General Terms and Conditions

of HP-T Höglmeier Polymer-Tech GmbH & Co. KG

§ 1 General

These General Terms and Conditions apply to all – including future – business relationships, in particular deliveries, services and other legal transactions between HP-T HÖGLMEIER POLYMER-TECH GMBH & CO. KG (HP-T) and the respective customers. Deviating agreements are only binding if they are confirmed by us in writing. The customer’s general terms and conditions are hereby rejected. They shall not be recognized even if we do not expressly object to them again after receipt.

§ 2 Offer and conclusion of contract

(1) Offers made by us are always non-binding until our written order confirmation or until the contract is signed by both parties. Signatures are only valid if they have been made by authorized signatories.

(2) Orders require our written confirmation to be valid. The delivery of goods does not constitute confirmation.

(3) Orders placed by telephone are binding for the customer, but for us only upon written order confirmation. Objections to the order confirmation shall be admissible within one week after receipt and must be made in writing.

(4) Documents belonging to the offer (illustrations, drawings, etc.), weight specifications, dimensions and performance data are only approximate and non-binding, unless they are expressly designated as binding. These documents may not be made accessible to third parties.

(5) We reserve the right to withdraw from the contract in all cases of force majeure, e.g. civil unrest, war and extraordinary official measures affecting this contract.

§ 3 Remuneration / Terms of payment / Offsetting

(1) All prices are subject to change without notice until the contract is concluded and are always net ex warehouse Raitenbuch, unless otherwise stated on the front of the order. The applicable value added tax shall be charged and shown separately.

(2) Our prices do not include packaging, shipping and other ancillary costs, unless this has been agreed. The weight determined at the time of dispatch of the consignment shall be decisive for the issue of the invoice; in the case of quantities of raw materials accepted, less foreign materials, which shall be deducted from the weight at a flat rate of 8%.

(3) We reserve the right to change prices for deliveries and services which take place later than 4 months after conclusion of the contract.

(4) Unless otherwise agreed, payments shall be made in EUR by bank transfer. Other means of payment shall only be accepted by agreement and only on account of performance.
All associated costs, e.g. collection costs, shall be borne by the customer.

(5) Payments shall be made within 30 days of the invoice date.

(6) Should the customer’s financial circumstances deteriorate after conclusion of the contract, should bills of exchange be protested or should events indicate that the customer’s creditworthiness is impaired, claims shall become due immediately and the customer shall be in default immediately.
In such cases and in the event of non-compliance with the terms of payment, HP-T has the right to withhold deliveries of goods or to withdraw from the contract.

(7) The receipt of payment, not the order to your bank, shall be deemed to be fulfillment of payment. In the case of payment by check, we will deposit it immediately. The date of payment fulfillment is the credit entry to our account.

(8) In the event of late payments, default interest of 8% above the prime rate of the ECB (for consumer customers 5% above the prime rate) shall be charged in relation to the respective order value.

(9) Offsetting is only permitted with counterclaims that are undisputed by us or have been legally established.

§ 4 Delivery / Transfer of risk / Acceptance

(1) Delivery periods are always non-binding.

(2) The place of performance for the services of HP-T is the place of business. In the event of transportation at the request of the Customer to a place other than the place of performance, this shall be at the expense and risk of the Customer. If delivery “free domicile” has been agreed, the transfer of risk shall not be affected. This does not apply to customers who are not entrepreneurs.

(3) The risk of damage or loss during transportation shall pass to the customer at the latest when the goods leave the warehouse, even in the case of carriage paid delivery.

(4) If the dispatch of the goods is delayed for a reason for which HP-T is not responsible, the risk shall pass to the Customer upon notification of readiness for dispatch. The same applies if the Customer does not accept the goods or if HP-T has a right of retention.

(5) If delivery on call has been agreed or if a delivery period has not been agreed, HP-T shall be entitled to demand acceptance of the goods or to deliver and invoice them no later than 3 months after the date of order confirmation, even if the customer has not yet made the call. If acceptance of the goods is requested, they shall be stored at HP-T from that time onwards for the account and at the risk of the Customer.

(6) The customer shall confirm receipt of the delivery on the delivery bill upon receipt. The delivery must be checked for completeness and damage.

(7) Upon delivery of the goods, HP-T shall provide a factory test certificate in accordance with EN 10204-2.3. The values measured there indicate the quality characteristics of the goods. The Customer has the opportunity to check the quality of the goods upon receipt in the same way, otherwise the values measured by HP-T are decisive.

(8) If the customer refuses to confirm acceptance of ordered goods on the delivery bill, the goods shall be deemed to have been accepted upon resale or processing, but no later than 14 days after delivery. In the event of non-acceptance, the customer shall be in default of payment.

(9) In all cases, the customer only receives the power of disposal of the goods in Germany. This also applies in particular to transportation by the customer. In such cases, the Customer shall also take possession of the goods for HP-T via a forwarding agent, thereby providing HP-T with the power of disposal. Contrary to § 5 of these GTC, the Customer may only dispose of the goods with the consent of HP-T.

§ 5 Retention of title

(1) The delivered goods together with the associated documents and samples shall remain our property until all claims arising from our business relationship with the customer, including future claims, have been paid in full.

(2) The retention of title shall apply irrespective of any earlier transfer of risk.

(3) If the reserved goods are combined or mixed, we shall be entitled to the resulting co-ownership share in the new item in the amount of the sales price invoiced to the customer plus VAT.

(4) The Customer may only resell the delivered goods or the processed goods in the ordinary course of business and hereby assigns to HP-T the claims obtained in this respect. The Customer may collect the assigned claims as long as he fulfills his payment obligation to HP-T. In particular, he may not assign the claims to third parties. The Customer shall forward the amounts received to HP-T without delay, insofar as the claims of HP-T are due.

(5) The customer is not permitted to assign or pledge the goods as security. The customer warrants that our claims are not subject to a prohibition of assignment, nor are they covered by blanket assignments by third parties and that he will exclude our claims from this in the case of future blanket assignments. The customer must inform us immediately of all access by third parties, in particular enforcement measures and other impairments of our reserved and co-ownership as well as the claims assigned to us. If he and his customers do not comply with these provisions, the customer shall reimburse us for all damages and costs, including such costs incurred by us as a result of intervention measures against access by third parties.

§ 6 Service disruptions / service changes

(1) In the event of performance disruptions for which HP-T is not responsible (e.g. force majeure, accidents, unforeseen obstacles, strikes, etc. – including at suppliers), the customer must agree to a reasonable postponement of the deadlines or HP-T may withdraw from the contract.

(2) If the Customer is responsible for the disruption/delay, HP-T may demand reasonable compensation for the additional expenses incurred.

(3) If the customer requests changes to the service, the amount of remuneration will be adjusted accordingly. In this respect, the request for change shall be deemed as consent to the change in the amount of remuneration. The same applies to the postponement of completion dates.

§ 7 Liability / Warranty

(1) HP-T does not assume any guarantees for the quality of the goods, unless these have been expressly assumed in the form of a written guarantee contract.

(2) The trade in plastic waste (regrind or reclaim) and non-conforming goods (NT goods) is associated with a certain risk due to the possible admixture of foreign substances, which can occur despite the greatest care, and which is also reflected in the favorable price. The customer must be aware of this risk. It is therefore the customer’s sole decision whether to use regenerates, NT goods or regrind instead of original goods for an intended purpose. Should the purchased goods prove to be unsuitable for this purpose, HP-T cannot be held liable. Product liability is therefore excluded. 

(3) HP-T shall only be liable to the Customer for intent and gross negligence.

(4) In the event of slightly negligent breaches of duty, our liability shall be limited to the foreseeable, contractually typical, direct average damage according to the type of goods, work or services. This also applies to slightly negligent breaches of duty by HP-T’s legal representatives or vicarious agents. We shall not be liable to entrepreneurs for slightly negligent breaches of insignificant contractual obligations. The above limitations of liability shall not apply in the event of physical injury or damage to health attributable to HP-T or in the event of loss of life of the customer attributable to HP-T.

(5) HP-T shall be liable on a subsidiary basis following legal action by third parties (extrajudicial action in the case of consumers). In this respect, the claims shall be assigned to the customer.

(6) The warranty period is one year (two years if the customer is not an entrepreneur) and begins on the day the goods are handed over or dispatched to the customer.

(7) The Customer shall notify HP-T in writing of any defects that are obvious and recognizable upon proper inspection within 10 days of acceptance at the latest. After expiry of this period, HP-T shall be released from its warranty obligations.

(8) If the Customer has not inspected the goods within 10 days of receipt (factory test certificate), the values stated on the HP-T factory test certificate shall be decisive. HP-T accepts no liability for defects which occur during processing of the goods and which are based on the fact that the quality parameters are allegedly incorrect. The burden of proof lies with the Customer.

(9) For all other defects reported within the warranty period, the customer may primarily demand subsequent performance (rectification of the defect or replacement delivery). If the chosen type of supplementary performance is associated with disproportionate costs or effort, HP-T is not obliged to provide supplementary performance.

(a) A new delivery of the goods cannot be demanded for minor defects; the claim for supplementary performance is then limited to the elimination of the defect.

(b) In the case of a unique item or defective goods from industrial mass production, replacement delivery is already excluded due to impossibility. In this case, HP-T shall have the right to refuse performance.

(c) In the case of a contract for work and services, HP-T has the right to choose the type of subsequent performance.

(10) In the event of impossibility of subsequent performance, refusal of performance or the unsuccessful expiry of the subsequent performance period, the customer shall be entitled to withdraw from the contract or reduce the purchase price. The customer must submit a corresponding declaration of intent within the warranty period. Withdrawal and reduction are no longer possible once the limitation period has expired.

(11) The warranty is excluded in particular in the following cases: – if the customer stores the goods incorrectly, – in the event of other improper use or similar reasons.

§ 8 Termination

HP-T shall be entitled to terminate the entire contractual relationship without notice in particular if:

(a) the customer breaches a material provision of a contract concluded with us and does not remedy the breach within 10 days of receipt of the written reminder,

(b) the customer is more than one month in arrears with payments due,

(c) the customer ceases to make payments,

(d) the customer’s financial circumstances deteriorate significantly, insolvency proceedings are initiated against the assets of the customer or, where applicable, the customer’s personally liable partner or sole shareholder (in particular, an application to open insolvency proceedings).

§ 9 Industrial property rights / copyrights

(1) If claims are asserted against the customer for copyright infringement or such claims become known, the customer is obliged to notify HP-T immediately. If this notification is not made, HP-T accepts no liability in this respect.

(2) If HP-T has to deliver goods according to individual data, specifications, samples, etc., the Customer assumes liability for ensuring that no third-party property rights are infringed.
Furthermore, the Customer assumes the risk of suitability for the intended purpose. The same applies to work in the development and design sector.

(3) If a third party prohibits us from manufacturing and delivering goods that are manufactured according to the customer’s data, specifications, samples etc. by invoking a property right to which it is entitled, we shall be entitled, without examining the legal situation, to discontinue the manufacture and delivery and to demand reimbursement of the costs incurred, to the exclusion of any claims for damages by the customer. We reserve the right to assert further claims for damages.

§ 10 Place of jurisdiction

(1) If the customer is an entrepreneur, a legal entity under public law or a special fund under public law, the local court of Weißenburg or the regional court of Ansbach is agreed as the place of jurisdiction for both parties for any disputes arising from the contracts or related legal relationships.

(2) The same applies if the domicile or habitual residence of the customer is unknown at the time the action is brought.

(3) The law of the Federal Republic of Germany shall apply exclusively.

§ 11 Collateral agreements

Collateral agreements, amendments or additions to contracts are only effective if they have been made in writing. In this context, an exchange of letters is sufficient, but not a commercial letter of confirmation. All other general terms and conditions hereby lose their validity.

§ 12 Severability clause

Should individual contractual provisions be or become invalid in whole or in part, this shall not affect the validity of the remaining contractual content. The omitted provision shall be replaced by a provision that comes closest to the purpose of the omitted provision. This applies accordingly to loopholes.

Status: 28.10.2021

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