Terms & Conditions
§ 1 General terms
1. The following General Terms and Conditions in their current version at the order date apply to any kind of business relation between the heo company and the customer. Any terms or general terms of the customer which do not correspond to these General Terms and Conditions are invalid, except in case of any written agreement otherwise.
2. All quotation made by telephone, telefax, internet, email or in any other way will only become binding for the heo company when those were confirmed in written form or when the goods were shipped and/or an invoice was issued and the customer is of age and of full legal capacity.
3. The heo company reserves the right not to deliver the goods or services if it becomes evident after the closure of the contract that the goods are not available, although a corresponding covering transaction was executed. In such a case the customer will be informed immediately. Potential counter-performances of the customers will be reimbursed immediately. Any other claims of the customer towards the heo company are excluded.
4. The quotation of the heo GmbH is exclusively directed to commercial customers. For the registration as a customer a valid commercial certificate is required. Private customers as defined by law are excluded from the offer.
§ 2 Delivery
1. The delivery is at the customer's risk. As soon as the goods from the heo company are handed over to a forwarding company the risk is transferred to the customer. This also applies to part deliveries. The goods will be delivered to the address provided by the customer. The risk of an accidental deterioration of the sold goods, also in case of a sale to destination according to buyer's instructions, will be transferred to the customer after dispatch.
2. Except otherwise marked all prices are cash prices to which the legal value added tax and potential packaging and shipping costs and fees will be added. At a net value of the goods of more than EUR 100.00 the current packaging and shipping costs of the heo GmbH apply. For deliveries with a net value of the goods of less than EUR 100.00 an additional processing fee per delivery of EUR 8.00 plus legal value added tax will be applied.
3. The goods have to be examined for any transport damages immediately after the reception by the customer or his representative. Written notice has to be given immediately after any transport damages have been discovered. The customer will have to demand a written confirmation of any damaged packaging from the forwarding company.
4. Statements about delivery deadlines are never binding except a deadline was agreed on in written form.
5. Claims for damages against the heo company because of failure or delay of performance are excluded except in case of intent or gross negligence.
§ 3 Warranty and claims for damages
1. Faults or damages due to culpable handling or misuse or faulty installation and the use of unsuitable accessories and changes to the original parts carried out by the customer or a third party not authorized by the heo company are excluded from the warranty.
2. Also normal wear is excluded from the warranty.
3. If the customer accepts the goods or objects of the order although he knows of any faults the warranty claims below can only be applied if he reserves these rights immediately after the acceptance of the goods in written form.
4. The customers only has a right to warranty claims due to transport damages if he has heeded his examination and notification duties according to §2 number 3.
5. The warranty period for new products is 12 months. The period starts at the transfer of risk. The warranty period for second-hand products is 3 months.
6. In case of a fault of the purchased product for which the heo company is responsible the heo company can either repair the fault or effect a replacement delivery at its own option.
7. The amount of warranty claims is limited to the value of the delivered goods.
§ 4 Due date and terms of payment
1. Except otherwise agreed on in writing invoices of the heo company are to be paid immediately without any deduction.
2. If the customer is in arrears with his payment obligations an interest of eight percent points above the base interest rate at the date concerned will be added to the sum of the purchase price according to §1 of the Discount Rate and Transition Law from 9th June 1998. If a proven higher damage due to the arrears has occurred to the heo company the latter has the right to claim it.
§ 5 Factoring
The following supplements are only valid for receivables that have been assigned by us to VR FACTOREM GmbH. These invoices have been marked with a notice of assignment.
Our Terms of Sale and Payment to which the customer declared his agreement at the time of placement of the order shall apply exclusively, including to future business transactions where they have not been referred to specifically but where they have been sent to the ordering party in the event of a previous order confirmed by us. Even where the order is placed in deviation from our Terms of Delivery and Payment, our Terms of Delivery and Payment shall apply, even when we do not state our disagreement. Deviations shall therefore be valid only when they have been expressly accepted by us in writing.
All payments with debt-discharging effect are to be made exclusively to VR FACTOREM GmbH, Ludwig-Erhard-Straße 30 - 34, 65760 Eschborn, Germany to whom we have transferred out current and future claims arising from our business relationship. We have also transferred our reserved property to VR FACTOREM GmbH.
We are entitled to transfer the claims from our business relationships.
The contractual relationship is subject exclusively to German law, in particular the Bürgerliche Gesetzbuch (German Civil Code) and the Handelsgesetzbuch (German Commercial Code).
The court of jurisdiction shall be Landau in der Pfalz, Germany or Frankfurt am Main, Germany, as we choose.
Should the purchaser be in arrears with any payment obligations to us, all existing claims shall become immediately due.
A set-off by the purchaser against counterclaims is excluded, unless the counterclaims are undisputed or have been established as final and absolute. The assertion of a right of retention by the purchaser is excluded, unless it is based on the same contractual relationship or the counterclaims are undisputed or have been established as final and absolute.
For the assertion of the rights arising from the reserved property, no withdrawal from the contract is necessary, unless the debitor is a consumer.
§ 6 Retention of ownership
1. Up to the complete payment of all claims towards the customer, including all auxiliary claims, the goods shall remain the property of the heo company.
2. The customer shall not have the right to sell the goods to a third party or to take measures which may impair the property rights of the heo company before the purchase price has been paid in full. Hereby the customer assigns his future claims towards the purchaser amounting to the purchase price agreed between the heo company and the customer plus interests and auxiliary claims to the heo company. The heo company hereby accepts this assignment.
§ 7 Place of fulfilment and jurisdiction
1. Exclusively German law is applicable excluding the UN purchase law.
2. The place of fulfilment for all services arising from the business relations with the heo company shall be Herxheim.
3. The exclusive place of jurisdiction for any legal proceedings against the heo company shall be Landau in der Pfalz. This also applies to legal proceedings of the heo company against the customer insofar as the customer is a merchant, a legal entity according to public law or a public special fund.
§ 8 Final provision
If some of the provisions herein should not be applicable for whatever reason this will not limit the effectiveness of all other provisions.
In case of any questions about our Terms and Conditions please contact us by email to email@example.com
Version of 28 Jun. 2011