Disclaimer / AGB
1.1. These terms and conditions arrange the contractual relationship between Ionic smart GmbH here in after referred to as “Supplier” and the above buyer, here in after referred to as “Buyer”.
1.2 Conclusion of contracts and their settlement shall be subjected to these General Terms and Conditions. Deviating conditions of the buyer are not permissible.
1.3 Offers are non-binding and free of charge. Delivery obligations are subjected to self-sufficiency. Written orders are confirmed by the supplier whereas on the part of the buyer are binding. The possibility of price changes are regulated unreservedly according to. 4.1.
1.4 Changes and additions to purchase contracts must be in writing. Other agreements are subjects to immediate written confirmation. Changes to the purchase agreement in the following are also only possible with mutual agreement and with written confirmation.
1.5 Applicable German law shall prevail.
2. Delivery and shipping
2.1 Deliveries are made free at the acceptance point agreed with the buyer. The acceptance point is to be mentioned in the purchase contract. Other delivery terms are stated in the purchase contracts. The Supplier is entitled to partial deliveries.
2.2 If circumstances which are not responsible for the Supplier are aggravated or rendered impossible, the supplier has the right to withdraw from the contract in whole or in part or to postpone the delivery adequately. Delays in delivery must be communicated by the supplier to the buyer within three working days after acquaintance. The notification shall be in writing. If the buyer is not interested in the remaining service, the supplier is able to withdraw from the contract.
2.3 The haulier is responsible for the proper transport of goods. A proper transport is defined, in particular, in the case of powdery and scholocene-containing products as follows: (1) transport storage temperature of 22 ° Celsius or colder, (2) dry transport storage, that is, no primary or condensation moisture, (3) secure and stable storage of the goods to be transported. Inventory stock of the supplier is checked regularly for product characteristics and consistency. Buyers and their transporters are obliged to carry out consistency checks at collection and delivery. The temperature and humidity conditions for the transport of wares are, of course, also applicable to any other storage, including the cost of goods.
2.4 In the event of a delay in delivery, a deadline shall be negotiated between the buyer and the supplier after the expiry date of which the buyer can withdraw from the affected contract part or, if the non-fulfillment is not due to reasons beyond the control of the supplier. Claims for compensation do not in principle extend beyond the net value of the goods or partial deliveries.
2.5 The buyer has to check goods immediately for completeness and externally recognizable defects, as well as to acknowledge receipt and to specify possible complaints.
2.6 The Purchaser must notify the transporter promptly of any damage caused by transport and to claim it and have it confirmed by the transporter by means of a damage report. Damage reports must be submitted to the supplier without delay.
3. Guarantee, obligation to analyze the goods, complaints of defects
3.1 The supplier shall ensure the conformity of the goods with the provisions of food law and other relevant provisions.
3.2 Complaints of the goods by the buyer pursuant to §377, §378 HGB are otherwise
unless the complaint was received in writing and before resale by the buyer or otherwise processed by the supplier. The supplier shall be notified without delay in writing of any non-manifest product deficiencies which are associated with an unreasonable examination effort.
The supplier is obligated to remedy the defects as quickly as possible.
3.3 Defects which are entitled to the subsequent delivery or price reduction must be of a decisive nature. Minor deviations of the delivered goods in form, color and taste are permissible.
3.4 The supplier has the option to avert claims for defects by means of appropriate delivery of the goods or to offer the purchaser a reduction of the purchase price. In the event that no subsequent delivery occurs and no agreement can be reached on price changes, the buyer is free to withdraw from the contract.
3.5 Product defects which are based on the requirements described in point 2.3. are not the responsibility of the supplier if 1.) the goods were not demonstrably stored in the warehouse of the supplier or 2.) in the correspondingly damaged condition at the otherwise agreed goods collection location.
3.6 The buyer is entitled to refuse a delivery if the goods do not correspond to the products ordered. The refusal must be justified and attached to the delivery note. If the complaint is incorrect, the buyer is obligated to pay the compensation stated in 4.7.
3.7 Subsequent deliveries due to product complaints are accompanied by the return of the rejected products to the date of the subsequent delivery. The goods returned unilaterally by the buyer are made at the customer’s expense. The reimbursement does not apply if the parties have solved the complaint of the delivery of goods by means of a mutually agreed price reduction.
4. Prices and payment method
4.1 Prices are given in EUR and are exclusive of VAT. Prices include the delivery terms contained in the offer, as a rule free pick-up point buyer. Prices may fluctuate, for example, by raising duties and duties after contract conclusion. If this is the case, the supplier is authorized to raise the prices.
4.2 Prices are always list prices without discounts. Prices that are excellent in the offer can include discounts, which are explicitly stated in these.
4.3 Packaging materials and packaging waste are not to be attributed to the supplier.
4.4 Payment shall be made after receipt of the invoice according to the agreed payment terms.
4.5 Agreed forms of payment shall be valid provided that the buyer is not in default with payment. The supplier has the right to cancel the contract in the event of default of payment or default of acceptance on the part of the purchaser and to demand payment in advance. This applies in particular, however, not only in the event that a payment is assumed by the buyer.
4.6 Undisputed or counterclaims determined by legal process may be set off by the buyer.
4.7 The supplier is entitled to a lump sum default compensation for each week commenced, which lags the delay. Partial payments do not cancel the obligation to pay the arrears. In the event that the delay in payment arises from a temporary lack of liquidity or insolvency, the buyer must inform the supplier immediately and find agreement with the supplier. Exempt from this are payment delays which are of a criminal-law-relevant nature and for which legal proceedings are taken. Irrespective of the delay in arrears, the delay in acceptance is regulated. In the case of a determined delivery of goods which has not been perceived by the Purchaser, the Supplier shall be obliged to pay a compensation fee (arrival costs / working time / storage costs / 50 € per pallet) within 8 working days after delivery of the goods by the Supplier. It is at the discretion of the supplier reasoned default of acceptance otherwise and in accordance with the buyer to handle. The goal is always the amicable agreement in the sense of the business connection.
5. Ownership regulation
5.1 The supplier is the owner of the goods (reserved goods) until the goods have been paid in full. The buyer is responsible for the proper and free of charge and insurance of the goods at his own expense. The buyer is also responsible for the regulation of the goods access by third parties. Any loss or damage caused by a third party lies within the responsibility of the buyer.
5.2 The purchaser may sell reserved goods only with written confirmation in the course of his regular business transactions and shall remain vested solely with the supplier.
5.3 In the event of payment, delay in payment despite the expiration of a corresponding grace period or insolvency application over the buyer’s assets, the buyer shall immediately cease all disposition of the goods and their disposal. The reserved goods must be stored separately and marked as the property of the supplier. The supplier has the right to request the return of the reserved goods and to take them back again. The buyer is not allowed to delay the return of the goods. The third party authorized to do so may enter the premises of the buyer in which the goods are stored. If the purchaser himself is still entitled to claim for reserved goods against third parties whose purchase price has not yet been paid to the supplier or has not been paid in full, he is obliged to immediately return the goods. If the possibility does not exist, the buyer hereby assigns the claims for the return of third parties, including the right of entry, to the supplier.
5.4 The purchaser is prepared upon request to release collateral as long as its market value exceeds the outstanding claim by more than 20%. The collateral must not be part of an insolvency estate and the buyer must have free disposal over it.
6. Product liability, claims for damages
6.1 The supplier is liable for claims according to the Product Liability Act for the safety and harmlessness of the goods. Liability does not cover consequences of excessive consumption of the goods or consumption by persons of unsuitable age. The basic non-suitability of an age class for consumption is indicated on the packaging with common symbols.
6.2 In addition, claims for damages by the purchaser, irrespective of the legal grounds, are limited to the following cases: absence of assured safety-relevant properties of the goods, culpable breach of contractual principal obligations, repeated and unfounded delay together with delay of the post-processing periods; The supplier is liable for gross negligence and willful deliberate breach of the product; In the case of simple negligence, however, the claim for damages shall be limited to 10% of the invoice value of the partial deliveries concerned.
7.1 Any use of delivered goods shall be the sole responsibility of the Purchaser. It shall, in particular, comply with applicable rules.
7.2. The place of performance shall be the supplier’s warehouse. The court of jurisdiction is Troisdorf, insofar as the buyer is a merchant in the sense of the Commercial Code.
Managing Director: Abdullah Najiullah
Brüsseler Straße 6