Terms & Conditions
§ 1 Validity and conditions
1. Deliveries, services and offers from Dostofarm GmbH – hereinafter referred to as “seller” – are based exclusively on these terms and conditions. These also apply to all future business relationships, even if they are not expressly agreed again. The conditions shall be deemed to have been accepted at the latest upon acceptance of the goods or service. Counter-confirmations by the buyer and the reference to his business or purchasing conditions are hereby contradicted.
2. Deviations from these terms and conditions are only effective if the seller confirms them in writing.
§ 2 offer and conclusion of contract
The seller's offers are subject to change and non-binding. Declarations of acceptance and all orders require the seller's written or telex confirmation to be legally effective. The same applies to supplements, modifications or subsidiary agreements. Dimensions, weights, content or quality information or other performance data are only binding if this is expressly agreed in writing.
The seller's sales employees are not authorized to make verbal side agreements or to give verbal assurances that go beyond the content of the written contract.
§ 3 Price
The prices stated in the seller's order confirmation are decisive plus the applicable statutory value-added tax. Additional deliveries and services will be charged separately.
§ 4 Delivery and service time
Delivery dates or deadlines, which can be agreed as binding or non-binding, must be in writing. Delays in delivery and performance due to force majeure and due to events that make delivery significantly more difficult or impossible for the seller - these include in particular strikes, lockouts, official orders, etc., even if they occur at the seller's suppliers or their subcontractors - the Vendor not responsible even in the case of bindingly agreed deadlines and dates. They entitle the seller to postpone the delivery or service for the duration of the hindrance plus a reasonable start-up time or to withdraw from the contract in whole or in part because of the part that has not yet been fulfilled. If the hindrance lasts longer than 3 months, the buyer is entitled, after setting a reasonable grace period, to withdraw from the contract with regard to the part that has not yet been fulfilled. If the delivery time is extended or if the seller is released from its obligation, the buyer cannot derive any claims for damages from this. The seller can only invoke the circumstances mentioned if she notifies the buyer immediately. If the seller is responsible for the non-compliance with bindingly promised deadlines and dates or is in default, the buyer is entitled to compensation for delay in the amount of 0,5% for each completed week of delay, but in total up to a maximum of 5% of the invoice value of the Deliveries and services affected by the delay. Any further claims are excluded, unless the delay is due to at least gross negligence on the part of the seller. The seller is entitled to make partial deliveries and partial services at any time. Compliance with the delivery and service obligations of the seller presupposes the timely and proper fulfillment of the obligations of the buyer. If the seller is in default of acceptance, the seller is entitled to demand compensation for the damage incurred; with the onset of default of acceptance, the risk of accidental deterioration and accidental loss passes to the buyer.
§ 5 transfer of risk
The risk passes to the buyer as soon as the shipment has been handed over to the person carrying out the transport or has left the seller's warehouse for the purpose of shipment. If the shipment is impossible through no fault of the seller or is delayed at the request of the buyer, the risk passes to the buyer upon notification of readiness for shipment.
§ 6 Buyer's rights due to defects
The buyer must examine the received goods for completeness, transport damage, obvious defects, quality and properties. Obvious defects must be reported in writing immediately, other defects within one week at the latest, but in any case before processing, mixing or resale. Transport damage must be reported directly to the carrier. The seller guarantees the commercial quality of its products. The seller is not obliged to have any goods analyzed before reselling them if they have bought them under salary guarantees or if they can assume from experience that the purchased goods have the agreed quality. If the seller's instructions for use or use are not followed, even insofar as they are attached to the packaging, liability for defects shall not apply if the buyer does not refute a corresponding substantiated assertion that one of these circumstances caused the defect in the first place. This also applies to any modification of the products by the buyer. Claims for defects against the seller are only available to the direct purchaser and are not assignable. In the case of justified complaints accepted by the seller through verification, the seller can choose to exchange the delivery or deliver missing quantities. If it is not possible to exchange the goods or if the replacement delivery is also defective, the buyer is entitled to withdraw from the contract or to reduce the purchase price.
The seller deliberately does not use any feed or feed components in production that require a reference to genetically modified components in the declaration, taking into account the specifications of Regulations (EC) No. 1829/2003 and 1830/2003. The seller produces according to GMP+-B1 / ISO 9001:2008 and a corresponding test plan. The feed produced according to this system will only be delivered to the contractual partner if the above tests have not revealed any need to label the feed in accordance with the provisions of Regulations (EC) No. 1829/2003 or 1830/2003. Otherwise, the declaration of the feed is made in accordance with the applicable statutory provisions.
§ 7 Retention of title
The goods remain the property of the seller, processing or transformation is always carried out for the seller as the manufacturer, but without any obligation for her. If the seller's (co-)ownership expires as a result of amalgamation, it is already agreed that the buyer's (co-)ownership of the uniform item shall be transferred to the seller in proportion to the value (invoice value). The buyer keeps the (co-)ownership of the seller free of charge. Goods to which the seller has (co-)ownership are referred to below as reserved goods. The buyer is entitled to process and sell the reserved goods in the ordinary course of business as long as he is not in default. Pledges or collateral assignments are inadmissible. The buyer assigns the claim arising from the resale or any other legal reason (insurance, tort) with regard to the reserved goods (including all current account balance claims) to the seller in full as a precaution. The seller revocably authorizes him to collect the claims assigned to the seller for her account in his own name. This authorization to withdraw can only be revoked if the buyer does not properly meet his payment obligations.
In the event of access by third parties to the goods subject to retention of title, in particular seizures, the buyer will point out the seller's ownership and notify the seller immediately. If the third party is not in a position to reimburse the seller for the court or out-of-court costs incurred in this connection, the buyer shall be liable for these.
In the event of breach of contract by the buyer - in particular default in payment - the seller is entitled to take back the reserved goods and to demand the return of the reserved goods or, if necessary, to demand the assignment of the buyer's claims for return against third parties. Taking back or pledging the goods subject to retention of title by the seller does not constitute a withdrawal from the contract, unless this is contrary to mandatory statutory provisions.
§ 8 payment
Unless otherwise agreed, the seller's invoices are payable without deduction 10 days after delivery. The seller is entitled, despite the buyer's provisions to the contrary, to first offset payments against his older debts and will inform the buyer of the type of offsetting that has taken place. If costs and interest have already been incurred, the seller is entitled to offset the payment first against the costs, then against the interest and finally against the main service.
A payment is only deemed to have been made when the seller can dispose of the amount. In the case of checks, payment is deemed to have been made when the check is cleared.
If the buyer is in default, the seller is entitled to demand interest of 8% above the base interest rate as a lump-sum compensation from the relevant point in time. They are to be set lower if the buyer proves a lower burden; the proof of a higher damage by the seller is permissible.
If the seller becomes aware of circumstances that call into question the creditworthiness of the buyer, in particular a check is not cashed or the buyer stops making payments, or if the seller becomes aware of other circumstances that call into question the creditworthiness of the buyer, the The seller is entitled to call in the entire remaining debt, even if she has accepted cheques. In this case, the seller is also entitled to demand advance payments or the provision of security.
The buyer is entitled to set-off, retention or reduction, even if notices of defects or counterclaims have been legally established or are undisputed. However, the customer is only entitled to retention due to counterclaims from the same contractual relationship.
Section 9 Liability
Claims for damages are excluded regardless of the type of breach of duty, including tortious acts, unless the seller acted intentionally or with gross negligence.
In the event of a breach of essential contractual obligations, the seller is liable for any negligence, but only up to the amount of the foreseeable damage. Claims for lost profits, saved expenses, claims for damages from third parties, as well as other indirect and consequential damages cannot be demanded, unless a procurement feature guaranteed by the seller is intended to protect the buyer against such damages.
The liability limitations and exclusions in the previous paragraphs do not apply to claims that have arisen due to fraudulent behavior on the part of the seller, as well as liability for guaranteed procurement features, for claims under the Product Liability Act, and damage resulting from injury to life, limb or health .
Insofar as the seller's liability is excluded or limited, this also applies to employees, employees, representatives and vicarious agents of the seller.
§ 10 applicable law, place of jurisdiction, partial invalidity
The law of the Federal Republic of Germany applies to these terms and conditions and the entire legal relationship between the seller and the buyer, to the exclusion of the UN Sales Convention.
If the buyer is a merchant within the meaning of the Commercial Code, a legal entity under public law or a special fund under public law, Westerstede is the exclusive place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship.
Should a provision in these terms and conditions or a provision within the framework of other agreements be or become invalid, this shall not affect the validity of all other provisions or agreements.