Conti - 2021-2022

General terms and conditions

CONTI Sanit

ärarmaturen GmbH

Our offers, order confirmations, sales and deliveries are exclusively

subject to the following Terms and Conditions. These also apply to

all future transactions even if we do not expressly refer to them in

each individual case. Terms and conditions of the customer (buyer

or ordering party) do not become part of the contract, even if they

have not expressly been objected to. Any individual agreements

made with the buyer on a case-by-case basis (including side agree-

ments, supplements and amendments) always take priority over

these General Terms and Conditions. Subject to evidence to the

contrary, the content of such agreements requires a written con-

tract or our written confirmation. Our Terms and Conditions apply

only with respect to entrepreneurs within the meaning of sections

14, 310 (1) German Civil Code (Bürgerliches Gesetzbuch – “BGB”).

I. Offer

1. Any documents provided in the context of an offer, such as illus-

trations, drawings, weights and dimensions, shall only be approxi-

mate unless they are expressly stated as binding. We reserve rights

of ownership and copyright in relation to cost quotations, calcula-

tions, drawings and any other documents. This shall also apply to

written documents that have been designated as being “confiden-

tial”. Any transfer to third parties by the customer requires our prior

express written consent.

2. Quoted prices shall be non-binding.

3. Goods orders placed by customers are deemed to constitute a

binding contract offer. Unless otherwise indicated in the order, we

are entitled to accept this contract offer within two weeks after re-

ceiving it.

4. Acceptance may be declared either in writing (e.g. by order con-

firmation) or by delivery of the goods to the customer.

II. Scope of delivery

The scope of delivery shall be based (i) on our written order confir-

mation or (ii) on the offer in the case of an order with a fixed period

of validity and timely acceptance provided that no order confirma-

tion is issued.

III. Delivery time

1. Details regarding delivery times and dates are always only ap-

proximate and without obligation. If, in individual cases, we have

expressly stated that the delivery time is binding, it shall only com-

mence after all details regarding the pending delivery – in particular

all technical questions – have been clarified and only in the event

of the timely and complete fulfilment of the customer’s contractual

obligations. We reserve the right to invoke the “defence of non-per-

formance of the contract” (Einrede des nicht erfüllten Vertrages).

2. The delivery time shall be reasonably extended in the event of

measures in the context of industrial action, in particular strikes and

lockouts, as well as if unforeseen obstacles arise that are beyond our

control if such obstacles demonstrably have a significant influence

on the completion or delivery of the delivery item. The same applies

if those circumstances arise with sub-contractors. We are not re-

sponsible for the aforementioned circumstances even if they occur

during a pre-existing delay. In important cases, we will notify the

customer of the start and end of such obstacles as soon as possible.

3. The delivery deadline is deemed to have been met if, prior to its

expiry, the delivery item has left the factory.

4. If a customer is in default of acceptance or violates any other ob-

ligations to cooperate, we are entitled to claim damages for any loss

or damage incurred in this regard, including any additional expenses

incurred. This shall not affect any further rights and claims.

5. If the conditions laid down in clause III.4 have been met, the risk

of accidental loss or accidental deterioration of the purchased item

passes to the customer at the time at which the customer is in de-

fault of acceptance or payment.

6. In the event of call-off orders, the delivery date is deemed to be

the period agreed between the customer and us. If the orders are

not called-off within a reasonable grace period set by us, we are

free to deliver the goods and invoice them or to withdraw from the

purchase agreement and assert a claim for damages.

IV. Prices, terms of payment

1. Unless otherwise indicated in the offer or the order confirmation,

our prices effective on the day of delivery apply “FCA Wettenberg”,

including packaging if applicable. The prices apply in addition to value

added tax at the statutory rate as applicable at the time of delivery.

2. The deduction of a cash discount requires a specific written

agreement. Unless indicated otherwise in the order confirmation,

the net price (without any deduction) is due and payable within

30 days from invoicing. Customer service invoices are payable net

immediately. If the customer is in default of payment, we are en-

titled to claim default interest of 9% over the base rate pursuant

to section 247 BGB. We reserve the right to claim additional loss

or damage caused by the default. Any circumstances that come to

light after the contract has been entered into which may reduce

the customer’s creditworthiness result in all our claims falling due

immediately and entitle us to request security.

3. Customers shall only be entitled to set off any payment claims if

their counterclaims have been upheld and declared unappealable

by a court of law, or if such counterclaims are uncontested or have

been accepted by us. In addition, customers shall only be entitled

to exercise a right of retention if their counterclaim is based on the

same contractual relationship.

4. Unless otherwise indicated in the offer or the order confirmation

freight and document charges shall be born by the customer.

5. Goods that have been supplied free of defects may only be re-

turned once we have granted our written approval. For all returned

goods, we will deduct 35% from the credited price for processing

costs. Any necessary reconditioning or repackaging costs will be

charged for separately. The customer shall bear the return transport

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info@conti.plus | www.conti.plus | CONVKF1010EN | valid from 07/2021 | Subject to change without prior notice