General terms and conditions [AGB]

1. General information

only these terms and conditions apply to all our deliveries and services.
Deviating agreements are only valid upon our written confirmation.
Illustrations, dimensions, weights and colours in catalogues, price lists and
other printed matter are only approximate unless they have been explicitly
referred to as binding by us. We reserve the right to make changes which are
technically required or which are needed concerning the design.

2. Offers and orders

our offers are at all times subject to confirmation unless they have not been
designated as binding. Orders become binding only when confirmed in writing by
us. That also applies to contracts co-signed by representatives and employees.
Changes, additions and verbal agreements are invalid until confirmed in
writing. When ordering customized products, the delivery of 15% over or under
the requested quantity has to be accepted and is charged. For small orders
with values of less than €30, 00 we can charge a processing surcharge of €10, 00

3. Prices

Our prices are ex works, if nothing else has been expressly agreed; prices ex
works exclude value added tax, packaging, freight, insurance, customs duties
and public charges. The packaging is appropriately chosen by us and in the
framework of our legal obligations it is taken back if it is returned free. If
there is a significant change in order-related expense factors (e.g. wages,
basic material, energy costs), the negotiated price can be adjusted to an
appropriate extent according to the influence of these expense factors.

4. Delivery

Unless otherwise agreed, we choose the type of dispatch and the mode of
shipping at our discretion. The risk of accidental loss or perishing passes to
the purchaser as soon as the goods are handed over to the person responsible
for the transport, at least by the time the goods leave our warehouse.

5. Delivery period

The delivery deadline starts with the day of dispatch of the order
confirmation and is considered met if the product has left the warehouse by
the end of the deadline or if the readiness for dispatch of the product is
announced on the possibility of shipment. If we are prevented from performing
our obligations of shipment due to unforeseen circumstances which we can not
avoid according to the circumstances of the case (e.g. interruptions of
operations, delays in the supply of essential partial elements, building
materials and raw materials), the delivery period is extended appropriately. If
the aforementioned circumstances make the supply or service impossible, we are
freed of our obligation to deliver. The same applies to the case of strikes
and lock-outs. If the delivery period is extended due to the aforementioned
circumstances or if we are freed of our obligation to deliver, any claims for
damages do not apply.

6. Payment conditions

Pricing and charges apply to Euro. All changes of the exchange rate of Euro
which occur after the sale was completed (date of order confirmation) affect
the customer. Unless otherwise agreed, the payment of invoices is due within
14 days after the invoice date with a 2% discount and net within 30 days.
Bills and cheques are only considered as payment after the cashing, they shall
only be accepted on account of performance; they are only accepted in lieu of
payment without guarantee of protest and only on agreement and on condition of
discount eligibility. Discount charges are only charged from the day on which
the invoiced amount falls due and are to be paid and settled by the customer
immediately. If the payment deadline elapses, interest at 3% above the basic
discount rate of the German Central Bank can be charged, if we cannot provide
evidence of higher interest expenses. Shipment shall only be made C.O.D. or
against prepayment of the amount of the invoice if we do not know the order.
When accepting orders, we expect the creditworthiness of our customer. In case
of knowledge arising of significant reasons which are reasons for reasonable
doubt of continued compliance with payment (e.g. composition proceedings,
imminent cessation of payments), we are authorized to withhold outstanding
deliveries, to withdraw from the contract and to request payment in cash for
bills of exchange prior to their maturity. This does not relieve the order
of his obligations arising from the contract which has already been partially
fulfilled by us. The right of retention of offset against any counterclaims of
the order is only possible if such counterclaims have been acknowledged or
adjusted with res judicata effect by a court of law.

7. Notice of defects

Disapproval or any other complaints concerning the defects, the quantity or
quality of the product, also regarding concealed damages, as far as such
defects can be determined by reasonable examination, must be reported without
delay and within 10 days after the receipt of the goods. Our warranty
obligation shall be limited to exchanging or taking back products at the
invoiced price after they have been given back to us. Any warranty claims
extending beyond this are excluded as well as liability for damage. When
taking back goods, we determine the method of delivery.

8. Reservation of proprietary rights

The delivery of the goods always occurs with retained ownership title. The
contractual partner is not entitled to pledge the reserved goods before
complete payment of all claims or to transfer them to third parties as
security. In case the customer should sell the goods delivered under
reservation of title irrespective of their condition, he hereby assigns to us
the claims he has against his customers from such sale, including all
ancillary rights until he has fully repaid all our claims from the business
relationship. If the customer incorporates any claims from an onward sale in
an existing current account relationship with a third party, then the full
amount of the current account claim is here and now assigned to us. After
effected balancing, the accepted current account balance takes the place of
the total current account claim and is regarded as assigned up to the value of
the amount of which the original current account claim amounted to. In case of
an account current, the retained title and the assignment for security shall
represent the security for our claim. If the reserve d goods are resold with
other goods, the claims are assigned to us at the amount which corresponds to
the part of the goods delivered by us. If the goods delivered by us are
processed or transformed, the processing and transformation are carried out
for us, so that it is not the purchaser who acquires the item but us according
to § 950 BGB (Civil Code). Where goods are processed by the customer with
goods which are not our property, we shall have ownership in relation to the
invoice value of the goods in addition to, on the one hand, the entire added
value which results from processing and on the other hand, the processed goods
which are not our property. The customer is entitled to sell on the processed
product during the usual course of business and the aforementioned agreements
apply accordingly to this sale. The customer is entitled to sell our goods on
in the regular course of business. He is obligated to name on demand the
debtors of all emerging claims which result from the sale of reserved goods
and to inform us about the amount of the individual claims and when they are
due. In individual cases, if we wish, the customer has to allow us on this
purpose to inspect those business records relevant to the above. The customer
is entitled to collect the assigned claims of the sales himself but we have
reserved retraction at any time. We commit us to release the securities to the
extent that their value exceeds more than 25%, so long as these have not yet
been settled.

9. Final provisions

Should one or more of the provisions of these conditions regarding sales and
delivery of this agreement be ineffective, the effectiveness of the agreement
as a whole and the effectiveness of the other provisions shall remain
unaffected. We and the customer are obliged to replace any void provision with
another provision permitting as closely as possible the same economic success
according to § 315 BGB (Civil Code). The location of all services which result
from the contracts which we conclude with our costumers is Hattingen/Ruhr,
which as well is sole place of jurisdiction for all disputes resulting
directly or indirectly from the contractual relationship. Only German law
applies; the application of international commercial law is excluded.