General Terms and Conditions of Business
1. These General Terms and Conditions of Sale for the online shop of Bartscher GmbH (hereinafter referred to as "General Terms and Conditions of Sale") shall apply to purchase contracts concluded with customers of the company Bartscher GmbH - hereinafter referred to as Bartscher - via the aforementioned online shop. Additional obligations assumed by Bartscher shall not affect the validity of these General Terms and Conditions of Sale.
2. Terms and Conditions of the customer that deviate from the General Terms and Conditions of Sale or statutory provisions shall not obligate Bartscher, even if Bartscher does not object, or provides services, or accepts services of the customer without reservation.
3. These General Terms and Conditions of Sale shall only apply if the customer is an entrepreneur (§ 14 BGB - German Civil Code), a legal entity under public law or a special fund under public law. By placing his order, the customer confirms that he is acting in his capacity as an entrepreneur, legal entity under public law or special fund under public law.back to top
1. The customer shall be obligated to inform Bartscher in writing prior to the conclusion of the contract, if
- the goods to be delivered are to be installed in or attached to another object, unless the goods are solely intended for these purposes due to their objective suitability,
- the goods to be delivered should not be exclusively suitable for normal use or the customer assumes a certain suitability for use or bases his quality expectations on public statements, advertising statements or other circumstances outside the concrete conclusion of the contract,
- the goods to be delivered are used under conditions which are unusual or which present a particular health, safety or environmental risk or which require increased load, or
- the contract may be associated with atypical damage possibilities or unusual amounts of damage, in particular exceeding the limits set out in Section VII.-1.-e), which are known or should be known to the customer.
2. The presentation of the goods in the online shop is not a legally binding offer by Bartscher, but an invitation to the customer to place an order. Via the button "ADD TO SHOPPING CART", the customer can add individual goods to the virtual shopping cart without already making an offer to purchase. By subsequently clicking the "PAY" button, the customer enters the further ordering process as indicated in Section II.-3. of these General Terms and Conditions of Sale. Instead of pressing the button "ADD TO SHOPPING CART", the customer can also press the button "PURCHASE IMMEDIATELY" and will then proceed directly to the further ordering process as indicated in Section II.-3. of these General Terms and Conditions of Sale. The customer can add further products to the shopping cart before placing his order. The customer can also remove products placed in the shopping cart before placing his order by selecting the "X" button to remove them from the shopping cart. The customer can also cancel the order process as a whole by closing the browser. The customer only places a binding order for the goods listed on the order summary by clicking the button "PLACE BINDING ORDER".
3. The further ordering process until the order is placed is divided into the following five steps:
- 1st step: Under "1. Payment method" the customer must indicate his preferred payment method. Payment by credit card and Paypal are available to choose from.
- 2nd step: Under "2. Invoice/delivery address" the customer provides his delivery address and, if applicable, a different invoice address.
- 3rd step: Under "3. Delivery method" the customer can choose between standard shipping and express shipping. Information on the services of standard shipping and express shipping are explained in this step.
- 4th step: Under "Final check", the net subtotal, freight costs and sales tax as well as the total amount are clearly presented to the customer once again. The customer also sees an "order summary" to the right of the individual steps in the ordering process.
- 5th step: The customer only places a binding order of the goods listed on the order summary by clicking the button "PLACE BINDING ORDER".
4. The sales contract shall be concluded when Bartscher accepts the customer's order by means of an order confirmation, which must be received by the customer at the latest within five (5) calendar days after receipt of the customer's order. The confirmation of receipt of the order itself shall not constitute acceptance of the contract.
5. Upon conclusion of the contract, Bartscher shall not assume a procurement risk in the sense of § 276 BGB, even if Bartscher is obligated to deliver goods that are only specified by type. Furthermore, Bartscher shall not provide a guarantee for the goods.
1. Bartscher must deliver the goods specified in the order confirmation and transfer the ownership. Bartscher shall not be obligated to provide services that are not listed in Bartscher's order confirmation or in these General Terms and Conditions of Sale; in particular, Bartscher shall not be obligated under the contract to provide planning services, to hand over documents not expressly agreed upon in writing or to provide information or accessories, to install additional protective devices, to provide assembly instructions, to carry out assembly or to advise the customer.
2. Under the contract concluded with the customer, Bartscher shall have a sole duty towards the customer. Third parties not involved in the conclusion of the contract, especially customers of the customer, shall not be entitled to demand delivery to themselves or to assert other claims of a contractual nature against Bartscher. The customer's responsibility for receipt shall also remain in force if he assigns claims to third parties.
3. Bartscher shall be obligated to deliver goods of average type and quality, taking into account the usual commercial tolerances regarding type and quality. If the goods cannot be delivered in the condition offered at the conclusion of the contract because technical improvements were made to serial products, Bartscher shall be entitled to deliver the improved version. Bartscher shall be entitled to make partial deliveries and to invoice them separately, provided this is reasonable for the customer.
4. Delivery shall be CPT (place of delivery: Bartscher's registered office; destination: the "delivery address" specified by the customer in the order process) Incoterms 2020. Deviating from the clause CPT Incoterms 2020, the customer shall be required to pay the freight costs if the freight-free limit specified in the online shop is not reached. Bartscher shall not be obligated to inform the customer about the delivery, to examine the goods on delivery for their conformity with the contract, or to examine the operational safety of the means of transport or safe loading, or to insure the goods.
5. Agreed delivery periods or delivery dates shall be subject to the condition that the customer provides any documents, permits or releases to be obtained in good time, makes down payments as agreed and fulfils all other obligations incumbent on him in good time. Bartscher shall be entitled to deliver before the agreed time or to determine the time of delivery within the agreed delivery period.
6. Bartscher shall be entitled to fulfil contractual obligations after the scheduled date if the customer is informed of the missed deadline and a period of time for subsequent performance is communicated to him. Under these conditions, Bartscher shall also be entitled to several attempts at subsequent performance. The customer may object to the announced subsequent performance within a reasonable period if the subsequent performance is unreasonable. Bartscher shall reimburse the additional expenses of the customer that are demonstrably necessary as a result of the missed deadline, insofar as Bartscher is liable for damages according to the regulations in Section VII.
7. The risk shall be transferred upon delivery.
8. Bartscher shall not be obligated to provide any attestations or certificates not expressly agreed upon or to procure any other documents, and shall in no way be responsible for the fulfillment of the obligations associated with the marketing of the goods outside Germany.back to top
1. The customer shall be obligated to pay the agreed purchase price plus any freight costs using the payment methods possible in the 1st step of the order process (see Section II.-3. of these General Terms and Conditions of Sale).
2. With the agreed purchase price, Bartscher shall be compensated for the services incumbent on him, including the standard Bartscher packaging. The statutory VAT shall be charged separately and must be paid additionally by the customer.
3. Legal rights of the customer to offset against the claims of Bartscher shall be excluded, unless the counterclaim is based on the customer's own right, is due and either legally binding or undisputed or based on the same contractual relationship. § 215 BGB shall not apply.
4. Legal rights of the customer to withhold payment or acceptance of the goods, to suspend other obligations incumbent on him and to raise defences or counterclaims shall be excluded, unless Bartscher is in material breach of obligations owed from the same contractual relationship despite a written warning from the customer and has not offered adequate security, or if the counterclaim is based on the customer's own right, is owed, and either legally established or undisputed. § 215 BGB shall not apply.
5. The customer shall be obligated to take delivery of the goods on the delivery date without taking advantage of additional time limits and at the place of destination applicable according to Section III.-4. and to fulfil all obligations incumbent on him under the contract, these General Terms and Conditions of Sale, the rules of the ICC for the interpretation of the agreed clause of Incoterms 2020 and under statutory provisions. The customer shall only be entitled to refuse to accept the goods if he withdraws from the contract in accordance with the regulations in Section VI.-1.
6. As far as this is not otherwise ensured, the customer shall ensure the reuse, recycling or otherwise prescribed disposal of the goods delivered by Bartscher to the customer as well as the packaging at his own expense, irrespective of legal regulations. Bartscher shall not be obligated to take back goods or packaging delivered to the customer from the customer or from third parties due to waste disposal regulations.
7. With regard to the goods purchased from Bartscher, the customer shall not enter into or carry out any transactions that are prohibited under the relevant regulations, in particular foreign trade law, including the US American export control law. If the customer is not sure whether such a prohibition exists, the customer shall seek a written agreement with Bartscher.back to top
1. Without waiving statutory exclusions or limitations of the seller's responsibility, the goods shall be deemed to be defective if the customer proves that the goods, taking into account the provisions in Section II. 1., II. 5. or III., deviate significantly from the agreed type, quantity, quality or suitability for use at the time of the transfer of risk or, in the absence of express agreement, deviate significantly from the quality customary in Germany or are obviously not suitable for the use customary in Germany. Hidden defect deliveries are deliveries with material defects. Changes in model, construction or material, which correspond to the latest technical knowledge, shall not constitute a material defect. In the cases of § 478 sec. 1 BGB, instead of the transfer of risk between Bartscher and the customer, the transfer of risk to the consumer shall be decisive.
2. Without waiving any statutory exclusions or limitations of the seller's liability, the goods shall be defective in title if the customer proves that the goods are not free from rights or claims of third parties enforceable in Germany. Without waiving further legal requirements, rights or claims of third parties based on industrial or other intellectual property shall only constitute a defect of title if the rights are registered, published and valid in Germany and exclude the contractual use of the goods in Germany.
3. Unless the order confirmation of Bartscher expressly states otherwise, Bartscher shall in particular not be responsible for the fact that the goods are suitable for a use other than the usual use, meet further expectations of the customer deviating from the usual condition or are free of rights or claims of third parties outside Germany. Bartscher shall not be liable, subject to § 478 sec. 1 BGB (German Civil Code), for defects that occur after the time of transfer of risk. As far as the customer attempts to eliminate defects himself or through third parties, without the consent of Bartscher, Bartscher shall be released from the obligation of warranty, unless these are carried out properly.
4. Guarantees or assurances requested by the customer must always be specifically identified as such in the order confirmation, even in the case of follow-up business. In particular, keyword-like designations, reference to generally recognised standards, the use of trademarks or quality marks or the presentation of samples or specimens shall not in themselves justify the assumption of a guarantee or assurance. Bartscher's employees, commercial agents or other sales intermediaries shall not be entitled to give guarantees or assurances or to make statements regarding special usability or the economic efficiency of the goods.
5. The customer shall be obligated towards Bartscher to inspect each individual delivery upon acceptance, regardless of a diversion or onward shipment, immediately and in every respect for recognisable as well as typical deviations of a qualitative, quantitative and other nature, for compliance with the product law regulations applicable to the goods and otherwise in accordance with the statutory provisions. In addition, the customer shall be obligated towards Bartscher to carry out this examination again immediately prior to the installation or attachment of goods intended for installation in or attachment to another object and to record the result of the examination in writing. In all re-sales of goods purchased from Bartscher, the customer shall ensure that his buyers assume the obligations established in the previous sentence as his own obligations towards the customer and, in the event of a further sale, pass them on to the following buyers. The claims of Bartscher substantiated in this paragraph shall not expire before the expiry of the limitation of recourse claims.
6. The customer shall be obligated towards Bartscher to report any material defect immediately. In case of obvious material defects, the period shall begin on delivery of the goods. In the case of material defects which are or should have been detected by a proper inspection in accordance with the statutory provisions, taking into account the provisions set out in these General Terms and Conditions of Sale, the period shall begin as soon as this inspection should have been completed. Hidden material defects must be reported immediately after their discovery. A defect discovered as a result of the inspection in accordance with Section V.-5. sentence 2 must be reported before installation or attachment. The notification shall be made in writing and directly to Bartscher and shall be worded so precisely that Bartscher can initiate remedial measures without further inquiry with the customer and secure recourse claims against upstream suppliers, and shall otherwise comply with the statutory provisions. Bartscher's employees, commercial agents or other sales intermediaries shall not be entitled to receive notifications of defects or to make warranty declarations outside of Bartscher's business premises. It is clarified that an investigation is not a necessary condition for a complaint.
7. After proper notification in accordance with Section V.-6., the customer may assert the legal remedies provided in these General Terms and Conditions of Sale as well as reimbursement of expenses in accordance with § 445a BGB. Subject to any other written commitments by Bartscher, and subject to the recourse provisions in accordance with § 445a BGB (recourse of the customer to Bartscher in the event that the customer has to bear expenses in relation to his customer in the context of subsequent performance in accordance with § 439 sec. 2 and/or sec. 3 BGB and/or § 475 sec. 4 and/or sec. 6 BGB), there shall be no further claims of the customer or claims of a non-contractual nature due to breach of the obligation to deliver defect-free goods. In case of improper notification, the customer can only assert remedies if Bartscher has intentionally concealed the defect. Statements by Bartscher regarding defects serve only the purpose of factual clarification, but in particular shall not mean a waiver of the requirement of proper notification.
8. The customer shall not be entitled to any legal remedies due to delivery of defective goods, as far as he is responsible for qualities or suitability of use of the goods which are not subject of the agreements made with Bartscher, or as far as the customer would not have to be responsible for the delivery of defective goods in the business relations with his customers if the legally relevant regulations were applicable and/or based on the agreements made between the customer and his customers.
9. Insofar as the customer is entitled to legal remedies for delivery of defective goods according to the provisions of these General Terms and Conditions of Sale, he shall be entitled, without waiving the legal regulations and objections contained in these General Terms and Conditions of Sale, in particular without waiving the objection of disproportionality according to § 439 sec. 4 BGB, to demand subsequent performance from Bartscher within a reasonable period of time after notification of a defect according to the legal regulations. The place of fulfillment for subsequent performance is Bartscher's registered office. Bartscher shall bear the expenses necessary for the supplementary performance, as far as these are not increased by using the goods outside Germany. However, the customer shall be obligated, after becoming aware or having to become aware of the defect, to take all reasonable measures to minimise the expenses required for subsequent performance.
10. The involvement of third parties to remedy defects generally requires the consent of Bartscher.
11. In the event that subsequent performance is rejected as uneconomical, finally fails, is not possible or is not carried out within a reasonable period of time, the customer shall be entitled, irrespective of any other remedies provided for in these General Terms and Conditions of Sale, to reduce the price in accordance with the statutory provisions or to withdraw from the contract after setting a deadline and threatening rejection. Contrary to the above provisions, it shall not be necessary to set a deadline in case of § 445a BGB. Irrespective of the customer's legal remedies, Bartscher shall always be entitled to repair defective goods or to deliver replacement goods according to the provision in Section III. 6. In the case of defects of title, the supplementary performance shall be carried out either by Bartscher modifying the goods so that the defect of title no longer exists or by obtaining a license.
12. With the exception of the cases regulated in Section V.-13. of these General Terms and Conditions of Sale, all claims of the customer for delivery of defective goods shall expire one (1) year after the beginning of the statutory limitation period. The suspension of the statute of limitations from § 445b sec. 2 BGB (limitation of recourse claims in the supply chain) shall remain unaffected in any case.
13. Deviating from Section V.-12. of these General Terms and Conditions of Sale, the statutory warranty periods shall apply
- for claims in accordance with § 438 sec. 1 no. 1 BGB (claims if the defect consists in a material right of a third party on the basis of which surrender of the object of sale can be demanded or in another right entered in the land register)
- if the goods are a newly produced item which is a structure and/or an item which has been used for a structure in accordance with its normal use and has caused its defectiveness;
- if the customer's claims are based on an intentional and/or grossly negligent breach of contract
- in case of fraudulent concealment of a defect;
- if a guarantee is given for the properties of the goods;
- in case of assumption of a procurement risk in terms of § 276 BGB;
- for claims for injury to life, body and/or health;
- for claims according to the Product Liability Act;
- for claims that fall within the scope of application of § 478 BGB (special provisions for entrepreneurial recourse in the case of the purchase of consumer goods), unless the defective goods have been further processed by the customer or another entrepreneur, for example by incorporation into another product.
A reversal of the burden of proof is not associated with the above provisions.
14. Replacement delivery or rectification shall not lead to limitation periods starting again.back to top
1) In addition to the provision in Section V. 11. the customer shall be entitled to withdraw from the contract in accordance with the relevant statutory provisions if Bartscher's incumbent services have become impossible, if Bartscher has fallen behind with the fulfillment of contractual obligations or has otherwise significantly violated obligations arising from this contract and if a delay or breach of duty is caused by Bartscher in accordance with Section VII. 1. c). In order to bring about the delay, without waiving further legal requirements, a separate written request must always be sent directly to Bartscher after the due date to carry out the performance within a reasonable period of time, even in the case of a performance time determined by the calendar. The customer must declare the withdrawal from the contract in writing and directly to Bartscher within a reasonable period of time after the occurrence of the circumstances justifying the withdrawal.
2. Without waiver of further legal rights Bartscher shall be entitled to withdraw from the contract without replacement if the execution of the contract is or will be prohibited by law, if an application is made to open insolvency proceedings on the customer's assets, if the customer does not meet essential obligations due to Bartscher or to third parties without giving a justifiable reason, if the customer does not provide accurate information about his creditworthiness, if the cover promised by a credit insurer is reduced for reasons for which Bartscher is not responsible, if Bartscher itself is not supplied correctly or on time through no fault of its own, or if Bartscher is no longer able to fulfil its performance obligations for other reasons for which Bartscher is not responsible with means that are reasonable taking into account its own and the legitimate interests of the customer identifiable at the time of the conclusion of the contract and in particular the agreed return service.back to top
1. Except for liability
- according to the Product Liability Act,
- for maliciously concealing a defect,
- if a guarantee is given for the properties of an item,
- in case of assumption of a procurement risk in terms of § 276 BGB,
- for damages from culpable injury to life, body or health and
- for damages based on a grossly negligent or an intentional breach of contract,
Bartscher shall be obligated to pay damages due to the violation of obligations resulting from the contract concluded with the customer and/or the contractual negotiations conducted with the customer, without waiver of the legal requirements, only in accordance with the following provisions. The following provisions shall also apply in the event of breach of warranty obligations and in the event of default:
a) Compensation for damages due to delivery of defective goods shall be excluded if the defect is not substantial. In addition, a claim for damages for delivery of used goods shall be excluded.
b) The customer shall be primarily obligated in accordance with the provisions in Sections III.-6. to accept offers of subsequent performance or in accordance with the provisions in Sections V. and VI. to accept the legal remedies regulated therein and may only claim damages for remaining disadvantages, but in no case instead of other legal remedies.
c) Without waiving statutory exclusions or limitations of liability, Bartscher shall only be liable for culpable violation of essential contractual obligations and for intentional or grossly negligent violation of other contractual obligations owed to the customer. Material contractual obligations are those whose fulfillment makes the proper execution of the contract possible in the first place and on whose compliance the customer regularly relies and may rely.
d) In the case of liability, Bartscher shall compensate proven damages of the customer to the extent that it was foreseeable with regard to the occurrence of damage and the amount of damage for Bartscher at the time of the conclusion of the contract as a result of the breach of duty and cannot be avoided by the customer.
e) In the event of Bartscher's liability, the amount of damages for delay shall be limited to 0.5% for each full week of delay, up to a maximum of 5% of the net purchase price agreed with the customer for the goods affected by the delay. However, should the breach of the essential contractual obligation occur in connection with the delivery of goods, for example in the form of the delivery of defective goods, then Bartscher's liability for damages is limited to 200% of the net purchase price of the affected goods agreed with the customer, provided that this is less than the typically occurring damage foreseeable for Bartscher at the time of the conclusion of the contract as a result of the breach of obligation with regard to the occurrence of damage and the amount of damage.
f) Irrespective of compliance with the statutory provisions and the provisions provided for in these General Terms and Conditions of Sale, the customer can only demand compensation instead of the entire service after he has requested Bartscher in writing to carry out the service action within a reasonable period of time and, in the event of non-performance, demand compensation instead of the entire service within a reasonable period of time after the occurrence of the circumstances justifying compensation instead of the entire service in writing and directly to Bartscher.
g) Bartscher shall be obligated to pay damages due to the breach of contractual and/or pre-contractual obligations towards the customer exclusively according to the provisions of these General Terms and Conditions of Sale. Any fallback on competing bases of claims, in particular of a non-contractual nature, shall be excluded. Similarly, assertion of claims against Bartscher's employees, workers, staff, representatives and/or vicarious agents personally due to the violation of Bartscher's contractual obligations shall be excluded.
2. The above provisions in Section VII. of these General Terms and Conditions of Sale shall apply subject to
- § 445a BGB (recourse by the customer to Bartscher in the event that he has to bear expenses in relation to his customer in the context of subsequent performance in accordance with § 439 sec. 2 and/or sec. 3 BGB and/or § 475 sec. 4 and/or sec. 6 BGB);
- § 478 BGB (special provisions for entrepreneurial recourse in the case of the purchase of consumer goods); and subject to
- the expenses to be borne by Bartscher for the purpose of supplementary performance according to § 439 sec. 2 and/or sec. 3 BGB, if the goods sold by Bartscher are a newly manufactured item,
also for claims by the customer to reimbursement of expenses.
3. Notwithstanding further legal or contractual claims of Bartscher, the customer shall be obligated to pay Bartscher the following damages:
a) In the event that payment is not received on time, the customer shall pay the reasonable costs of judicial and extrajudicial prosecution, but at least a lump sum of € 40.00 and interest at a rate of 9 percentage points above the base rate of the Deutsche Bundesbank (German Federal Bank).
b) Subject to proof by the customer that no damage or only a significantly lower amount of damage has been incurred, Bartscher shall be entitled, in the event of default of acceptance or agreed goods without call-off of the goods by the customer, to demand lump-sum damages of 15% of the respective net purchase price without proof after a reasonable subsequent period set by Bartscher has expired.
4. In business relations with his customers, the customer shall be obligated to limit his liability for expenses and damages in terms of reason and amount to the extent legally possible and customary in the industry.
5. § 348 HGB (contract penalty) shall not apply.
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L1. Delivered goods shall remain the property of Bartscher until the complete settlement of all, on whatever legal grounds, including main and secondary claims of Bartscher against the customer only due in future. In the case of current accounts, the reservation of title applies to the respective balance.
2. During the existence of the reservation of title, the customer will grant Bartscher's employees access to the goods under reservation of title at any time during normal business hours. The customer shall be obligated to insure the goods subject to reservation of title against theft, damage and destruction and, at Bartscher's request, to store the goods separately at his own expense or to demarcate them appropriately, to mark them clearly visible as the property of Bartscher and to take all measures necessary to comprehensively secure the reservation of title. The customer shall hereby assigns the claims arising against the insurance companies to Bartscher as security, in full and irrevocably; Bartscher shall accept the assignment.
3. During the existence of the reservation of title, the customer shall immediately inform Bartscher in writing if a third party should assert claims or rights to the goods under reservation of title or to the claims assigned to Bartscher according to the regulations on reservation of title, and shall support Bartscher free of charge in the pursuit of its interests. If a third party acquires rights to the goods under reservation of title during the existence of the reservation of title, the claims of the customer against the third party with all rights are hereby irrevocably assigned to Bartscher as security; Bartscher shall accept the assignment.
4. The customer may sell the goods subject to reservation of title within the scope of proper business transactions and only under the condition that he is not in default of payment and the payment of the buyer to the customer is not due before the date on which the customer has to pay the price to Bartscher. The customer is not entitled to other dispositions (e.g. transfer by way of security, pledging etc.). The customer shall hereby assign the claims against his customers to which he is entitled from the sale of the goods subject to reservation of title, including all ancillary rights to Bartscher as a security, in full and irrevocably. If the customer includes the claims from a sale in a current account relationship existing with his customers, he shall hereby assign the current account claims arising after the balancing to Bartscher as a security, in full and irrevocably. Bartscher shall accept these assignments.
5. The customer shall remain authorised to collect claims assigned to Bartscher in trust for Bartscher as long as he is not in default of payment. The customer shall not be authorised to assign claims to a third party. The customer must manage incoming payments separately and, regardless of further payment terms granted by Bartscher, forward them immediately to Bartscher until the secured claims of Bartscher are completely settled. If payment is made by transfer to the customer's bank, the customer shall hereby irrevocably assign the receivables due to him from his bank to Bartscher. If the customer receives bills of exchange to settle claims against third parties, he shall hereby irrevocably assign the claims, to which he is entitled against the bank in the event of discounting of the bill of exchange, to Bartscher. Bartscher shall accept these assignments.
6. The goods are connected to the ground only on a temporary basis. The treatment and processing of the goods shall take place for Bartscher as manufacturer in terms of § 950 BGB, without any obligations arising for Bartscher. If the goods delivered by Bartscher are mixed, blended or combined with other items in such a way that Bartscher's ownership expires by law, the customer shall already now transfer his ownership or co-ownership rights to the new item to Bartscher and shall keep it free of charge and in trust for Bartscher.
7. If necessary, the customer shall inquire to what extent the goods are still subject to reservation of title. Bartscher shall not be obligated to quantify the extent of the reservation of title upon payment without being asked. If goods that have not been paid in full and are subject to reservation of title are in the custody of the customer, Bartscher shall release goods at the request of the customer if the invoice value of the goods exceeds the sum of the outstanding claims by more than 20% and there are no rights of separation in favour of Bartscher. The same applies if the goods subject to reservation of title have been replaced by claims against third parties and these claims are asserted by Bartscher in its own name. Furthermore, Bartscher shall release securities at the request of the customer if the market price of the securities exceeds the sum of the secured claims by more than 50 % plus the value added tax due on utilisation.
8. If not yet fully paid goods under reservation of title are in the custody of the customer and the opening of insolvency proceedings against the assets of the customer is applied for, or the customer does not meet his obligations towards Bartscher or third parties without giving a justifiable reason, Bartscher can withdraw the right of possession from the customer and demand the return of the goods without withdrawal from the contract. Bartscher shall not be entitled to demand surrender if the insolvency administrator decides to fulfil the contract and the price has been paid.
9. In case of withdrawal from the contract, especially because of default of payment by the customer, Bartscher shall be entitled to sell the goods by private contract and satisfy itself from the proceeds. Irrespective of any other rights to which Bartscher is entitled, the customer shall be obligated to reimburse Bartscher for the expenses of the conclusion of the contract, the previous execution of the contract and the termination of the contract as well as the costs of the retrieval of the goods.back to top
L1. Neither a handwritten signature nor an electronic signature shall be required to comply with the written form. Notifications by fax or e-mail shall be sufficient in written form, as are other text forms, without the conclusion of the declaration having to be specially identified.
2. The customer data received in connection with the business relationship shall be processed by Bartscher in accordance with the Federal Data Protection Act and the General Data Protection Regulation.
3. The customer shall immediately inform Bartscher in writing if authorities are involved or act in further connection with the goods. The customer shall also continue to observe the delivered goods in the market and inform Bartscher immediately in writing if there is any concern that the goods could pose a risk to third parties.
4. Without waiver of further claims by Bartscher, the customer shall release Bartscher without limitation from all claims of third parties raised against Bartscher on the basis of product liability or similar no-fault provisions, as far as the liability is based on circumstances, such as the presentation of the product by the customer or other third parties controlled by the customer without the express and written consent of Bartscher. The indemnification shall include in particular the reimbursement of expenses incurred by Bartscher and shall be promised by the customer, waiving further conditions or other objections, in particular waiving compliance with monitoring and recall obligations and waiving the objection of limitation.
5. Bartscher shall reserve all property rights, copyrights, other industrial property rights and know-how rights to illustrations, drawings, calculations, planning documents and other documents and software provided by Bartscher in physical or electronic form. They must be kept secret from third parties and may only be used for the execution of the respective order.
6. Irrespective of further legal regulations, the suspension of the statute of limitations shall also end if the inhibiting negotiations are not continued for more than four weeks. Recommencement of the limitation of claims of the customer shall require in any case an explicit, written confirmation by Bartscher.
7. The text of the contract shall not be stored by Bartscher and cannot be viewed by the customer later. However, the order data and the contract text shall be made available to the customer with the order confirmation by Bartscher. The customer can request the General Terms and Conditions of Sale from Bartscher or download them from the Bartscher homepage in the online shop.
8. Art. 246 c No. 5 EGBGB shall not apply. A conclusion of contract shall be possible in German and in English.back to top
1. The place of delivery shall follow from the Incoterms clause agreed in accordance with III.-4. of these General Terms and Conditions of Sale. The place of payment and performance for all other obligations arising from the legal relations of Bartscher with the customer shall be 33154 Salzkotten/Germany. These regulations shall also apply if Bartscher performs services for the customer at another location or if services performed are to be reversed.
2. The contractual and non-contractual legal relations with the customer shall be governed exclusively by German law, excluding the UN Convention on Contracts for the International Sale of Goods. If trade terms are used, the Incoterms 2020 of the International Chamber of Commerce shall apply in case of doubt, taking into account the provisions set out in these General Terms and Conditions of Sale. Deviations from these contractual bases shall result exclusively from the individual agreements made by Bartscher with the customer and these General Terms and Conditions of Sale.
3. All contractual and non-contractual disputes arising out of or in connection with contracts to which these General Terms and Conditions of Sale apply, including their validity, invalidity, infringement or dissolution, as well as insolvency disputes, shall be definitively settled in accordance with the version of the Arbitration Rules of the German Institution of Arbitration (Deutsche Institution für Schiedsgerichtsbarkeit e.V. - DIS) in force at the time the notice of arbitration is submitted, under exclusion of the ordinary course of law. The arbitral tribunal shall consist of three arbitrators and, for disputes with an amount in dispute of less than € 150,000.00 of one arbitrator. The place of arbitration shall be Cologne, the language shall be German. The jurisdiction of the arbitral tribunal shall in particular also exclude any statutory jurisdiction provided for on account of a personal or factual connection. If this arbitration agreement is invalid or should become invalid, the exclusive local and international jurisdiction of the courts responsible for 33154 Salzkotten/Germany shall be agreed instead for the settlement of all disputes with merchants, legal entities under public law and/or special funds under public law. However, in the event of disputes with merchants, legal entities under public law and/or special funds under public law, Bartscher shall be entitled, instead of bringing an action before the court of arbitration and irrespective of the validity of the arbitration agreement, to bring an action before the court responsible for 33154 Salzkotten/Germany, before the courts at the customer's place of business or other responsible state courts.
4. Should provisions of these General Terms and Conditions of Sale be or become invalid in whole or in part, the remaining provisions shall remain valid.back to top