1.1 The following terms and conditions apply for all present and future business relations between us and the customer. Whichever is applicable to the contract valid version.
1.2 Our terms and conditions apply exclusively; conflict with or deviate from our terms and conditions of the customer are not recognized by, unless we have expressly agreed to their validity. Our terms and conditions apply even if we are aware of conflicting or deviating from our terms and conditions of the customer delivery to the customer without reservation.
1.3 We deliver to commercial customers/Individual. Our terms and conditions apply only to companies as defined in § 14 KOTH.
2 Offer, Conclusion
2.1 Our offers are always non-binding and subject to change unless stated in the offer otherwise. This also applies with respect to prices and product-related information.
2.2 If the order qualifies as an offer pursuant to § 145 KOTH, we can accept it within 5 working days. One assumption is the same, if the seller within this period the goods ordered.
2.3 Technical changes and changes in form, color and / or weight are reserved within reasonable limits. This is particularly true for standard quality, quantity, weight, material thicknesses or other deviations. Ordered goods may differ slightly from the goods shown in brochures and on the Internet.
2.4 The final contract is subject, in the case of incorrect or improper delivery, not to provide or only partially. This applies only in the event that the non-delivery is not attributable to us, especially when a congruent hedging transaction with our supplier. In case of unavailability or only partial availability of the goods the customer is informed immediately. The consideration shall be reimbursed immediately.
2.5 For new customers prepayment is calculated without proper references. If the seller known evidence of a significant deterioration in the financial circumstances of the customer or the customer is with a payment to the seller is in default, this may make the execution of pending deliveries of an advance guarantee as dependent.
2.6 If the seller is known after the conclusion of evidence of a significant deterioration in the financial circumstances of the customer, which can be expected that the customer will probably not be able to meet the payment obligations on the due date, the seller, the full payment of all invoices demand and not yet due invoices due for payment.
3 Prices and Payment
3.1 Prices are "TT" including packaging, unless it is clear from the order confirmation states otherwise. The prices do not include applicable at the time of invoicing.
3.2 The minimum order value is 1000 € net value of goods. Provided that the order confirmation states otherwise, delivery of 1,500 € net value of goods freight paid.
3.3 Provided that the order confirmation states otherwise, the purchase price within 20 days from date of invoice (without deduction) is due. Deduction of discount requires a special agreement.
3.4 The customer has a right to offset only if his counterclaims have been legally established, recognized or were not contested by the seller. The customer can only exercise a right of retention to-if his counterclaim is based on the same contract.
4 Delivery time and delivery
4.1 Unless explicitly agreed otherwise, the seller does not guarantee the compliance with certain deadlines.
4.2 Compliance with the delivery obligation requires the timely and proper fulfillment of the obligation of the customer. The exception of the unfulfilled contract remains reserved.
4.3 If the goods are not in stock, the seller will order the goods immediately, inform the customer immediately and report this to the expected delivery date. With regard to the reservation of proper delivery to the seller refers to § 2 paragraph 2.4 of these Terms and Conditions.
4.4 The seller is entitled to partial delivery to the extent a partial delivery taking into account the interests of the customer is this unreasonable. The customer incur no additional costs.
4.5 Delivery will be made to curb or ramp. On peculiarities of delivery, such as delivery times, limited headroom, maximum vehicle lengths, delivery via lift or maximum pallet height, the customer has the seller before the contract and at the latest in time to point before delivery.
Delivered General pallets must be replaced immediately, otherwise, will ever pallet 10 € be invoiced. Upon surrender or return delivery in the Seller's warehouse in Pattani/Bangkok, the pallets are re-credited.
6 Transfer of Risk
6.1 For businesses, the risk of accidental loss and accidental deterioration of the goods with the handover goes on sale to the delivery of the goods to the shipper, the carrier or otherwise to execute the dispatch person or institution to the entrepreneur over.
6.2 The handover is the same, if the customer is in default of acceptance.
7 Retention of title
7.1 The seller retains title to the goods until receipt of all payments from the delivery. At behavior of the customer, in particular default in payment, the seller is entitled to take back the purchased goods. Taking back of the goods by the seller is a withdrawal from the contract. Any claims for damages from the seller remain unaffected. The seller is entitled to sell the goods to their utilization. The proceeds to the customer's liabilities - less reasonable costs - shall be credited.
7.2 The customer is obliged to treat the goods with care; he is especially obligated to insure them at his own expense against fire, water and theft at replacement value. The customer assigns to the Seller already now all claims in the amount of the invoiced amount that it incurs in the event of damage.
7.3 If third parties seizure or other interventions, the customer must notify the seller in writing without delay, so that this action pursuant to § 771 ZPO. The same applies to damage or destruction of the goods. If the third party is not capable of the seller to refund the judicial and extrajudicial costs of an action pursuant to § 771 ZPO, the customer for the loss incurred by the vendor shall be liable.
7.4 The customer is entitled to the goods to resell in the ordinary course of business; he assigns to the Seller already now all claims in the amount of the invoice from which him from the resale against his customer or third party irrespective of whether the purchased goods were resold without or after processing. To collect these receivables, the customer remains also after assignment. The seller's right to collect the claim itself remains unaffected. However, the seller undertakes not to collect the claim as long as the customer meets its payment obligations from the collected proceeds, does not default on payment and in particular no application to open insolvency or composition proceedings has been made or payments are suspended. Otherwise, ask the seller, the customer is pleased to announce that the assigned claims and their debtors, provide all information necessary for collection, hand over the relevant documents and inform the debtors (third parties) of the assignment. If the customer has sold the claim within the framework of genuine factoring, in lieu of the claim against the factor cedes to the seller.
7.5 The processing or transformation of the goods by the customer is always done for the seller. If the goods are processed with other items not belonging to the seller, shall acquire the joint ownership of the new item proportional to the value of the goods (invoice) to the other processed items at the time of processing. The same is true, moreover, as for the goods delivered under reservation of ownership for the object created by processing.
7.6 If the goods are inseparably mixed with other items not belonging to the seller, shall acquire the joint ownership of the new item proportional to the value of the goods (invoice) to the other mixed objects at the time of mixing. If the mixing is such that the customer's item is to be regarded as the main item, it is agreed that the customer transfers proportional co-ownership to the Seller. The customer shall keep the sole ownership or co-ownership for the seller resulting.
7.7 The customer assigns to the Seller from the claims to secure its claims against him that with a property through the connection of the goods to a third party.
7.8 The seller accepts the foregoing assignment.
7.9 The seller agrees to release the securities he is entitled at the request of the customer insofar as the realizable value of its securities exceeds the secured claims by more than 10%; the choice of securities to be released is for the seller.
8.1 The supplied goods may differ slightly from the goods displayed on the Internet or in catalogs. Reference is made to § 2 paragraph 2.3 of these Terms and Conditions.
8.2 Warranty Claims In merchants assume that these are their due under § 377 HGB inspection and complaint properly fulfilled. Defects must be in writing to be noted on the freight bill. The seller is informed at once of the deficiencies in knowledge.
8.3 Moreover, the goods must be inspected immediately for quality and Mengenabweichen and obvious defects View the latest within a period of two weeks from receipt of the goods to the seller; otherwise the assertion of warranty claims is excluded. Deadline is sufficient for the timely dispatch or notification. The customer shall bear the full burden of proof for all claims, in particular for the defect itself, for the time of discovery of the defect and the timeliness of the complaint.
8.4 The Seller warrants defects at its option remedy by repair or replacement.
8.5 If the remedy fails, the customer (reduction) or cancellation of the contract (withdrawal), as well as damages in lieu of performance may demand, at his discretion reduce the remuneration. Instead of damages in lieu of performance, the customer may demand compensation for wasted expenditure in the context of § 284 BGB, which he made in reliance upon the receipt of goods and reasonably allowed to make.
8.6 With only minor defects, the customer - taking into account the mutual interests - no right of withdrawal. If the customer chooses compensation instead of performance or it requires the replacement of futile expenditures, the limitations of liability apply under §. 9
8.7 As a condition of the goods only the product description of the seller as agreed. Public statements, recommendations or advertisements by the manufacturer do not represent a contractual condition of the goods.
8.8 The warranty period is different from the legal regulation one year after delivery of the goods. The one-year warranty period shall not apply if the seller gross negligence or be accused of malice, also not in the event attributable by the seller to body or health and in case of loss of life of the customer, in the case of a guarantee, and in the case of delivery recourse pursuant to §§ 478, 479 BGB. Seller's liability under the Product Liability Act remains unaffected.
8.9 The seller gives to the customer no guarantees in the legal sense, unless expressly agreed otherwise. Manufacturer warranties remain unaffected.
9 Limitation of Liability
9.1 In case of slightly negligent breaches of duty, the liability is limited to the predictable nature of the goods, typical, direct average damage. This also applies to slightly negligent breaches of duty by the legal representatives or carry out work or vicarious agents of the seller. The seller is not liable insignificant contractual obligations for slight negligence. He, however, liable for the breach of contractual legal positions of the customer. Essential contractual legal positions are those that have to provide the customer under the contract content and purpose of the treaty. The seller is also liable for the violation of obligations, the fulfillment of which renders a correct execution of the contract and must trust in its compliance with the buyer.
9.2 The above limitations of liability do not affect claims of the customer from warranty and / or product liability. The limitations of liability do not apply in bad faith, in breach of contractual obligations as well as the seller to body or health or in case of loss of life of the customer.
11 Final provisions
11.1 The law of the KINGDOM OF THAILAND, excluding the CISG.
11.2 If the customer is a merchant, legal entity under public law or public law special fund, the competent at the registered office of the seller is agreed as court of jurisdiction for all disputes arising from this contract. However, the seller is entitled to sue the customer at his place of residence or domicile court. The competence basis of an exclusive jurisdiction remains unaffected.
11.3 Unless the order confirmation does not state otherwise, the business of the seller performance.
11.4 The invalidity of individual provisions shall not affect the validity of the remaining provisions.