General Terms and Conditions

1. Our terms of sale apply exclusively. Any deviating terms must be agreed to by us in writing.

1. Our offers are non-binding. They constitute invitations to place orders. A contract is concluded - including in ongoing business relations - only when we confirm the customer's order in writing (generally by fax or email). Our order confirmation shall be decisive for the content of the delivery contract.

2. All agreements, side agreements, warranties and contract amendments must be made in writing. Verbal side agreements are void.

3. The customer must notify us in writing of any special requirements for our goods in good time before the conclusion of the contract.

4. The customer undertakes to accept the framework order quantity (contract quantity) in due time and in the agreed quantities in accordance with the delivery months and partial acceptance quantities agreed in the framework contract. If the dispatch or collection of the goods is delayed at the customer's request or for reasons for which the customer is responsible, we are entitled, starting from the time at which the goods should have been dispatched or the customer should have collected the goods, to place them in storage at the customer's sole risk and to invoice the customer for the storage, holding and financing costs thus incurred.

5. In the event of a delayed delivery order or call-off on the part of the customer, we are entitled to postpone delivery by the same period as the customer's delay, plus a reasonable planning period of up to two weeks.

6. We reserve the right to withdraw from contracts (orders, agreements) in the event that the contracting party fails to comply with the agreed delivery or acceptance dates or the agreed payment deadlines.

7. Contracts (orders, agreements) are generally concluded subject to correct and timely delivery to us by our own suppliers. In particular, we reserve the right to withdraw from contracts if, after conclusion of the contract, crop failures occur due to force majeure or unfavorable weather conditions, or if one of our suppliers loses its ability to deliver for reasons beyond our control.

1. Unless otherwise stated in our order confirmation, our prices are non-binding and apply ex works.

2. All prices are generally in EURO including packaging, plus value added tax to be borne by the customer at the statutory rate applicable at the time.

3. Our invoices are due for payment within the agreed payment term from the invoice date without deduction. If the contracting party defaults on payment, we are entitled to demand default interest at a rate of 5% above the applicable base interest rate of the European Central Bank from the date of default. We are permitted to prove and claim higher damages.

4. If payment terms are not complied with or if circumstances become known or apparent which, in our dutiful commercial judgment, give rise to reasonable doubts about the customer's creditworthiness - including facts which already existed at the time of conclusion of the contract but were not or did not have to be known to us - we are entitled, without prejudice to further statutory rights, to discontinue work on current orders or deliveries and to demand advance payments or the provision of appropriate security for outstanding deliveries. Withdrawal from the contract is possible after the unsuccessful expiry of a reasonable grace period. The customer is obliged to compensate us for all damages resulting from non-performance of the contract.

1. Binding delivery dates and deadlines must be expressly agreed in writing.

2. Delivery periods commence upon receipt of our order confirmation by the customer, but not before all details of the execution of the order have been clarified and all other prerequisites to be fulfilled by the customer have been met. The same applies to delivery dates. If the customer has requested changes after placing the order, a new delivery period commences with our confirmation of the change.

3. If we are in default of delivery, the customer must first grant us a reasonable grace period for performance.

4. If we have not rendered performance by a date specified in the contract or within a contractually specified period, the customer may only withdraw from the contract if he has made his performance interest in the timely rendering of performance a condition of the contract.

5. The purchaser shall inspect the delivered goods immediately upon receipt for transport damage, obvious defects and warranted characteristics. Transport damage must be confirmed immediately by the carrier on the delivery note. Otherwise, no compensation can be made. Other obvious defects must be reported to us in writing by the purchaser without delay, but at the latest within eight days. The written notice of defects must contain a detailed description of the defect. A notice that is not timely or in proper form excludes any claim of the customer arising from breach of duty due to defective performance.

6. Our warranty does not cover damage caused at the purchaser's premises by improper storage or handling, natural shrinkage or pest infestation.

7. Insofar as a defect in the goods exists, we are entitled to subsequent performance in the form of rectification of the defect. If this is not possible, a replacement delivery can be made. In the case of defect rectification, we shall bear the necessary expenses (e.g. transport, labor and material costs). In addition to rectification or replacement delivery, a reduction of the purchase price may also be agreed. Withdrawal is excluded, with the exception of liability for defects, if we are not responsible for the breach of duty.

8. Our warranty and the resulting liability are excluded insofar as defects and related damages cannot be demonstrably attributed to our defective goods.

9. Claims for defects do not exist in the case of only an insignificant deviation from the agreed or usual quality or usability of the goods.

10. Upon commencement of processing, treatment, combination or mixing with other items, the delivered goods shall be deemed to have been approved as contractually compliant by the customer. The same applies in the event of onward dispatch from the original destination. It is the customer's responsibility, before the start of processing, to determine by inspections appropriate in scope and method whether the delivered goods are suitable for the intended processing, manufacturing and other uses.

11. Acknowledgment of breaches of duty by us always requires written form.

1. We assume no liability for the quality of the raw material provided to us for contract processing.

2. As contractor, we must be informed in advance of any dangers to our employees or our goods, e.g. from vermin, allergens or pesticides, arising from the raw material provided. If this is not done, the client may be held liable for any damage incurred.

3. The services to be provided by us are recorded in writing in the contract (order, agreement).

4. Refinement into a product with properties specified by you is only possible if the quality of the raw material provided permits this. Any defects in the goods that are known in advance must be communicated to us in writing. Should we discover defects during incoming goods inspection or processing, we will inform you of this in writing without delay.

5. Analyses are the responsibility of the client. Upon request and at the client's expense, we will send production samples to a laboratory designated by the client.

6. Insofar as sorting/removal of foreign bodies from the goods is part of the order, this will be carried out within the scope of our operational capabilities. No guarantee can be given for 100% freedom from foreign bodies after sorting/removal.

1. The delivered goods remain our property until full payment. If the retention of title expires due to resale, mixing, combination or processing, the new item or the resulting claim shall take the place of the delivered goods (extended retention of title). The delivered goods do not serve to maintain the buyer's business operations. The delivered goods remain our property until all claims arising from the current account or business relationship have been paid in full. In the event of conduct by the buyer in breach of contract - in particular in the event of default in payment - we are entitled to take back the delivered goods (goods subject to retention of title) at the buyer's expense.

2. In the event of conduct in breach of contract, in particular default in payment, we are entitled - without having to withdraw from the contract in advance - to take back all goods subject to retention of title; in this case the customer is obliged to surrender them without further ado, provided that he is not responsible only for an insignificant breach of duty.

1. The place of performance for all contractual obligations is Darmstadt.

2. The exclusive place of jurisdiction for all disputes is Darmstadt.

3. All legal relations between the customer and us are governed exclusively by the laws of the Federal Republic of Germany; the application of the UN Convention on Contracts for the International Sale of Goods is excluded.