General Terms and Conditions (GTC) of ROTIMA AG
1. Scope of application and applicable law
These General Terms and Conditions (GTC) apply exclusively to contracts for the purchase of goods and the provision of services between ROTIMA AG, Industriestrasse 14, CH-8712 Stäfa, Switzerland, as the supplier (hereinafter referred to as the "Supplier") and the customer as the client (hereinafter referred to as the "Contractual Partner"). Any different, deviating or supplementary agreements or conditions must be made in writing.
2. conclusion of contract
2.1 Offers, cost estimates and other documents of the supplier are non-binding, unless they have been expressly marked as binding.
2.2 The contract shall come into effect upon written confirmation by the supplier or upon execution of the delivery.
2.2 The contract shall come into effect upon written confirmation by the supplier or upon execution of the delivery.
3. Subject matter of the contract
3.1 The subject matter of the contract is the goods and services offered by the Supplier.
3.2 Technical data, illustrations and other product information serve as a general description and do not constitute warranted characteristics unless this has been expressly agreed in writing.
3.2 Technical data, illustrations and other product information serve as a general description and do not constitute warranted characteristics unless this has been expressly agreed in writing.
4. Prices, price adjustment and terms of payment
4.1 The Supplier's prices are ex works (Incoterms 2020), unless otherwise agreed in writing.
4.2 All prices are net prices plus statutory duties.
4.3 The agreed prices are binding unless variable price adjustment clauses have been agreed.
4.4 A price adjustment is only permissible if it is based on objectively comprehensible factors (e.g. increases in material costs, labor costs) and is made with at least 30 days' notice.
4.5 Payment deadlines must be strictly adhered to. In the event of default, default interest shall apply in accordance with statutory regulations.
4.2 All prices are net prices plus statutory duties.
4.3 The agreed prices are binding unless variable price adjustment clauses have been agreed.
4.4 A price adjustment is only permissible if it is based on objectively comprehensible factors (e.g. increases in material costs, labor costs) and is made with at least 30 days' notice.
4.5 Payment deadlines must be strictly adhered to. In the event of default, default interest shall apply in accordance with statutory regulations.
5. Delivery, delivery periods and transfer of risk
5.1 Delivery shall be ex works (Incoterms 2020), unless expressly agreed otherwise.
5.2 Delivery dates are non-binding unless they have been expressly agreed as binding.
5.3 Delays in delivery due to force majeure or unforeseeable circumstances shall lead to a reasonable extension of the delivery period.
5.4 The risk of accidental loss shall pass to the contractual partner when the goods are made available for collection or handed over to the transport company.
5.5 Partial deliveries are permissible, provided they are reasonable for the contractual partner.
5.2 Delivery dates are non-binding unless they have been expressly agreed as binding.
5.3 Delays in delivery due to force majeure or unforeseeable circumstances shall lead to a reasonable extension of the delivery period.
5.4 The risk of accidental loss shall pass to the contractual partner when the goods are made available for collection or handed over to the transport company.
5.5 Partial deliveries are permissible, provided they are reasonable for the contractual partner.
6. Retention of title
6.1 The delivered goods shall remain the property of the supplier until full payment has been made.
6.2 Security may only be demanded to a proportionate extent.
6.2 Security may only be demanded to a proportionate extent.
7. Inspection, notification of defects and warranty
7.1 The contractual partner must inspect the goods immediately upon receipt and report any defects in writing within 10 days.
7.2 The supplier has the right to subsequent performance (rectification of defects or replacement delivery).
7.3 If two attempts at subsequent performance fail, the contractual partner may reduce the price or withdraw from the contract.
7.4 Compensation for damages is only permissible in the event of intent or gross negligence.
7.2 The supplier has the right to subsequent performance (rectification of defects or replacement delivery).
7.3 If two attempts at subsequent performance fail, the contractual partner may reduce the price or withdraw from the contract.
7.4 Compensation for damages is only permissible in the event of intent or gross negligence.
8. Liability
8.1 The Supplier shall only be liable for damage caused by intent or gross negligence. Liability for slight negligence is excluded, except in the case of injury to life, limb or health.
8.2 Liability for indirect damage, loss of profit or consequential damage is excluded to the extent permitted by law.
8.2 Liability for indirect damage, loss of profit or consequential damage is excluded to the extent permitted by law.
9. Secrecy
Both parties undertake to treat all confidential information (e.g. technical data, calculations, business information) received within the scope of the contractual relationship as confidential and not to pass it on to third parties. The obligation to maintain confidentiality shall remain in force even after termination of the business relationship.
10. Data protection
10.1 Personal data is processed in accordance with the relevant statutory provisions.
10.2 Further information on this can be found in the privacy policy.
10.2 Further information on this can be found in the privacy policy.
11. Changes to the GTC, choice of law and place of jurisdiction
11.1 These GTC may only be amended with the consent of the contractual partner or by giving 30 days' notice.
11.2 The legal relationship between the Supplier and the Contractual Partner shall be governed by Swiss law to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods (CISG).
11.3 Swiss law shall apply. The exclusive place of jurisdiction for all disputes arising from the legal relationship between the supplier and the contractual partner is the registered office of Rotima AG. However, the supplier is also entitled to sue the contractual partner at his registered office and place of residence.
11.4 Should individual provisions of this contract be wholly or partially invalid or unenforceable, the remainder of the contract shall remain valid. The parties undertake to replace the invalid provision with a valid provision that comes as close as possible to the economic purpose of the invalid provision.
11.2 The legal relationship between the Supplier and the Contractual Partner shall be governed by Swiss law to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods (CISG).
11.3 Swiss law shall apply. The exclusive place of jurisdiction for all disputes arising from the legal relationship between the supplier and the contractual partner is the registered office of Rotima AG. However, the supplier is also entitled to sue the contractual partner at his registered office and place of residence.
11.4 Should individual provisions of this contract be wholly or partially invalid or unenforceable, the remainder of the contract shall remain valid. The parties undertake to replace the invalid provision with a valid provision that comes as close as possible to the economic purpose of the invalid provision.
General Terms and Conditions (GTC) of ROTIMA GmbH
Retail sale of metal and plastic goods n.e.c.
Registered office: 87600 Kaufbeuren, Germany
Commercial register: HRB 17767, local court 87435 Kempten (Allgäu)
Registered office: 87600 Kaufbeuren, Germany
Commercial register: HRB 17767, local court 87435 Kempten (Allgäu)
1. Scope of application
1.1 These General Terms and Conditions (GTC) shall apply to all deliveries and services of Rotima GmbH (hereinafter "Supplier"), in particular in the retail sector, to entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB), legal entities under public law and special funds under public law.
1.2 Deviating or supplementary terms and conditions of the customer shall not apply unless the supplier has expressly agreed to them in writing.
1.2 Deviating or supplementary terms and conditions of the customer shall not apply unless the supplier has expressly agreed to them in writing.
2. conclusion of contract
2.1 Offers, cost estimates and other documents of the supplier are non-binding, unless they are expressly marked as binding.
2.2 The contract shall come into effect uponwritten confirmation by the supplier or upon execution of the delivery.
2.3 The supplier is entitled to confirm or reject the contract within 14 days of receipt of the order. In the event of late rejection, the customer's offer shall be deemed to have been rejected.
2.2 The contract shall come into effect uponwritten confirmation by the supplier or upon execution of the delivery.
2.3 The supplier is entitled to confirm or reject the contract within 14 days of receipt of the order. In the event of late rejection, the customer's offer shall be deemed to have been rejected.
3. Subject matter of the contract
3.1 The subject matter of the contract is the goods and services offered by the Supplier.
3.2 Technical data, illustrations and other product information serve as a general description and do not constitute warranted characteristics unless this has been expressly agreed in writing.
3.2 Technical data, illustrations and other product information serve as a general description and do not constitute warranted characteristics unless this has been expressly agreed in writing.
4. Prices and terms of payment
4.1 The Supplier's prices are ex works (Incoterms 2020), unless otherwise agreed in writing.
4.2 All prices are net prices plus statutory duties, in particular value added tax at the applicable rate.
4.3 Unless otherwise agreed, payments are due without deduction within 14 days of invoicing.
4.4 In the event of late payment , the Supplier shall be entitled to charge interest on arrears at a rate of 9 percentage points above the prime rate of the European Central Bank (ECB), unless the Supplier can prove a higher interest rate.
4.5 The Customer shall not be entitled to withhold or offset payments against any counterclaims, unless the counterclaims have been legally established or recognized by the Supplier.
4.2 All prices are net prices plus statutory duties, in particular value added tax at the applicable rate.
4.3 Unless otherwise agreed, payments are due without deduction within 14 days of invoicing.
4.4 In the event of late payment , the Supplier shall be entitled to charge interest on arrears at a rate of 9 percentage points above the prime rate of the European Central Bank (ECB), unless the Supplier can prove a higher interest rate.
4.5 The Customer shall not be entitled to withhold or offset payments against any counterclaims, unless the counterclaims have been legally established or recognized by the Supplier.
5. terms of delivery
5.1 Delivery shall be ex works (Incoterms 2020), unless expressly agreed otherwise.
5.2 Delivery dates shall only be binding if they have been expressly confirmed as such in writing.
5.3 The supplier is entitled to make partial deliveries, provided that these are reasonable for the customer.
5.4 Delays in delivery due to force majeure (e.g. natural disasters, war, strike) or other unforeseeable events for which the Supplier is not responsible shall entitle the Supplier to postpone the delivery for the duration of the hindrance and a reasonable start-up period.
5.2 Delivery dates shall only be binding if they have been expressly confirmed as such in writing.
5.3 The supplier is entitled to make partial deliveries, provided that these are reasonable for the customer.
5.4 Delays in delivery due to force majeure (e.g. natural disasters, war, strike) or other unforeseeable events for which the Supplier is not responsible shall entitle the Supplier to postpone the delivery for the duration of the hindrance and a reasonable start-up period.
6. Transfer of risk
6.1 The risk shall pass to the customer when the goods are made available for collection or handed over to the transport company.
6.2 If the customer does not organize the transport, the supplier is entitled to carry out the transport at its own discretion.
6.2 If the customer does not organize the transport, the supplier is entitled to carry out the transport at its own discretion.
7. Retention of title
7.1 The delivered goods shall remain the property of the Supplier until all claims of the Supplier arising from the business relationship have been paid in full.
7.2 The customer is obliged to treat the delivered goods with care and to insure them at his own expense against fire, water and theft until full acquisition of ownership has taken place.
7.3 The customer is entitled to resell the goods in the ordinary course of business. In the event of resale, however, the customer hereby assigns the claims arising from the resale to the supplier, who may, however, reject this acceptance at any time.
7.2 The customer is obliged to treat the delivered goods with care and to insure them at his own expense against fire, water and theft until full acquisition of ownership has taken place.
7.3 The customer is entitled to resell the goods in the ordinary course of business. In the event of resale, however, the customer hereby assigns the claims arising from the resale to the supplier, who may, however, reject this acceptance at any time.
8. Notice of defects and warranty
8.1 Obvious defects must be reported to the supplier in writing within 10 days of receipt of the goods. Defects that are not recognizable during a proper inspection must be reported immediately after discovery.
8.2 In the event of a defect, the supplier shall initially have the choice between repair or replacement.
8.3 If two attempts at rectification fail, or if rectification or replacement delivery is not possible or is not carried out by the Supplier within a reasonable period (at least 30 days), the Customer may, at its discretion, demand a reduction in the purchase price or rescission of the contract.
8.4 The warranty period is 12 months from delivery of the goods, unless otherwise prescribed by law.
8.5 No warranty is given for defects caused by improper handling, storage or assembly by the customer or third parties.
8.2 In the event of a defect, the supplier shall initially have the choice between repair or replacement.
8.3 If two attempts at rectification fail, or if rectification or replacement delivery is not possible or is not carried out by the Supplier within a reasonable period (at least 30 days), the Customer may, at its discretion, demand a reduction in the purchase price or rescission of the contract.
8.4 The warranty period is 12 months from delivery of the goods, unless otherwise prescribed by law.
8.5 No warranty is given for defects caused by improper handling, storage or assembly by the customer or third parties.
9. Liability
9.1 The Supplier shall only be liable for damage caused by intent or gross negligence . Liability for slight negligence is excluded, except in the case of injury to life, limb or health.
9.2 Liability for consequential damages or delayed damages is excluded.
9.2 Liability for consequential damages or delayed damages is excluded.
10. Secrecy
Both parties undertake to treat all confidential information (e.g. technical data, calculations, business information) received within the scope of the contractual relationship as confidential and not to pass it on to third parties. The obligation to maintain confidentiality shall remain in force even after termination of the business relationship.
11. Data protection
11.1 Personal data is processed in accordance with the relevant statutory provisions.
11.2 Further information on this can be found in the privacy policy.
11.2 Further information on this can be found in the privacy policy.
12. Changes to the GTC, choice of law and place of jurisdiction
12.1 The law of the Federal Republic of Germany shall apply exclusively, to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).
12.2 The place of jurisdiction for all disputes arising from this contract shall be the Supplier's registered office, provided that the Customer is a merchant.
12.3 Should individual provisions of this contract be wholly or partially invalid or unenforceable, the remainder of the contract shall remain valid. The parties undertake to replace the invalid provision with a valid provision that comes as close as possible to the economic purpose of the invalid provision.
12.2 The place of jurisdiction for all disputes arising from this contract shall be the Supplier's registered office, provided that the Customer is a merchant.
12.3 Should individual provisions of this contract be wholly or partially invalid or unenforceable, the remainder of the contract shall remain valid. The parties undertake to replace the invalid provision with a valid provision that comes as close as possible to the economic purpose of the invalid provision.
