Conditions

GENERAL DELIVERY AND SALES CONDITIONS

 

I. VALIDITY

1. These General Terms and Conditions of Delivery and Sales apply to all contracts and other services (hereinafter “Delivery”) of Epta Deutschland GmbH (hereinafter “Epta”). These conditions are deemed to have been accepted at the latest when the order is placed or the delivery is accepted. The delivery and sales conditions also apply to all future business relationships between Epta and the customer, even if they are not expressly agreed again. Conditions to the contrary are ineffective, even if Epta does not expressly contradict them; they only apply if they are acknowledged in writing by Epta in individual cases.

2. The ineffectiveness of individual provisions does not affect the validity of the rest of these conditions.

 

II. CONCLUSION OF CONTRACT AND OFFER DOCUMENTS 

1. Our offers are subject to change. A contract is only concluded when Epta confirms the order in writing. If an order is not confirmed in writing, the contract is concluded at the latest when the delivery is carried out. In this case, the delivery note is considered an order confirmation. Only the written order confirmation is decisive for the type and scope of delivery.

2. Epta reserves unrestricted ownership and copyright to all documents, illustrations, drawings and plans required to carry out the order. Handing over to third parties and copying are not permitted.

3. All contracts are concluded subject to obtaining any import, export and freight licenses that may be required.

 

III. PRICE

Unless otherwise agreed in writing, the prices stated are net, ie excluding sales tax, ex works, excluding the costs of packaging, insurance, customs clearance and transport. 

 

IV. TERMS OF PAYMENT

Unless Epta offers otherwise, invoices are due immediately in full. Unless otherwise confirmed in writing by Epta, the following payment terms apply:

1.a) for transactions with an order value of up to EUR 5,000 net cash;

b) for transactions with a delivery period of more than 3 months or an order value of over EUR 5,000, one third of the order value must be paid upon receipt of the order confirmation, one third of the order value upon readiness for dispatch, and one third of the order value upon delivery. These advance payments do not bear interest.

2. The customer defaults on payment even without a separate reminder if he exceeds the due dates. For each reminder - with the exception of a reminder justifying default - Epta is entitled to a flat-rate compensation of EUR 10 each. However, the purchaser is entitled to prove that Epta suffered no damage or significantly less damage. Epta reserves the right to make further claims for damages.

3. If the purchaser defaults, Epta can make all further claims due regardless of agreed later due dates

4. The customer only has the right to offset claims that are undisputed or have been legally established. This also applies to the retention of payments.

 

V. RETENTION OF TITLE

1. Epta reserves ownership of all goods delivered by Epta until all future claims, including additional claims that Epta has against the customer arising from the business relationship, have been paid. In the case of current invoices, the retention of title serves as security for the respective balance claim. This also applies if payments are made by the customer on certain claims.

2. If the customer defaults on fulfilling the claims against him, Epta is entitled to take possession of the reserved goods. The taking back or seizure of the reserved goods by Epta always constitutes a withdrawal from the contract. Epta is entitled to demand the immediate return of the reserved goods, excluding any right of retention, unless the purchaser has legally established or undisputed counterclaims. Once the purchased item has been taken back, Epta is authorized to sell it; the proceeds from the sale are to be offset against the purchaser's liabilities - less reasonable costs of realization.

3. The purchaser must immediately notify Epta in writing of any seizure or any other impairment of Epta's property rights by third parties and confirm the property rights in writing to both third parties and Epta. The purchaser is prohibited from pledging or transferring the goods delivered under retention of title as security.

4. The purchaser must adequately insure the items delivered by Epta, in particular against fire, water and theft. Claims against the insurance resulting from damage to the delivered items are already assigned to Epta in the amount of the value of the reserved goods. The purchaser must inform the insurance company of the assignment of the claim.

5. Any processing or transformation of the reserved goods by the customer is carried out on behalf of Epta as a manufacturer within the meaning of Section 950 of the German Civil Code (BGB). The processed or converted goods are considered reserved goods within the meaning of these conditions.

6. The customer is entitled to resell the reserved goods in the ordinary course of business. The purchaser's claims from the resale of the reserved goods are now assigned to Epta along with all ancillary rights. The customer is authorized to collect the assigned claims until revoked by Epta. The assigned claims serve to secure all rights and claims of Epta in accordance with V.1.

7. The retention of title in accordance with the above conditions expires if all of the above under V.1. the requirements listed are met. Ownership of the reserved goods is then transferred to the purchaser and he is entitled to the assigned claims.

8. If the realizable value of all securities existing for Epta exceeds the claims to be secured by more than 10%, Epta is obliged to release securities of Epta's choice at the request of the purchaser.

 

VI. DELIVERY, DELIVERY TIME AND TRANSFER OF RISK

1. Delivery dates or deadlines are only binding if Epta expressly confirms this in writing. Delivery dates or deadlines are met if the delivery item has left the factory or Epta has informed the purchaser that it is ready for dispatch by the time they expire. The delivery period does not begin to run as long as the purchaser does not fulfill his obligation to cooperate or has not made an agreed down payment or partial payment.

2. In the event of temporary impediments to performance caused by force majeure, the performance period is extended by the duration of their existence. This also applies if there are other unforeseeable obstacles to performance for which Epta is not responsible, in particular in the event of fire, flooding, industrial action, lack of energy and raw materials or official measures. The purchaser's statutory right of withdrawal remains unaffected, provided the conditions are met. If delivery is delayed for reasons arising from the purchaser's sphere of responsibility, Epta is entitled to compensation of 0.5% of the delivery price for each completed week of delay. The purchaser is entitled to prove that Epta suffered no damage or significantly less damage. Epta is entitled to prove that it suffered greater damage. Regardless of this, Epta is at liberty to grant the purchaser a reasonable grace period, then dispose of the delivery item elsewhere and claim damages.

3. Epta is entitled to make partial deliveries and corresponding partial invoices.

4. The goods travel at the customer's risk, regardless of the place of dispatch. If the goods are ready for dispatch and dispatch or acceptance is delayed for reasons for which Epta is not responsible, the risk is transferred to the purchaser upon receipt of notification of readiness for dispatch.

5. The application to open insolvency proceedings, the submission of an affidavit in accordance with § 807 ZPO, payment difficulties that arise or the discovery of a significant deterioration in the purchaser's financial circumstances after conclusion of the contract entitle Epta to immediately stop deliveries and to refuse to fulfill current contracts, insofar as the purchaser does not effect consideration or provide appropriate security upon Epta's request.

6. If the parties have agreed that Epta will assemble the delivery items, the risk passes to the customer after assembly and trial operation. Without such a trial operation, the risk passes to the purchaser even if it cannot be carried out within one week of installation at the latest for reasons for which the purchaser is responsible. If the delivery items cannot be assembled because the on-site requirements, in particular the resources required for operation such as electrical energy, water, etc., are not met, the risk is transferred to the purchaser when the delivery items are installed.

 

VII. INSTALLATION AND ASSEMBLY

1. The purchaser must create all on-site conditions at the place of performance in a timely manner that are necessary for Epta to provide the service without delay and under appropriate working conditions. Epta is not obliged to inspect existing equipment.

2. If installation, assembly and commissioning are delayed for reasons for which Epta is not responsible, the purchaser is obliged to offset the resulting costs in accordance with Epta's respective hourly rates.

 

VIII. WARRANTY

1. The statutory obligations to inspect and give notice of defects apply to merchants in all cases.

2. Entrepreneurs who are not merchants must notify Epta in writing of any obvious defects within two weeks of receipt of the goods; Otherwise the assertion of warranty claims is excluded. Deadline is sufficient for the timely dispatch. The entrepreneur bears the full burden of proof for all claims requirements, in particular for the defect itself, for the time at which the defect was discovered and for the timeliness of the complaint.

3. The warranty period for the items delivered is 1 year from delivery of the goods. The warranty period for assembly and service work is 1 year from acceptance; if this is not carried out, from (re)commissioning.

4. In the case of claims for damages resulting from injuries to life, body or health for which Epta, its legal representatives or vicarious agents are responsible, the statutory warranty period applies. The purchaser is only entitled to claims for damages due to a guaranteed property if the assumption of a guarantee was intended to protect the purchaser against the damage that has occurred. Otherwise, the limitations of liability in accordance with Section XI apply.

5. Information provided by Epta regarding the delivery and service item, the intended use, e.g. technical information, dimensions and weights, only represent descriptions or labels and not guaranteed properties; They are only to be viewed as approximate; deviations that are customary in the industry are reserved unless otherwise agreed. Guaranteed properties must be expressly described in detail as such in writing. Deviations from samples or previous deliveries will be avoided as far as technically feasible. Epta reserves the right to make changes within the scope of what is reasonable for the customer, especially if they serve technical progress and as long as the delivery item is not significantly changed. Only significant deviations justify a warranty claim in accordance with VIII.1 to VIII.3.

6. A defect for which Epta is responsible does not exist in the case of natural wear and tear or damage not caused by Epta due to improper handling, especially through storage, or if the defect emerges when the goods are not used in accordance with the contract, Epta does not do so in writing in the individual case have agreed. A defect for which Epta is responsible does not exist if it arose due to incorrect information provided by the purchaser, in particular incorrect site plans or incorrect technical information.

7. In the event of defects, Epta will, at its discretion, repair the defect or provide a replacement. Epta will bear the associated transport, travel and material costs. In commercial transactions, reimbursement of additional costs is excluded.

8.If several attempts at repair fail, the purchaser can request a reduction in the agreed price (reduction). If such a reduction is not suitable to meet the interests of the purchaser, he can claim reimbursement of the price against return of the defective delivery (withdrawal).

 

IX. LIMITATION OF LIABILITY

Claims for damages arising from unlawful acts and from the violation of legal or contractual obligations, with the exception of claims for damages resulting from injury to life, limb or health for which Epta, its legal representatives or vicarious agents are responsible, are against Epta, its legal representatives, vicarious agents and sales employees excluded in any case, unless it involves foreseeable, typical damages resulting from the violation of essential contractual obligations or the damages are based on intentional or grossly negligent breaches of duty by Epta, its legal representatives or vicarious agents. Claims under the Product Liability Act remain unaffected by this exclusion of liability.

 

X. IMPOSSIBILITY

If Epta was or becomes unable to fulfill its obligation for reasons for which it is responsible, the customer's claims for damages are limited to 10% of the price for the part of the delivery that has become impossible to fulfill. Any further claims are excluded unless such exclusion is contrary to intent or gross negligence on the part of Epta. The customer's right to withdraw from the contract remains unaffected.

 

XI. TAKING BACK OLD DEVICES

1. Epta, as a manufacturer of electrical and electronic equipment (hereinafter referred to as: electrical equipment or goods), has the option of returning electrical equipment in accordance with the provisions of the law on the placing on the market, taking back and environmentally friendly disposal of electrical and electronic equipment (hereinafter: ElektroG). or electronic waste equipment (hereinafter referred to as: waste electrical equipment), which must be collected separately from unsorted municipal waste.

EPTA uses third parties for this purpose. The customer can inquire about the companies commissioned by Epta to return and dispose of old devices by calling Epta on +49 621 1281-0.

2. The costs of disposing of old devices that are subject to the provisions of the ElektroG and that were delivered to the customer by Epta, in particular the costs of transport, treatment, recycling and disposal, are borne by the customer. This also applies in the event that the customer passes on the devices delivered to him to commercial third parties. The purchaser releases Epta from its obligation to bear the costs incurred for disposal and any related claims from third parties.

3. The customer must contractually oblige commercial third parties to whom he passes on the device delivered by Epta to bear the costs of disposing of the old device in the event of it being taken back by Epta and to impose a corresponding further obligation on the third party in the event of it being passed on again .

4. If the purchaser fails to contractually oblige commercial third parties to whom he passes on the electrical device delivered by Epta to assume the disposal costs and to continue to undertake this, the purchaser is obliged to bear the costs of disposal of the delivered device himself after the end of use carry.

5. The electrical devices supplied by Epta are intended exclusively for commercial use. Passing on to non-commercial third parties is prohibited.

6. The above regulations do not apply in cases in which electrical devices were delivered before January 1st, 2022 and for which Epta's obligation to take them back was effectively excluded. In these cases, the purchaser's disposal obligation as agreed at the time remains.

 

XII. PACKAGING

1. According to Section 15 Paragraph 1 Sentence 1 of the Packaging Act, Epta is a manufacturer within the meaning of the Packaging Act of transport packaging (No. 1), sales and outer packaging, which typically does not result in waste from private end consumers after use (No. 2) , sales and secondary packaging for which system participation is not possible due to system incompatibility in accordance with Section 7 Paragraph 5 of the Packaging Act (No. 3), sales packaging containing filling goods containing pollutants (No. 4) or reusable packaging (No. 5), used packaging that has been completely emptied of the same type, shape and size as those placed on the market at the place of actual delivery or in its immediate vicinity, free of charge, in order to reuse or recycle them. Deviating from this, the purchaser and Epta agree in accordance with Section 15 Para. 1 Sentence 4 of the Packaging Act that the packaging within the meaning of Section 15 Para be taken back at a suitable place of return to be determined by him and he is obliged to reuse or recycle the packaging taken back in accordance with the Packaging Act. Unless otherwise agreed, Epta will ensure the return and professional and proper utilization of the packaging delivered by Epta by the purchaser in order to fulfill the take-back obligations in accordance with Section 15 of the Packaging Act. Epta thus ensures that the packaging material is returned to the recycling cycle. This is intended to achieve better results in the return of packaging and to contribute to meeting the European recycling targets according to EU Directive 2008/98/EC. The return takes place when the packaging is picked up by a third party commissioned by Epta at the request of the purchaser. The costs incurred for collection and recycling must be borne by the purchaser. If the packaging delivered by Epta is not returned in accordance with this regulation, the purchaser is responsible for the professional and proper recycling of the packaging at his own expense.

2. If the purchaser is the final distributor within the meaning of Section 3 Para. 13 of the Packaging Act, he is obliged in accordance with Section 15 Para. 15 Paragraph 1 Sentence 1 Nos. 1 to 5 of the Packaging Act and their meaning and purpose.

 

XIII. PLACE OF FULFILLMENT

Unless otherwise agreed, the place of fulfillment for all claims arising from the business relationships, in particular from deliveries, is Epta's registered office.

 

XIV. APPLICABLE LAW, PLACE OF JURISDICTION

1. The law of the Federal Republic of Germany applies exclusively to all claims arising from the business relationships, in particular from deliveries. The application of the Uniform UN Convention on Contracts for the International Sale of Goods is excluded.

2. If the customer is a merchant, a legal entity under public law or a special fund under public law, the place of jurisdiction is Mannheim. This place of jurisdiction, which primarily applies to the dunning procedure, also applies to disputes regarding the creation and effectiveness of the contractual relationship. However, Epta is also entitled to sue the customer in the courts responsible for its registered office.

Notes according to the ElektroG

1. The goods supplied by Epta marked with the following symbol

are subject to the provisions of the ElektroG.

 

2. The symbol of the “crossed-out garbage can” means that old electrical devices (including the old batteries or accumulators they contain) may not be disposed of with ordinary residual waste. The owner is legally obliged to send them to a separate collection. Old batteries and accumulators that are not enclosed in the old electrical device and can be removed by the owner must be separated from the old electrical device in a non-destructive manner before they are handed over to a collection point. This also applies to lamps that the owner can easily and non-destructively separate from the old device.

3. Owners of old electrical devices marked with the symbol shown in point 1 must dispose of them separately from unsorted municipal waste. To do this, the owner must first separate old batteries or accumulators that are not enclosed by the old electrical device, as well as lamps that can be removed from the old electrical device without being destroyed, from the old electrical device before handing them over to a collection point. Sentence 2 only does not apply if old electrical devices are separated in order to prepare them for reuse (Section 14 Paragraph 4 Sentence 4 or Paragraph 5 Sentence 2 and 3 ElektroG).

4. As a manufacturer, Epta has created an option for returning and disposing of old electrical devices. The owner of the old electrical device can contact Epta by calling Epta on +49 621 1281-0 to find out which companies are responsible for disposing of Epta.

5. The take-back obligation in accordance with Section 3 does not apply in cases in which the purchaser has effectively released Epta from its statutory take-back obligation under the ElektroG. In these cases, the purchaser is obliged to properly dispose of the old electrical device under his own responsibility and at his own expense in accordance with the legal regulations, in particular the regulations of the ElektroG. This also applies in cases where the purchaser has passed on the electrical devices supplied by Epta to third parties. In these cases, the customer is obliged to take back the old electrical device at his own expense and to dispose of it properly in accordance with legal regulations, in particular those of the ElektroG.

6. Owners of old electrical devices marked with the symbol shown in section 1 are responsible for ensuring that personal data stored on the old electrical devices is deleted before they are returned or disposed of. Epta will neither delete this data itself nor arrange for it to be deleted by third parties.