SOILTEC GmbH
Seat of the company
Gewerbepark Uesen
Neue Finien 7a
D-28832 Achim
Telefon: +49-4202-7670-0
Telefax: +49-4202-7670-60
eMail: [email protected]
Managing Director
Thomas Günter Birkenfeld und Kai Stefan Tietjen
IT officer
Björn Drinkmann
Commercial Register
HRB 424 Achim
VAT number
DE 116 735 797
Shareholder
Thomas Günter Birkenfeld
Complaints procedure via online dispute resolution for consumers (OS): http://ec.europa.eu/consumers/odr/. We are not willing and not obliged to participate in a dispute settlement procedure before a consumer arbitration board.
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Copyright
These websites and their content are subject to German ancillary copyright law. Unauthorized duplications outside the narrow limits of the Copyright Act are prohibited without our written consent.
Liability for links
The external links to third-party offers within the scope of this offer lead to the content of the respective provider and are not our responsibility. These references are recognizable as such from the context or are marked separately. We have no influence whatsoever on the content provided there and do not adopt it as our own through the links. In particular, we expressly distance ourselves from the statements that can be called up there. A liability can only be justified if we are aware of legal violations and it is technically possible and reasonable for us to prevent their use (§ 5 Para. 2 TDG / MDStV). We have checked the third-party content for possible legal violations to an extent that is reasonable for us. Violations of copyright, trademark or personality rights or violations of competition law on the websites of third-party providers were not obvious and we are just as little aware of any criminal offenses committed there.
1. Copyrights
Copyright 2004 SOILTEC GMBH, Achim, Germany. All rights reserved. All texts, references and images as well as their arrangements on our website are subject to copyright and other laws protecting intellectual property. They may not be copied, modified or made accessible to third parties, neither for commercial purposes nor for mere dissemination. The SOILTEC GMBH website may also contain third-party proprietary notices and copyright information that must be followed.
2. Performance and Warranty
SOILTEC GMBH has carefully compiled information that you find on these websites; nevertheless, a complete elimination of errors is not possible. SOILTEC GMBH does not guarantee that the information provided on its websites is correct, up-to-date or complete. The user is solely responsible for verifying this. As far as information about vehicle parts is found on these websites, these are to be regarded as approximate. We reserve the right to make changes in construction and delivery, changes in the terms of sale and changes in prices. Statements about prices and features, about statutory, legal and tax regulations and effects refer to the Federal Republic of Germany, represent the current state of knowledge of SOILTEC GMBH and are not binding. SOILTEC GmbH reserves the right to make changes, additions or deletion of the information provided without prior notice. In no event shall SOILTEC GMBH be liable for any direct, indirect, special or other consequential damage resulting from the use of one of its websites or (see below 3.) a website linked to it, unless SOILTEC acted with intent or gross negligence GmbH. Any liability for loss of profit, business interruption, loss of programs or other data is excluded in this respect.
SOILTEC GMBH is also only liable for intent, gross negligence, according to the Product Liability Act and within the scope of guarantees expressly granted by SOILTEC GMBH or mandatory by law.
All offers contained on the websites of SOILTEC GMBH are subject to change and non-binding. They represent a legal request for the user to submit an offer.
3. Disclaimer - Links to Third Party Sites
SOILTEC GmbH assumes no responsibility for websites operated by third parties, i.e. not operated by SOILTEC GMBH itself, to which reference is made by links or which can be reached via links from their pages and does not adopt these pages as their own. Such sites are beyond the influence and creative access of SOILTEC GMBH, so that SOILTEC GMBH expressly distances itself from all current and future illegal content of linked sites. This also applies to third-party entries in guest books set up by SOILTEC GMBH.
4. Security
If you (want to) send an e-mail to SOILTEC GMBH via your private e-mail account, you should note that due to the technical structure of the Internet, you should take your own precautions to ensure the confidentiality and integrity of the e-mail content have to. For this you can e.g. B. use commercially available encryption software.
If you (want to) send an e-mail directly from the contact area of SOILTEC GMBH, you should note that this data is transmitted unencrypted and therefore SOILTEC GMBH cannot guarantee the confidentiality and integrity of the e-mail content.
5. Choice of Law
With the exception of conflict of law provisions, German law applies to the use of the websites of SOILTEC GMBH and these Terms of Use.
Copyright 2004 SOILTEC GMBH, Achim, Germany. All rights reserved.
For questions or problems please contact: [email protected]
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General conditions of sale
I.
General, scope
(1) These General Terms and Conditions of Sale (AVB) apply to all of our business relationships with our customers (hereinafter: “Buyer” and/or “Orderer”). They apply to our SOILTEC GEOSYSTEMS and SOILTEC MASS TRANSIT brands and the goods sold under these brands and their segments (FILTERPAVE, GREENFIX, SOILWEB, SKY GARDEN, AMUSEMENT RIDES, GENERAL SPAREPARTS, MARINE OFFSHORE and CONSTRUCTION MACHINERY). The AVB only apply if the buyer/orderer is an entrepreneur (§ 14 BGB), a legal entity under public law or a special fund under public law.
(2) The AVB apply in particular to contracts for the sale and/or delivery of movable items (hereinafter also: "goods"), regardless of whether we manufacture the goods ourselves or buy them from suppliers (§§ 433, 651 BGB ). Insofar as the assembly of the goods is also contractually agreed as part of the sale or separately, these AVB also apply to the assembly, provided that no separate provisions in this regard are contained in the individual contract. The current version of the AVB also applies as a framework agreement for future contracts for the sale and/or delivery and assembly of movable items with the same buyer/customer, without us having to refer to them again in each individual case; In this case, we will immediately inform the buyer/orderer of any changes to our AVB.
(3) Our AVB apply exclusively. Deviating, conflicting or supplementary general terms and conditions of the buyer/customer only become part of the contract if and to the extent that we have expressly agreed to their validity. This requirement for consent applies in any case, for example even if we carry out the delivery to the buyer/customer without reservation while being aware of the general terms and conditions of the buyer/customer.
(4) In individual cases, individual agreements made with the buyer/orderer (including ancillary agreements, additions and changes) always take precedence over these AVB. A written contract or our written confirmation is decisive for the content of such agreements.
(5) Legally relevant declarations and notifications that are to be submitted to us by the buyer/customer after the conclusion of the contract (e.g. setting deadlines, notifications of defects, declaration of withdrawal or reduction) must be in writing in order to be effective.
(6) References to the validity of legal regulations are only of clarifying importance. Even without such a clarification, the statutory provisions apply unless they are directly modified or expressly excluded in these AVB.
II.
§ 1 Conclusion of contract
(1) Our offers are subject to change and non-binding. This also applies if we have provided the buyer/customer with catalogues, technical documentation (e.g. drawings, plans, calculations, references to DIN standards), other product descriptions or documents - also in electronic form - to which we have ownership and copyrights reserved.
(2) The ordering of the goods by the buyer/customer is considered a binding contract offer. Unless otherwise stated in the order, we are entitled to accept this contract offer within 7 working days of receipt.
(3) Acceptance can be declared either in writing (e.g. by order confirmation) or by delivery of the goods to the buyer/orderer.
§ 2 Delivery period, default
(1) The delivery period is agreed individually or specified by us when accepting the order.
(2) If we are unable to meet binding availability deadlines for reasons for which we are not responsible (e.g. non-availability of the service, labor disputes), we will inform the buyer/orderer of this immediately and at the same time inform us of the expected new deadline. If the service is also not available within the new period, we are entitled to withdraw from the contract in whole or in part; we will immediately reimburse any consideration already rendered by the buyer/orderer. A case of non-availability of the service in this sense is, in particular, the failure to receive delivery from our supplier in good time if we have concluded a congruent hedging transaction, neither we nor our supplier are at fault or we are not obliged to procure in individual cases.
(3) The occurrence of our default is determined by the statutory provisions. In any case, however, a reminder by the buyer/orderer is required. If we are in default, the buyer/orderer can demand lump-sum compensation for his damage caused by the default. In the event of a delay in delivery, the flat-rate compensation for each full calendar week of delay is 0.5% of the net price (value of the goods), but no more than 5% of the value of the goods provided late.
We reserve the right to prove that the buyer/orderer suffered no damage at all or only less damage than the above flat rate.
(4) The rights of the buyer/customer according to § 8 of these AVB and our statutory rights, in particular in the event of an exclusion of the obligation to perform (e.g. due to the impossibility or unreasonableness of the service and/or subsequent performance) remain unaffected.
§ 3 Cooperation and assistance of the buyer/orderer
The buyer/orderer has to provide all cooperation actions incumbent on him in good time so that we can guarantee timely provision (in the case of mail-order sales, delivery).
The buyer/orderer must also provide drawings, data sheets and hazard data sheets.
§ 4 Delivery, Passing of Risk, Acceptance, Default of Acceptance
(1) The delivery takes place according to the Incoterm codes 2010 EX Works (EXW) from our company in 28832 Achim, which is also the place of performance. If offered accordingly, we are also entitled to have the goods delivered directly by our producer Free Carrier (FCA) to the buyer/customer. At the request and expense of the buyer/customer, the goods will be sent to another destination (sales by mail). Unless otherwise agreed, we are entitled to determine the type of shipment (in particular transport company, shipping route, packaging) ourselves.
(2) The risk of accidental loss and accidental deterioration of the goods passes to the buyer/customer at the latest when the goods are handed over from our works in 28832 Achim in accordance with the Incoterms 2010 EXW regulation or when the goods are handed over to the forwarding agent, the carrier or the otherwise to the person or institution designated to carry out the shipment in accordance with the Incoterms 2010 FCA regulation. In the case of mail-order sales, the risk of accidental loss and accidental deterioration of the goods as well as the risk of delay passes when the goods are handed over to the forwarding agent, carrier or other person or institution responsible for carrying out the shipment ex our works in 28832 Achim. If acceptance has been agreed, this is decisive for the transfer of risk. For the rest, the statutory provisions of the law on contracts for work and services apply accordingly to an agreed acceptance. The provision of the goods or acceptance is the same if the buyer/orderer is in default of acceptance. Complaints about recognizable defects are excluded after acceptance has taken place, unless a reservation has been agreed.
(3) If the buyer/orderer is in default of acceptance, fails to cooperate or if our provision of the goods (in cases of mail-order sales, delivery) is delayed for other reasons for which the buyer/orderer is responsible, we are entitled to claim compensation for the resulting damage including additional expenses (e.g. storage costs). For this we charge a flat fee of 0.14% of the order value per calendar day, starting with the notification of the availability of the goods.
Evidence of greater damage and our legal claims (in particular reimbursement of additional expenses, reasonable compensation, termination) remain unaffected; however, the lump sum is to be offset against further monetary claims. The buyer/customer is entitled to prove that we have suffered no damage at all or only a significantly lower damage than the above flat rate.
§ 5 Prices and terms of payment
(1) Unless otherwise agreed in individual cases, our current prices at the time the contract is concluded apply, plus statutory sales tax.
(2) In the case of mail-order sales (§ 4 Paragraph 1), the buyer/orderer bears the transport costs ex works and the costs of any transport insurance requested by the buyer/orderer. Any customs duties, fees, taxes and other public charges are borne by the buyer/orderer. We do not take back transport packaging or any other packaging in accordance with the Packaging Ordinance, it becomes the property of the buyer/orderer; pallets are excluded.
(3) Unless otherwise agreed in individual cases and in the case of appropriate creditworthiness, the purchase price is due and payable within 14 days net without deductions from the date of invoicing. In the case of contracts with a sales value of more than EUR 10,000.00, however, we are entitled to request a down payment of 50% of the purchase price. The deposit is due and payable within 14 days of invoicing.
(4) The buyer/customer is in default after the above payment period has expired. Interest is to be paid on the purchase price during the delay at the applicable statutory default interest rate. We reserve the right to assert further damage caused by delay. Our claim to the commercial maturity interest (§ 353 HGB) remains unaffected in relation to merchants.
(5) The buyer/customer is only entitled to set-off or retention rights if his claim has been legally established or is undisputed. In the event of defects in the delivery in cases of an agreed mail order purchase, the counterclaims of the buyer/customer remain unaffected, in particular in accordance with Section 8 Paragraph 6 Clause 2 of these AVB.
(6) If, after the conclusion of the contract, it becomes apparent that our claim to the purchase price is at risk due to the buyer's/customer's inability to pay (e.g. due to an application for the opening of insolvency proceedings), we are entitled to refuse performance in accordance with the statutory provisions and - if necessary after setting a deadline – entitled to withdraw from the contract (§ 321 BGB). In the case of contracts for the production of non-fungible items (custom-made products), we can declare our withdrawal immediately; the statutory provisions on the dispensability of setting a deadline remain unaffected.
§ 6 Installation & Advice
(1) The customer is responsible for the proper installation of the materials supplied. Both the installation by the entrepreneur and the training and instruction of the customer or his employees / sub-
Entrepreneurs and suppliers are not included in the scope of services. These services are provided only on the basis of a corresponding agreement and are charged separately.
§ 7 Retention of title
(1) We reserve ownership of the goods sold until all our current and future claims from the purchase contract and an ongoing business relationship (secured claims) have been paid in full.
(2) The goods subject to retention of title may not be pledged to third parties or assigned as security before the secured claims have been paid in full. The buyer/orderer must inform us immediately in writing if and to the extent that third parties access the goods belonging to us.
(3) If the buyer/customer breaches the contract, in particular if the purchase price due is not paid, we are entitled to withdraw from the contract in accordance with the statutory provisions and/or to demand the return of the goods on the basis of the retention of title. The demand for return does not include a declaration of withdrawal; on the contrary, we are entitled to only demand the return of the goods and to reserve the right to withdraw from the contract. If the buyer/customer does not pay the purchase price due, we may only assert these rights if we have previously unsuccessfully set the buyer/customer a reasonable deadline for payment or setting such a deadline is unnecessary under statutory provisions.
(4) The buyer/orderer is authorized to resell and/or process the goods subject to retention of title in the ordinary course of business. In this case, the following provisions also apply.
(a) The retention of title extends to the products created by processing, mixing or combining our goods at their full value, whereby we are considered the manufacturer. If third-party goods are processed, mixed or combined with third-party goods, we acquire co-ownership in proportion to the invoice value of the processed, mixed or combined goods. Otherwise, the same applies to the resulting product as to the goods delivered under retention of title.
(b) Claims against third parties arising from the resale of the goods or the product are already assigned to us by the buyer/customer in total or in the amount of our possible co-ownership share in accordance with the previous paragraph as security. We accept the assignment. The obligations of the buyer/orderer mentioned in paragraph 2 also apply with regard to the assigned claims.
(c) The buyer/customer remains authorized to collect the claim alongside us. We undertake not to collect the claim as long as the buyer/customer meets his payment obligations to us, does not default on payment, no application for the opening of insolvency proceedings has been filed and there is no other deficiency in his ability to pay. If this is the case, however, we can demand that the buyer/customer informs us of the assigned claims and their debtors, provides all the information required for collection, hands over the relevant documents and informs the debtors (third parties) of the assignment.
(d) If the realizable value of the securities exceeds our claims by more than 10%, we will release securities of our choice at the request of the buyer/customer.
§ 8 Claims for defects by the buyer/orderer
(1) The statutory provisions apply to the rights of the buyer/orderer in the event of material defects and defects of title (including incorrect and short deliveries as well as defective operating instructions), unless otherwise specified below. In all cases, the special statutory provisions for final delivery of the goods to a consumer (supplier recourse in accordance with §§ 478, 479 BGB) remain unaffected.
(2) Our liability for defects is primarily based on the agreement made on the quality of the goods. Our product description or current data sheets, which are the subject of the individual contract, apply as an agreement on the quality of the goods.
(3) If the quality has not been agreed, it is to be assessed according to the statutory regulation whether there is a defect or not (§ 434 Para. 1 Clause 2 and 3 BGB). However, we assume no liability for public statements by the manufacturer or other third parties (e.g. advertising statements).
(4) The buyer's/customer's claims for defects presuppose that he has complied with his statutory inspection and notification obligations (§§ 377, 381 HGB). If a defect is found during the inspection or later, we must be notified immediately in writing. The notification is deemed to be immediate if it is made within two weeks, whereby the timely dispatch of the notification is sufficient to meet the deadline. Irrespective of this obligation to examine and give notice of defects, the buyer/orderer must report obvious defects (including incorrect and short deliveries) in writing within two weeks of delivery, whereby timely dispatch of the notification is sufficient to meet the deadline. If the buyer/orderer fails to carry out the proper inspection and/or notification of defects, our liability for the non-notified defect is excluded.
(5) If the delivered item is defective, we can initially choose whether to provide supplementary performance by eliminating the defect (repair) or by delivering a defect-free item (replacement delivery). Our right to refuse supplementary performance under the statutory requirements remains unaffected.
(6) We are entitled to make the supplementary performance owed dependent on the buyer/customer paying the purchase price due. However, the buyer/orderer is entitled to retain a part of the purchase price that is reasonable in relation to the defect.
(7) The buyer/orderer must give us the time and opportunity required for the supplementary performance owed, in particular to hand over the goods complained about for inspection purposes. In the event of a replacement delivery, the buyer/orderer must return the defective item to us in accordance with the statutory provisions. Subsequent performance includes neither the removal of the defective item nor the reinstallation if we were not originally obliged to install it. This also applies to final deliveries of the goods to a consumer.
(8) We shall bear the expenses required for the purpose of testing and supplementary performance, in particular transport, travel, labor and material costs (not: removal and installation costs), if there is actually a defect. However, if a request by the buyer/customer to remedy the defect turns out to be unjustified, we can demand reimbursement of the costs incurred from the buyer/customer.
(9) In urgent cases, e.g. if there is a risk to operational safety or to prevent disproportionate damage, the buyer/orderer has the right to remedy the defect himself and to demand compensation from us for the expenses objectively required for this. We must be informed immediately, if possible beforehand, of such a self-performance. The right to take action ourselves does not exist if we were entitled to refuse subsequent performance in accordance with the statutory provisions.
(10) If the supplementary performance has failed or if a reasonable period of time to be set by the buyer/customer for supplementary performance has expired without success or is unnecessary according to the statutory provisions, the buyer/customer can withdraw from the purchase contract or reduce the purchase price. In a minor defect, however, there is no right of withdrawal.
(11) Claims by the buyer/customer for damages or reimbursement of wasted expenses exist only in accordance with Section 8 and are otherwise excluded.
§ 9 Other Liability
(1) Unless otherwise stated in these AVB including the following provisions, we shall be liable in the event of a breach of contractual and non-contractual obligations in accordance with the relevant statutory provisions.
(2) We are liable for damages – for whatever legal reason – in the event of intent and gross negligence.
We are only liable for simple negligence
a) for damage resulting from injury to life, limb or health,
b) for damages resulting from the breach of a material contractual obligation (obligation, the fulfillment of which is essential for the proper execution of the contract and on the observance of which the contractual partner regularly relies and may rely); in this case, however, our liability is limited to compensation for the foreseeable, typically occurring damage.
(3) The limitations of liability resulting from paragraph 2 do not apply if we have fraudulently concealed a defect or have assumed a guarantee for the quality of the goods. The same applies to claims by the buyer/customer under the Product Liability Act.
(4) Due to a breach of duty that does not consist of a defect, the buyer/orderer can only withdraw or terminate the contract if we are responsible for the breach of duty. A free right of termination of the buyer/orderer (in particular according to §§ 651, 649 BGB) is excluded. Otherwise, the statutory requirements and legal consequences apply.
§ 10 Statute of limitations
(1) Contrary to Section 438 Paragraph 1 No. 3 BGB, the general limitation period for claims arising from material and legal defects is one year from handover in accordance with Incoterms 2010 EX Works or FCA. If acceptance has been agreed, the limitation period begins with acceptance.
(2) However, if the goods are a building or an item that has been used for a building in accordance with its usual purpose and has caused its defectiveness (building material), the limitation period according to the statutory regulation is 5 years from handover (§ 438 para. 1 no. 2 BGB). Also unaffected are special statutory provisions for third-party restitution claims (§ 438 Para. 1 No. 1 BGB), in the case of fraudulent intent on the part of the seller/customer (§ 438 Para. 3 BGB) and for claims in supplier recourse in the case of final delivery to a consumer (§ 479 BGB). .
(3) The above limitation periods of sales law also apply to contractual and non-contractual claims for damages by the buyer/customer based on a defect in the goods, unless the application of the regular statutory limitation period (§§ 195, 199 BGB) would in individual cases lead to a result in a shorter statute of limitations. The limitation of the product liability law remain unaffected in any case. Otherwise, the statutory limitation periods apply exclusively to claims for damages by the buyer/customer in accordance with Section 8.
§ 11 Choice of law, place of jurisdiction and contract language
(1) The law of the Federal Republic of Germany applies to these AVB and all legal relationships between us and the buyer/orderer, excluding uniform international law, in particular the UN Sales Convention. Requirements and effects of the retention of title according to § 6 are subject to the law at the respective storage location of the item, insofar as the choice of law made in favor of German law is inadmissible or ineffective.
(2) If the buyer/orderer is a merchant within the meaning of the German Commercial Code, a legal entity under public law or a special fund under public law, the exclusive - also international - place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship is our place of business in 28832 Achim or .the location of the competent district court in Verden. However, we are also entitled to bring an action at the general place of jurisdiction of the buyer/orderer.
(3) The contract language is German, which is why these conditions are only applicable in their German version.