General Terms and Conditions


I. Scope of application

Unless special agreements have been made, the following terms and conditions shall apply exclusively to all contracts with AKRUS's contractual partners within the scope of our supply and service business, including future contracts.

II Scope of deliveries and services, offer and acceptance

1 Our offers are always subject to change. The scope of the deliveries or services shall be determined by the written declarations of both parties. If a contract has been concluded without such mutual declarations, either the written order confirmation of the supplier or service provider (hereinafter referred to as the supplier) or, if no such confirmation has been issued, the written order of the customer shall be decisive. The Purchaser's terms and conditions of purchase which deviate from the General Terms and Conditions of Business cannot become part of the contract.

2. collateral agreements are only effective if they are confirmed in writing.

3. information on dimensions, weight, color, material and equipment in our catalogs and other illustrations are only approximate, unless they are expressly designated as binding in our order confirmation. The customer cannot reject changes due to technical developments.

III. price

Prices are quoted in euros, excluding VAT, packaging and transportation ex works.

IV. Retention of title

1. the supplier retains title to the delivered goods until the price has been paid in full and all claims arising from the existing business relationship with the customer have been settled. We are entitled to withdraw from the contract if the customer defaults on payment.

2. the customer shall be entitled to resell the items on terms customary in the industry and within the scope of his ordinary business operations or to combine them with other movable items. As long as the customer has not yet settled our claims, he assigns his claims and rights against his customers to us with the sale. He must ensure that the supplier's ownership as such remains as far as possible and assigns the purchase price claim of any sold or processed item against his customers to the supplier in full, but up to a maximum of 120% of the supplier's claims. The Supplier accepts this assignment. The purchaser must name the purchaser to the supplier.

3. the customer is obliged to notify us immediately of any interference with our property by a third party. As long as we still have outstanding claims against the customer, he may neither pledge nor transfer our property nor dispose of it in any other unauthorized manner. He must do and arrange or refrain from doing everything to protect and preserve our property.

4. the customer is obliged to maintain the reserved goods in perfect condition and to insure them against the usual risks. Upon request, he must provide the supplier with proof of insurance. The Purchaser must notify the Supplier immediately of any damage. The Purchaser hereby assigns to the Supplier any claims against the insurer or third parties arising from the claim. The latter accepts the assignment. In the event of a delay in payment of more than 2 weeks, suspension of payment or a significant deterioration in his financial circumstances, the purchaser is obliged to return the reserved goods to the supplier. Any costs incurred shall be borne by the customer. The Supplier is entitled to sell the reserved goods by private treaty at a reasonable price or to take them over himself.

5. at the request of the customer, the supplier shall release security interests insofar as their value exceeds our total claim by more than 20%.

6. the purchaser must inform the supplier immediately in writing of the opening of judicial composition or bankruptcy proceedings, seizure or other access by third parties to the goods subject to retention of title. He must inform his creditors or the third parties of the supplier's retention of title. The costs incurred by the Supplier for interventions against access by third parties shall be borne by the Purchaser.

7. if, in the case of export transactions, certain measures are required at the place to which the goods are delivered in order for the reservation of title or the assignment to be effective, the customer must inform the supplier of this and carry out such measures at his own expense. If, at the place to which the goods are delivered, retention of title and the otherwise pre-treated rights cannot be considered, the customer shall do everything necessary at his own expense to provide the supplier with the security interests in the delivered goods that are most similar to these rights.8 The assertion of rights of retention of title shall not be deemed a withdrawal from the contract.

V. Terms of payment

1. our invoices are payable net 30 days after the invoice date without any deductions. If otherwise agreed separately, payment must be made on the agreed due date free of charges and deductions.

2. for custom-made products and from customers unknown to us, we may demand advance payment or the provision of security.

3. the customer shall be in default if he fails to pay in response to our timely reminder. The customer shall be in default irrespective of this if he does not pay on a separately agreed payment date. The statutory regulation according to which a debtor is also automatically in default 30 days after receipt of an invoice remains unaffected.

4. in the event of default in payment, we shall be entitled to charge default interest in the amount of 8% above the respective base interest rate of the Deutsche Bundesbank in accordance with § 247 BGB.5. if the customer is in default or if we become aware of circumstances that call into question his solvency, we may either demand immediate payment of all existing claims or securities, or withdraw from the contract. We shall only be obliged to make further deliveries if payment has been secured. 6. the debtor may neither withhold due payments nor offset them against counterclaims that are not due or not recognized.

VI Deadline for delivery or services

1. the delivery time is not exact to the day. It shall be specified in writing by the supplier in the order confirmation. 2. liability for claims for damages due to delayed delivery is excluded.3. if the customer is in default of payment, we shall be released from our obligation to deliver for the duration of the default. The customer's obligation to take delivery shall remain in force.

4. if the supplier cannot meet the deadline for deliveries or services due to mobilization, war, riot, strike, lockout or due to the occurrence of unforeseeable obstacles, the deadline shall be extended appropriately without requiring the approval of the customer. Such events shall also entitle us to withdraw from the contract.

VII Shipping and transfer of risk

1. every consignment travels from our premises in Elmshorn at the expense and risk of the customer. The transportation risk shall pass to the customer upon transfer of the goods to the means of transport. This transfer of risk shall also apply in cases of force majeure and other unavoidable events or interventions. Shipment shall be made at the best discretion of the supplier.

2. if a quotation for transportation costs to the place of destination is submitted at the request of the customer, the supplier shall take out appropriate transport insurance for the transportation at the expense of the customer.3. the customer must provide written evidence of any damage or shortages immediately upon receipt of the goods.

VII Sales documents

1. our sales documents, catalogs, brochures or price lists remain our property. We reserve the unrestricted right to exploit copyrights.

2. these may not be made accessible to unauthorized persons or competing companies, not even in part, without our consent.

3. drawings and other documents belonging to offers must be returned immediately upon request if they have not been created in connection with a development commissioned and paid for by the customer. The use of these documents resulting in damage to our interests shall entitle us to claim damages.

4 We only accept responsibility for any consequences arising from printing errors or other mistakes if gross negligence or intent can be proven.

IX. Custom-made products

1. the customer undertakes to accept and pay for the custom-made products when placing the order. The customer shall be liable for any ambiguities in the order. Custom-made articles will not be taken back.

2. we are not obliged to check whether samples, drawings or similar provided to us are subject to special property rights.

X. Liability for defects

The Supplier shall be liable for defects, including the absence of warranted characteristics, as follows:

1. warranty claims expire 12 months after delivery. This limitation period shall also apply to any contractual claims for damages, including consequential and indirect damages, including claims based on culpa in contrahendo and positive breach of contract; if a longer warranty period exists on the basis of an individual agreement, sentence 2 above shall apply accordingly.

2. deliveries and services of the supplier must be inspected by the purchaser without delay. Any defects must be reported immediately in writing, if necessary by telex. The defect must be described exactly. Otherwise, § 377 HGB applies.

3. if the complaint is justified, the supplier shall, at his discretion, either rectify the defect or supply a replacement free of charge and carriage paid against return of the defective items or parts, to the exclusion of any further rights.

4. any replacement or repair work that may become necessary must be carried out by the dealer's customer service department. In the event of exceptional occurrences, the necessary measures must be agreed with the supplier.

5. claims for damages by the dealer, in particular due to culpa in contrahendo, due to positive breach of contract or due to breach of consulting obligations, due to consequential damage caused by defects or due to unauthorized action are excluded, unless they are based on intent or gross negligence on the part of the supplier or his vicarious agents.

6. the supplier shall not be liable for defects and malfunctions caused by chemical, magnetic, electrical or other external influences, unless the supplier is at fault.

7 Warranted characteristics only exist if they have been expressly designated as such.

8. the provisions on warranty periods in clause 1, sentence 2 and clause 5 shall not apply if the law mandatorily provides for longer periods.

9. further claims of the customer against the supplier and his vicarious agents are excluded, in particular a claim for compensation for damage that has not occurred to the delivery item itself. This shall not apply if liability is mandatory in cases of intent, gross negligence or the absence of warranted characteristics.

(10) Clauses 1 to 9 shall apply mutatis mutandis to such claims of the customer for rectification, replacement delivery or damages which have arisen as a result of suggestions or advice given within the scope of the contract or as a result of a breach of secondary contractual obligations.

XI. Binding nature of the contract

The contract shall remain binding in its remaining parts even if individual contractual points that do not become part of the contract are legally invalid. A valid provision that comes closest to the legal and economic purpose shall then be deemed to have been agreed. An exception to this rule applies if adherence to the contract would represent an unreasonable hardship for one of the parties.

XII Place of performance and jurisdiction

1. the sole place of fulfillment and jurisdiction is Elmshorn as the headquarters and branch of the supplier.2. the contractual relationships shall be governed by German law in accordance with the German Commercial Code (HGB) and the German Civil Code (BGB). The application of the United Nations Convention on Contracts for the International Sale of Goods is excluded, even if the contractual partner is domiciled abroad.