1. Contractual basis

1.1The subject of contracts between Behälter K.G. Bremen GmbH (hereinafter the “Seller”) and the customer relates exclusively to the trade in brand-new and used vessels and agitators.

1.2The Seller’s offer is addressed exclusively to entrepreneurs.

1.3All contracts concluded by the customer with the Seller are based exclusively on these GTC. The customer expressly accepts them by placing their order. Conflicting, deviating or supplementary general terms and conditions of the customer shall not become part of the contract, even if they are known and even if the Seller has not expressly objected to them.

1.4A consumer is any natural person who concludes a legal transaction for purposes that are predominantly outside their commercial or self-employed professional activity.

1.5An entrepreneur is a natural or legal person or a partnership with legal capacity who, when concluding a legal transaction, acts in the exercise of their commercial or self-employed professional activity.

2. Quality of the goods and technical changes

2.1The agreed quality of the goods is deemed to be those properties and characteristics that are stated in the offer, the order confirmation and in the brochures and catalogues of the Seller. Other or further properties and characteristics shall only be deemed to be agreed quality if they have been expressly agreed. Such an agreement must be made in writing.

2.2Statements made by the Seller regarding the quality of the goods shall only constitute a guarantee of quality or durability if the Seller has expressly designated them as such.

3. Conclusion of contract and information obligations

3.1The presentation of the goods, in particular on the Internet, does not yet constitute a binding offer by the Seller.

3.2The customer may place an order by telephone, e-mail or via the contact form on the Seller’s website.

3.2.1In the case of a telephone order, the customer places their binding order over the phone. The Seller may accept the customer’s offer by means of a written order confirmation. The contract comes into existence upon the Seller’s written order confirmation. If the order confirmation contains additions, restrictions or other changes, the contract shall be deemed concluded if the customer does not object in writing within 2 days. Payment of the purchase price is equivalent to acceptance.

3.2.2In the case of an order via the contact form on the Seller’s website or by e-mail, the customer places a binding order by sending the message. The Seller may likewise accept the customer’s offer by means of a written order confirmation. The contract comes into existence upon the Seller’s written order confirmation. If the order confirmation contains additions, restrictions or other changes, the contract shall be deemed concluded if the customer does not object in writing within 2 days. Payment of the purchase price is equivalent to acceptance.

3.3After placing the order, the customer no longer has the option of changing it, unless the Seller expressly agrees or the customer objects to an order confirmation that does not correspond to the order. Before placing the order via the contact form or by e-mail, the customer can change it before sending by clicking the browser’s “back” button or by deleting the e-mail that has not yet been sent.

3.4The text of the contract concluded between the Seller and the customer is stored by the Seller. The contract text is stored on the Seller’s internal systems. The customer may consult the General Terms and Conditions on this page at any time. The order data and the GTC are sent to the customer with the order confirmation. After the order has been placed, the contract text is, for security reasons, no longer accessible via the Internet.

3.5The contract languages are German and English.

4. Delivery

4.1Unless otherwise agreed in writing, delivery shall be made ex warehouse or ex works.

4.2If additional shipping costs arise for the Seller as a result of an incorrect delivery address or incorrect addressee, these costs shall be reimbursed by the customer, unless the customer is not responsible for the incorrect information.

4.3Deliveries are made only within the Federal Republic of Germany and the European Union. Deliveries outside the European Union are made only by prior arrangement.

4.4The Seller is entitled to make partial deliveries, provided this is reasonable for the customer.

4.5Shipment from own or third-party stocks is carried out at the customer’s expense in accordance with their shipping instructions given in the order. Insurance of the goods against transport damage shall only be taken out at the express request and expense of the customer.

4.6The risk of loss or damage to the goods shall in any case pass to the customer at the moment the Seller hands the goods over to a forwarding agent or carrier, at the latest, however, when they leave the warehouse or works.

4.7The commencement of the delivery period stated by the Seller presupposes the clarification of all technical questions and is non-binding unless an essential commercial fixed-date transaction has been expressly agreed. The delivery date refers to the departure ex works or ex warehouse. Timely self-supply remains reserved if, despite a congruent covering transaction, the delivery fails to materialise or is delayed through no fault of the Seller.

5. Payment terms

5.1The purchase price falls due immediately upon conclusion of the contract. Payments by the customer are to be made net cash within 8 days of the invoice date. A payment shall only be deemed to have been made when the Seller can finally dispose of the amount. For new customers, the purchase price is generally to be paid in advance, unless otherwise agreed.

By accepting cheques, the Seller assumes no obligation in respect of the raising of protest and timely presentation. All expenses or other costs incurred in collecting cheques shall be borne by the customer.

5.2All shipping costs, in particular packaging, transport costs and deliveries, shall be borne by the customer unless otherwise agreed.

5.3In the event of default in payment, the customer is obliged to pay default interest to the Seller at a rate of 8 percentage points above the base interest rate.

5.4Irrespective of point 5.3, the Seller reserves the right to prove a higher loss caused by default as well as further damage.

5.5The Seller reserves the right, in contracts with an agreed delivery time of more than four months, to increase the prices in accordance with the cost increases that have occurred, in particular due to collective bargaining agreements or increases in material prices. If the increase exceeds 5 % of the agreed price, the customer shall have a right of withdrawal.

6. Retention of title

6.1The Seller retains title to the delivered goods until full payment of all claims (including all current account balance claims, even those not yet recognised) arising from the supply contract. The Seller shall be entitled to take back the purchased item if the customer acts in breach of contract.

6.2As long as title has not yet passed to the customer, the customer is obliged to handle the purchased item with care. In particular, the customer is obliged to insure it adequately against theft, fire and water damage at their own expense at replacement value. If maintenance and inspection work has to be carried out, the customer must perform it in due time at their own expense. As long as title has not yet passed, the customer must inform the Seller in writing without delay if the delivered item is seized or otherwise subjected to interventions by third parties. To the extent that the third party is not in a position to reimburse the Seller for the judicial and extrajudicial costs of an action pursuant to § 771 ZPO (German Code of Civil Procedure), the customer shall be liable for the loss incurred by the Seller.

6.3The customer is entitled to resell the goods subject to retention of title in the ordinary course of business. The customer hereby assigns to the Seller the claims arising from the resale of the goods subject to retention of title against the purchaser in the amount of the final invoice amount agreed with the Seller (including VAT). This assignment shall apply regardless of whether the purchased item has been resold without or after processing. The customer shall remain authorised to collect the claim even after the assignment. The Seller’s authority to collect the claim itself remains unaffected. However, the Seller will not collect the claim as long as the customer meets their payment obligations from the proceeds received, is not in default of payment and, in particular, no application has been filed for the opening of insolvency proceedings and no suspension of payments exists.

6.4The processing or transformation of the purchased item by the customer is always carried out in the name and on behalf of the Seller. In this case, the customer’s expectant right to the purchased item continues with respect to the transformed item. If the purchased item is processed with other items not belonging to the Seller, the Seller shall acquire co-ownership of the new item in proportion to the objective value of our purchased item to the other processed items at the time of processing. The same shall apply in the case of mixing. If the mixing takes place in such a way that the customer’s item is to be regarded as the principal item, it shall be deemed agreed that the customer transfers proportionate co-ownership to the Seller and holds the sole or co-ownership thus arising in safekeeping for the Seller. To secure the Seller’s claims against the customer, the customer shall also assign to the Seller those claims that accrue to the customer against a third party from the connection of the goods subject to retention of title with a piece of land; the Seller hereby accepts this assignment.

6.5The Seller undertakes to release the securities to which it is entitled at the customer’s request to the extent that their value exceeds the claims to be secured by more than 20 %.

7. Warranty

7.1With regard to the warranty, the statutory provisions apply unless otherwise agreed in 7.2 - 7.3.

7.2For brand-new items, the limitation period for claims arising from liability for material defects is 12 months from the handover of the item. For used items, any warranty is excluded. The shortened warranty period shall not apply to damage culpably caused by the Seller arising from injury to life, body or health, nor to damage caused by gross negligence or wilful intent, or in the case of fraudulent intent on the part of the Seller, nor to claims pursuant to §§ 478, 479 BGB (German Civil Code).

7.3For merchants, the statutory provisions and the obligations of inspection and notification under the HGB (German Commercial Code) shall apply. Recognisable defects must be notified in writing without delay, at the latest within 10 working days of delivery (dispatch is sufficient). The notice of defects must be sent to the Seller on the day of its postal dispatch also by fax or e-mail.

8. Limitation of liability

8.1With the exception of injury to life, body and health and the violation of essential contractual obligations (cardinal obligations), the Seller shall only be liable for damages attributable to wilful or grossly negligent conduct. This shall also apply to indirect consequential damage, in particular lost profits. An essential contractual obligation is one whose fulfilment first makes the proper performance of the contract possible and on whose observance the contractual partner regularly relies and is entitled to rely.

8.2Apart from the cases of wilful or grossly negligent conduct or damage arising from injury to life, body and health and the violation of essential contractual obligations (cardinal obligations), liability shall be limited to the damage typically foreseeable at the time of conclusion of the contract and otherwise, in terms of amount, to the average damage typical for the contract. This shall also apply to indirect consequential damage, in particular lost profits.

8.3The limitations of liability under paragraphs 1 and 2 shall apply by analogy also in favour of the Seller’s employees and vicarious agents.

8.4Claims based on the German Product Liability Act (Produkthaftungsgesetz) shall remain unaffected.

9. Final provisions

9.1The law of the Federal Republic of Germany shall apply, excluding the UN Convention on Contracts for the International Sale of Goods. Mandatory provisions of the State in which the customer has their habitual residence or seat shall remain unaffected.

9.2The place of performance is the Seller’s registered office.

9.3If the customer is a merchant, a legal person under public law or a special fund under public law, or has no general place of jurisdiction within the country, or relocates their place of residence abroad after conclusion of the contract, or their place of residence is unknown at the time the action is filed, the place of jurisdiction shall be the Seller’s registered office.

9.4Should individual provisions of this contract be invalid or contravene statutory provisions, the remainder of the contract shall not be affected thereby.

End of the General Terms and Conditions – (As of: February 2024)
General Terms and Conditions of Sale and Delivery of Behälter K.G. Bremen GmbH