General terms and conditions for the sale of new and used vehicle parts

-Parts sales conditions-

Stand: 01 / 2022

I. Payment

1. The purchase price and prices for additional services are due for payment when the purchased item is handed over and the invoice is handed over or sent.
2. The buyer can only set off against the seller's claims if the buyer's counterclaim is undisputed or there is a legally binding title. Excluded from this are counterclaims by the buyer from the same purchase contract. He can only assert a right of retention if it is based on claims from the same contractual relationship.
3. If the buyer does not pay the due purchase price and prices for additional services or does not pay in accordance with the contract, the seller can withdraw from the contract and/or, in the event of a culpable breach of duty by the buyer, demand compensation instead of performance if he has unsuccessfully set a reasonable deadline for the buyer to perform, be it because the setting of a deadline is unnecessary according to the legal provisions.

II. Delivery and delay in delivery

1. Delivery dates and delivery periods, which can be agreed upon bindingly or non-bindingly, must be stated in text form. Delivery times begin with the conclusion of the contract.
2. The buyer may request the seller to deliver ten days after a non-binding delivery date or a non-binding delivery period has been exceeded. The seller is in default upon receipt of the request.
   If the buyer is entitled to compensation for damage caused by the delay, this is limited to a maximum of 5% of the agreed purchase price in the event of slight negligence on the part of the seller.
3.  If the buyer also wishes to withdraw from the contract and/or demand compensation instead of performance, he must set the seller a reasonable deadline for delivery after the ten-day period in accordance with Section 2 of this section has expired. The buyer is entitled to compensation instead of performance , the claim in the event of slight negligence is limited to a maximum of 25% of the agreed purchase price. If the buyer is a legal entity under public law, a special fund under public law or an entrepreneur who, when concluding the contract, is acting in the exercise of his commercial or independent professional activity, claims for damages in the event of slight negligence are excluded. If the seller is in default If delivery is impossible due to chance, he is liable with the limitations of liability agreed above. The seller is not liable if the damage would have occurred even if delivery had been made on time.
4. If a binding delivery date or a binding delivery period is exceeded, the seller is in default as soon as the delivery date or the delivery period is exceeded. The buyer's rights are then determined in accordance with Section 2, Sentence 3 and Section 3 of this section.
5. The limitations and exclusions of liability in this section do not apply to damages that are based on a grossly negligent or intentional breach of obligations by the seller, his legal representative or his vicarious agent or in the event of injury to life, body or health.
6. Force majeure or operational disruptions occurring at the seller or its suppliers, which temporarily prevent the seller from delivering the purchased item on the agreed date or within the agreed period through no fault of his own, change the dates and deadlines specified in paragraphs 1 to 4 of this section by the duration the performance disruptions caused by these circumstances. If such disruptions result in a delay in performance of more than four months, the buyer can withdraw from the contract. Other rights of withdrawal remain unaffected.

III. acceptance

1. The buyer is obliged to accept the purchased item within eight days of receipt of the notification of availability. In the event of non-acceptance, the seller can exercise his legal rights.
2. If the seller demands compensation based on a legal claim, this amounts to 10% of the purchase price. The compensation is to be set higher or lower if the seller proves greater damage or the buyer proves that less or no damage occurred.

IV. Retention of title

1. The object of purchase remains the property of the seller until the claims to which the seller is entitled based on the purchase contract have been settled. If the buyer is a legal entity under public law, a special fund under public law or an entrepreneur who, when concluding the contract, is exercising his commercial or independent professional activity acts, the retention of title also remains in effect for claims of the seller against the buyer from the ongoing business relationship until the claims arising in connection with the purchase have been settled. At the buyer's request, the seller is obliged to waive the retention of title if the buyer has agreed to all of the above The claims relating to the purchase item have been incontestably fulfilled and there is adequate security for the remaining claims from ongoing business relationships.
2. The buyer is entitled to process and sell the purchased item in the normal course of business as long as he is not in default. Pledges or collateral assignments are inadmissible. As security, the buyer hereby assigns the claims arising from the resale or any other legal reason relating to the purchased item to the seller in the amount of the invoice amount in accordance with Section I. “Payment”, Number 1. The seller revocably authorizes him to collect the claims assigned to the seller for his account in his own name. This collection authorization can only be revoked if the buyer does not properly meet his payment obligations.

V. Liability for material defects and legal defects

1. The buyer's claims due to material defects and legal defects expire in accordance with legal provisions two years from the time the purchased item is handed over to the buyer.
   • a. If the buyer is a consumer within the meaning of § 13 BGB, when selling used parts, a shortening of the two-year limitation period for material defects and defects of title to not less than one year from the time the purchased item is handed over to the buyer can only be effectively agreed if the The buyer is specifically informed of the shortening of the limitation period before submitting his contractual declaration and the shortening is expressly and separately agreed in the contract.
     For material and legal defects in goods with digital elements, the provisions of this section do not apply to the digital elements, but rather the statutory regulations.
   • 1.b. If the buyer is a legal entity under public law, a special fund under public law or an entrepreneur who, when concluding the contract, is acting in the exercise of his commercial or independent professional activity, claims due to material defects and legal defects in new vehicle parts expire one year from time of handover of the purchased item to the buyer; Liability for material defects is excluded for used vehicle parts.
2. If a shortening of the limitation period occurs with a consumer (see section 1.a.) or a buyer according to section 1.b. was agreed or the statute of limitations vis-à-vis a buyer according to Section 1.b. has been excluded, the shortening of the statute of limitations and the exclusion of liability for material defects do not apply to damages that are based on a grossly negligent or intentional breach of obligations by the seller, his legal representative or his vicarious agent or in the event of injury to life, body or health.
3. If the seller has to pay for damage caused by slight negligence due to legal provisions, the seller's liability is limited: Liability only exists in the event of a breach of essential contractual obligations, such as those that the purchase contract intends to impose on the seller based on its content and purpose the fulfillment of which enables the proper execution of the purchase contract in the first place and on whose compliance the buyer regularly trusts and can rely. This liability is limited to the typical damage foreseeable at the time the contract was concluded. The personal liability of the seller's legal representatives, vicarious agents and employees for damage caused by them through slight negligence is excluded. Section 2 of this section applies accordingly to the aforementioned limitation of liability and the aforementioned exclusion of liability.
4. Regardless of any fault on the part of the seller, any liability of the seller in the event of fraudulent concealment of a defect, from the assumption of a guarantee or a procurement risk and under the Product Liability Act remains unaffected.
5. If defects are to be rectified, the following applies:
   • a) The buyer must assert claims for the removal of defects from the seller. If claims are reported verbally, the buyer must be given confirmation of receipt of the notification in text form.
   • b) Replaced parts become the property of the seller.

VI. Liability for other claims

1. The statutory limitation periods apply to other claims of the buyer that are not regulated in Section V. “Liability for material defects and defects of title”.
2.  Liability due to delay in delivery is conclusively regulated in Section II. “Delivery and Delay in Delivery”. For other claims for damages against the seller, the provisions in Section V. “Liability for material defects and defects of title”, Sections 3 and 4 apply accordingly.
3. If the buyer is a consumer within the meaning of Section 13 of the German Civil Code (BGB), and the subject of the contract is also the provision of digital content or digital services, whereby the part can also fulfill its function without these digital products, the statutory provisions of the law apply to this digital content or digital service §§ 327 ff BGB.

VII. Place of jurisdiction

1. The exclusive place of jurisdiction for all current and future claims arising from business relationships with merchants, including bills of exchange and check claims, is the seller's registered office.
2. The same place of jurisdiction applies if the buyer does not have a general place of jurisdiction in Germany, moves his place of residence or usual place of abode outside of the country after conclusion of the contract or if his place of residence or usual place of abode is not known at the time the action is filed. Furthermore, for claims by the seller against the buyer, the seller's place of residence is the place of jurisdiction.

VIII. Note in accordance with Section 36 of the Consumer Dispute Settlement Act (VSBG)

The seller will not take part in a dispute resolution procedure before a consumer arbitration board within the meaning of the VSBG and is not obliged to do so.