Iberia Fresh GmbH
Am Hang 21
1. scope of application
1.1 These terms and conditions shall apply to all present and future business relations. Any conflicting or deviating terms and conditions of the Buyer shall not be recognised.
1.2 In addition to the following terms and conditions, the COFREUROP terms and conditions apply to commercial transactions with fruit and vegetables, unless they are modified or supplemented by the following terms and conditions. The COFREUROP terms and conditions can of course be requested from us.
2. Offers – Conclusion of contract
Our offer is subject to confirmation, unless otherwise stated in the content of the offer.
3. prices – terms of payment
3.1 Prices are quoted franco delivery point and are payable in accordance with the agreed terms of payment. If payments are deferred or made later than agreed, interest at a rate of 5% above the respective base rate shall be charged for the interim period without any special notice of default being required. We reserve the right to claim further damages.
3.2 Deterioration of the buyer’s solvency or non-compliance with the agreed terms of payment shall entitle us to amend them.
3.3 The buyer shall only be entitled to set-off rights if his counterclaims have been legally established, are undisputed or have been recognised by us. He shall only be entitled to exercise a right of retention insofar as his counterclaim is based on the same contractual relationship.
3.4 Cheques shall only be accepted on account of payment.
4. delivery and performance time
4.1 We shall not be responsible for delays in delivery and performance due to force majeure and due to events which make delivery considerably more difficult or impossible for us, not only temporarily, for reasons for which we are not responsible, even in the case of bindingly agreed deadlines and dates.
4.2 We are entitled to make partial deliveries and render partial services at any time, unless the partial delivery or partial service is of no interest to the buyer.
5. Transfer of risk
The risk shall pass to the buyer as soon as the consignment has been handed over to the customer.
6. retention of title
6.1 The delivered goods shall remain our property until all our claims against the buyer arising from the business relationship, including future claims also arising from contracts concluded at the same time or later, have been settled. This shall also apply if individual or all claims of the seller have been included in a current account and the balance has been struck and accepted.
6.2 The buyer is entitled to resell the reserved goods in the ordinary course of business. He hereby assigns to us by way of security all claims accruing to him against purchasers or third parties from the resale. The seller accepts the assignment. The buyer is authorised to collect these claims even after assignment. The seller may demand that the buyer informs him of the assigned claims and their debtors, provides all information necessary for collection, hands over the relevant documents and informs the debtors of the assignment. 7.
7.1 Claims for defects of the Purchaser require that the Purchaser has duly complied with his obligations to examine the goods and to give notice of defects according to § 377 HGB (German Commercial Code). The COFREUROP terms and conditions apply to the handling.
7.2 The buyer must notify us of defects in writing and with pictures immediately after receipt of the goods. This also applies to breakage and shortages. Defects which cannot be discovered within this period even after careful inspection must be notified to us in writing immediately after discovery.
7.3 The buyer may refuse to accept the goods or try to sell them at the best possible price.
7.4 Only the direct purchaser shall be entitled to make claims against us on account of defects.
Our liability for damages, irrespective of the legal grounds, shall be limited to the amount of the value of the goods, insofar as fault is involved, for material damage and further financial losses resulting therefrom.
9. Jurisdiction I Final Provisions
9.1 These terms and conditions of business and the entire legal relationship between us and the buyer shall be governed by the law of the Federal Republic of Germany. The provisions of the UN Convention on Contracts for the International Sale of Goods shall not apply.
9.2 If the buyer is a merchant, a legal entity under public law or a special fund under public law, Witten shall be the exclusive place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship. 9.3 Should a provision in these terms and conditions or a provision within the scope of other agreements be or become invalid, this shall not affect the validity of all other provisions or agreements.