Terms and Conditions

1. Scope of application

All orders placed with consumers in the online shop (https://www.boeckmann.com/en/shop) of Böckmann Fahrzeugwerke GmbH (hereinafter referred to as the ‘online shop’) are subject exclusively to these General Terms and Conditions (GTC).
A consumer is any natural person who concludes a legal transaction for a purpose that cannot be predominantly attributed to their commercial or independent professional activity.

2. Contracting party

The purchase contract is concluded with Böckmann Fahrzeugwerke GmbH, Managing Director: Klaus Böckmann, Siehefeld 5, 49688 Lastrup, Commercial Register: Local Court Oldenburg (Oldenburg), Section B No. 5 HRB 151189.

3. Conclusion of the contract

The presentation of the products in the online shop does not constitute a legally binding offer, but a non-binding online catalogue. By clicking on the ‘Order now for a fee’ button, you place a binding order for the goods contained in the shopping basket. Confirmation of receipt of the order follows immediately after the order has been sent and does not yet constitute acceptance of the contract. We can accept your order by sending an order confirmation by e-mail or by delivering the goods within five working days.

4. Cancellation policy

Consumers are entitled to a right of cancellation in accordance with the following provisions, whereby a consumer is any natural person who concludes a legal transaction for purposes that can predominantly be attributed neither to their commercial nor their independent professional activity:

Start of the cancellation policy

Right of cancellation
You have the right to cancel this contract within fourteen days without giving any reason.

The cancellation period is fourteen days from the day on which you or a third party named by you, who is not the carrier, has taken possession of the last goods.

To exercise the right to cancel, you must inform us (Böckmann Fahrzeugwerke GmbH, Siehefeld 5, 49688 Lastrup, etl@boeckmann.com) of your decision to cancel this contract by a clear statement (e.g. a letter sent by post or e-mail). You can use the attached sample cancellation form, but this is not mandatory.
To meet the cancellation deadline, it is sufficient for you to send your notification of exercising your right of cancellation before the cancellation period has expired.

Consequences of cancellation
If you withdraw from this contract, we shall reimburse to you all payments received from you, including the costs of delivery (with the exception of the supplementary costs resulting from your choice of a type of delivery other than the least expensive type of standard delivery offered by us), without undue delay and in any event not later than 14 days from the day on which we are informed about your decision to withdraw from this contract. For this repayment, we will use the same means of payment that you used for the original transaction, unless expressly agreed otherwise with you; in no case will you be charged any fees for this repayment.

You must return or hand over the goods to us immediately and in any case within fourteen days at the latest from the day on which you inform us of the cancellation of this contract. The deadline is met if you dispatch the goods before the period of fourteen days has expired.

You shall bear the direct costs of returning the goods.

You only have to pay for any loss in value of the goods if this loss in value is due to handling of the goods that is not necessary for checking their condition, properties and functionality.

End of the cancellation policy

Exclusion or premature expiry of the right of cancellation
The right of cancellation does not apply to contracts for the delivery of goods which are not prefabricated and for the manufacture of which an individual selection or determination by the consumer is decisive or which are clearly tailored to the personal needs of the consumer.

Cancellation form
If you wish to cancel the contract, please complete and return this form. The use of this form is voluntary and not obligatory for you.

Widerrufsbelehrung_EN.pdf

5. Prices and shipping costs

The prices quoted in the online shop include VAT.

In addition to the prices quoted, we charge shipping costs for delivery. The amount of the shipping costs will be shown separately during the ordering process.

6. Delivery

We ship the goods ordered by you with a carrier (§ 447 BGB). Within Germany, dispatch is usually carried out by DHL or UPS.

The delivery time is up to 3 working days from acceptance of the order. We will point out any deviating delivery times on the respective product page. For requested products, you will receive information from us about the delivery time.  

If we are not supplied ourselves, although we have placed congruent orders with reliable suppliers, we are released from our obligation to perform and can withdraw from the contract if we are not responsible for the non-availability. We are obliged to inform the customer immediately of the non-availability of the service and will immediately reimburse any consideration already paid by the customer.

7. Payment

Payment can be made by Klarna, PayPal, credit card, SEPA bank transfer, Bancontact, Giropay, EPS, Apple Pay or iDeal. We reserve the right to offer you only certain payment methods. There is no possibility of discount deduction.

Payment with Klarna
In co-operation with Klarna Bank AB (publ), Sveavägen 46, 111 34 Stockholm, Sweden, we offer you the payment method Klarna. Here you have the option to choose between instant bank transfer and pay later. Your payment will be made to Klarna. Further information can be found in Klarna's terms of use. Your personal data will be processed by Klarna in accordance with the applicable data protection laws and as described in Klarna's privacy policy.

Payment with PayPal
You pay directly via your PayPal account. After submitting your order, you will be redirected to PayPal where you authorise payment for your order. As soon as we have been informed of your authorisation, your order will be dispatched. This depends on the delivery time specified for the products ordered. Your PayPal account will be debited with the actual invoice amount after deduction of any discounts etc. immediately after authorisation.

Payment by credit card
You pay directly during the ordering process by entering your credit card details. When the goods are dispatched, your credit card will be debited with the actual invoice amount after any discounts have been deducted.

Payment by SEPA bank transfer
By selecting the payment method ‘SEPA Bank Transfer’, we are authorised to collect the invoice amount from your specified bank account by direct debit. For this purpose, you issue us with a SEPA direct debit mandate. You can revoke the SEPA direct debit mandate at any time by informing us in writing or by e-mail. Such a cancellation has no effect on payments already made, but is effective for future transactions.

Payment with Apple Pay
With Apple Pay, you pay directly via your Apple account. After submitting your order, you will be forwarded to Apple, where you can authorise payment of the order amount. As soon as we have been informed of your authorisation, your order will be dispatched. This depends on the delivery time specified for the products ordered. Depending on the payment method stored with Apple Pay, this will be debited with the actual invoice amount after deduction of any discounts immediately after authorisation or after dispatch.

8. Retention of title

The goods remain our property until full payment has been made.

9. Warranty

If the goods purchased and delivered in our online shop were defective at the time of delivery, you are entitled to demand subsequent fulfilment, withdraw from the contract or reduce the purchase price within the framework of the statutory provisions.

10. Information in accordance with § 312i BGB in conjunction with Art. 246 c EGBGB

1. You can place the desired items in the shopping basket by clicking on the order button. To continue the order process, the ‘shopping basket’ must be called up. In this window you can check whether all items have been selected correctly (type and quantity). Corrections can be made at any time by deleting or adding items. 
    
2. The order details, billing address and, if applicable, a different delivery address are then entered and the payment method selected. The information in the mandatory fields is essential in order to process the order. The order of the selected items can then be confirmed by clicking on the ‘Order subject to payment’ button.
    
3. You will immediately receive a confirmation of the order with an indication of when the items are expected to be dispatched. If an item is not in stock, this will be noted in the confirmation; if other ordered items are available in this case, the order process will be processed via these items, unless the customer issues a different instruction. The statutory right of cancellation remains unaffected.
    
4. The text of the contract is stored by Böckmann Fahrzeugwerke GmbH. At the customer's request, the text of the contract can be sent again. 
   
   For this purpose, the customer can
   •  by e-mail: info@boeckmann.com
   •  by phone: 04472 8950
   •  by post: Siehefeld 5, 49688 Lastrup
   
   contact Böckmann Fahrzeugwerke GmbH and ask for the text of the contract to be sent to you. Irrespective of this, the General Terms and Conditions can be viewed and saved on the website at any time. The contract language is English.
    
5. We have subjected ourselves to certain voluntary commitments in our compliance guidelines. You can find our compliance guideline at: https://www.boeckmann.com/en/compliance

11. Dispute resolution

The European Commission must provide a European online dispute resolution platform (‘ODR platform’). The ODR platform is available on the internet at https://ec.europa.eu/consumers/odr/.
Our email address that you can use to contact us is info@boeckmann.com.

Dispute resolution proceedings before a consumer arbitration board
We would like to point out that we are neither willing nor obliged to participate in a dispute settlement procedure before a consumer arbitration board within the meaning of the Consumer Dispute Settlement Act.

12. Final provisions
 

1. The law of the Federal Republic of Germany shall apply to the exclusion of the UN Convention on Contracts for the International Sale of Goods if
   
   (a)    you have your habitual residence in Germany, or
   (b)    your habitual residence is in a country that is not a member of the European Union.
   
   In the event that you have your habitual residence in a member state of the European Union, German law shall also apply, whereby mandatory provisions of the state in which you have your habitual residence shall remain unaffected.
    
2. If you had your domicile or habitual residence in Germany when the contract was concluded and have either moved out of Germany at the time the action is brought by us or your domicile or habitual residence is unknown at this time, the place of jurisdiction for all disputes shall be the registered office of our company in Lastrup.

1.     General information
 
1.1     These General Purchasing Conditions (hereinafter referred to as the ‘GPCs’) apply to all of our business relationships with our sellers or suppliers and other business partners (hereinafter collectively referred to as the ‘seller’ or ‘supplier’), provided that they are contractors within the scope of Section 14 of the German Civil Code, legal entities under public law or special funds under public law. 
 
1.2     The GPCs particularly apply to contracts regulating the purchase and/or delivery of movable items (‘goods’), irrespective of whether the supplier manufactures the goods themselves or purchases them from subcontractors (Sections 433 and 650 of the German Civil Code). Unless agreed otherwise, the GPCs in the version valid at the time of our purchase order or, in any case, in the version most recently communicated to the supplier in text form shall also apply as a framework agreement to similar future contracts, without us having to refer back to them on a case-by-case basis.
 
1.3     The GPCs shall apply exclusively. The seller’s or the supplier’s conflicting, supplementary or deviating conditions shall only become part of the contract if and to the extent that we have expressly agreed to the validity of the same in writing. This approval requirement shall also apply if we accept the delivery without reservation or pay for it in knowledge of the supplier’s conditions.

1.4     Individual agreements made with the seller on a case-by-case basis (including side agreements, amendments and modifications) shall always have priority over these purchasing conditions. In the absence of proof to the contrary, a written contract or our written confirmation shall be decisive for the content of such agreements.

1.5     If a framework contract exists between the contracting parties, the supplier shall be obligated to accept and execute our purchase orders in accordance with this respective framework contract. Unconditional acceptance of the delivery or service shall not change anything in this regard.
 
 
2.     Quotations, purchase orders, written form
 
2.1     Quotations and cost estimates shall be generated free of charge. In addition, we shall not bear any costs or pay any remuneration for visits, planning and other preliminary activities that the supplier carries out in connection with the submission of quotations, unless this has been agreed separately on a case-by-case basis.
 
2.2     Our purchase orders are considered to be binding on written submission or confirmation at the earliest. The seller shall notify us of obvious errors (e.g. typing and calculation errors) and incompleteness in the purchase order, including the purchase order documents so that we can correct or complete the same prior to acceptance; otherwise, the contract shall be deemed not concluded.
 
2.3     Our purchase orders are considered to be binding on written submission or confirmation at the earliest. The seller shall notify us of obvious errors (e.g. typing and calculation errors) and incompleteness in the purchase order, including the purchase order documents so that we can correct or complete the same prior to acceptance; otherwise, the contract shall be deemed not concluded.

A delayed acceptance shall be considered a new quotation and requires our acceptance.

2.4     Purchase orders and transactions must be issued in writing. Verbal agreements of any kind – including subsequent modifications and amendments – shall only become binding if confirmed by us in writing. Remote data transmission or fax shall also be considered the written form.

3.     Prices and terms of payment
 
3.1     The prices listed in our purchase order are binding. All prices are net, i.e. exclusive of statutory value-added tax.
 
3.2     Unless agreed otherwise, all prices shall be understood as including freight to our determined place of receipt / performance. They include all of the seller’s services and ancillary services (e.g. assembly, installation), as well as all ancillary costs (e.g. proper packaging, transport costs including any transport and liability insurance).
 
3.3     Invoices shall be prepared in accordance with the stipulations set down in our purchase order. If our listed purchase order details are missing, we shall not process or pay invoices; the supplier shall be responsible for all the consequences of failing to observe this obligation, unless they can prove that they are not responsible for the same.
 
3.4     The agreed price shall be due for payment within 30 calendar days from complete delivery and performance (including any agreed acceptance) and receipt of a proper invoice as outlined above in Section 3.3. If we make payments within 14 calendar days, the seller shall grant us a 3% discount on the net invoice amount.

In the case of bank transfer, payment shall be deemed to have been made on time if our bank receives our remittance order before the payment deadline; we are not responsible for delays caused by the banks involved in the payment process.

3.5     We do not owe any interest payable from the due date in accordance with Section 353 of the German Commercial Code. The statutory provisions apply to default on payment.

3.6     We are entitled to offsetting and retention rights, as well as to the defence of non-performance of the contract, to the extent permitted by law. In particular, we are entitled to withhold due payments as long as we are still entitled to claims arising against the seller due to incomplete or inadequate services.

3.7     The seller has an offsetting or retention right based only on counter-claims that have been legally established or are undisputed.

4.     Dispatch regulations, origin of the goods
 
4.1     Unless expressly agreed otherwise, the ordered goods shall be delivered against a supplier invoice and at the supplier’s risk. Unless expressly agreed otherwise in writing, all deliveries shall include freight in accordance with Incoterms 2010 (or in accordance with the Incoterms 2020, which shall apply to legal transactions made from 01/01/2020 onwards) and DDP conditions (including packaging, insurance, customs clearance, etc.) to the place specified in the purchase order. If the destination is not specified and nothing else has been agreed otherwise, delivery shall be made to our registered office situated at 49688 Lastrup. The respective destination is also the place of performance for the delivery and any supplementary performance (debt to be discharged at the creditor’s domicile).
 
4.2     The supplier is obligated to pack and load the goods to be delivered in such a way that the delivery remains undamaged during loading, unloading and transport. The supplier shall be liable for damage to the goods to be delivered resulting from insufficient packaging and/or loading. Our packaging regulations, which can be provided to the supplier in text form on request, shall apply.
 
4.3     Two copies of a delivery note, containing all the labels stipulated in our order 
(in particular: date of issue and dispatch, contents of the delivery (item number and quantity) and our order identifier (date and number)), must be enclosed with each consignment. If the delivery note is missing or incomplete, we are not responsible for any resulting delays in processing and payment. We must be sent a corresponding dispatch note with the same content separately from the delivery note.

The delivery note must be placed in a document dispatch pocket featuring the easy-to-read ‘Delivery note here’ indicator and attached to the consignment of goods with adhesive.

4.4     If the delivery contains hazardous goods that are subject to specific national and/or international dispatch regulations, the supplier must package the goods accordingly, secure them, mark them and dispatch them using an appropriate method.
 
4.5     If the delivery has to comply with the EU’s preferential rules of origin, the supplier shall provide us with the relevant certificates of origin.
 
4.6     The supplier shall either leave the packaging material at the place of receipt free of charge or take it back at our discretion.

5.     Provided documents, provisions, secrecy
 
5.1     We reserve the property rights and copyrights to all the documents we provided to the supplier in connection with the purchase order, such as drawings, samples, models and other documents, as well as all auxiliary aids that are necessary or helpful for the supplier to execute purchase orders. They may only be used in accordance with their intended purpose and must be returned to us on first request at any time, but at the latest following completion of the contract, or destroyed at our request. If the supplier does not accept our purchase order within the time period stipulated in Section 2.3, the documents must be returned to us without delay.
 
5.2     All documents, information concerning provisions and other know-how provided to the supplier during the collaborative business relationship must be kept strictly confidential vis-à-vis third parties and must not be surrendered or otherwise made known to third parties without our explicit written approval. 
 
5.3     The confidentiality obligation shall also apply after this contract has been processed. It shall expire if the manufacturing knowledge contained in the provided illustrations, drawings, calculations and other documents becomes common knowledge or when a period of five years following termination of the contractual relationship has elapsed.
 
5.4     The above provisions shall apply accordingly to substances and materials 
(e.g. software, finished products and semi-finished products), as well as to tools, templates, samples and other objects that we provide to the seller for manufacturing purposes. Insofar as they are not being processed, such objects must be stored separately at the seller’s expense and insured against destruction and loss to a reasonable extent.

If provided parts are processed or reformed by the supplier, such processing or reforming shall be carried out for us and we shall become the owner of the new items. This shall also apply if the parts we provided are inseparably mixed with objects that do not belong to us. Only if this clause conflicts with other suppliers’ reservation of ownership clauses and/or if the supplier’s item is to be viewed as the main item, it shall be considered as agreed that we are entitled to joint ownership at the rate corresponding to our provision’s value in relation to the main item’s overall value.

The supplier shall keep our sole or joint ownership safe on our behalf.

5.5     The supplier must respect our copyrights and other industrial property rights. Use of the same shall only be permitted for contractually agreed purposes. The supplier may not themselves use or exploit or have third parties use or exploit products from documents, drawings, models and other provisions we created, or products manufactured according to our information. The supplier may neither offer nor supply the same to third parties.

6.     Time periods, deadlines

6.1     The delivery deadlines and time periods listed in the purchase order are binding. If the delivery time is not stated in the purchase order and has not been agreed on otherwise, it shall be 10 working days from conclusion of the contract. Receipt of a flawless delivery and/or service at the place of receipt and successful completion of acceptance, insofar as agreed or prescribed by law, shall be decisive for compliance with the agreed time periods and deadlines.
 
6.2     As soon as the supplier realises that they cannot meet the agreed time periods and deadlines, either in whole or in part, they must notify us to this effect without delay – in advance by e-mail or fax – providing details of the causes and the anticipated duration of the delay. The supplier providing us with relevant notifications shall not affect the legal and/or contractual rights and claims due to us as a result of the delay.
 
6.3     If the supplier enters into default, we shall be entitled to assert the legal claims and, particularly once a reasonable time period has elapsed without any results, we shall be entitled to demand damages instead of performance and to express our desire to withdraw from the contract. If we demand damages, the supplier shall have the right to prove to us that they are not responsible for a breach of obligations.
 
6.4     Unconditional acceptance of the delayed delivery or service shall not include relinquishment of the damage claims due to us on account of the delayed delivery or service. This shall apply until the fee we owe for the service in question is paid in full.
 
6.5     The supplier shall only be able to refer to the lack of necessary documents that we have to provide if they have complained about the lack of documents in writing and have not received the documents within a reasonable period of time.
 
 
7.     Reservation of the contractual penalty
 
If a contractual penalty has been agreed with the supplier and has fallen due, we shall be able to apply this alongside fulfilment. We undertake to declare the reservation of the contractual penalty to the supplier at the latest within 10 working days, starting from acceptance of the delayed delivery or service. We reserve the right to make additional claims and assert additional rights.
 

8.     Partial deliveries, excess deliveries and inadequate deliveries
 
8.1     Partial deliveries or partial services require our prior written approval. If we accept the same without prior approval, this shall not give cause for premature maturity of claims to payment, including partial payment claims. We shall not bear additional transport costs, even if we have declared our agreement with partial deliveries or partial services. Our agreement to partial deliveries or partial services shall not justify the supplier claiming agreement to future partial deliveries or partial services, even if we have accepted the same repeatedly and without specific reservations.
 
8.2     We reserve the right to recognise excess or inadequate deliveries / services. If excess deliveries / services are provided without prior written agreement, we are entitled to reject the delivery / service. We are entitled, at our discretion, either to store the supplier’s deliveries, in respect to the excess delivery, at the supplier’s expense or to return the same to the supplier at their expense.
 
 
9.     Risk of loss, acceptance or approval, force majeure
 
9.1     The supplier shall bear the risk of accidental destruction and accidental deterioration until deliveries and services arrive at the place of receipt. If acceptance is prescribed by law or has been agreed, the supplier shall bear the risk until acceptance. Transfer and acceptance shall be equivalent if we are in default with acceptance.

The statutory provisions shall apply to us entering into default of acceptance. However, the seller must also expressly offer us their service if we agreed an identified or identifiable calendar period for an action or cooperation (e.g. provision of material). If we enter into default of acceptance, the seller may demand compensation for their additional expenses in accordance with the statutory provisions (Section 304 of the German Civil Code). If the contract relates to an unacceptable item to be manufactured by the seller (a custom-made item), the seller shall only be entitled to extensive rights if we are obligated to cooperate and are responsible for the failure to cooperate.
 
9.2     Force majeure, industrial action, interruptions of operations for which we are not responsible, unrest, official measures and other unavoidable events shall free us from the timely acceptance obligation for the duration of such events. During such events, and for a period of two weeks after they have ended, we are entitled to withdraw from the contract, either in whole or in part, without affecting our other rights, provided that these events are not of an insignificant duration and that our demand reduces considerably because of our need to procure the items elsewhere.
 
 
10.   Invoices
 
Invoices must be submitted separately and in duplicate, quoting the details listed in our purchase order, following complete, flawless delivery or completion of the service or – if acceptance is prescribed by law or agreed – following acceptance for each purchase order or service. We may return unprocessed to the supplier any invoices that do not show the details listed in our purchase order.
 
 
11.   Liability for defects, limitation period
 
11.1    Unless stipulated otherwise below, the statutory provisions shall apply to our rights in the event of material defects and defects of title in the goods (including incorrect and inadequate delivery, as well as improper assembly, an inadequate assembly, operating or instruction manual) and in the event of other breaches of duty by the seller.
 
11.2    In accordance with the statutory provisions, the seller shall be liable in particular for ensuring that the goods have the agreed quality when the risk passes to us. The product descriptions that – particularly by designation or reference in our purchase order – form the subject matter of the respective contract or that have been incorporated into the contract in the same way as these purchasing conditions shall be deemed to be the quality agreement. It makes no difference in this regard whom the product description comes from.
 
11.3    Existing and/or accompanying labels on the seller’s goods concerning properties / qualities, durability, load capacity, designations, descriptions, accompanying paperwork and/or advertising statements or operating and assembly instructions shall be correct, legally error-free, complete, comprehensible and composed in the German language and the other additional languages that we require. This shall apply accordingly to the services provided by the supplier, and particularly to consultation services.
 
11.4    Notwithstanding Section 442 (1), Para. 2 of the German Civil Code, we are entitled to assert claims for defects without restriction even if the defect remained unknown to us at the time the contract was concluded due to gross negligence.
 
11.5     The statutory provisions (Sections 377 and 381 of the German Commercial Code) apply to the commercial obligation to investigate and give notice of defects with the following proviso:

Our investigation obligation is limited to defects that become apparent during our incoming goods inspection under external examination, including the delivery documents (e.g. transport damage, incorrect and inadequate deliveries) or to defects that are recognisable during our random quality control process. Insofar as acceptance has been agreed, we are not obligated to inspect deliveries. Otherwise, it depends on the extent to which an investigation is feasible in the normal course of business, taking the circumstances of the individual case into account. Our obligation to give notice of defects discovered later remains unaffected. Notwithstanding our inspection obligation, our complaint (notice of defects) shall in any case be deemed to be prompt and timely if it is sent within 5 working days of discovery or, in the case of obvious defects, from delivery.

11.6    Supplementary performance shall also include the removal of the defective goods and reinstallation of the same, provided that the goods have been installed in another item in accordance with their intended purpose. The costs that the seller incurs for the purpose of inspection and supplementary performance (including any dismantling and installation costs) shall be borne by the seller, even if it turns out that there was actually no defect. Our liability for damages in the event of an unjustified request for the removal of defects remains unaffected; however, we are only liable in this respect if we have acknowledged or grossly negligently failed to acknowledge that there was no defect.
 
11.7    If the seller does not fulfil their supplementary performance obligation – at our discretion either by remedying the defect (rectification) or by delivering a defect-free item (replacement) – within a reasonable period of time set by us, we may remedy the defect ourselves and demand reimbursement of the necessary expenses or a corresponding advance payment from the seller. If supplementary performance by the seller has failed or is unreasonable for us (e.g. due to particular urgency, operational safety being in jeopardy or imminent occurrence of disproportionate damage), no deadline need be set; we shall inform the seller of such circumstances without delay, if possible in advance.

11.8    Otherwise, in the event of a material defect or a defect of title, we shall be entitled to reduce the purchase price or to withdraw from the contract in accordance with the statutory provisions. In addition, we shall be entitled to compensation for damages and expenses in accordance with the statutory provisions.

11.9    Notwithstanding Section 438 (1) (3) of the German Civil Code, the general limitation period for claims for defects is 36 months from the transfer of risk. If acceptance has been agreed, the limitation period shall commence on acceptance. The 36-month limitation period also applies accordingly to claims based on defects of title, whereby the statutory limitation period for in rem claims for restitution of property by third parties (Section 438 (1) (1)) remains unaffected; furthermore, claims based on defects of title do not become statute-barred in any case as long as the third party can still assert the right against us – particularly in the absence of limitation.
 
 
12.   Product liability, insurance
 
12.1    Insofar as the supplier is responsible for product damage, they shall be obligated to indemnify us with regard to third-party compensation claims on first request if the cause is set in their domain and organisational area and they themselves are liable vis-à-vis third parties. In this context, the supplier is also obligated to reimburse any expenses according to Sections 683 and 670 of the German Civil Code that arise from or in connection with a recall carried out by us. We shall inform the supplier of the content and scope of the recall measures to be taken – insofar as doing so is feasible and reasonable – and give them the opportunity to comment. Additional legal claims shall remain unaffected.
 
12.2    The seller shall take out and maintain product liability insurance with lump-sum coverage of at least €50 million for each personal injury / material damage case.
 
 
13.   Supplier recourse
 
13.1    Our legally determined rights of recourse within a supply chain (supplier recourse in accordance with Sections 445a, 445b and 478 of the German Civil Code) shall be available to us without restriction in addition to the claims for defects. In particular, we are entitled to demand from the seller exactly the type of supplementary performance (rectification or replacement) that we owe our customer on a case-by-case basis. Our statutory right of choice (Section 439 (1) of the German Civil Code) is not restricted by this.
 
13.2    Before we acknowledge or fulfil a claim for defects asserted by our customer (including reimbursement of expenses in accordance with Sections 445a (1) and 439 (2) and (3) of the German Civil Code), we shall notify the seller and request a written statement of the facts of the case. If a substantiated statement is not made within a reasonable period of time and if an amicable solution is not reached, the claim for defects actually granted by us shall be deemed to be owed to our customer. In this case, the seller shall be responsible for proving the contrary.
 
13.3    Our claims arising from supplier recourse shall also apply if the defective goods have been further processed by us or another contractor, e.g. by incorporation into another product.
 
 
14.   Third-party property rights

No third-party property rights within the Federal Republic of Germany may be infringed by the delivery of goods and our use of the same. We shall inform the supplier of any claims asserted by third parties. We shall not recognise such claims ourselves. In this regard, we shall authorise the supplier to take over the dispute with the third parties, both judicially and extrajudicially.

In the event of a culpable infringement of third-party property rights, the supplier shall defend third-party claims at their own expense, the claims having been made against us on account of infringements of property rights based on deliveries and services from the supplier. The supplier shall indemnify us against all claims arising from the use of such property rights on first request, provided that they are responsible for them.

If our use of the delivery is impaired by existing third-party property rights, the supplier must, at their own expense, acquire the relevant approval or modify or replace the affected parts of the delivery so that use of the delivery no longer infringes any third-party property rights and simultaneously complies with the contractual agreements.
 
 
15.   Data protection
 
We are entitled to save and process all data that the supplier requires in the context of them fulfilling the contractual relationship, even if personal data is involved. The supplier shall obtain any consent required from legal representatives, employees and other persons deployed by the supplier for the fulfilment of their obligations.
 
 
16.   References / advertising
 
The supplier is not entitled to use information concerning an intended or existing contractual collaborative relationship with us for reference or marketing purposes without our written approval. Supplier photography on our property or in any other business premises and operating facilities belonging to us shall be strictly prohibited without written approval. The use and/or publication of any type of information, documents and data carriers shall only be permitted as intended. Use by the supplier for reference / advertising purposes is strictly prohibited.
 
 
17.   Transfer of purchase orders, assignment, reservation of ownership
 
17.1    The supplier shall only be permitted to transfer the execution of deliveries or services or significant parts of the ordered deliveries or services to third parties (subcontractors) following our prior written approval. The seller shall bear the procurement risk for their services, unless agreed otherwise on a case-by-case basis (e.g. limitation to stock).
 
17.2    The supplier shall only be able assign their claims against us to third parties or have third parties collect the same with our prior written approval, unless the demands are legally established or are undisputed. Section 354a of the German Commercial Code shall remain unaffected by this regulation.
 
17.3    The transfer of ownership of the goods to us must take place unconditionally and without regard to payment of the price. The supplier’s reservation of ownership regulations that extend beyond simple reservation of ownership require prior written agreement by us to be valid. If the supplier’s subcontractors assert ownership rights, joint ownership rights or rights of lien against us, or allow compulsory enforcement measures to be taken, we shall be entitled to invoice the supplier for all the losses arising from the same and to deduct them from their claims. 
 
 
18.   Place of performance, applicable law, place of jurisdiction, severability clause
 
18.1    The place of performance for all of the supplier’s obligations shall be our stipulated place of receipt; for payments, the place of performance shall nevertheless always be Lastrup.

18.2    The law of the Federal Republic of Germany shall apply to these GPC and the contractual relationship between us and the Seller to the exclusion of international uniform law, in particular the UN Convention on Contracts for the International Sale of Goods.

18.3    The place of jurisdiction is Lastrup. However, we are also entitled to institute proceedings against the supplier at the place of jurisdiction of their place of business.

Last update: 07/2021