TREX.PARTS GmbH & Co. KG general business terms and conditionsI. General
The terms of business outlined below will apply to all contracts, deliveries and other services, including gratuitous and non-gratuitous advisory services for dealers or contractors, unless expressly stated otherwise in writing by the seller. Under these terms and conditions, contractors are natural or legal persons or legal partnerships acting as part of their commercial or independent professional activities. If the buyer wishes to be exempted from these terms and conditions, immediate written notification is required. Other general business terms and conditions set forth by the buyer will not apply. The buyer’s terms will not form part of the contract even if the seller does not object to them, and the delivery/service specified in the contract is provided without reservation. Any agreements deviating from these terms and conditions should be included in the contract in writing.
II. Offer and scope of delivery
1. All offers from the seller are non-binding. Documents relating to offers such as images, drawings, weights and measurements are approximate unless expressly stated otherwise. Amendments are inappropriate and should no longer be accepted by the buyer if they exceed the standard sizes. Services and operating costs are given as average values.
2. By placing an order the buyer declares that he or she wishes to purchase the goods ordered. The seller is entitled to accept the contract offer represented by the order within two weeks of receipt.
3. If the buyer orders good electronically we will immediately confirm receipt of the order. The order confirmation does not constitute binding acceptance of the order.
4. If the buyer orders goods electronically we will save a copy of the contract text and, upon request, email it to the buyer together with the current business terms and conditions.
III. Price and payment
1. Prices are quoted ex warehouse or, if shipped from the manufacturer, ex works, excluding packaging. Prices are given excluding VAT and excluding shipping costs. If delivery takes place more than 4 months after the contract is concluded the seller is, in the case of price increases by their supplier or unexpected increases in labour and transport costs, entitled to request negotiations relating to a price review. The seller is only bound by the agreed price for the agreed delivery time (at least 4 months). The seller can request compensation from the buyer for any additional costs incurred as a result of the buyer delaying acceptance of goods.
2. The buyer undertakes to make payment 14 days after delivery and receipt of the invoice. Once this period has expired the buyer will be in default of payment. This does not affect the buyer’s rights of retention detailed in § 320 of the German civil code. Discounts will only apply in cases where the buyer is not in arrears with the payment for earlier deliveries.
3. When participating in a direct debit scheme, the due date stated on the invoice serves as advance information (pre-notification) under the SEPA regulations. It is hereby agreed that the notification period for advance information will be shortened to 5 calendar days. The buyer’s mandate reference consists of the customer number used by the seller and an appended serial number.
4. A contractor in default shall pay interest on the debt at a rate of 9% above the base interest rate.
5. We reserve the right to set and claim a higher rate of damages for late payment from the buyer.
6. If the buyer falls into arrears with payments having agreed upon payment in two instalments, the seller may, after setting an appropriate grace period, withdraw from the contract and claim damages for non-performance of the contract.
7. If the seller claims damages for non-performance of the contract of sale, these will amount to 15% of the purchase price. The level of damages will be higher if the seller is able to prove that the damage was higher, or lower if the buyer is able to prove that the damage was lower.
8. Offsetting against any counterclaims raised by the buyer that are contested by the seller or that are not legally binding is not permitted. The buyer may only assert their right of retention if it relates to claims arising from the contract of sale. 9. Payments may only be made to employees of the seller with the authority to collect.
IV. Delivery times and delays
1. Delivery times are approximate unless expressly stated otherwise in writing by the seller. The delivery period will not begin before the documents, permits and approvals to be provided by the buyer have been supplied, and not before an agreed advance payment has been received.
2. The conclusion of the contract is subject to correct and punctual self-delivery by the seller’s supplier. This will only apply in the event that the seller is not responsible for non-delivery, in particular if a congruent covering transaction has been concluded with the supplier. The buyer will be informed immediately if the service is not available. The return service will be refunded immediately.
3. The delivery time agreed in writing is observed if the delivery is dispatched from the seller’s warehouse or made available ex works before the delivery period expires, or if a notification is sent out that the item is ready for dispatch.
4. The delivery period shall be extended appropriately in the event of legal labour disputes, in particular strikes and lockouts, or unforeseen circumstances beyond the control of the seller and its subcontractors, insofar as such circumstances have a demonstrable influence on the delivery of the items sold.
5. The same will apply in the event that the seller is not supplied with the goods in time. If the manufacturer fails to supply the seller, the seller is entitled to withdraw from the contract. This will not apply in the event that the seller is responsible for non-delivery (e.g. in the event of default of payment).
6. Observance of the delivery time is subject to the buyer fulfilling their contractual obligations.
7. The seller is not responsible for delayed or uncompleted deliveries (impossibility) arising through fault of his or her supplier (except where the problems arise as a result of selection or supervision errors). Part 1 will not apply if the relationship between the seller and the buyer is based on work and services contract law.
V. Transfer of risk and transport
1. Unless otherwise agreed, the choice of shipping route and method is left to the seller. The goods are insured at the request and expense of the buyer.
2. The risk of accidental loss or damage of goods is transferred to the buyer upon receipt of the goods, in the event of delivery to a location other than the place of performance it is transferred when the goods are handed over to the forwarder or carrier no later than when the goods leave the warehouse, or in the event of direct dispatch ex works it is transferred when the goods leave the premises. This will also apply in the event of partial deliveries or if the seller has undertaken other services.
3. The transfer shall be the same if the buyer is in default of acceptance.
4. Delivered items shall be accepted by the buyer, even if they have minor defects, without prejudice to the rights outlined in section VII (Notice of defects and liability for defects).
5. Partial deliveries are permitted.
VI. Retention of title
1. The seller reserves the right to ownership of the goods until all accounts from a current business relationship have been settled.
2. The buyer undertakes to insure the items purchased against interference by third parties and against fire, and to prove upon request that this has been done. Otherwise the seller is entitled to insure said items itself at the expense of the buyer. The buyer undertakes to transfer any claims for fire damage to the buyer.
3. The buyer may not mortgage or collateralise the items subject to retention of title without the seller’s permission. The buyer undertakes to immediately notify the seller in writing in the event of seizures or other interventions by third parties so that the seller may file suit according to § 771 of the German code of civil procedure. If the third party in question is unable to reimburse the seller for the judicial and extrajudicial costs of a suit according to § 771 of the German code of civil procedure, the buyer undertakes to cover the costs.
4. The buyer is entitled to resell the goods in the ordinary course of business. He or she shall, however, cede to the seller all claims up to the amount of the seller’s final invoice total (including VAT) that accrue to him or her in the course of resale to customers or third parties, regardless of whether the goods were resold following processing or not. The buyer shall remain authorised to collect these claims even after the cession. This will not affect the seller’s power to collect the claims, but the seller undertakes not to collect said claims provided that the buyer fulfils his or her payment obligations. Otherwise the seller may request that the buyer disclose the claims ceded to him or her together with the debtors, provide all necessary information for collection, surrender all related documents and inform debtors of the cession.
5. If a certificate of title is issued for the goods purchased, the seller is entitled to the sole right of possession of the certificate of title for the duration of the retention of title.
6. In the event of a breach of contract by the buyer, in particular in the event of default of payment, the seller is entitled to withdraw from the contract and demand surrender of the goods.
7. All recovery costs, including the cost of return transport to the seller’s head office and liquidation of the goods, shall be borne by the buyer. The liquidation costs shall be 10% of the liquidation revenue including VAT unless proven otherwise. Higher costs shall be set if the seller is able to prove higher costs, and lower costs shall be set if the buyer is able to prove lower costs. The revenue will be credited to the buyer following deduction of the costs and other claims from the seller relating to the contract of sale.
VII. Notice of defects and liability for defects
1. In the case of new goods, the warranty period is one year from the date of sale. The seller will only assume liability for used goods if this has been expressly agreed in writing with the buyer.
2. No liability will be assumed for damage occurring for the following reasons: inappropriate or improper use, incorrect assembly or operation by the buyer or third parties, wear and tear, incorrect or careless handling, inappropriate equipment, substitute materials, defective construction work, unsuitable foundations; chemical, electronic or electrical influences, provided that they are not attributable to a fault on the part of the seller. Improper alterations or repair work carried out by the buyer or third parties without the prior approval of the seller will invalidate the liability for any consequences resulting therefrom.
3. The buyer must inspect the goods received immediately after arrival for quantity, condition and warranted features. Obvious defects must be reported to the seller in writing within 14 days. The deadline is deemed to have been met if the information is received within the time specified.
4. Parts that turn out to be unusable or unserviceable due to circumstances existing at the time of transfer of risk (particularly due to faulty design, poor materials or inadequate performance) shall be repaired or resupplied free of charge at the reasonable discretion of the seller. Replaced parts shall be the property of the seller.
5. A detailed description of the defect must be submitted with every warranty claim. For vehicle or machinery replacement parts, all relevant details must be specified (manufacturer, type, chassis number, mileage, etc.) Further documents such as images of the damage, videos, first installation invoices, third-party invoices, test reports, etc. must be submitted if requested. The details and documents must be provided within ten working days. If the necessary information is not provided within the period specified, the claim will be rejected. Parts should be cleaned to remove dirt, slurry, oil and other residues. Parts with heavy contamination will not be processed and will be sent back. In the event that a claim is rejected, any costs arising from the damage assessment shall be borne by the claimant. Equipment and product loans will not be provided. Credits and rejections can only be disputed in writing within a maximum of two months after notice thereof is received. Thereafter they will be classed as accepted.
6. If the subsequent performance is unsuccessful, the buyer may request a payment reduction. In the event of a minor breach of contract, particularly in the event of minor defects, the buyer does not have the right to a payment reduction.
7. Only the manufacturer’s product description shall be deemed to represent the agreed quality of the goods. Public statements, promotions or advertising by the manufacturer shall not constitute a contractual indication of the quality of the goods.
8. In the event that the buyer receives defective installation instructions, the seller undertakes to supply non-defective installation instructions, but only if the defect therein prevents correct installation. The customer will not be granted any legal guarantees by the seller. This will not affect manufacturer guarantees.
VIII. Field test
In the event of field test conditions being granted, the machine may undergo a single half-day test. In this case the machine may be returned within 3 days without stating the reasons therefor. Written requests to the seller for collection of the machine shall be considered equivalent to a return. This will not affect the provisions set out in section VII (Notice of defects and liability for defects) above.
IX. General limitation of liability
1. The seller shall be liable to the buyer for intent and gross negligence according to statutory provisions. In the event that the seller breaches a contractual obligation through negligence, the observation of which is of great importance for the performance of the contract, the seller’s liability shall be limited to the average direct damages that are typical of contracts, and foreseeable based on the type of goods in question. In all other cases, the seller’s liability shall be excluded, irrespective of the legal basis. This will also apply in the event of breaches of contract through negligence by the seller’s legal agents and subcontractors.
2. The aforementioned liability limitations will not affect the buyer’s product liability claims. Furthermore the liability limitations will not apply in the event of bodily injury and damage to health attributable to the seller, or in the event of the buyer’s death.
3. The buyer’s claims for damages arising from a defect will lapse one year after delivery of the goods. This will not apply in the event that the seller can be accused of gross misconduct, or in the event of bodily injury and damage to health attributable to the seller, or in the event of the buyer’s death.
X. Place of fulfilment, place of jurisdiction, applicable law
1. The place of fulfilment and exclusive jurisdiction for delivery and payment, and for all disputes arising between parties, shall be the seller’s head office or Zeven, provided that the buyer is a registered trader, a legal person under public law or a special fund under public law.
2. The relationships between the contracting parties shall be governed exclusively by German law to the exclusion of the UN Convention on Contracts for the International Sale of Goods.
3. Should any provision of the present contract be or become invalid, this will not affect the validity of the other provisions. The contracting parties hereby agree to replace the invalid provision with one that comes as close as possible to fulfilling the economic purpose pursued with the invalid provision.
Returns of stock items with a nett value of less than €20.00 will not be accepted. Individual items with a nett value of less than €5.00 cannot be returned and therefore cannot be credited. Stock items can be returned free of charge within 3 months. Only a proportionate freight cost of €4.90 will apply. For returns older than 3 months, a storage fee of 30% will be applied. For returns older than 6 months, a 50% storage fee will be applied. Returns older than 1 year will not be accepted. These times will be calculated based on the delivery date of the goods. In the event of a higher number of returns being received from individual customers, we reserve the right to charge an additional storage fee for each return.
These replacement parts are not intended to be sold as OEM parts. OEM part numbers are given for reference purposes only. Reproduction, in whole or in part, with our written permission only. All prices are subject to change. Errors reserved. Delivery subject to availability.
Information about data protection and the rights of those affected can be found at https://www.trex.parts/service/privacy.
Duty to supply information according to the German ODR regulation and consumer dispute resolution act (VSBG): The seller is not obligated to participate in any dispute resolution process relating to the German consumer dispute resolution act (VSBG) before a consumer arbitration board, nor is the seller willing to do so as the seller only enters into contracts with contractors and dealers.