AGB (general trading conditions)

Unit conditions of the German textile industry

Revised version of 1.1.2002

The unit conditions exclusively apply between buyers

§ 1 place of delivery, supply and acceptance

1. Place of delivery for all achievements from the Lieferungsvertrag is the place of the commercial establishment of the salesman.


2. The supply of the commodity takes place starting from domestic work. The buyer carries these forwarding expenses. The buyer can determine the carrier. The commodity is to be dispatched uninsured. A delivery advice can be agreed upon.

3. In the case of supply starting from foreign camp a pauschalierter camp addition in calculation can be placed.

4. Packing costs for special packing are carried by the buyer.

5. Sorted ones and with combinations salesfair part shipments must take place time near and are to be announced before. Unsorted ones are permitted only with agreement of the buyer.

6. If due to being to blame for the buyer the acceptance does not take place in time, then after its choice the right is entitled to the salesman to issue after setting a respite of 12 days either an arrears calculation or of stand to withdraw or payment of damages require.

§ 2 area of jurisdiction

Area of jurisdiction (also for change and cheque complaints) is after choice of the plaintiff the place of the commercial establishment of one of the parties or the seat of the technical or trust organization responsible for the supplier. The court called first is responsible.

§ 3 subject-matter of the contract

1. The supply of the commodity takes place to certain dates (working-day or a certain calendar week). All sales are locked only at certain quantities, articles, qualities and fixed prices. Hieran are bound both parties. Commission business is not transacted.

2. Orders for block are permissible and must be limited with conclusion of a contract. The period for accepting delivery may amount to at the most 12 months.

§ 4 interruption of the supply

1. With higher force, labor dispute measures and other undeserved operational disturbances, which took longer than one week or to presumably last, become the Lieferungsfrist and/or period for accepting delivery easily by the duration of the handicap, at the latest however by 5 weeks plus subsequent delivery period extends. The extension occurs only if knowledge is given to the other party immediately by the reason of the handicap, as soon as it is to be surveyed that the aforementioned period cannot be kept.

2. If the supply and/or acceptance did not take place in time, then the other Contracting Party can withdraw from the contract. She must announce this in writing however at least two week before practice of the right of withdrawal.

3. On request it was not communicated to the other Contracting Party immediately that it am not in time supplied and/or removed and has the handicap longer than 5 weeks lasted, can withdraw the other Contracting Party immediately from the contract.

4. Requirements for compensation are impossible, if the respective Contracting Party met its Obliegenheiten in accordance with Ziff.1-3.

§ 5 subsequent delivery period

1. At expiration of the time for delivery without explanation one subsequent delivery period is set from 12 days in run. At expiration the cancellation of the contract under exclusion from claims for damages applies for the subsequent delivery period as effected.

The cancellation of the contract after numbers. 1 sentence 2 does not occur, if the buyer explains to the salesman during the subsequent delivery period that he insists on fulfilment of the contract. The salesman becomes however free from the delivery obligation, if the buyer does not express itself on request of the salesman within the subsequent delivery period whether he insists on fulfillment of a contract.

2. Firm bargains are not transacted. If the parties agree in individual cases expressly that the commodity for a certain action is intended, however a firm date of delivery without respite can be agreed upon. With exceeding of this date of delivery the buyer can require substitution of special expenditures for the ordered commodity, at the most however at height of the purchase price of the ordered commodity. Large requirements are impossible. The buyer can because of the defectiveness of the action commodity only the purchase price reduce or from the contract withdraw.

3. If the buyer wants to stress payment of damages instead of the achievement, then he must set a 4-Wochenfrist for the salesman with the menace that he at expiration of the term reject the fulfilment. The period is counted from the day on, on which the report of the buyer goes off by writings. This regulation applies in case of the numbers. 1 sentence 2 in place of the resignation specified there only, if this period setting of the buyer reached to the salesman within the subsequent delivery period.

4. For camp commodity and NOS commodity ready for dispatch - „Never out OF stick “- the subsequent delivery period amounts to 5 working-days. In the case of nondelivery is the buyer immediately too inf ormieren. Im übrigen gelten die Bestimmungen der Ziff. 1 und 3.

5. Before expiration of the subsequent delivery period requirements of the buyer are impossible because of late supply.

§ 6 notice of defect

1. Notices of defect are to be mailed at the latest within 12 days after receipt of the commodity to the salesman.

2. After cut or processing of the supplied commodity otherwise begun each objection of open lack is impossible.

3. Small ones, technically avoidable deviations of the quality, color, width, the weight, the equipment or the Dessins may not not be complained of. This applies also to commercial deviations, unless the salesman explained a sample-faithful supply in writing.

4. With entitled notices of defect the salesman has the right to rework or supply of faultless substitute within 12 days after receiving back of the commodity. In this case the salesman carries the freight charges. If the Nacherfüllung failed, the buyer has only the right the purchase price to reduce or from the contract withdraw.

5. At expiration in numbers. 4 period mentioned has the buyer only the right to reduce the purchase price or withdraw from the contract.

The buyer has 6 hidden lack immediately after their discovery opposite the salesman to rügen. The buyer can reduce the purchase price due to in time reprimanded lack only or withdraw from the contract.

§ 7 payment

1. The calculation is issued for the day of the supply and/or the supply of the commodity. Postponing of the maturity (fixing the value of) is in principle impossible.

2. Calculations are payable:

1. within 10 days after rendering of invoice and goods despatch with 4% express discount payment
2. from 11. to 30. Day after rendering of invoice and goods despatch with 2,25% discount payment
3. from 31. to 60 day after rendering of invoice and goods despatch net.

Starting from that 61. Day occurs delay in accordance with § 286 II No. 1 BGB.

3. In place of cash money, if cheque or transfer is accepted by the salesman change, then becomes in the taking in of the changes after the net goal of 61. Days starting from rendering of invoice and goods despatch an addition of 1% of the amount of a bill of exchange computes.

4. Instead of the managing regulation can be adjusted as follows, if the buyer commits itself hieran at least 12 months:

To this kind of adjustment the numbers apply. 1-3 accordingly.

5. Alterations of the adjustment way are to be announced 3 months before.

6. Vorzinsen are granted in no case.

7. Payments are always used for the payment of the oldest due debit items plus the interests accumulated on it.

8. For the day of the dispatching of the payment is relevant in each case of the post office outlet stamps. During bank credit transfer the Vortag of the credit note of the bank of the salesman applies as a day of the dispatching of the payment.

§ 8 payment after maturity

1. During payments after maturity interest is computed of 8% over the respective basis interest rate of the German Federal Bank.

2. Before complete payment of due invoice amounts including interest the salesman is obligated to no further supply from any current contract. The asserting of a damage caused by default remains reserving.
3. With delay of payment of the buyer or with threatening inability to pay or other substantial degradation of financial circumstances of the buyer the salesman can require cash payment before delivery for setting a respite of 12 days for still pending supplies from any current contract under abolishment of the date of payment or withdraw from the contract or make payment of damages valid.

§ 9 manner of payment

1. The set-off along and the retention of due invoice amounts is permissible only with undisputed or validly determined demands. This applies also in case of the Zahlungseinstellung of the salesman. Other departures (e.g. postage) are inadmissible.

2. Changes, as far as they are taken in payment, are accepted only against refunding expenses. Changes and acceptances with a running time of more than three months are not accepted.

§ 10 retention of title

1. The commodity remains up to the complete payment of all demands from goods deliveries from the entire business relation, including secondary claims, claims for damages and redemptions of cheques and changes, property of the salesman. The retention of title remains existing also if individual demands of the salesman are taken up to a current calculation and the balance is drawn and recognized.

2. If the reservation commodity is connected from the buyer to a new mobile thing, mixes or processes, then this takes place for the salesman, without this is obligated from this. By the connection, mixture or processing the buyer does not acquire the property in accordance with §§ 947 FF BGB at the new thing. In the case of connection, mixture or processing with the salesman not belonging things the salesman acquires co-ownership at the new thing in accordance with the relationship of the invoice value of his reservation commodity to the total value.

3. If into the Geschäftsabwicklung between salesmen and buyers an centraladjusting place is switched on, which takes over del credere, the salesman transfers the property on dispatching the commodity to the centraladjusting place with the dilatory condition of the payment of the purchase price by the central adjuster. The buyer becomes only free with payment by the central adjuster.

4. The buyer is entitled to the far sale or to the subsequent treatment only with consideration of the following conditions.

5. The buyer may sell or process the reservation commodity only in the normal business concern and if his financial circumstances lastingly not to worsen.

6a. The buyer retires hereby the demand with all Nebenrechten from resale to the reservation commodity - including any demand for balance on the salesman.

6b. If the commodity was connected, mixed or finished and the salesman attained hieran at height of its invoice value co-ownership, is entitled the demand for purchase price to him proportionately for the value of its rights at the commodity.

6c. If the buyer sold the demand in the context of the genuine Factorings, the buyer surrenders the demand stepping to their place against the Factor to the salesman and passes its proceeds of sale on proportionately for the value of the rights of the salesman at the commodity to the salesman. The buyer is committed to reveal to the Factor the transfer if it is than 10 days overdue with the payment of a calculation more or if his financial circumstances worsen substantially.

The salesman accepts this transfer.

7. The buyer is authorized, as long as he follows his liabilities, to draw in the retired demands. The collection authorization expires with delay of payment of the buyer or with substantial degradation of financial circumstances of the buyer. In this case the salesman is authorized hereby by the buyer to inform the customers from the transfer to and draw in the demands themselves.

For the asserting of the retired demands the buyer must give the necessary information and permit the examination of these information. In particular it has the salesman on demand an exact list it being entitled demands with names and address of the customers, height of the individual demands to hand invoice date out etc.

8. If the value of security its existing for the salesman exceeds all demands around more than 10%, then the salesman upon the requests of the buyer is to that extent obligated to the release of collateral after its choice.

9. Verpfändung or transfer by way of security of the reservation commodity and/or the retired demands is inadmissible. The salesman under indication of the seizing creditor is to be informed by seizing immediately.

10. If the salesman in practice of its retention of title right takes the delivery article back, then only then a cancellation of the contract is present, if the salesman explains this expressly. The salesman can satisfy himself from the taken back reservation commodity through free-handled sales.

11. The buyer keeps the reservation commodity for the salesman free of charge. It has it against the usual dangers to be e.g. insured as fires, theft and water to the common extent. The buyer steps hereby its claims for damages, which are entitled to him from damage of the above-mentioned kind against insurance companies or other spareobligated, to the salesman at height of the invoice value of the commodity off. The salesman accepts the transfer.

12. All demands as well as rights from the retention of title at all special forms specified in these conditions remain up to the complete exemption of contingent liabilities (cheque exchanges), which the salesman in the interest of the buyer were received, to consist. The buyer is it in case of the set of 1 in principle permitted to operate Factoring for its accounts receivable. It has to inform however before entering contingent liabilities the salesman about it.

§ 11 applicable right

It applies the right of the Federal Republic of Germany. The convention of the United Nations over contracts over the international goods purchase of 11.04.1980 is excluded.