Genereal business terms

Conditions of Use

Scope:

The following conditions apply to all offers, offer activities, the acceptance of goods, deliveries and services provided by the company GK Handelsplan GmbH. The conditions are legally binding when placing an order at GK Handelsplan GmbH. The conditions are binding for merchants, companies, and legal entities under puclic law and are only essential for the processing of the business relationship. Buying conditions of the buyer only apply if they are specifically confirmed in writing by GK Handelsplan GmbH.

Offer, end of contract, sourcing of goods:

Offers are non-binding, depended on the availability and timely incoming of material. Catalogs and all other sales material, as well in digital form, are considered as an invitation to submit an offer.
Offers are considered as accepted when they are accepted in writing within 20 days or when immediately carried out. Invoices are acceptance letters.
Obvious mistakes or fallacies in offers by GK Handelsplan GmbH do not entitle the buyer no matter which legal basis.
Verbal explanations and/or assurances of sales employees and commercial agents that expand the written contract or the order confirmation, only apply when they are confirmed by a chief executive officer of GK Handelsplan GmbH in writing.
Samples and trials are considered as showpieces for quality, size, weight or color. The following deviations between showpieces and delivered goods are considered as contractual: graining of leather, color deviations of less than 10 %, register difference of up to 0,1 mm in prints, insignificant deviations of color and contouring depending on the material, surface, and coating in engravings.
Amount, quality, and other specifications of the goods comply with the offer of GK Handelsplan GmbH when accepted by the buyer or comply with the valid catalog in combination with the order confirmation by GK Handelsplan GmbH.

Delivery and transfer of risk:

Dates of delivery are considered as approximate delivery time indications. They are not considered as delivery promises, unless it is contractually regulated otherwise. For verbal commitments the previous regulations apply.
Part-delivery is delivery according tot he contract, Part-deliveries can be charged separately.
GK Handelsplan GmbH cannot be hold responsible for delivery and service delays due to force majeur or due to events that complicate or hinder GK Handelsplan GmbH – or suppliers and sub-suppliers - from delivering, such as strikes,lockouts, other official orders, ect. These events entitle GK Handelsplan GmbH to postpone the delivery or service for the duration of the obstruction plus a reasonable strat-up time, or even withdraw from the contract. GK Handelsplan GmbH as well as the buyer are entitled to withdraw from the contract due to unreasonable fulfilment of the contract, with a written notice one week ahead. In this case no one can claim damages.
GK Handelsplan GmbH reserves the right to deliver 10 % more or less of customized goods (produced or processed for the customer or not offered in the valid catalog). An excess or short delivery is in accordance with the contract, whereby only in the case of the excess delivery a contractual adjustment of the purchase price can be made.
The risk of deterioration or loss of the goods is passed to the buyer:
- in the case of delivery from the free port of Rotterdam/Hamburg, at the time when GK Handelsplan GmbH informs the buyer that the goods are ready for collection.
- in the case of shipment at the request of the buyer, as soon as the goods have been handed over to the person carrying out the transport or have left the warehouse of GK Handelsplan GmbH for the purpose of shipment.
- in the case of the agreement, according to which GK Handelsplan GmbH exceptionally has to deliver the goods at its own risk to a place other than its registered office, at the time of handover, in the case of default in acceptance, at the time of offering the goods by GK Handelsplan GmbH or its vicarious agents. Any necessary storage in the event of default of acceptance shall be at the expense and risk of the buyer.

Price:

Prices are agreed together with the legally valid value added tax in EURO.
Prices in sales documents, catalogs, also in electronic form, are subject to change and are based on the offer of GK Handelsplan GmbH or, in the absence of an express price offer, on the valid price list.
GK Handelsplan GmbH reserves the right, in the event that between the conclusion of the contract and the delivery date is more than two months, by notifying the buyer before delivery of the goods, to raise the price to pass on price increases, provided that these price increases are outside the influence of GK Handelsplan GmbH. This applies in particular to changes in customs and exchange rate conditions or more than 10% increase in material or manufacturing costs.

Packaging and shipping:

GK Handelsplan GmbH ships for the account and at the risk of the buyer.
Packaging and shipping costs are agreed together with the legally applicable value added tax in EURO.

Warranty and exclusion of liability:

GK Handelsplan GmbH warrants for defects (in the sense of § 434 BGB) in delivered goods and is liable according to the following provisions:
Notification of defects (§377 HGB) must be made immediately, at the latest within 7 working days, a transfer or processing of the rejected goods is considered as approval. Further legal obligations remain unaffected.
Defects that are discovered by the buyer and are likely to cause damage of great extent oblige the buyer to refrain from further disposal of the goods.
GK Handelsplan GmbH is not liable for damage caused in particular by improper use, incorrect installation, use or inappropriate or unsuitable further processing or connection of the goods with other goods or components.
Complaints entitle GK Handelsplan GmbH, taking into account the nature of the defect and the legitimate interests of the buyer, to determine the type and subsequent performance (replacement delivery / rectification). Only in the case of failed or refused subsequent performance, the buyer is entitled to reduce or withdraw from the contract.
Claims for damages and reimbursement of expenses, regardless of the legal basis, are excluded, unless a guarantee or a procurement risk has been assumed. This does not apply to liability under the Product Liability Act, in the case of gross negligence, injury to life, health and breach of other essential contractual obligations. In the case of the latter, liability shall be limited to the foreseeable damage typical for the contract, unless gross negligence is involved or liability exists due to injury to life, limb or health. This does not imply a reversal of the burden of proof to the detriment of the purchaser. This provision shall apply accordingly to the Buyer.
Recourse claims according to §§ 478, 479 BGB (German Civil Code) exist only in case of justified claims by the consumer and only to the extent provided by law.

Cancellation and return of goods:

Cancellation of the contract with, if applicable, return of goods require the prior written agreement of the contracting parties. Return of goods and cancellation of the contract are excluded if the goods have been modified, specially procured or manufactured for the buyer.
GK Handelsplan GmbH is not obligated to collect the delivered goods from branches or distributors of the buyer in the case of return of goods, even in the case of cancellation of the purchase contract due to defects or in the case of rectification of defects. The buyer is obliged to make the goods available for collection by GK Handelsplan GmbH or its agents at the agreed place of delivery (the delivery address of the order confirmation is decisive).

Payment:

Payment deadline: the agreed payment conditions apply. If several invoices have been issued, the discount shall only be allowed for the oldest of the invoices.
Offsetting is only permitted with undisputed or legally established claims of the purchaser.
Rights of retention are excluded.
GK Handelsplan GmbH is entitled to assign its claims from deliveries and services of goods for financing purposes.
Payments with bills of exchange, checks and payments in any other way do not constitute a fulfillment of the purchase contract obligations as long as GK Handelsplan GmbH has not irrevocably and finally obtained the disposal of the payment amount.

Default:

Delay with a payment obligation of the buyer conditions the maturity of all other claims, without the need for a special notice of default.
In the event of default, buyers whose place of business is outside the Federal Republic of Germany are obliged to reimburse GK Handelsplan GmbH for all costs of legal action (extrajudicial and judicial costs) and the costs of collection proceedings, in each case plus the legally applicable value-added tax, incurred as a result of the default.
8 points above the base discount rate is the default interest; at least 2% of the value of the goods plus VAT applicable by law per month of default or part thereof.

Data protection:

Business data processing and storage of personal and business-related data within the framework of applicable German law by GK Handelsplan GmbH are permitted by the buyer.

Retention of title:

Until payment of the goods, default interest and incidental claims arising from a business relationship, by the buyer or a third party GK Handelsplan GmbH retains ownership. Goods that are still the property of GK Handelsplan GmbH are hereinafter referred to as reserved goods.
If the buyer is in default, GK Handelsplan GmbH is entitled to dispose of the goods subject to retention of title, in particular resell or encumber.
Reserved goods are to be marked by the buyer, kept separately and insured from his property or the property of third parties.
Reserved goods that are processed, mixed or combined with items in which GK Handelsplan GmbH has no ownership, and thereby the property of GK Handelsplan GmbH in the reserved goods expires, the buyer GK Handelsplan GmbH co-ownership of the new item, namely in the ratio of the invoice value of the reserved goods to the invoice value of the newly created item and the processing value. For the newly created partial and/or co-ownership rights, the provisions for the goods subject to retention of title apply accordingly.
Retained goods may be used, sold and passed on by the Buyer in the ordinary course of business as long as the Buyer is not in default with a payment obligation. Pledging or transfer by way of security is inadmissible in any case.

Property rights:

Drafts of GK Handelsplan GmbH and samples or drawings made by third parties on their behalf may not be made available by the buyer to a third party, in particular to competitors. The disclosure or granting of the possibility of obtaining knowledge or making copies by the buyer to a third party constitutes a gross breach of contract.
If the buyer causes the infringement of third-party property rights, he undertakes to indemnify GK Handelsplan GmbH from all damages, in particular from damages and reimbursement of expenses, legal prosecution and ancillary costs as well as value added tax, if the infringement of the third-party property rights is based on his specifications for the manufacture and/or connection of the goods. This does not imply a reversal of the burden of proof.

Place of performance, place of jurisdiction and applicable law:

Place of performance and exclusive jurisdiction for all disputes with merchants, companies and legal entities (private and public) is the respective seat of the concluding GK Handelsplan GmbH.
German law shall apply exclusively for both parties to the contract.