§ 1. General
"(1) The following General Terms and Conditions of Delivery and Payment (ALZ) apply to all current and future deliveries, services and other legal transactions of TIPP OIL Manufacturer LTD (hereinafter ""Supplier""), unless otherwise agreed in writing. (2) The ALZ in the version valid at the time of the order or at least in the version most recently communicated in text form also apply as a framework agreement for similar future contracts without the provider having to refer to them again in each individual case. The ALZ of the provider apply exclusively. Deviating, conflicting or supplementary general terms and conditions of the contractual partner (hereinafter ""contractual partner"") only become part of the contract if and to the extent that the provider has expressly agreed to their validity. This requirement for consent applies in any case, for example even if the provider carries out the delivery to the contractual partner without reservation, knowing the terms and conditions of the contractual partner. (3) Legally relevant declarations and notifications that are to be submitted by the contractual partner to the provider after the conclusion of the contract (e.g. setting deadlines, notifications of defects, declaration of withdrawal or reduction) must be in writing, i.e. in written or text form (e.g. letter, e-mail, fax) to deliver. Statutory formal requirements and other evidence, especially in the case of doubts about the legitimacy of the declarant, remain unaffected. (4) References to the validity of legal regulations are only of clarifying importance. Even without such a clarification, the statutory provisions apply unless they are directly modified or expressly excluded in these General Terms and Conditions."
§ 2 Conclusion of contract
(1) The contract is only concluded with the written order confirmation from the provider. Employees in the field are only authorized to conclude contracts and to collect receivables with written authorization. (2) In individual cases, individual agreements made with the contractual partner (including ancillary agreements, changes and additions) with regard to orders placed, these conditions and concluded contracts always take precedence over these ALZ. Subject to proof to the contrary, a written contract or a written confirmation from the provider is decisive for the content of such agreements. (3) The sending of price lists, circulars or general offers are not considered as binding offers for the provider within the meaning of § 145 BGB. (4) The offers of the provider are subject to change and non-binding. (5) The ordering of the goods by the contractual partner is considered a binding contract offer. Unless otherwise stated in the order, the provider is entitled to accept this contract offer within 4 weeks of its receipt. (6) Acceptance can be declared either in writing (e.g. by order confirmation) or by delivery of the goods to the contractual partner.
§ 3 Prices
(1) If no price has been agreed for the goods, the calculation is based on the supplier's prices valid on the day of dispatch. Unless otherwise agreed, the prices quoted are ex works without sales tax and include standard packaging. All ancillary costs, such as the cost of fiscal charges (e.g. mineral oil tax, etc.), freight, insurance, export, transit, import and other permits and certifications are to be borne by the contractual partner and are shown separately. (2) Unless otherwise agreed in writing, the confirmed prices apply for 30 days if the contractual partner is a merchant and for 120 days if the contractual partner is not a merchant. (3) We reserve the right to change prices at any time without notice, even in the case of final or fixed price agreements, if and as soon as the oil industry's overall fiscal levies (e.g. mineral oil tax, etc.), tariff-bound freight, raw material prices and other costs change. (4) After the confirmed period (point 2) has expired, new price agreements will be made. Until they are available, the prices continue to apply with the above sTippulation (point 3). The agreed prices are based on an order value of at least €150 including VAT in individual cases. If this value is not reached, the
Provider calculates a small quantity surcharge per invoice of € 20 plus VAT, for small quantities cash on delivery. (5) In the case of deliveries and services in the EU, the contractual partner must inform the provider of his respective VAT identification number, under which he carries out the purchase taxation within the EU, before the transaction is carried out. In the case of non-electronic export declarations regarding deliveries and services from the Federal Republic of Germany to countries outside the EU, which are not carried out or arranged by the provider, the contractual partner must provide the provider with the export proof required for tax purposes. If proof is not provided, he must also pay the sales tax to be levied on the invoice amount for the service within Germany.
§ 4 Termination for good cause
Both parties have the right to extraordinary termination for important reasons. Important reasons are in particular the repeated violation of not insignificant contractual obligations despite prior warning, default in payment, application for or opening of insolvency proceedings against the other party or attachment of claims from this contract. Each contracting party undertakes to inform the other party immediately of any insolvency application that has been filed.
§ 5 Payment/default of payment/offset
(1) Purchase prices are due immediately. They are to be paid net cash without any deductions. Payment terms granted or practiced by the provider can be revoked at any time by the provider with a reasonable period of notice and it is entitled at any time to carry out delivery in whole or in part only against advance payment. The provider declares a corresponding reservation at the latest with the order confirmation. (2) In the event of non-compliance with the methods of payment applicable between the parties, in the event of
In the event of a delay in payment or a deterioration in the contractual partner's assets, the provider is entitled to provide further (partial) services or deliveries only step by step against immediate payment or against appropriate security at the choice of the provider. (3) If the contractual partner is in default of payment, the provider is entitled to make all other claims due and to demand interest on arrears, namely in the case of invoicing in euros at a rate of 9 percentage points above the base interest rate announced by the Deutsche Bundesbank at the time the default occurs, and if invoiced in another currency in the amount of 9 percentage points above the discount rate applicable at that time of the top bank of the country in whose currency the invoice was issued. (4) The provider is entitled to assign its claim to third parties. (5) The contractual partner is only entitled to set-off or retention rights insofar as his claim has been legally established or is undisputed. In the event of defects in the delivery, the contractual partner's counter-rights remain unaffected, in particular in accordance with Section 8 of these ALZ. (7) The contractual partner must bear all default costs, such as fees and expenses, which are incurred in connection with any legally successful legal action against him outside of Germany.
§ 6 Retention of title
(1) The goods delivered by the provider remain their property until all claims against the contractual partner for any legal reason, including those from bills of exchange, have been paid in full. This also applies if the purchase price is paid for certain deliveries or services specified by the contractual partner. In the case of a current account, the retention of title serves to secure the balance claim of the provider. (2) The goods subject to retention of title may not be pledged to third parties or assigned as security before the secured claims have been paid in full. The contractual partner must inform the provider immediately in writing if an application is made to open insolvency proceedings or if third parties seize the goods belonging to the provider (e.g. attachments). (3) The treatment/processing of the goods subject to retention of title is carried out for the bidder as the manufacturer within the meaning of § 950 BGB, without the bidder being obliged to do so. If the goods delivered by the supplier are mixed, blended or combined with other items, the contractual partner hereby transfers his ownership or co-ownership rights to the new item or the mixed or blended stock to the provider. (4) The contractual partner undertakes to keep the goods subject to retention of title free of charge for the provider with commercial diligence and to label them accordingly. (5) The contractual partner is entitled to resell the reserved goods and the objects resulting from their processing in the ordinary course of business subject to retention of title as long as he is not in default. He hereby assigns the claim arising from the sale or any other legal reason - including any current account balance claim - with all ancillary rights to the provider to secure her claim. If the goods subject to retention of title are resold within the scope of works deliveries, the advance assignment only applies to twice the value of the processed goods subject to retention of title. If the realizable value of the securities exceeds the claims of the provider by more than 10%, it will release securities of its choice at the request of the contractual partner. (6) The contractual partner is authorized to collect the assigned claims as long as he fulfills his contractual payment obligations towards the provider. If the contractual partner does not meet this obligation, the amounts collected are due to the provider and must be kept separately.
§ 7 Deliveries and Determination of Quantities
(1) Delivery times are only binding if expressly confirmed. The possibility of delivery remains reserved, especially in the event of force majeure and obstacles for which the provider is not responsible. (2) If agreed delivery times are exceeded due to circumstances for which the provider is responsible, the contractual partner can withdraw from the contract or demand compensation after a period of grace set by him in writing, which must be at least 15 working days, has expired without result. The resignation has to be written. Only after expiry of the reasonable period of grace of at least 15 working days does the provider fall into arrears. (3) In the event of force majeure and other unavoidable events, the provider may limit or stop delivery for the duration of the impact or withdraw from the contract. Such events and force majeure include, in particular, industrial conflicts, repairs that cannot be postponed in the manufacturer's works, operational disruptions, official measures of any kind, inadequate extraction or delayed or restricted supply of raw and auxiliary materials, power, water and possibly gas failures, lack of means of transport, traffic difficulties , war, riot and the like and any other unavoidable event. (4) The supplier only owes goods from its own production. At its own discretion, the provider can also deliver goods that it has purchased. (5) If the Provider's own production is not sufficient to supply all customers, the Provider is entitled, at its discretion, to divide the deliveries in full or proportionately in individual cases instead of its rights arising from impossibility, taking into account the respective circumstances. (6) Deliveries and services are made ex works. The supplier reserves the right to choose the delivery plant or the outgoing warehouse. (7) The provider is not liable for timely shipping if the shipping containers to be provided by the contracting party on the basis of an agreement are not available or impediments to the loading options and wagons for which the provider is not responsible do not allow timely shipping. (8) The risk of accidental loss and accidental deterioration of the goods is transferred to the contractual partner at the latest when the goods are handed over. In the case of mail-order sales, however, the risk of accidental loss and accidental deterioration of the goods as well as the risk of delay is already transferred when the goods are delivered to the forwarding agent, carrier or other person or institution responsible for carrying out the shipment. If acceptance has been agreed, this is decisive for the transfer of risk. For the rest, the statutory provisions of the law on contracts for work and services apply accordingly to an agreed acceptance. The transfer or acceptance is the same if the contractual partner is in default of acceptance. If the contractual partner is in default of acceptance, fails to cooperate or if the delivery is delayed for other reasons for which the contractual partner is responsible, the provider is entitled to demand compensation for the resulting damage, including additional expenses (e.g. storage costs). For this, it calculates a lump-sum compensation of EUR 100 per calendar day, starting with the delivery period or - in the absence of a delivery period - with the notification that the goods are ready for dispatch. (9) The quantity of goods is determined by the provider using the methods customary for her. It is binding for the contractual partner and is used as a basis for the price calculation. (10) The contractual partner is liable to the provider for compliance with the customs or mineral oil regulations to be observed by him or his customers as well as for obtaining and complying with the necessary permits under public law. If approvals, in particular for duty and/or tax-privileged delivery, are not granted or withdrawn, the provider is entitled to adjust the purchase price accordingly. (11) If the provider accepts the delivery, it is free to choose the route and mode of transport, unless otherwise agreed.
§ 8 Complaints and Warranty
(1) The statutory provisions shall apply to the rights of the contractual partner in the event of material defects and defects of title (including incorrect and short deliveries), unless otherwise specified below. In all cases, the special statutory provisions for final delivery of the goods to a consumer (supplier recourse in accordance with §§ 478, 479 BGB) remain unaffected. Claims from supplier recourse are excluded if the defective goods have been further processed by the contractual partner or another entrepreneur. (2) The contractual partner's claims for defects presuppose that he has complied with his statutory inspection and notification obligations (§§ 377, 381 HGB); the inspection must be carried out in any case before use in the customer's own vehicles or systems or vehicles or systems. If a defect is found during the inspection or later, the provider must be notified immediately in writing. The notification is deemed to be immediate if it is made within 3 days, whereby the timely dispatch of the notification is sufficient to meet the deadline. It is also a prerequisite that the goods are still in the original packaging and that this has not been sent on from the destination in the meantime. Irrespective of this obligation to examine and give notice of defects, the contractual partner must report obvious defects (including incorrect and short deliveries) in writing within two weeks of delivery, whereby timely dispatch of the notification is sufficient to meet the deadline. If the contractual partner fails to carry out the proper inspection and/or notification of defects, the liability of the provider for the non-notified defect is excluded. (3) In the case of justified complaints, the provider has the choice of providing supplementary performance by eliminating the defect (repair) or by delivering a defect-free item (replacement delivery). The right to refuse supplementary performance under the statutory requirements remains unaffected. If at least two attempts at supplementary performance fail or if a reasonable period of time to be set by the contractual partner for supplementary performance has expired without success or is unnecessary according to the statutory provisions, the contractual partner can either demand a reduction in price or withdraw from the contract. In a minor defect, however, there is no right of withdrawal. If the contractual partner is a merchant, further claims against the provider, including those that are not warranty claims, are excluded. If the contractual partner is not a merchant and the provider makes use of its right to a replacement delivery, the contractual partner has the right, if the replacement delivery fails, to demand a reduction in payment or, at its discretion, cancellation of the contract. Claims by the contractual partner for damages or compensation for wasted expenses exist only in accordance with § 9, even in the case of defects, and are otherwise excluded. (4) In the case of complaints about quality, a sample of at least 1 kg must be sent in immediately, the remainder in the original container, and any goods that are in use must be ensured. The provider is to be given the opportunity to take all necessary measures to check the complaint on the spot. The provider shall bear the expenses required for the purpose of testing and supplementary performance, in particular transport, travel, labor and material costs (not: pumping or filling costs) if there is actually a defect. Otherwise, the provider can demand reimbursement of the costs incurred from the unjustified request for rectification of defects (in particular inspection and transport costs) from the contractual partner, unless the lack of defectiveness was not recognizable for the contractual partner. (5) In urgent cases, the contractual partner has the right to take action himself (cf. VI 2 VDMA delivery conditions). The provider must be informed immediately, if possible beforehand, of such a self-performance. The right of self-remedy does not exist if the provider would be entitled to refuse subsequent performance in accordance with the statutory provisions. (6) The contractual partner must ensure that any rights of recourse against the carrier are safeguarded.
§ 9 Liability
(1) Without prejudice to other claims of the contractual partner from the same facts, the provider is only liable for damages in the event of intentional or grossly negligent behavior by its organs, vicarious agents and vicarious agents. Its organs, vicarious agents and vicarious agents are only liable for damages - without prejudice to other claims of the contractual partner from the same facts - in the event of intent and gross negligence. Sentence 1 and 2 do not apply to damages that are based on the violation of obligations that make the enforcement of the contract possible in the first place and on the fulfillment of which the contractual partner can therefore rely. (2) In particular, compensation for indirect (e.g. lost profit) and consequential damages is excluded, unless they are based on intentional or grossly negligent behavior on the part of the organs, vicarious agents and vicarious agents. (3) In the event of liability, the compensation to be paid by the provider is limited to the typical damage foreseeable at the time the contract was concluded. (4) The liability of the provider is still limited to the value of the delivery. (5) The provider maintains business liability insurance. Liability is also limited to the sum insured for gross negligence on the part of your organs, as well as intent and gross negligence on the part of your vicarious agents. (6) The limitations of liability according to paragraphs 1-5 above do not apply to injuries to life, limb or health, to claims under the Product Liability Act, to claims from guarantees assumed by the provider and in cases in which the law prohibits such limitations of liability.
Section 10 Enclosures
(1) Loaned containers that are rent-free for up to 90 days remain the property of the provider. They may not be used for any other purpose and must be returned to the Provider's warehouse free of charge, completely empty and undamaged, including screw connections and taps. This reserves the right to charge a standard market rent for enclosures after 90 days. Lost containers can be charged at the replacement price. Use for other purposes is not permitted. (2) In the event of damage, the contractual partner must take the measures and determinations required to safeguard any rights of recourse against the carrier and notify the provider immediately. The following also applies to road tankers: The contractual partner is obliged to properly empty road tankers immediately upon arrival. The contractual partner is liable for costs and damage resulting from delayed emptying. (3) If the goods are transported or stored in means of transport or containers provided by the contractual partner, these must be made available in good time at the delivery point in a clean condition and free of freight and charges. (4) The contractual partner must determine the capacity of the containers prior to delivery and state the quantity to be filled. He is liable for a perfect technical and legally required condition of the means of transport or containers and their measuring devices. The provider is not obliged to check these for suitability, cleanliness, etc. to check. Damage caused by the defective condition of the containers or their measuring devices, due to inaccurate and inaccurate information from the contractual partner or due to soiling and/or mixing will not be compensated. (5) Measures taken by the provider in such cases do not constitute an acknowledgment of an obligation to pay compensation. The containers or means of transport are dispatched at the risk of the contractual partner, unless the contractual partner can prove that the damage was caused by the provider’s fault.
§ 11 Sample and quality information
To the best of our knowledge, analysis data and information on other quality features correspond to the current state of knowledge and the development of the provider. Samples and samples correspond to the current average quality of the goods, unless specific properties have been guaranteed for a specific period.
§ 12 Applicable law, place of performance and place of jurisdiction
(1) Insofar as these ALZ do not contain any special regulations, the rules of German law apply. These provisions do not take precedence over commercial usage or deviating customs. (2) In addition, the Incoterms in the most recent version shall apply to foreign transactions of the provider, provided they do not conflict with these General Terms and Conditions and any special agreements. (3) The place of performance for deliveries within Germany is the place from which the delivery is made. (4) If the contractual partner is a registered trader within the meaning of the Commercial Code, the place of jurisdiction is Mannheim; However, in all cases, the Provider is also entitled to bring an action at the place of fulfillment of the delivery obligation in accordance with these ALZ or a prior individual agreement or at the Buyer's general place of jurisdiction. The same applies if the contractual partner is an entrepreneur within the meaning of § 14 BGB. Overriding legal regulations, in particular regarding exclusive responsibilities, remain unaffected.
§ 13 Contract language
If the contractual partner is also informed of these ALZ in a language other than the language in which the contract is concluded (contract language), this is only done to facilitate understanding. In the event of differences in interpretation, the text in the contractual language shall apply.
§ 14 Order
MOQ minimum order quantity per item 1 pallet. Labels are made on goods order after receipt of payment, after completion of the labels the products of the goods order (customer) are produced. We assume no liability for the duration of production until completion.