The following General Terms and Conditions of Business shall apply to all contracts, deliveries and other services, including any assembly services, subsequent deliveries and consulting services. They shall also apply to all future business relations, even if they have not been expressly agreed again. Deviating terms and conditions of the contractual partner that have not been expressly accepted in writing shall not be binding, even if they have not been expressly objected to. Verbal collateral agreements made by persons who are not expressly authorized to represent the company Thermostone GmbH shall only be valid if they have been confirmed in writing. The employees of Thermostone GmbH shall not be authorized to make oral collateral agreements or to give oral assurances exceeding the contents of the written contract.
Our prices are in EUR and are quoted ex place of dispatch including packaging. Value added tax at the statutory rate is added to the prices. The prices are valid for four months from the date of signing the contract. If longer delivery periods have been agreed upon and if wages, salaries, raw material costs or other price bases change, Thermostone GmbH shall be entitled to charge the prices valid on the day of delivery taking these changes into account. Invoice amounts shall be paid upon delivery or performance of the service without any deduction, unless deviating terms of payment have been agreed upon in writing. Agreed discounts can only be claimed if the discount period for the total payment is observed. The customer shall not be entitled to withhold payments or to set off payments against any counterclaims disputed by Thermostone GmbH unless such counterclaims have been established by a court of law. If terms of payment are culpably not complied with, if cheques or bills of exchange are not honoured or if a substantial reduction of the creditworthiness of the customer occurs, all claims, including bills of exchange accepted for this purpose on account of payment, shall become due immediately.
Dispatch is always at the risk of the purchaser. This also applies if we carry out the shipment or are obliged to bear the freight costs, whereby we are free to determine the type of shipment and the route, unless otherwise agreed in writing. The packaging shall be selected by us to the best of our knowledge and belief. However, we shall not be liable for packaging defects or damage. Goods ready for dispatch must be called off immediately, otherwise we shall be entitled to store them at our discretion and at the expense and risk of the customer and to invoice them as delivered and to charge storage fees. Transport insurance will only be taken out at the express request and expense of the purchaser. The risk shall also pass to the orderer upon notification of readiness for shipment.
The purchaser expressly acknowledges that the following retention of title shall be deemed agreed for all our deliveries. We reserve title to the delivered goods until payment of the purchase price and any interest and costs incurred. In the case of payment by bills of exchange or checks, the retention of title shall remain in effect until they have been honored in full. As long as our ownership has not expired, any resale by the buyer as our agent shall be made on our behalf without the buyer acquiring any claim against us as a result. If the buyer sells our goods or installs them in a house or apartment, he shall assign to us in advance the purchase price or wage claims against the third party arising from the sale or installation, including all ancillary rights. The purchaser shall notify us of this without being requested to do so and provide us with proof of this. The buyer shall be obliged to notify us immediately of any seizure by third parties of the goods delivered under retention of title or of any claims to which we are entitled. Furthermore, he shall be obliged to provide us, upon request, with all information and documents necessary to protect our rights. In particular, to inform us and to notify the debtors of the assignment. The purchaser shall also be obliged to issue us with a certificate of assignment. The retention of title in accordance with the above provisions shall also remain in force if our claims are included in a current account and the balance has been struck and acknowledged.
The delivery times of Thermostone GmbH are given to the best of our knowledge. However, they are not binding. If an agreed delivery time is exceeded by more than eight weeks, the customer has the right to set a reasonable grace period. If the ordered goods or services are still not delivered or performed by the end of the grace period, the customer may withdraw from the contract by written declaration. In principle, this shall only apply with regard to the part of the overall order that has not yet been fulfilled. Further rights, in particular claims for damages, are excluded. Operational disturbances, force majeure, strike, mobilization, war, fire and other unforeseeable circumstances such as lack of raw materials, loss of manpower, non-delivery by sub-suppliers as well as legal restrictions in import and export transactions shall extend specified periods accordingly and shall entitle Thermostone GmbH to withdraw from the delivery obligations in whole or in part. Claims for damages of the customer cannot be asserted because of this.
Thermostone natural stone heating panels are natural materials, which very often deviate from the sampling in terms of color and material properties. Samples are therefore not binding and only show the general appearance of the stone. Samples shown can never include all the properties and differences in color drawing structure and texture of the natural stone. No liability is assumed for the color differences, cloudiness, veining, etc. that occur in marble, nor for the pores, open areas, cracks, quartz veins, etc. that occur in natural stone, nor do they in any way represent a reduction in the value of the natural stone. The natural stone heating panels can never be delivered completely uniform in color, thickness and processing. Deviations in this respect must be permitted for further clarification, even if the deliveries are to be made according to the average sample submitted. In the case of dolomitic marbles, yellow or brown coloration may occasionally occur due to organic substances of fossil origin and ferrous embedded minerals. The cause is usually high humidity as well as oxygen from the air. These discolorations are not caused by the heating of the stones and occur primarily in Galaxis and Thassos marbles. The buyer acknowledges that these discolorations do not constitute a defect. Notices of defects are to be asserted in writing immediately in each case. Externally visible defects must be reported within a period of 12 days after receipt of the goods or services. If defects become apparent as a result of material defects or improper workmanship within the warranty period, the customer shall be entitled to rectification of the defect. The customer shall give Thermostone the necessary time and opportunity to remedy the defects. Otherwise Thermostone GmbH shall be released from liability for defects. If the rectification of defects fails after two reasonable periods of time have been set, the customer shall be entitled to have the defects rectified by external companies. The warranty claims shall expire in case of further processing of the delivered goods. They shall also expire if the delivered goods become an essential component of other goods. Customary, minor deviations in dimensions, weight and color of the delivered goods do not entitle to complaints.
Claims for damages of the customer arising from positive violation of claims, from violation of duties during contract negotiations and from tort are excluded. This shall not apply insofar as Thermostone GmbH is compulsorily liable for its legal representatives or vicarious agents in cases of intent or gross negligence or if liability is given on the basis of the Product Liability Act. This limitation of liability shall apply to the customer accordingly.
If the customer is a registered trader, the place of performance and jurisdiction for all disputes arising directly or indirectly from the contractual relationship shall be Ansbach. In the case of transactions with foreign companies, we shall be entitled to choose the place of jurisdiction and applicability of the law of the country of origin. This shall also apply to actions on bills of exchange and cheques. The contract shall remain binding in its remaining parts even if individual points are legally invalid. In such a case, the invalid provision shall be reinterpreted or supplemented in such a way that the economic purpose intended by the invalid provision is achieved. This shall also apply in the event that a gap in the contract requiring supplementation arises during the execution of the contract.