General Terms and Conditions for Business Customers

    End customers
    Business customers

    General Terms and Conditions (GTC) of Airwende Umwelttechnik GmbH 

    I. General information

    1. The following Terms and Conditions of Sale and Delivery shall apply to all business relationships of Airwende Umwelttechnik GmbH (hereinafter referred to as "Airwende") with entrepreneurs pursuant to Section 14 (1) of the German Civil Code (BGB) as well as with legal entities under public law or special funds under public law. An entrepreneur is any natural or legal person who is acting in the exercise of his commercial or independent professional activity when concluding the contract.
    2. All deliveries, services and offers of Airwende are made exclusively on the basis of these terms and conditions. They shall also apply to future business relations without having to be expressly agreed again. Deviating, conflicting or supplementary general terms and conditions of the Purchaser shall only become part of the contract if Airwende has expressly agreed to their validity in writing.
    3. Upon acceptance of the delivery or service, these terms and conditions shall be deemed accepted unless the buyer objects immediately.
    4. In accordance with the General Data Protection Regulation (GDPR) and the Federal Data Protection Act (BDSG), Airwende informs the Buyer that personal data required for the processing of the business relationship will be processed electronically, stored and used exclusively for internal purposes.

    II Offers

    1. All offers made by Airwende are subject to change and non-binding, unless they are expressly labelled as binding. A contract shall only be concluded upon written order confirmation by Airwende.
    2. Illustrations, drawings, dimensional, weight and performance data in offers and other documents are only binding if they have been expressly agreed in writing.
    3. Business mail created by electronic data processing (e.g. order confirmations, invoices) is also legally valid without a signature.

    III Prices

    1. All prices are net ex works or warehouse, plus statutory VAT, packaging and freight costs.
    2. Unless otherwise agreed, the prices according to the current price list valid at the time of delivery shall apply.
    3. Airwende reserves the right to make price adjustments in the event of a delivery period of more than four months if material or labour costs change. Increases of more than 10 % shall require the Buyer's consent. If no agreement is reached, Airwende shall be entitled to withdraw from the contract.

    IV. Terms of payment

    1. The terms of payment are set out in the respective invoice. The periods shall commence upon receipt of the invoice by the buyer.
    2. The purchaser may only offset claims that are undisputed or have been recognised by declaratory judgement.
    3. In the event of default of payment, Airwende shall be entitled to claim statutory default interest as well as further claims for damages.

    V. Retention of title

    1. The delivered goods shall remain the property of Airwende until all claims arising from the business relationship have been paid in full.
    2. The Purchaser shall be entitled to resell the goods subject to retention of title in the ordinary course of business. Claims arising from the resale of the reserved goods are hereby assigned to Airwende as security.
    3. In the event of default of payment, Airwende shall be entitled to demand the return of the reserved goods.

    VI Delivery periods and delay

    1. Delivery dates and deadlines are non-binding unless they have been expressly agreed as binding.
    2. Force majeure or other unforeseeable, extraordinary events beyond Airwende's control shall entitle Airwende to postpone delivery for the duration of the hindrance or to withdraw from the contract.
    3. Partial deliveries are permissible, provided they are reasonable for the buyer.

    VII Dispatch and transfer of risk

    1. The risk of accidental loss or deterioration of the goods shall pass to the buyer upon handover to the transport company.
    2. If the buyer is in default of acceptance, he shall bear the resulting additional costs.

    VIII Liability for material defects

    1. The Buyer's claims for material defects shall lapse within two years of delivery of the goods, unless other statutory periods apply.
    2. Obvious defects must be reported in writing immediately after delivery. In the case of hidden defects, a notification period of two weeks from discovery shall apply.
    3. In the event of a defect, Airwende shall be entitled, at its own discretion, to rectify the defect or make a replacement delivery. If the subsequent fulfilment fails, the purchaser may withdraw from the contract or reduce the purchase price.

    IX. Liability

    1. Airwende shall be liable for damages resulting from injury to life, body or health as well as for damages resulting from wilful or grossly negligent behaviour.
    2. In the event of a breach of material contractual obligations, Airwende shall also be liable for simple negligence, but limited to the foreseeable damage typical of the contract.
    3. Any further liability is excluded, unless mandatory statutory provisions provide otherwise.

    X. Place of fulfilment and jurisdiction

    1. The place of fulfilment for all obligations arising from this contract is the registered office of Airwende.
    2. The place of jurisdiction is Berlin-Charlottenburg, provided the buyer is a merchant. German law shall apply to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).

    XI Severability clause

    Should any provision of these GTC be invalid or unenforceable, the remaining provisions shall remain unaffected. The parties undertake to replace the invalid provision with a provision that comes as close as possible to the economic purpose of the invalid provision.