(1) This website is subject to the following general terms and conditions, which are bindingly agreed between the user and the service provider with the call of this website. Insofar as special conditions for individual uses of this website deviate from the following terms of use, this will be expressly pointed out in the appropriate place on the website. In each individual case, the special terms of use shall then apply in addition. This website contains data and information of all kinds which are protected by trademark and/or copyright in favor of the service provider or in individual cases also in favor of third parties. It is therefore not permitted to download, reproduce and/or distribute the website in its entirety or individual parts. Above all, technical reproduction for browsing purposes is permitted, insofar as this action does not serve economic purposes, as is permanent reproduction for personal use.
(2) It is permitted to set a link to this website so far as it serves only as a cross-reference. The service provider reserves the right to revoke the permission. Framing of this website is not permitted.
(3) The service provider assumes liability for the contents of its website in accordance with statutory provisions. A guarantee for the correctness and completeness of the information on the website is not accepted. References and links to third-party websites do not mean that the service provider adopts the content behind the reference or link as its own. The contents do not establish any responsibility on the part of the service provider for the data and information provided there. The service provider has no influence on the contents behind the link. The service provider is therefore not liable for illegal, incorrect or incomplete content and for damages caused by the use of content behind the link.
(4) Use of the Internet is at the user's own risk. In particular, the Service Provider shall not be liable for any technical failure of the Internet or access to the Internet.
(5) If the contractual partner is a merchant, a legal entity under public law or a special fund under public law, the place of jurisdiction shall be the registered office of the service provider. German law shall apply to the exclusion of the UN Convention on Contracts for the International Sale of Goods.
(6) n the event that the user is a consumer (not an entrepreneur), the reference to the possibility of out-of-court settlement of disputes is made in accordance with Art. 14 of Regulation (EU) No. 524/2013 - ODR Regulation. Details can be found in the aforementioned regulation and at http://ec.europa.eu/consumers/odr
(7) The Service Provider reserves the right to modify these Terms of Use from time to time and to adapt them to technical and legal developments. The user - if he has registered - will be informed of the change separately. In the event that individual provisions of this user agreement become invalid, the validity of the remaining provisions shall remain unaffected.
ITR Industry to Retail GmbH
General Terms and Conditions (Deliveries and Payments)
ITR Terms of Delivery and Payment shall be applicable to all business transactions conducted with companies (hereinafter referred to as the "Buyer"). The term "companies" shall be deemed to include any natural person or legal entity as well as judicable partnerships acting in the context of their commercial or independent professional activities.
The Terms of Delivery and Payment shall be applicable to all future business relations without being explicitly agreed upon.
The Buyer's deviating terms and conditions shall only apply if we have expressly accepted them in writing. Otherwise, these General Terms and Conditions shall also apply if we flawlessly execute the order in awareness of contrary or deviating terms of the Buyer.
Any offers shall remain non-binding. Orders shall become binding upon ITR's written confirmation. The above shall be deemed to include any adjustments, modifications, or ancillary agreements.
Any information provided in brochures, price lists, or other documents shall only be binding if expressly agreed in writing.
Our prices are exclusive of VAT and packaging, unless otherwise agreed in the order confirmation. ITR shall stipulate the mode of dispatch.
All prices shall be based on the price lists applicable at the time of order acknowledgment. Where, after execution of the purchase agreement, extraordinarily high increases in the costs of raw materials, freight, customs, or packaging material occur, either at our end or at our suppliers, and where such increases significantly increase the purchase price or cost price, ITR shall be entitled to immediately renegotiate a price adjustment with the Buyer.
Delivery dates shall only be binding if they have been stipulated or confirmed in writing. Otherwise, delivery dates shall only be indicative. Where delivery dates have been verbally agreed upon, ITR shall confirm them in writing immediately.
In cases in which ITR cannot fulfill the purchase contract due to disruptions in procurement, manufacturing, or delivery on its own part or on the part of its suppliers, the delivery term shall be extended accordingly. The Buyer shall be entitled to withdraw from the agreement after a reasonable grace period has lapsed unsuccessfully.
If ITR is in arrears with deliveries, it shall be liable to the legally stipulated extent if the delay is attributable to a willful or grossly negligent infringement on the part of ITR. Any culpability on the part of our representatives or agents shall be attributable to ITR. Our liability for damages shall be limited to foreseeable, typical damages, unless the delay in delivery is attributable to a willful infringement on our part.
ITR shall be liable to the legally admissible extent if our delay in executing deliveries if caused by culpable infringement of a material contractual duty. In such events, the liability for damages shall be limited to foreseeable, typical damages.
ITR shall be entitled to retain deliveries if the Buyer has failed to meet its outstanding obligations under prior deliveries.
Deliveries whose value exceeds EUR 1,000 shall be made free of charge. All other deliveries shall be subject to minimum quantity fees or freight costs, which shall be invoiced separately.
Unless otherwise agreed in writing, invoices shall become payable within 10 days at a 2% discount or within 30 days net.
The aforementioned provision shall not apply to payments for replacement parts or repair services, which are payable immediately and strictly net.
Payments must be made to our bank accounts as indicated on our invoices. Bills of exchange shall only be accepted with our express prior consent. Where payment is made via check or B/E, the outstanding amount shall not be deemed settled until the amount due has been credited to our bank account and is free of claims of recourse.
Any costs incurred in connection with settlement by B/E shall be borne by the Buyer.
Any set-off shall only be admissible if the counter-claim has been acknowledged or legally established. The right of retention on the grounds of counter-claims that have not been acknowledged or legally established is hereby excluded if such claims do not arise from the same contractual relationship.
We shall retain ownership of the sold items until the purchase price and all ancillary costs have been paid in full and until any current balance has been settled by the Buyer.
The Buyer may not pledge the delivered item or assign it as collateral. In cases of garnishment or other third-party disposal, ITR must be informed in writing without delay.
Where the Buyer infringes upon the agreement, in particular, via delays in payment, ITR shall be entitled to withdraw from the contract and demand return of the items.
Where goods that are still the property of ITR are processed, ITR shall acquire co-ownership of new items thus created. The proportion of such co-ownership shall correspond to the ratio of the invoice value of the goods delivered by ITR to the invoice value of the third-party goods.
The Buyer hereby assigns the claim from the resale of the goods that are subject to retention of title to ITR, including processed items. Where the processed goods only comprise the goods that are subject to retention of title by ITR and items that are either the property of the Buyer or that have been supplied under such retention of title, the Buyer hereby assigns the claim for the entire purchase price to ITR. In other cases, i.e., where several suppliers have reserved the retention of title, ITR shall be entitled to the book value of the claim in proportion of the invoice value of the goods delivered by ITR to the invoice value of the third-party goods.
Where the value of all collateral to which ITR is entitled exceeds the total of all secured claims by more than 10%, ITR shall, at the Buyer's request, release a corresponding part of the collateral.
All risks and liability shall pass to the Buyer upon handover of the goods to the carrier, forwarder, or to the recipient of the goods. The same shall apply to any deliveries that are made franco domicile.
The place of performance for all deliveries shall be the respective distribution center. The place of performance for payments shall be Essen.
Essen shall be the sole place of jurisdiction.
At its own discretion, ITR shall remedy any defects to the goods supplied to the Buyer via subsequent improvement or replacement.
Where rework is not successful, the Buyer shall be entitled to claim rescission of the contract. The right to reduce the price shall be excluded in order to ensure that no low-quality or faulty items enter the market.
The above shall not apply where ITR has fraudulently concealed the defect.
If the Buyer is entitled to withdraw from the contract due to legal or material defects after failed supplementary performance, it shall not be entitled to any further claims for compensation due to the defect.
For the rest, we shall be liable in line with legal provisions if the Buyer claims compensation for damages caused by intent or gross negligence on the part of our representatives or agents.
Where no intentional infringement can be substantiated, the liability for compensation shall be limited to foreseeable, typical damages. Liability for culpable injuries to life, limb, and health shall remain unaffected. This shall also apply to mandatory liability under the German Product Liability Act (ProdHaftG). Unless otherwise agreed above, liability shall be excluded.
The Buyer must notify ITR of any obvious defects in writing within one week after receipt of the goods. Failing this, any claims for compensation shall lapse. The timely dispatch of the notification of defects shall suffice to meet the aforementioned deadline. The burden of proof shall be incumbent upon the Buyer with regard to any grounds for claims, in particular, for the defect itself, for the time it was identified, and for the timeliness of the notification of defects.
The warranty period for defects that existed at the time the goods were delivered amounts to one year after delivery.
Any claims beyond the aforementioned liability for compensation shall be excluded, regardless of the legal status of the claim. This shall apply, in particular, to claims for compensation for violation of precontractual obligations (culpa in contrahendo) or for tortious claims for compensation for property damage in accordance with Art. 823 BGB (German Civil Code).
Where liability vis-à-vis ITR is excluded or limited, this shall also apply with regard to personal liability on the part of our employees, staff, representatives, and agents.
We shall only accept returns from the Buyer if the return has previously been confirmed in writing or is made at our request.
Any data collected in connection with business transactions shall be stored.
These Terms and Conditions of Sale as well as the business relations between ITR and the Buyer shall be subject to German law.
Should individual provisions of this contract be invalid, the validity of the remaining provisions shall remain unaffected.