Contracts are subject to conclusion and formalization under strict compliance with the conditions listed below. Any divergent conditions from the buyer will not be recognized. By accepting the goods, the buyer confirms agreement with the current conditions. These conditions come into effect upon acceptance of the first delivery of goods after their publication. In the event that certain parts of the general provisions and conditions are found to be invalid, the remaining parts retain their legal force. Changes to the proposals are possible. Changes and errors are excluded. Delivery obligations are fulfilled under the condition of self-pickup. Any changes and additions to this contract must be documented in writing for legal validity. Oral agreements regarding collateral are not recognized. The waiver of the requirement for written form must also be conducted in writing. For all business relationships, both domestic and international, German law is determinative and applies to domestic transactions.

In the absence of a written agreement between the parties, delivery dates are usually not binding. A delay in delivery grants the buyer the right to reject the sales contract but does not entitle them to compensation on any legal grounds, especially due to the delay. Force majeure events, disruptions in traffic and operations, a shortage of transportation and fuel, as well as issues with suppliers hindering timely delivery, release the seller from the obligation to deliver for the duration of the disruptions and their consequences.

If a mandatory delivery date has been agreed upon in writing and delivery becomes difficult, delayed, or partially impossible due to circumstances for which the seller is not responsible, the seller may fully or partially refuse the contract or postpone its performance. If the buyer is not interested in the remaining part of the service, in the case of partial refusal of deliveries, they may terminate the contract. At the expiration of a reasonable grace period set by the buyer for delayed delivery, the buyer may refuse the affected part of the contract.

The buyer must promptly inspect the goods for completeness and external defects upon delivery. Receipt of the goods must be confirmed in the seller’s delivery note, and all claims must be recorded in writing. Any discrepancies in weight, quantity, and/or complaints about defects must be immediately communicated via telex upon acceptance, providing the seller with an opportunity to conduct an inspection. Claims must be filed within 24 hours from the time of delivery. Claims do not exempt the buyer from the obligation to handle the goods properly.

When transporting goods by a third-party transport company chosen by the seller, any transport damage must be immediately reported to the carrier and confirmed. Certificates and damage reports must be promptly forwarded to the seller; otherwise, insurance may not apply. Delivery is made from a cold storage. The risk of loss or damage to the goods transfers to the buyer upon delivery to the transport company unless the buyer is the end consumer.

The seller guarantees the conformity of the goods to food standards and other relevant standards. The warranty for the quality of the goods is considered valid only upon the seller’s prior confirmation in writing. In the case of legitimate claims regarding defects, the seller initially has the right to provide additional performance. If additional performance is not carried out twice, the buyer may, at their discretion, reduce the purchase price or terminate the contract. The seller is not responsible for the conformity of the goods to the purposes defined by the buyer. The buyer is entitled to claim compensation for damages in accordance with Section 6.

Normally, payments are due for immediate settlement in cash upon receipt of the invoice, unless another term is specified. In the event of failure to fulfill their obligations, the buyer must make payment no later than 30 days from the expiration of the payment term, receipt of the invoice, or an equivalent payment request. The buyer may only offset undisputed or legally established claims.

In the case of counterclaims as minimal damages resulting from non-performance of obligations, the seller has the right to demand an interest rate of 8% above the current base interest rate, but not less than 11% per annum, if the buyer cannot prove a significant reduction in the amount of damage. If the buyer is a consumer, the default interest rate of 5% above the current base interest rate will apply.

Unless otherwise agreed, prices are stated in euros at the delivery point, plus sales tax in accordance with the legislation. If customs duties or taxes on the goods or their raw materials increase after the contract is concluded, the seller is entitled to adjust the price accordingly. Payment must be made to the seller’s account. In the case of bank transfers, the decisive factor is the time of crediting the payment to the seller’s account. If the buyer has a debt exceeding 500.00 euros or there is serious reason to believe that payment is inevitable, or if the buyer does not accept the goods due to delivery, the seller may demand a prepayment and has the right to refuse further deliveries. In this case, the seller is also entitled to demand payment, an advance, or security for all existing claims. If the buyer does not comply with the seller’s requirements within three calendar days, the seller has the right to terminate the contract without setting an additional deadline, demand compensation for damages, and immediately reclaim the right to possess the delivered goods.

The seller retains ownership rights to the delivered goods (reserved goods) until the complete settlement of the overall balance in the ongoing business relationship (current account reservation). The buyer is obligated to store the reserved goods free of charge and insure them at their own expense. Additionally, the buyer must promptly inform third parties of access to the goods and take measures to prevent it at their own expense. In the event of processing the reserved goods, the buyer is considered the manufacturer of a new product and transfers ownership rights to it to the seller. If ownership of the reserved goods is transferred to the buyer lawfully through combination or mixing with the main product, the buyer transfers ownership rights to the main product to the seller as collateral. The new product or the main product is again considered reserved goods.

The buyer is allowed to sell the reserved goods in the course of their ordinary commercial operations and assigns claims for the purchase price to the seller, who accepts this assignment, up to the amount of the seller’s overall claim. The buyer retains the right to assert claims. In the event of payment cessation, expiration of the authorization period, or its revocation in case of delay, the seller may cease disposition of the goods, their processing, etc., and demand the return of the assigned property.

The detained goods must be immediately placed in separate storage and marked as the property of the seller. The seller has the right to demand the return of the reserved goods and reclaim them if necessary to cover the remaining claims. Upon the seller’s request, their representatives may enter the premises where the goods are stored. The buyer assigns claims for the transfer of rights to third parties, including corresponding access rights, to the seller, who accepts this assignment. Upon request, the seller is willing to issue securities at their discretion if their market value exceeds the amount of unfulfilled claims by more than 20%.

The seller is responsible for addressing claims in accordance with product quality legislation related to defects in the delivered goods. Otherwise, the buyer’s claims for compensation are equated to legal obligations, limited to the following scenarios: the absence of declared product characteristics, delivery delays, or impossibility of delivery for which the seller is responsible. However, liability is limited to 10% of the actual value of the affected part of the delivery in the case of a simple breach of the agreement. For intentional or grossly negligent violations of fundamental contractual obligations, as well as for intentional harm to life, health, and bodily integrity, liability remains unrestricted.

Any use of the goods supplied by the seller is the responsibility of the buyer. In particular, the buyer must comply with applicable regulations. The place of performance is the seller’s respective production facility or the corresponding shipping warehouse. The place of jurisdiction for all claims arising from the contract is Berlin, provided that the buyer is a trader.