AGB

§ 1 Scope

All deliveries and other services are exclusively governed by the following Sales and Delivery Terms and Conditions of H + H Werkzeug GmbH (hereinafter referred to as the “Seller”); they apply only if the Buyer is an entrepreneur (Section 14 of the German Civil Code, BGB), a legal entity under public law, or a special fund under public law. Deviating, conflicting, or supplementary general terms and conditions of the Buyer shall only become part of the contract if the Seller has expressly agreed to their validity. References to the applicability of statutory provisions are for clarification purposes only. Such provisions apply even without explicit reference, provided that they are not modified or expressly excluded by these General Terms and Conditions.

§ 2 Conclusion of Contract

The Seller’s contractual offers are non-binding and subject to change. This also applies if the Buyer has received catalogs, technical documentation, or other product descriptions or documents – including in electronic form. The Seller retains ownership and copyright rights to such documents. The Buyer’s order of goods constitutes a binding contractual offer that may be accepted by the Seller either through an order confirmation or by delivering the goods to the Buyer. Documents such as illustrations, drawings, measurements, and weight specifications underlying the offer or order confirmation are generally to be considered approximate unless explicitly designated as binding.

§ 3 Prices, Payment Terms, and Default

Unless otherwise agreed in individual cases, prices are ex works plus statutory VAT, excluding packaging and other shipping and transportation costs. Any customs duties, fees, taxes, and other public charges shall be borne by the Buyer. If the Seller considers Buyer’s change requests, the Buyer shall bear any additional costs arising therefrom. The purchase price is due and payable upon receipt of the invoice within 14 days with a 2% discount or within 30 days net. The place of performance for payment is also the Seller’s registered office. If the above payment period lapses, the Buyer is in default. During default, the purchase price is subject to interest at the applicable default interest rate, currently 9 percentage points above the base rate. Additionally, a default damage compensation fee of EUR 40 applies. The Seller reserves the right to assert further damages for default, with the default damage compensation being offset against such claims. If circumstances arise that are likely to reduce the Buyer’s creditworthiness (e.g., repeated payment delays or non-payment of a check), the Seller may demand immediate payment of all outstanding claims without regard to agreed payment deadlines. Deliveries may be made contingent upon simultaneous payment.

§ 4 Set-Off and Retention

Set-off and retention by the Buyer are excluded unless the counterclaim is undisputed or legally established. The Buyer’s counterclaims due to defects, particularly under Section 8 of these Terms and Conditions, remain unaffected.

§ 5 Delivery Time and Delay

The stated delivery time is based on the best estimate at the time of order acceptance. The delivery period is appropriately extended if the Buyer delays or fails to perform necessary or agreed cooperation actions. Changes requested by the Buyer to the goods also lead to a reasonable extension of the delivery time. If the Seller is unable to meet binding delivery deadlines for reasons beyond its control, the Buyer will be informed promptly and provided with a new estimated delivery period. If performance remains unavailable even within this new period, the Seller is entitled to withdraw from the contract in whole or in part; any consideration already provided by the Buyer will be refunded immediately. Unavailability includes, in particular, delayed self-delivery by suppliers, provided that neither the Seller nor the supplier is at fault, or if the Seller is not obligated to procure in individual cases. The occurrence of delivery delay is determined by statutory provisions. The Buyer’s rights under Section 9 of these Terms and Conditions and the Seller’s statutory rights, especially regarding exclusion of performance obligations (e.g., impossibility or unreasonableness of performance), remain unaffected.

§ 6 Delivery, Transfer of Risk, Acceptance, and Buyer’s Default in Acceptance

Delivery is ex warehouse of the Seller, which is also the place of performance. Upon request and at the Buyer’s expense, the goods will be shipped to another destination. Unless otherwise agreed, the Seller determines the shipping method, including carrier, route, and packaging. The Seller is entitled to make partial deliveries to a reasonable extent. The risk of accidental loss and accidental deterioration of the goods passes to the Buyer upon handover at the latest. For sale by dispatch, risk transfer occurs upon delivery of the goods to the carrier, freight forwarder, or other shipping agent. If acceptance has been agreed upon, this shall be the decisive moment for risk transfer. Otherwise, statutory provisions of the law on contracts for work and services shall apply accordingly. Handover or acceptance is deemed to have occurred if the Buyer is in default of acceptance. If the Buyer is in default of acceptance, fails to cooperate, or delays delivery due to reasons attributable to the Buyer, the Seller may claim compensation for resulting damages, including additional expenses (e.g., storage costs). Further statutory claims of the Seller remain unaffected.

§ 7 Retention of Title

The Seller retains ownership of delivered goods until full payment of all current and future claims arising from the purchase contract and an ongoing business relationship. The Buyer is not permitted to pledge or assign the goods as security to third parties but may resell them in the ordinary course of business. Claims against business partners arising from such resale are hereby assigned to the Seller, who accepts this assignment. In case of breach of contract by the Buyer, particularly non-payment, the Seller may withdraw from the contract and demand the return of the goods based on retention of title. If the Buyer does not pay the purchase price, the Seller may assert these rights only after setting a reasonable payment deadline, unless such a deadline is dispensable under statutory provisions. Retention of title extends to products resulting from processing, mixing, or combining the goods at their full value. If third-party ownership rights persist in such processing, mixing, or combining, the Seller acquires co-ownership in proportion to the invoice value of the processed, mixed, or combined goods. If the total value of securities for the Seller exceeds outstanding claims by more than 10%, the Seller shall release securities of the Buyer’s choice upon request.

Section 1: Scope

Section 2: Conclusion of Contract

Section 3: Prices, Payment Terms, and Default

Section 4: Set-Off and Retention

Section 5: Delivery Time and Delay

Section 6: Delivery, Transfer of Risk, Acceptance, and Buyer’s Default in Acceptance

Section 7: Retention of Title

§ 8 Condition of the Purchased Item / Claims for Defects

Low-voltage testers of the category “Car Light Tester 6-24 Volts” are currently not subject to any European directive and are manufactured to the best of our knowledge and belief. Unless expressly agreed otherwise, the condition of voltage testers in the category “VDE Tester 120-250 Volts / 100-250 Volts” is determined by DIN VDE 0680-6 (VDE 0680-6):2021-08, whereby production-related deviations in the cutting thickness of the screwdriver blade of +/- 0.1 mm (see 3.2.7.4 / aforementioned standard) and the uninsulated part of the voltage tester’s test electrode of +/- 1.0 mm (see 3.5.2 in connection with 3.5.3 / aforementioned standard) are permissible. A quality or durability guarantee is only deemed to have been assumed by the seller if the seller explicitly declares its assumption in writing. If a contractual item does not have an agreed quality, the buyer has the statutory rights due to a defect. No special guarantee that grants additional rights beyond this is assumed. An agreement on the quality of a product also does not establish a stricter liability than provided by law. Public statements, promotions, or advertisements by the seller do not constitute a contractual quality description. The buyer’s claims for defects require that they have complied with their statutory inspection and notification obligations (§ 377 HGB). If a defect is detected during inspection or later, the buyer must notify the seller immediately in writing. Immediate notification means that it must be made within 7 working days, whereby timely dispatch of the notice is sufficient for compliance with the deadline. Regardless of this obligation, the buyer must report obvious defects in writing within 7 working days of delivery; again, timely dispatch of the notice is sufficient to meet the deadline. If the buyer fails to properly inspect and/or notify defects, the seller is not liable for the defect not reported. If the delivered item is defective, the buyer may demand subsequent performance in the form of repair or replacement delivery. The seller may refuse the type of subsequent performance chosen by the buyer pursuant to § 439 (3) BGB. If the buyer fails to decide on the form of subsequent performance, the right of choice passes to the seller after 14 days. The seller may make the owed subsequent performance conditional upon the buyer paying the due purchase price. However, the buyer is entitled to retain a proportionate amount of the purchase price. The buyer must give the seller the necessary time and opportunity to carry out the required subsequent performance, particularly by handing over the disputed goods for inspection. In the case of a replacement delivery, the buyer must return the defective item to the seller as per statutory provisions. Subsequent performance does not include the removal of the defective item or its reinstallation unless the seller was originally obliged to install it. The seller bears the costs necessary for inspection and subsequent performance, including transport, travel, labor, and material costs, unless the request for defect rectification proves to be unjustified. In such cases, the buyer must reimburse these costs. Only in urgent cases, such as endangering operational safety or to prevent disproportionate damages, is the buyer entitled to rectify the defect themselves and demand reimbursement of the objectively necessary expenses from the seller. The buyer must inform the seller immediately, preferably in advance, about such self-remedy. The right to self-remedy does not exist if the seller is legally entitled to refuse the corresponding subsequent performance. If subsequent performance fails, if a reasonable deadline set by the buyer for subsequent performance expires unsuccessfully, or if setting a deadline is dispensable under statutory provisions, the buyer may, at their discretion, reduce the purchase price or withdraw from the contract. The right of withdrawal is excluded in the case of only a minor defect. Additional claims by the buyer, unless resulting from an assumption of guarantee, exist only if they arise from these general terms and conditions and are otherwise excluded. The buyer’s claims for defects, including claims for damages, expire one year after delivery of the purchased item. The shortened limitation period does not apply in cases of gross negligence or intent on the part of the seller, in cases of injury or death caused by the seller, or in cases where mandatory longer limitation periods are prescribed by law (e.g., liability under the Product Liability Act).

§ 9 Limitation of Liability

The seller is fully liable for damages to life, body, and health resulting from intentional or negligent breaches of duty by the seller, its legal representatives, or agents, as well as for damages covered by liability under the Product Liability Act and for damages resulting from intentional or grossly negligent breaches of duty, fraud, or the assumption of a guarantee. The seller is also liable for damages caused by simple negligence, provided that this negligence concerns the breach of contractual obligations essential for the proper execution of the contract and on whose compliance the contractual partner regularly relies and may rely (so-called cardinal obligations, such as defect-free performance or delivery of goods). However, the seller is only liable to the extent that the damages are typically associated with the contract and foreseeable, limited to twice the gross order sum per damage event. The liability limitations in the preceding sentences also apply to the liability of the seller’s legal representatives, senior executives, and other agents. Further liability is excluded regardless of the legal nature of the asserted claim. Where the seller’s liability is excluded or limited, this also applies to the personal liability of its employees, workers, staff, representatives, and agents. Unless expressly agreed otherwise, the seller is not obliged to pay contractual penalties or lump-sum damages in case of damages.

§ 10 Third-Party Rights / Copyrights

If deliveries are made according to the buyer’s plans, drawings, models, analytical specifications, or other instructions and third-party rights, particularly protective rights, are thereby infringed, the buyer is obligated to indemnify the seller from such claims upon first request. The seller reserves all ownership and copyright rights to samples and proposals. These items and/or information may only be used in connection with the goods delivered by the seller and may not be made available to third parties without the seller’s express written consent.

§ 11 Applicable Law / Jurisdiction

The inclusion and interpretation of these sales and delivery conditions, as well as the conclusion and interpretation of legal transactions with the buyer, are exclusively governed by the current law of the Federal Republic of Germany. The application of the UN Sales Convention and the conflict-of-law rules of international private law is excluded. The place of jurisdiction is the court responsible for the seller’s registered office, provided that the buyer is a merchant. The seller is also entitled to sue at a court that has jurisdiction over the buyer’s registered office or branch.

Stand: 01.01.2025