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General Terms and Conditions
of JOBET GmbH
1. Scope of applicability of the General Terms and Conditions of Business
The following General Terms and Conditions of Business shall apply exclusively for all goods and services provided by JOBET.
JOBET shall not acknowledge any General Terms and Conditions of Business of the Buyer, unless JOBET has expressly approved the applicability of such in writing. This shall also apply where JOBET, in awareness of any terms and conditions that are contradictory to or deviate from these General Terms and Conditions of Business, performs services without reservation. Upon placing an order, the Customer thereby acknowledges these General Terms and Conditions of Business as legally binding.
2. Conclusion of the contract – Contractual content – Partial performance – Assignment
2.1 All tenders and price quotes shall be non-binding at all times unless expressly agreed otherwise.
2.2 The contract shall come into effect upon written confirmation of the order. The order confirmation provided by JOBET shall be authoritative with regard to the type and scope of the goods and services.
2.3 JOBET shall be entitled to partial performance provided that this is reasonable for the Buyer.
2.4 The assignment of claims asserted by the Buyer on the grounds of this contractual relationship shall only be permitted with the prior written consent of JOBET. There shall be no claim to the granting of such consent. Section 354 a of the German Commercial Code (hereinafter: HGB) shall remain unaffected.
3. Prices and payment terms
3.1 The prices for goods and services shall be calculated strictly on the day of delivery in €.
3.2 All prices are ex factory.
3.3 The invoice amount shall be due for payment immediately unless another arrangement has been made between the Parties.
3.4 No deductions of any kind whatsoever shall be permitted. No interest shall be charged on down payments.
3.5 Bills of exchange shall only be accepted upon prior agreement and only on account of payment, and on condition of their discountability. If payment is made by way of bills of exchange, cheques or other papers instructing payment, the Buyer shall bear the costs of discounting and collecting.
3.6 JOBET shall not be obligated to protest any bills of exchange accepted.
4. Freight – Packaging
4.1 Unless expressly agreed otherwise, all deliveries shall be ex factory.
4.2 The costs of packaging are generally not charged, unless the Buyer requests a special
type of packaging or the Parties have reached another agreement.
5. Delivery time – Delivery
5.1 Delivery times stated by JOBET shall not constitute binding deadlines (Section 323 (2) 2 of the German Civil Code (hereinafter: BGB), Section 376 HGB).
5.2 Delivery shall be made in accordance with the dimensions applicable for the respective product. Production-related deviations in size and quantity of +/- 5% shall be accepted by the Buyer.
5.3 Unforeseen circumstances for which JOBET is not responsible, e.g. disruptions, strikes, lock-outs, changes in legislation and other cases of force majeure – also affecting JOBET’s suppliers – shall extend the delivery deadlines by a reasonable period of time, including where such circumstances occur during the period of delay. Should such circumstances render it impossible to provide the service within a reasonable period of time, both the Buyer and JOBET shall be entitled to withdraw from the contract or, where applicable, from the part of the contract that has not yet been fulfilled. No claims for damages on grounds of such a withdrawal shall be permitted.
5.4 JOBET shall be freed from its contractual obligation if JOBET, through no fault of its own, fails to receive in time the correct goods ordered for the purpose of fulfilling the contract. In the course of regular business with consumers, JOBET shall be obligated to inform the Buyer immediately of such non-availability and to reimburse the Buyer without delay for any service in return already provided.
6. Acceptance – Delay in acceptance – Compensation
6.1 Upon notification of readiness to deliver, the Buyer shall accept the purchased goods from JOBET on the date specified. If the goods are not called up by the agreed delivery date, JOBET shall be entitled, after setting a reasonable period of grace in which the goods are to be collected, to charge storage costs of € 0.20 per m² of uncollected goods per month.
JOBET shall be entitled to assert claims for further damages, where applicable. The Buyer shall be at liberty to prove that no damage was incurred or that damage was not incurred to this extent.
6.2 If the contract partner delays acceptance of the goods by more than 10 days, JOBET shall be entitled to invoice the goods regardless of the terms of payment agreed in the specific business transaction. This shall not affect JOBET’s right to withdraw from the contract as a whole and to demand compensation.
6.3 JOBET may demand 120% of the purchase price as compensation. JOBET shall reserve the right to claim higher damages subject to provision of substantiated evidence.
7. Quality – Claims for defects – Duties of inspection and notification of defects
7.1 The quality of the ordered goods shall be determined by the requirements that can reasonably be expected from and are customary for goods of the quality and in the price range of the type ordered, unless the Parties have expressly agreed otherwise.
7.2 The right to deviations in structure, dimension, quality, colour, fittings and markings as compared to exhibits or samples shall remain reserved provided that such deviations are due to the nature of the materials used and are customary in the trade.
7.3 The Buyer shall not be entitled to assert any claims for defects caused by normal wear and tear or, after risk has been transferred, as a result of improper maintenance, relocation or handling.
Any complaints regarding obvious defects shall be excluded once the delivered goods have been cut or any other type of processing has started.
7.4 Claims for defects and damages on the part of the Buyer shall expire if the Buyer makes an inept attempt at subsequent improvement.
7.5 In contracts with commercial parties, any complaints must be made to JOBET without delay, however within 12 days at the latest after delivery (obvious defects) or after discovery of the defect. Claims for defects shall not be considered otherwise. In the course of regular business with consumers, obvious defects must be reported without delay, however within three weeks at the latest after delivery/provision of the service. Claims for defects shall not be considered otherwise.
7.6 The notification of defects shall not constitute any entitlement to the retention of payments.
8.1 JOBET shall be liable for damages and for compensation for futile expenditure within the meaning of Section 284 BGB (hereinafter referred to as “Compensation”) due to defects in the delivery or service or due to breach of other contractual or non-contractual obligations – in particular on grounds of tortious acts – only in cases of intent or gross negligence.
8.2 Compensation for breach of material contractual obligations shall be limited to compensation for such damage that JOBET should have been able to foresee as a possible consequence (damages typical for the type of contract) at the time of concluding the contract on the basis of circumstances known to JOBET.
8.3 All limitations of liability shall apply to the same extent for the vicarious agents and assistants.
8.4 The above regulations do not constitute any change in the burden of proof to the disadvantage of the Buyer.
9. Credit basis – Securities
9.1 If the Buyer has provided any false or incomplete information about itself or about facts determining its creditworthiness, if it is in default of payment or if its financial situation deteriorates substantially, JOBET shall be entitled to demand the provision of a security and/or to revoke any payment terms that have been granted, also in respect of other receivables.
9.2 If the Buyer is unable to provide a security within a reasonable period of time, JOBET shall be entitled to withdraw from the contract.
9.3 Further claims, in particular claims arising from services rendered that have already been asserted or due to delay on the part of the Buyer shall remain unaffected.
10. Retention of title
10.1 The goods shall remain the property of JOBET until such time as any and all receivables for goods delivered ensuing from the business relationship as a whole, including incidental claims, compensation claims and the encashment of cheques and bills of exchange, have been paid in full. The retention of title shall also remain in force where individual receivables due to JOBET have been included on a current invoice and the balance has been drawn and accepted.
10.2 The Buyer shall only be entitled to resell or further process the goods subject to the following conditions.
10.3 The Buyer may only sell or process the goods subject to retention of title during the course of normal business and provided that its financial situation does not persistently deteriorate.
10.4 The Buyer shall hereby assign the receivable including all ancillary rights from the resale of the goods subject to retention of title – including any outstanding balance claims – to JOBET.
10.5 The Buyer shall be authorised to collect the assigned receivables as long as it meets its payment obligations. The direct debit authorisation shall expire if the Buyer is in default of payment or in the event that the Buyer’s financial situation deteriorates substantially. In such a case, JOBET shall hereby be authorised by the Buyer to inform the customers of the assignment and collect said receivables itself. In order to assert the assigned claims, the Buyer must supply the necessary information and permit this information to be examined. It shall, in particular, provide JOBET upon request with a precise list of receivables owed including name and address of the customer, amount of each receivable, date of invoice, etc.
10.6 It shall not be permitted to pledge the goods subject to retention of title or the assigned receivables, or assign them by way of security. JOBET must be informed immediately if the goods are seized, whereby the name of the garnisher must be stated.
10.7 Should JOBET repossess the delivery item in the course of exercising its right to reservation of title, this shall constitute a withdrawal from the contract only if the Seller makes an express declaration to this effect. JOBET may satisfy the claims arising from the repossessed goods under retention of title by selling them on the open market.
10.8 The Buyer shall keep the goods subject to retention of title free of charge for JOBET. It shall
insure them to the customary extent against the usual risks such as fire, theft and water damage. The Buyer hereby assigns any compensation claims, which it is entitled to assert against insurance companies or other parties liable for compensation for damages of the type mentioned above, to JOBET in the amount of the invoice value of the goods. JOBET hereby accepts the assignment.
11. Prohibition on offsetting payments
Rights to offset payments may only be asserted by the Buyer where JOBET has acknowledged the Buyer’s counterclaims or such have been established with legally binding effect.
12. Data protection – Copyright
Any personal data received by JOBET in connection with this contractual relationship, regardless of whether such were provided by the Buyer or by third parties, shall be processed under the terms of the German Federal Data Protection Act.
13. Place of fulfilment – Place of jurisdiction
13.1 Place of fulfilment for all goods and services in contracts with commercial parties shall be Oelsnitz/Vogtland. Sole place of jurisdiction for all and any disputes between the Parties arising from the contractual relationship shall be Oelsnitz/Vogtland, insofar as the Buyer is a merchant, a legal entity under public law or a special fund under public law.
13.2 The contractual relationships shall be subject exclusively to the substantive law of the Federal Republic of Germany to the exclusion of the UN Convention on Contracts for the International Sale of Goods.
JOBET GmbH Oelsnitz/Vogtland. (As at April 2014)