Terms & Conditions

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Our Terms and Conditions

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Here you can find the general terms and conditions of VOCK Business Services GmbH & Co. KG. If you have questions or suggestions, you are always welcome to contact us!

I. General - Scope of Application

  1. These general terms and conditions shall apply to all present and future legal relationships between the VOCK Business Services GmbH & Co. KG on the one hand and the customer on the other hand.
  2. The general terms and conditions of the VOCK Business Services GmbH & Co. KG shall apply exclusively. Conflicting or deviating terms and conditions of the customer shall not be accepted, unless the VOCK Business Services GmbH & Co. KG has expressly agreed to their validity in writing.
  3. All agreements made between VOCK and the customer shall be put down in writing accordingly. Verbal collateral agreements do not exist.
  4. Any rights to which we are entitled in accordance with statutory provisions over and above these terms and conditions of business shall remain unaffected.

II. Order Confirmation and Conclusion of Contract

  1. Our offers are subject to change. Orders shall only be binding upon written confirmation. All sales are additionally subject to the terms and conditions stated in the order confirmation.
  2. We are not bound by the purchaser's terms and conditions of purchase, even if we do not expressly object to them.
  3. We reserve the property rights and copyrights to calculations, illustrations, drawings and other documents. They may not be passed on to third parties or otherwise made accessible.

III. Delivery and delivery periods

  1. Delivery periods are only binding if they have been agreed in writing. In case of doubt, the delivery periods stated in the order confirmation shall apply.
  2. The delivery periods shall be calculated at the earliest from the date of final agreement on the issues to be clarified with the purchaser prior to the start of production with regard to the individual order and shall presuppose the timely and proper fulfilment of the purchaser's obligations. If these preconditions are not fulfilled, the period shall be extended appropriately or new delivery dates agreed.
  3. The delivery period shall be deemed to have been met if, unless the parties have agreed that the goods are to be received by the customer, the delivery item has left the works or notification of readiness for dispatch has been given by the time the delivery period expires. Unforeseen, unavoidable events during production and other hindrances for which we are not responsible, e.g. force majeure, disruptions in our own operations or in the operations of our suppliers, import and export restrictions, etc., shall entitle us to extend the delivery period by the duration of the hindrance. Insofar as acceptance is to take place, the acceptance date shall be decisive - except in the case of justified refusal of acceptance - alternatively the notification of readiness for acceptance. If the customer is in default of acceptance or culpably violates other duties to cooperate, we shall be entitled to demand compensation for the damage incurred by us in this respect, including any additional expenses.
  4. Delays shall not be at our expense if our customer does not fulfil his duties to cooperate or does not fulfil them in time.
  5. Delivery quantity: deviations from the ordered quantities cannot always be avoided for technical production reasons. For this reason, we must reserve the right to deliver 10% more or less than the ordered quantity.
    In the case of orders on call, we are entitled, but not obliged, to hold inventories.

IV. Prices and payment

  1. Unless otherwise agreed in writing, our prices are ex works excluding packaging and insurance and plus statutory value added tax at the applicable rate. The date of unconditional crediting to our account shall be decisive for compliance with the payment deadline and any agreed payment terms.
  2. If, six months after the conclusion of the contract, there are changes in the calculation basis due to higher material costs, an increase in the legally applicable value added tax or due to other circumstances, in particular technically justified changes in calculation, we shall be entitled to recalculate the contract price in proportion to the change in the calculation basis that has occurred.
  3. The customer shall only be entitled to set-off rights if his counterclaims have been legally established, are undisputed or have been recognised by us.

V. Dispatch and transfer of risk

  1. The object of the contract shall be dispatched by us "ex works" and at the risk of the purchaser. The risk shall pass to the customer upon dispatch of the subject matter of the contract, at the latest upon leaving the factory/warehouse. This applies irrespective of whether the goods are dispatched from the place of performance.
  2. If dispatch is delayed through no fault of our own or if there is a delay in acceptance, the risk shall pass to the customer upon notification that the goods are ready for dispatch.
  3. Insurance of the goods against transport damage shall only be taken out at the express request and expense of the customer. Packaging will be charged at cost price and will not be taken back.

VI. Retention of title

  1. We reserve the right of ownership of the delivered goods until receipt of full payment of all claims arising from the delivery contract. In the event that the customer acts in breach of contract, in particular in the event of default in payment, we shall be entitled to take back the object of sale.
  2. The purchaser is obliged to treat the object of sale with care until payment has been made in full; in particular, he is obliged to insure it adequately at his own expense against damage by fire, water and theft at its replacement value.

The purchaser is obliged to store the object of sale properly. We expressly point out that highly sensitive goods such as nonwovens do not tolerate moisture and cold and that these conditions must be excluded during storage.

  1. In the event of seizures or other interventions by third parties, the purchaser must inform us immediately in writing so that we can take legal action in accordance with § 771 of the German Code of Civil Procedure (ZPO). Insofar as the third party is not in a position to reimburse us for the court and out-of-court costs of an action in accordance with § 771 ZPO, the purchaser shall be liable for the loss incurred by us.
  2. The customer shall be entitled to resell the goods subject to retention of title in the ordinary course of business; however, after expiry of a reasonable period of time set by us for the submission of a corresponding declaration of assignment, the customer hereby assigns to us all claims in the amount of the final invoice amount agreed with us (incl. VAT) accruing to it against its customers or third parties from the resale. The customer remains authorised to collect this claim even after the assignment. Our authority to collect the claim ourselves remains unaffected by this. However, we undertake not to collect the claim as long as the customer meets his payment obligations, is not in default of payment and no application for the opening of insolvency proceedings has been filed.
  3. If the object of sale is processed with other objects not belonging to us, we shall acquire co-ownership of the new object in proportion to the value of the object of sale (final invoice amount, incl. VAT). In all other respects, the same shall apply to the object created by processing as to the object of sale delivered under reservation.

VII. Claims for Defects, Repossession

Material defects

  1. Irrespective of further statutory provisions, in particular the obligation to give notice of defects according to the German Commercial Code (HGB), the customer shall give notice of obvious defects immediately after receipt of the goods, at the latest within three days. The complaint must be made in text form.

Due to defects for which we are responsible, we are initially only obliged to provide supplementary performance. The customer reserves the right to reduce the contract price or to withdraw from the contract if the subsequent performance fails. Replaced parts shall become our property.

  1. The customer shall grant a reasonable period of grace for the performance of all repairs and replacement deliveries deemed necessary by us; otherwise we shall be released from liability for the resulting consequences.
  2. We shall bear the direct costs of the rectification or replacement delivery - insofar as the complaint proves to be justified and we are responsible for it. If the defect is only insignificant, the customer shall only be entitled to a reduction of the contract price.
  3. No liability shall be assumed in particular in the following cases: Unsuitable or improper use, faulty assembly or commissioning by the purchaser or third parties, improper storage (nonwovens must be stored free of moisture and cold, among other things), natural wear and tear, faulty or negligent handling, improper maintenance, unsuitable operating materials, chemical, electrochemical, electrical or physical influences.
  4. If the customer or a third party carries out improper repairs, we shall not be liable for the resulting consequences. The same applies to changes made to the delivery item without our prior consent.

Defects of title

  1. If the use of the delivery item leads to the infringement of industrial property rights or copyrights in Germany, we shall, at our expense, generally procure the right for the customer to continue using the delivery item or modify the delivery item in a way that is reasonable for the customer so that the infringement of property rights no longer exists.
  2. In addition, we shall indemnify the customer against undisputed and legally established claims of the owners of the property rights concerned.

Return

The return of individual blanks produced at the express request of the customer is excluded, unless the return is made on the basis of justified warranty claims of the customer. The above regulations on material defects shall apply.

Limitation

All warranty claims of the purchaser - on whatever legal grounds - shall become statute-barred after 12 months.

VIII. Liability of the supplier, exclusion of liability

  1. If the delivery item cannot be used by the customer in accordance with the contract as a result of culpably omitted and/or faulty suggestions and/or consultations made by us before or after conclusion of the contract or as a result of culpable breach of other secondary contractual obligations, the following provisions shall apply to the exclusion of further claims by the customer.
  2. we shall only be liable for damages which have not occurred to the delivery item itself - on whatever legal grounds - in the following cases
  3. a) in the case of intent,
  4. b) in the event of gross negligence on the part of the owner/the executive bodies or senior employees,
  5. c) in the event of culpable injury to life, limb or health,
  6. d) in the case of defects which we have fraudulently concealed,
  7. e) within the scope of a guarantee promise,
  8. f) in the case of defects in the delivery item, insofar as liability exists under the Product Liability Act for personal injury or property damage to privately used items.

IX. Industrial property rights

  1. We shall be entitled to the industrial property rights to the designs, drawings, software and devices created by us, even if the customer has assumed the costs thereof.
  2. Insofar as permissible and unless otherwise agreed, we shall not assume any liability for the fact that the products supplied by us do not infringe the industrial property rights of third parties. The customer is obliged to inform us immediately if he becomes aware of such infringements or if he is notified of such infringements.

X. Other

  1. The law of the Federal Republic of Germany shall apply exclusively. The application of the UN Convention on Contracts for the International Sale of Goods is excluded.
  2. We are entitled to process the data received from our customers on the basis of the business relationship in accordance with the provisions of the Federal Data Protection Act.
  3. Unless otherwise stated in the order confirmation, our place of business shall be the place of performance. The place of jurisdiction is the court responsible for our place of business.
  4. Should any of the above provisions be or become invalid or contain a loophole, this shall not affect the remaining provisions. Any provisions which become ineffective shall be replaced by provisions which come as close as possible to the intended actual, economic and legal success.
  5. All our deliveries, including future deliveries, shall be made exclusively on the basis of these "General Terms and Conditions". The transmission of deviating conditions or purchasing conditions of the customer is hereby expressly rejected. They shall not be recognised by us even if we do not expressly object to them again after receipt by us. Should the customer have a similar clause in his terms and conditions, the transaction shall be deemed to have been concluded in accordance with our contractual terms and conditions at the latest upon acceptance of our goods by the customer. A conclusion based on these terms and conditions also makes them valid for all further conclusions with the customer, even if they are not specifically agreed in the individual case. Deviations from our terms and conditions require a separate written deviation agreement with the customer.
    Verbal amendments to the agreement made for this business are invalid. This also applies to amendments to the agreed formal requirement. Our employees are not authorised to agree verbally on deviations from our terms and conditions of business, to which we make special reference.

XI. Corona Clause

Delays in delivery which are due to the fact that production of the goods cannot take place or cannot take place on time due to official measures in connection with the Corona pandemic shall not give rise to any claims on the part of the customer on account of delay.

As of May 2021

VOCK Business Services GmbH & Co. KG
Wilhelm-Röntgen-Straße 14
D-24568 Kaltenkirchen