General Terms and Conditions

§ 1 Definitions

1. Services are services offered by Kaiserberg International Trading GmbH to the Client as agreed in the GTC.
2. Product (alternatively: "Offer") means the overall offer consisting of services and the product actually offered
3. Customer is an entrepreneur (within the meaning of Section 14 BGB) who is interested in Kaiserberg's services. Accordingly, the term "Client" refers to the contractual partner of Kaiserberg International Trading GmbH to whom these GTC are addressed.
4. The "Customer" is a customer who has accepted an offer in writing.

§ 2 Scope of application

1. These Terms and Conditions of Sale shall apply to entrepreneurs, legal entities under public law or special funds under public law within the meaning of Section 310 (1) of the German Civil Code (BGB) that are connected to a service provided by kaiserberg International Trading GmbH. We shall only recognize terms and conditions of the customer that conflict with or deviate from our Terms and Conditions of Sale if we expressly agree to their validity in writing.
2. These Terms and Conditions of Sale shall also apply to all future transactions with the customer, insofar as these are legal transactions of a related nature (as a precautionary measure, the Terms and Conditions of Sale should always be attached to the order confirmation).
3. Individual agreements made with the customer in individual cases (including collateral agreements, supplements and amendments) shall in any case take precedence over these Terms and Conditions of Sale. Subject to proof to the contrary, a written contract or our written confirmation shall be decisive for the content of such agreements.

§ 3 Offer and conclusion of contract

1. The completion of the product inquiry and the request for a quotation is a process carried out by the customer with the aim of concluding a contract for the use of the Kaiserberg service by the customer.
2. In the course of the request, customer data relevant to the contract is recorded
3. As soon as the customer orders the delivery of product samples, the contract is concluded and the reimbursement of the costs for the product, for the product shipment and for the working time is due if the customer does not accept the offer.
4. The contract is concluded for an indefinite period.

§ 4 Documents provided

1. We reserve the right of ownership and copyright to all documents provided to the customer in connection with the placing of the order - also in electronic form - such as calculations, drawings etc.. These documents may not be made accessible to third parties unless we give the customer our express written consent.

§ 5 Prices and payment

1. Unless otherwise agreed in writing, our prices and payment terms shall apply as stated in the written offer sent to the customer by e-mail in the form of a pdf document. Payment of the purchase price must be made exclusively to the specified account. The deduction of a cash discount is only permitted with a special written agreement.
2. Unless a fixed price agreement has been made, we reserve the right to make reasonable price changes due to changes in labor, material and distribution costs for deliveries made 3 months or more after conclusion of the contract.

§ 6 Delivery time

1. The commencement of the delivery period stated by us is subject to the timely and proper fulfillment of the customer's obligations. We reserve the right to plead non-performance of the contract.
2. If the customer is in default of acceptance or culpably violates other obligations to cooperate, we shall be entitled to demand compensation for the damage incurred by us in this respect, including any additional expenses. We reserve the right to assert further claims. If the above conditions are met, the risk of accidental loss or accidental deterioration of the purchased item shall pass to the customer at the point in time at which the customer is in default of acceptance or debtor's delay.
3. We shall not be liable in the event of a delay in delivery not caused by us intentionally or through gross negligence by a third party commissioned by us who has a significant influence on compliance with the delivery time. This may be, for example, a forwarding agent or shipping company.
4. Further statutory claims and rights of the customer due to a delay in delivery remain unaffected.

§ 7 Transfer of risk on shipment

1. If the goods are dispatched to the customer at the customer's request, the risk of accidental loss or accidental deterioration of the goods shall pass to the customer upon dispatch to the customer, at the latest when the goods leave the factory/warehouse. This shall apply irrespective of whether the goods are dispatched from the place of performance or who bears the freight costs.

§ 8 Retention of title

1. We reserve title to the delivered goods until all claims arising from the delivery contract have been paid in full. This shall also apply 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 acts in breach of contract.
2. The customer is obliged to treat the purchased item with care as long as ownership has not yet been transferred to him. In particular, he is obliged to insure it adequately at his own expense against theft, fire and water damage at replacement value (note: only permissible for the sale of high-value goods). 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 been transferred, the customer must inform us immediately in writing if the delivered item is seized or exposed to other interventions by third parties. If the third party is not in a position to reimburse us for the judicial and extrajudicial costs of an action pursuant to § 771 ZPO, the customer shall be liable for the loss incurred by us.
3. The customer is entitled to resell the reserved goods in the normal course of business. The purchaser hereby assigns to us the claims against the customer arising from the resale of the reserved goods in the amount of the final invoice amount agreed with us (including VAT). This assignment shall apply irrespective of whether the purchased item has been resold without or after processing. The customer shall remain authorized to collect the claim even after the assignment. Our authorization to collect the claim ourselves remains unaffected. However, we shall 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 and payments have not been suspended.

§ 9 Warranty and notification of defects and recourse/manufacturer recourse

1. 1. Warranty rights of the customer presuppose that he has properly fulfilled his obligations to inspect and give notice of defects in accordance with § 377 HGB (German Commercial Code).
   2. Warranty claims shall become time-barred 12 months after delivery of the goods supplied by us to our customer. The statutory limitation period shall apply to claims for damages in the event of intent and gross negligence as well as in the event of injury to life, limb and health which are based on an intentional or negligent breach of duty by the user. Insofar as the law prescribes longer periods in accordance with § 438 Para. 1 No. 2 BGB (buildings and items for buildings), § 445 b BGB (right of recourse) and § 634a Para. 1 BGB (building defects), these periods shall apply. Our consent must be obtained prior to any return of the goods.
   3. If, despite all due care, the delivered goods have a defect that already existed at the time of the transfer of risk, we shall, at our discretion, repair the goods or deliver replacement goods, subject to timely notification of defects. We must always be given the opportunity for subsequent performance within a reasonable period of time. Recourse claims shall remain unaffected by the above provision without restriction.
   4. If the subsequent performance fails, the customer may - without prejudice to any claims for damages - withdraw from the contract or reduce the remuneration.
   5. Claims for defects shall not exist in the case of only insignificant deviation from the agreed quality, in the case of only insignificant impairment of usability, in the case of natural wear and tear and in the case of damage arising after the transfer of risk as a result of incorrect or negligent handling, excessive strain, unsuitable operating materials, defective construction work, unsuitable building ground or due to special external influences which are not provided for in the contract. If improper repair work or modifications are carried out by the customer or third parties, no claims for defects shall exist for these and the resulting consequences.
   6. Claims by the customer for expenses incurred for the purpose of subsequent performance, in particular transport, travel, labor and material costs, are excluded insofar as the expenses increase because the goods delivered by us have subsequently been moved to a location other than the customer's branch office, unless the transfer corresponds to their intended use.

§ 10 Referencing

1. Kaiserberg International Trading GmbH shall be entitled to publicly identify the Client as its customer, in particular for marketing purposes, without the Client's consent being required.
2. In order to identify the Client, Kaiserberg International Trading GmbH may use the Client's company name and logo on its website, in advertising materials, information brochures and in direct marketing, among other things

§ 11 Confidentiality

1. The parties are obliged to maintain the confidentiality of all information provided in the context of the business relationship, regardless of the form. The parties are also obliged to impose the same confidentiality obligation on all third parties involved in the performance of their services.

§ 12 Amendments to the GTC

1. Kaiserberg International Trading GmbH shall be free to amend these GTC at any time.
2. In order to give the client a reasonable period of time to react, any amendments to the GTC shall be communicated to the client in text form six weeks before they take effect.
3. If the customer does not explicitly object to the amendment of the GTC in writing within a period of two weeks from receipt of the notification of amendment, this shall be deemed tacit consent to the amendment.
4. The date of receipt in text form by Kaiserberg International Trading GmbH shall be decisive for any objection by the client.
5. If the client objects to the amendments to the GTC within the specified period, Kaiserberg International Trading GmbH shall be free to terminate the contract at the earliest possible date.

§ 13 Miscellaneous

1. This contract and the entire legal relationship between the parties shall be governed by the laws of the Federal Republic of Germany to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).
2. The place of performance and exclusive place of jurisdiction for all disputes arising from this contract is our registered office, 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.