Terms of sale and delivery
All deliveries, services and offers shall be performed on the basis of these terms and conditions of trade. Purchaser's terms and conditions that deviate from these, and which have not been explicitly acknowledged in writing by the supplier, shall not be considered binding on the supplier, even if the supplier has not explicitly objected to them. The rights and obligations arising from the business relationships with the supplier may not be passed on to third parties.
Prices are quoted in Euro. Prices are net prices and quoted – in so far as nothing to the contrary is agreed upon – ex works exclusive of freight, customs duty, import charges, packaging and VAT.
Standard payment is payment in advance. In the case of long-term business relations the following may be agreed upon:
- net for payment 30 days from date of invoice, or a 2% discount for payment within 14 days from date of invoice
- available for European customers: SEPA - Direct Debit, ie payment collection on the 3rd working day of the month following the month in which invoices are due, considering the 2% cash discount
Prerequisite for being granted a discount shall be the settlement of all previously due and undisputed invoices. Where the due date has lapsed, all open invoices shall be immediately due for payment and the usual bank interest shall be charged. The customer shall remit payment in € with any bank charges paid by the customer to the account of Ofa Bamberg GmbH
The current Incoterms ® 2010 apply. Delivery is for the account and at the risk of the purchaser. Shipping costs will be charged to the customer. Partial shipments initiated by the supplier are free of charge. Costs for special shipping requests (e.g. express) will be charged for.
Deliveries will be handled as fast as possible. Information regarding delivery periods, however, shall remain nonbinding, in so far as they have not been agreed upon in writing and explicitly designated as binding. The delivery period shall be considered to have been complied with upon notification of readiness for dispatch if the shipment is not possible through no fault of the supplier.
Reasonable partial deliveries as well as acceptable deviations from the order quantities are permissible. The supplier shall at his discretion select packing, shipping route and method of shipment. Risk shall pass to the purchaser upon leaving the supplier's premises, even if dispatched carriage free. With regard to delays of dispatch attributable to the purchaser, risk shall pass to the purchaser upon notification of readiness for dispatch. In the event of Acts of God and other unforeseeable, exceptional and excusable circumstances or any disruptions of operations – even if responsibility is caused by an upstream supplier – the delivery period shall be extended by a reasonable period. Payment of damages is excluded.
Complaints to the supplier must be raised immediately in writing, at the latest 10 days after receipt of the delivery. In case of hidden deficiencies the period is extended by one week after discovery of the defect. The warranty claims shall come under the statute of limitations after one year has passed since delivery, in so far as a longer compulsory legal period is not applicable. The supplier shall not be obligated to supply a warranty if and in as far as the purchaser can invoke the limitation period of the warranty claim against his customers. With regard to substantiated complaints, the supplier shall at his discretion be obligated to repair or replace the delivery free of charge. Should the supplier not fulfil these obligations within a reasonable period of time, the purchaser shall after a reasonable extended period has elapsed without effect be entitled to reduce the purchase price or withdraw from the contract. Replaced items shall be returned to the supplier freight collect upon request.
Repairs will be performed at supplier's expense. For reasons of hygiene, repairs can only be carried out on unused or laundered goods.
For replacement only unchanged units in their original packaging and in pristine condition can be returned free of charge to the supplier. The supplier reserves the right to refuse return shipments. Also in the case of goods returned on a goodwill basis the supplier reserves the right to charge a handling fee of 20% of the net sales value. Made to measure and custom-made products cannot be replaced.
VII. Retention of title
The deliveries shall remain the property of the supplier until all the remaining claims of the supplier against the purchaser have been fulfilled. Unpaid goods may not be pledged or transferred to others. In case of resale of the goods the resulting outstanding accounts to third parties shall be – to the amount of the supplier´s credit – transferred without reservation to the supplier.
In all cases in which the supplier is obliged to pay damages due to contractual or statutory regulations – even in case of unlawful acts – the supplier shall be liable only in as far as he or his legal representatives or agents are guilty of intent or gross negligence. The limitation of liability does not apply to injuries to the body or those resulting in health impairment or death that are due to gross breach of duty on the part of the supplier or gross or wilful breach of duty on the part of a legal representative or a person employed by the supplier.
IX. Data Protection
We collect, process and use your personal data ( first name, family name, address) to administer and perform the contract. Where required, your data are also forwarded to affiliated companies and/or our service partners and used by them for the purpose of processing orders. Furthermore, we use the data, subject to your required consent, to maintain customer relations and to send to you information about our current offers and prices unless you have objected to any contact with a promotional intent. You can cancel the consent given at any time in the future by contacting Ofa Bamberg GmbH, Laubanger 20, 96052 Bamberg or per email at firstname.lastname@example.org.
X. Place of performance and place of jurisdiction
As far as legally permissible, the place of performance for all mutual obligations shall be Bamberg for both parties. The place of jurisdiction shall be Bamberg, also for any proceedings in connection with documents and cheques. This agreement shall be subject to German law, with the exclusion of the UN Acquisitions