantee.
The buyer is entitled to set-off, retention or reduction, even if notices of defects or counterclaims have been legally established or are undisputed. However, the customer is entitled to withhold retention only for counterclaims from the same contractual relationship.
§ 9 Liability
Claims for damages shall be excluded irrespective of the nature of the breach of duty, including torts, if there is no intentional or grossly negligent action by the seller.
In the event of breach of essential contractual obligations, the seller shall be liable for any negligence, but only up to the amount of the foreseeable damage. Claims for lost profits, saved expenses, damages claims of third parties, as well as other indirect and consequential damages cannot be demanded, unless a purchasing characteristic guaranteed by the seller is aimed at the buyer Against such damage.
The limitation of liability and exclusions in the previous paragraphs shall not apply to claims arising from malicious behaviour of the sellers, as well as to liability for guaranteed procurement characteristics, for claims under the Product Liability Act, As well as damage from injury to life, body or health.
As far as the liability of the seller is excluded or limited, this also applies to employees, employees, representatives and vicarious agents of the seller.
§ 10 applicable law, place of jurisdiction, partial invalidity
The law of the Federal Republic of Germany shall apply to these Terms and conditions and the entire legal relationship between the seller and the buyer, with the exclusion of the UN purchase right.
Insofar as the buyer is a merchant i.S. of the Commercial Code, legal entity of public law or public-law special assets, Westerstede exclusive place of jurisdiction for all persons arising from the contractual relationship is directly or indirectly resulting disputes.
Should any provision in these Terms and conditions or a provision under other agreements be or become ineffective, the validity of all other provisions or agreements shall not be affected.