GENERAL TERMS AND CONDITIONS BOHNCKE GMBH

Article 1: Validity of the General Terms and Conditions (GTC)
The fact that an order is placed with Bohncke GmbH (the seller) implies full and unconditional acceptance of these GTC by the buyer to the exclusion of all other documents, such as brochures, catalogs, issued by the seller and only serve as a guide. No special conditions may take precedence over the General Terms and Conditions unless they are formally and in writing accepted by the seller. Any opposing condition presented by the buyer is therefore unenforceable against the seller without their express consent, regardless of when it was brought to their attention. The fact that the seller does not at any time resort to one of these General Terms and Conditions shall not be considered as a waiver of any of these conditions at a later date.

Article 2: Conclusion of Contract
Our offers are non-binding. Likewise, technical descriptions and other details in offers, brochures, and other information are initially non-binding. We reserve ownership and intellectual property rights to illustrations, drawings, calculations, and other documents. They must not be made accessible to third parties. Orders are considered accepted only when we have confirmed them in writing.

Article 3: Delivery
Delivery occurs by handing over to a freight forwarder or carrier at the seller’s premises. Exceeding the delivery time agreed with the seller shall not result in harm, withholding, or cancellation of pending orders. Force majeure events that free the seller from their delivery obligation include operational disruptions, labor, energy or raw material shortages, delivery delays, poor deliveries or non-delivery by suppliers, strikes, lockouts, traffic disruptions, war, riots, fire, orders of public authority, and other events that make it impossible to deliver. The seller must inform the buyer in a timely manner of the aforementioned cases and events. In any case, timely delivery can only occur if the buyer is up-to-date with their obligations to the seller, regardless of the reason. Products travel at the risk of the recipient unless otherwise agreed. In case of damage or missing goods, all necessary remarks and reservations must be reported promptly through extrajudicial action. The specified delivery times are non-binding. They are provided to the best of knowledge and adhered to as far as possible. The buyer is not entitled to make cover purchases or claim any damages for non-performance or – due to lack of binding delivery times and dates – late performance. If the service or goods owed are not available and non-fulfillment is not attributable to Bohncke GmbH, Bohncke GmbH is entitled to withdraw from the contract in whole or in part.

Article 4: Receipt
Without prejudice to actions against the carrier, complaints for obvious defects or non-conformity of the delivered product with the ordered product or the delivery note must be made in writing within eight days after the arrival of the products. In case of an obvious defect or non-conformity of the delivered products correctly notified to the seller, the buyer can obtain a product correction or free replacement, excluding any compensation or damages.

Article 5: Warranty
The products are subject to a warranty against material and workmanship defects of two years for equipment and six months for seals, from the date of delivery. The warranty applies to Bohncke products for devices that even operate in shift or continuous operation, except for products of the Siebec brand. Here, the warranty applies for eight hours of operation per day; if used for longer, it is proportionately reduced to the usage time. Interventions within the warranty have no effect on extending the warranty duration. Under this warranty, the seller is only obliged to replace or repair the product or element that, upon inspection by their services, is found to be defective, free of charge. The products are delivered at the prices valid at the order date. The warranty does not apply to visible defects. Prices are understood as net, ex-factory, before taxes, based on the price list available to the buyer. Excluded are defects and deteriorations caused by natural wear or an accident on the devices or a change to the product not foreseen by the seller. It cannot justify a claim for damages. After repair, a one-year warranty applies only to repaired and exchanged parts. Exchanged seals have a warranty of six months.

Article 6: Prices
Products are delivered at the price valid at the time of the order. Prices are understood as net, ex-works, excluding taxes and based on the prices communicated to the buyer. All taxes, duties, fees, or other charges payable under German law in an import or transit country are the responsibility of the buyer. Any order amounting to less than 50.00 Euros leads to a calculation of a handling fee of 15.00 Euros to cover administrative costs. Unless otherwise agreed in writing by the seller, shipping and packaging costs are always borne by the buyer.

Article 7: Invoicing
An invoice is issued for every delivery and dispatched at the latest at the time of delivery.

Article 8: Payment
Unless otherwise agreed, payments are made under the following conditions: either 10 days less 2% cash discount or 30 days net from the invoice date via bank transfer. A 3% cash discount is granted for early payment. If the payment deadline is exceeded, we are entitled to claim maturity interest at the standard bank rates we pay, at least 10% annually. Furthermore, irrespective of agreed payment terms, we may demand immediate payment of all outstanding invoices and claims, withdraw from the contract in whole or in part, and/or make deliveries dependent on advance payments if all outstanding liabilities are not settled with us within a week. The same applies if a change in the buyer’s creditworthiness becomes known to us after the conclusion of the contract. The acceptance of drafts and checks is only based on special agreement and then only as payment and free of charge for us. Payments made are credited to the oldest claim, even if payment is made for specifically designated goods. The assertion of rights of retention or offsetting with any counterclaims of the buyer is excluded. This does not apply if a right of retention is based on the same contractual relationship or if offsetting is to be carried out with an undisputed or legally determined claim.

Article 9: Transfer of Risk
The transfer of risk for the products occurs, even in the case of a gratuitous sale, as soon as the goods leave the seller’s warehouse. This means that the goods travel at the risk of the buyer, who is responsible for making reservations or recourse to the competent carriers in the event of damage, loss, or absence of items.

Article 10: Retention of Title
The ownership of the sold goods remains reserved for the seller until full payment of the price and its accessories by the buyer. In case of non-compliance by the buyer, especially in case of delayed payment, we are entitled to withdraw and repossess the goods. The buyer may, as long as retention of title exists, neither assign nor pledge goods or items made from them as security without our consent. Conclusion of financing contracts (e.g., leasing) that include transferring our retention rights requires our prior written consent, unless the contract obliges the financing institute to pay the portion of the purchase price due to us directly. With garnishments and other third-party interventions, the buyer must immediately notify us in writing. They are prohibited from making agreements with their customers that can affect our rights. They are obliged to insure the reserved goods immediately against theft, machinery, fire, and water damage.

Article 11: Jurisdiction, Disputes
All disputes related to the establishment or execution of the order are under the jurisdiction of the competent court for Bohncke GmbH. This clause also applies in the event of summary proceedings, ancillary claims, multiple defendants, or warranty calls and irrespective of the amount and payment conditions, without clauses in the buyer’s documents conferring jurisdiction preventing the application of this clause.

Article 12: Severability Clause
Should any individual or several provisions of the “General Terms and Conditions” be or become invalid, the validity of the remaining terms shall not be affected. In such a case, the contractual parties will replace invalid provisions with provisions that approach the economic purpose of the invalid provisions as closely as possible.