General Terms and Conditions of the company
Arnold Schröder Industrieöfen GmbH
§ 1. General information, customers, language
1.1. All quotations, purchase agreements, deliveries and services on the basis of purchase orders of our customers (hereinafter called customers) addressed to the company Arnold Schröder Industrieöfen GmbH and via our online shop www.schroeder-industrieoefen.de are subject to these General Terms and Conditions.
1.2. The range of products in our online shop has been addressed equally to the consumers and to the entrepreneurs, but only to end customers. For the purposes of these General Terms and Conditions
– a consumer is each natural person concluding the contract for a purpose, which can neither be included in its commercial nor in its independent work (§ 13 BGB (=German Civil Code)).
– An “entrepreneur” is a natural or legal person or a joint partnership, that acts in exercising its commercial or independent activity upon conclusion of the contract (§ 14 para. 1 BGB (=German Civil Code)).
1.3. The terms and conditions of the customer shall not apply, even if we do not specifically object to their validity in the individual case. They shall only become part of the contract, if we have expressly agreed upon in writing.
1.4. These sales conditions also apply for all future contracts with the purchaser, insofar as a legal transaction of similar nature is concerned.
1.5. The conclusion of a contract shall only be made in German language.
§ 2. Conclusion of contract
2.1. Our quotations are non-binding. The presentation and promotion of the products in our online shop do not represent a legally binding offer, but rather an unbinding online catalogue. Our prices and price lists are with reservation to modify them. Illustrations, analysis, information about dimensions and weights are non-binding.
2.2. By placing an order in the online shop, the customer makes a binding offer to purchase the corresponding product.
2.3. The order process in our online shop comprises a total of four steps:
– In the first step, the customer will firstly put the selected product non-binding in the shopping basket.
– In the second step, the customer data including the invoicing address and if applicable the deviating delivery address will be entered.
– In the third step, the customer will choose his payment method.
– In the fourth and last step, the customer has the option, to check and correct at any time all entries which he made (e.g. name, address, payment method, ordered article) again before sending his purchase order to us by clicking on the button ‘Buy now’.
2.4. We will immediately upon receipt of the quotation send a confirmation by e-mail to the customer regarding the receipt of the quotation, which does not represent any acceptance of the quotations (order confirmation).
2.5. The quotation shall only be deemed to be accepted by us, as soon as we acknowledge the acceptance towards the customer by e-mail (order confirmation) or send the goods.
2.6. Any customer, who is also a consumer, shall be entitled to revoke the offer in accordance with the cancellation and return policy, as separately made available to the customer on our website in connection with the order process and to return the goods. The entrepreneur will not be entitled to any voluntary right of revocation.
§ 3. Prices and payment
3.1. Our prices include the statutory sales tax, but not the shipping costs. Please find the amount of the shipping costs in the quotations. Taxes and similar charges shall be borne by the customer.
3.2. Unless agreed otherwise, the following methods of payment are available to the customer:
Advance payment
When choosing advance payment as method of payment, the customer will receive our proforma invoice including our bank details by e-mail or by fax.
Invoice
The customer will pay the invoice amount after shipment of the goods and receipt of the invoice
– unless agreed otherwise – within 30 days from the date of invoice by transfer to our bank account.
In individual cases, we reserve the right, to execute the delivery only against advance payment to secure the credit risk! In this case, the order will be cancelled, and the customer has to place an order with the payment method “Advance payment”.
3.3. Then, our invoice will be directly sent by us by email, fax or letter, a delivery note will be attached to the consignment.
3.4. Unless agreed otherwise, payments will be made without any deduction free paying agent of the company Arnold Schröder Industrieöfen GmbH.
3.5. In case of transfers from abroad, all bank charges will always exclusively be borne by the customer. The payment will be made free paying agent of the company Arnold Schröder Industrieöfen GmbH.
3.6. With the first order, we will open up a purchase account for the customer, on which all purchases, payments and credit notes will be regularly processed. If the account shows a credit, the customer will be entitled to get the money immediately via net payment / or money transfer. Repayments can only be made to the account, from which the payment had been made.
3.7. Interests on arrears will be calculated amounting to 5 % above the corresponding base interest rate p.a. We reserve the right to claim a higher damage caused by delay.
3.8. The customer shall only be entitled to rights of offsetting and retention, if its
counterclaims are undisputed or have been established as legally binding.
§ 4. Terms for the shipment of goods, sale, partial deliveries
4.1 All terms for the shipment of goods indicated when the order is being placed or otherwise agreed by us will start,
– If delivery against prepayment has been agreed, on the day of receipt of the complete purchase price (including sales tax and shipping costs).
– If payment on invoice has been agreed, on the day of the conclusion of the purchase contract.
In order to keep the shipping date, the day of the handover by us to the shipping company prevails.
4.2. Terms for the shipping of the goods specified by us apply only approximately and may therefore be exceeded by up to two working days. This shall not apply if a fixed shipping date has been agreed. If no term or date is indicated for the shipment or otherwise agreed, a shipment within six working days shall be deemed agreed.
4.3. The beginning of the delivery time indicated by us assumes the clarification of all technical questions as well as the proper implementation of the obligations of the purchaser in time. If these requirements are not fulfilled in time, the terms will be extended appropriately; this will not apply if we are responsible for the delay. The objection of a non-fulfilled contract remains reserved.
4.4. We have assumed the installation or mounting and if not agreed otherwise, besides the agreed remuneration, the purchaser will bear all required additional costs such as travelling cost, costs for the transportation of the hand tools and of the personal luggage as well as accommodation allowances.
4.5. We are entitled to sell off the goods at any time (also as far as they are marked as “in stock” on the order form), if the delivery will be made against prepayment and the payment is not received within a term of six working days after our acceptance of the offer. In this case, the shipment will only be made within the agreed term or the term indicated by us as long as stocks last; otherwise a term of four weeks applies.
4.6. In case that our supplier does not deliver the goods which are indicated on the order form as “not in stock” in time or which have been sold off according to § 4.5, the relevant shipping time will be extended until the supply by our supplier plus a period of time of three working days, however a total of maximum a term of four weeks, provided that,
– We will not be responsible for the delay of delivery caused by our supplier.
– We have reordered the goods in time before the conclusion of the purchase order (or in case of § 4.5 at the time of the sell-off), that a timely delivery may be anticipated under normal conditions.
4.7. If the goods cannot be delivered in time without our fault or in spite a timely reorder, we are entitled to withdraw from the purchase contract. We will immediately inform the customer about the non-availability of the goods and promptly reimburse the payment made in case of a withdrawal.
4.8. Partial deliveries are permitted, insofar as they are acceptable for the purchaser. If the customer has purchased several products that can also be used separately in one purchase order, we can send them in several separate deliveries, whereby we will bear the additionally caused shipping costs. The statutory rights of the customer with regard to the timely and proper delivery will not be limited in this way.
4.9. If the purchaser falls into default of acceptance or if he culpably breaches other cooperation duties, we are entitled to claim any resulting damage including but not limited to additional expenses, if any. Any further claims are reserved. If the aforesaid conditions are present, the risk of accidental loss or accidental deterioration of the object of purchase transfers to the purchaser at the point in time
at which the purchaser is in default of acceptance or debtor’s delay.
§ 5. Shipping method and time, insurance and transfer of risks
5.1. Unless expressly otherwise agreed upon, we shall be free to determine the appropriate mode of shipment and to select the carrier at our reasonable discretion.
5.2. The delivery of the purchase order will be sent by parcel service or forwarding agent. It is not possible to deliver purchase orders to an DHL or post packing station (“Packstation”).
5.3. If the weight of the ordered article exceeds 30 kg incl. packaging, if possible, the shipment will be sent in several packages, in order to save costs for the customer. Optionally, the goods will be sent by forwarding agency, if this is more cost-efficient, the total quantity exceeds 100 kg or the purchase order includes articles which cannot be sent by parcel post due to their packing size or sensitivity.
5.4. We shall only be obliged to properly and timely deliver the product to the carrier and are not responsible for any delays caused by the carrier. If we have taken over installation and mounting works, we shall however be obliged in deviation to this the timely completion of such works and the handing over to the customer at the contractually agreed place and date.
5.5. If the customer is also a consumer, the risk of the accidental destruction, of the accidental damage or of the accidental loss of the delivered goods passes to the customer at the moment, at which the goods are delivered to the customer or the customer defaults on acceptance. In all other cases, the risk shall pass over to customer with the delivery of the goods to the carrier, if we shall only be obliged to deliver the goods. If we have taken over installation and mounting works at the
premises of the customer, on the contrary, the risk will always pass over to the customer with the completion of the works and the delivery to the customer.
5.6. If the dispatch, the delivery, the start, the performance of the installation or mounting, the takeover within the customer’s own operation or the test run will be delayed for reasons attributable to the customer or if the customer finds himself in default in acceptance for other reasons, risk shall pass to him.
5.7. We shall insure the goods against the usual risks of transportation at our cost and expense.
5.8. For shipments abroad, the customer has to use the inquiry function in the basket of the online shop to ask an individual quotation or he has to send us an inquiry by e-mail, fax or letter. Shipping costs and handling charges for the issuing of export documents, depend on the country to which the goods will be exported, on the kind and size of the ordered goods and the order value. For shipments
to non-EU countries (third countries, e.g. Switzerland) customs duties (e.g. import-turnover tax) might accrue, which are not included in our invoice amount. I.e. in this case, the overall costs are understood plus customs duties, which the customs will directly invoice to the purchaser.
§ 6. Retention of title
6.1. We shall retain the title to the goods delivered by us until the complete payment of the purchase price (including sales tax and shipping costs) for the corresponding goods. The following applies in addition to entrepreneurs: We shall retain the title to the goods until the full payment of all claims from an ongoing business relationship with you. We are entitled to take back the object of purchase if the purchaser acts in violation of the contract.
6.2. Without our prior written approval, the customer is not entitled, to dispose of the property of the goods delivered by us and still subject to retention of title (“reserved goods”). The disposal of the legal position of the customer with regards to the reserved goods (so-called expectant right) shall remain permissible, as long as the right of ownership shall be pointed out to the third party.
6.3. The customer is obliged to treat the purchased goods carefully.
6.4. In the event of access of third parties – particularly by a court officer – to the reserved goods, the customer shall point out our property and will inform us immediately, so that we can assert our ownership rights.
6.5. In the event of a default in payment, we are entitled to demand the reserved goods, if we have withdrawn from the contract.
6.6. Insofar as the purchased item is processed with other objects not belonging to us, then we acquire co-ownership on the new item as a ratio of the objective value of our purchased item to the other worked on objects at the time of processing. The same applies in case of mixing. Should the mixing be such that the object of the customer is regarded as the main object, then it shall be taken as agreed that the customer shall transfer co-ownership to us on a pro-rata basis and retain the sole ownership or look after the joint ownership for us.
§ 7. Installation and mounting
Unless otherwise agreed in writing, the following regulations shall apply for installation and mounting:
7.1. The customer shall provide in a timely manner, at his own expense:
– All earth-moving and construction work and other ancillary services not specific to the supplier’s trade as well as the necessary skilled and unskilled labour, materials and lubricants.
– The required equipment and consumables necessary for installation and commissioning / start-up, such as scaffolding, lifting gear and other devices, combustion materials and lubricants.
– Energy and water at the site of use, including connections, heating, and illumination.
Sufficiently large, suitable, dry and lockable rooms for storing the machine parts, apparatus, materials and tools at the installation site; suitable work and recreation, rooms for the assembly personnel, including suitable sanitary facilities. The buyer shall also take the same measures to protect our property and assembly staff on the construction site, that he would take to protect its own possession.
– rotective clothing and protective equipment, which are required due to special circumstances at the place of mounting.
7.2. Prior to the start of the assembly work, the customer shall without being requested provide the required information about the position of the subsurface energy, gas and water conduits or similar installations as well as the required data on statistics.
7.3. Prior to the beginning of the installation or mounting, the provisions and items required for commencing the work shall be at the place of installation or mounting, and all preliminary work must have progressed so far, prior to the beginning of the setup, that the installation or mounting can be started according to the agreement and be performed without interruption. Access roads and the place of assembly or installation must be flattened and cleared.
7.4. Should mounting, assembly or commissioning be delayed for reasons beyond the control of us, the customer shall bear the costs for waiting time and additionally required travels of the supplier and of the assembly staff in an adequate amount.
7.5. The customer shall promptly issue to the supplier weekly certificates showing the working hours of the mounting personnel as well as a certificate of the completion of installation, mounting and commissioning.
7.6. If, after completion, the supplier demands acceptance of the supplies, the customer shall comply therewith within a period of two weeks. If this is not done, it is deemed that the acceptance has taken place. The acceptance shall likewise be deemed to be made if the deliveries – as applicable after completion of an agreed trial period – have been put to use.
§ 8. Warranty
8.1. If the goods delivered have a defect, the customer shall be entitled to initially demand the rectification of the defect or delivery of defect-free goods. Provided, however, that we shall have the right to choose between any such remedies at our discretion if the Customer is an entrepreneur; this choice can only be made by way of providing notification in text form (including by fax or e-mail) to the customer within three working days of having been notified about the defect.
8.2. If the supplementary performance option outlined in clause 8.1 fails or is unacceptable to the customer or if we refuse the supplementary performance, the customer shall be entitled in each case in accordance with the applicable law to withdraw from the purchase contract, reduce the purchase price or demand compensation or reimbursement of its wasted expenditure. However, for claims for
damages of the customer the special provisions of § 10 of these General Terms and Conditions apply.
8.3. The warranty period is 24 months for non-commercial end customers (consumers) and 12 months for commercial end customers (entrepreneurs), calculated from the date of transfer of risks. § 475 para. 2 BGB (German Civil Code). This term also applies for claims for compensation for consequential
damages, insofar as no claims in tort have been asserted.
8.4. The following only applies towards entrepreneurs: The customer has to immediately check the goods thoroughly upon submission. Transport damages have to be immediately reported to the transport company (parcel service / freight carrier) in writing. The delivered goods shall be deemed to be approved by the customer, unless the defect is notified to us in case of any obvious defects within a period of three business days upon delivery or otherwise within five business days from the day when the defect has been identified.
8.5. Only the contracting party of the company Arnold Schröder Industrieöfen GmbH is entitled to assert claims under warranty or guarantee. This also applies for aggregated orders.
§ 9. Industrial property rights and copyrights
9.1. The customer is granted the non-exclusive right, to use any software delivered with the goods for use in connection with the goods.
9.2. The customer is not entitled to make copies of the software, except for the purpose of use according to §. 9.1 or for backup purposes.
9.3. The customer is only entitled to transfer the rights to use the software granted to him to a third party, if at the same time the ownership of the corresponding product (in particular the hardware product) would be transferred to this third party and the customer does not retain any copies of the software.
9.4. We are in no way obliged to disclose the source code of the software.
9.5. We reserve without limitation our rights of ownership and exploitation of copyright in respect of our cost estimates, drawings and all other documents (hereinafter: documents). The documents must only be made available to third parties after prior consent given by us and have to be immediately returned to us upon request if the order is not placed with us. The clauses 1 and 2 § 9.5 apply
accordingly for the documents of the customer; however, they must not be made available to such third parties to whom we have subcontracted deliveries within the framework of the agreement.
§ 10. Liability
10.1. Unforeseen events or force majeure, which are beyond our sphere of influence, e.g. mobilisation, war, riot, strike or lockout, shall lead to an adequate extension of the delivery time. No claims for compensation can be derived hereof.
10.2. In case of delayed delivery, we shall be liable for each completed week of delay in the framework of flat-rate compensation for default in the amount of 0.5 % of the delivery value, but no more than 3 % of the delivery value. Any further legal claims and rights of the purchaser due to delayed delivery remain unaffected.
10.3. We shall not be liable (irrespective of their legal grounds) for damages which will typically not be expected when using the goods normally. Furthermore, our liability will be excluded for damages resulting out of the loss of data, if their recovery is not possible or impeded due to a failure to perform appropriate data-backup procedures. The above limitations of liability do not apply in case of intent
or gross negligence.
10.4. The limitations of this § 10 do not apply for our liability for guaranteed characteristics in accordance with § 444 German Civil Code (BGB), due to the endangerment of life, limb, or health or in accordance with the product liability law.
10.5. Orders transmitted several times – for whatever reason – need to be clearly identified, otherwise the services are executed several times. In such cases, we will not bear any incurred costs.
§ 11. Data protection
We may process and save any data relating to the corresponding purchase orders only in the frame of the applicable legal regulations. Details of this are provided in the data protection regulation available on our website.
We reserve the right to transfer personal data of the customer to credit agencies, insofar as it is necessary for the purpose to check the credit, provided that the customer herewith expressively agrees in the individual case. Otherwise, we will also not forward personal customer data to third parties without the expressively declared consent of the customer, except, insofar as we are obligated by law to release certain information.
§ 12. Applicable law and jurisdiction
12.1. The laws of the Federal Republic of Germany shall apply with the exception of the UN Law on International Sales (CISG). If the customer has placed the order as consumer and is ordinarily residing in another country at the order date, the application remains unaffected from mandatory legal provisions of this country of the choice of law in clause 1.
12.2. For entrepreneurs who are a resident in the Federal Republic of Germany at the order date, the exclusive place of jurisdiction is the sellers head-office, Wiesbaden. Otherwise the applicable statutory provisions apply for the local and international jurisdiction.
12.3. Dispute resolution: The European Commission provides a platform for the extra-juridical online dispute resolution (OS platform). Please find further information under: https://ec.europa.eu/consumers/odr/.
We are neither ready nor obliged to participate in the dispute settlement procedure before a Consumer Arbitration Board.
12.4. Modifications or supplements to this agreement must be made in writing. This also applies to alterations to this requirement for the written form. Verbal collateral agreements are not entered into.
12.5. Should individual conditions of these General Terms and Conditions be or become wholly or partially invalid or have a loophole, the validity of these General Terms and Conditions shall otherwise not be affected by this. The parties are obliged to agree on such a legally permissible regulation instead of the invalid provision, that approaches the original provision as closely as possible in terms
of content and economic effect or fills this loophole.
Responsible for the contents:
Arnold Schröder Industrieöfen GmbH
Registered office in Flörsheim on the
Main / Hessen
Registry court: Local court Wiesbaden, HRB 18332
Hafenstr. 10
D-65439 Flörsheim / Federal Republic of Germany
E-mail: info@schroeder-industrieoefen.de
Phone: +49-6145-37697-0
Fax: +49 -6145-37697-90
Manager: Markus Schröder, Ulli Köhntopp
VAT ID No: DE 812338712
Bank details:
Taunus-Sparkasse, Bad Homburg v.d.H.
Account No. 900 4149
Bank No. 512 500 00
IBAN DE87512500000009004149
BIC HELADEF1TSK
Dated: 1/2022