B2B dealer terms and conditions
Our terms and conditions are based on the following standard terms and conditions of the German clothing industry in the version dated 01/01/2020, including the supplementary 14-16.6.
§ 1 scope
1. The standard terms apply exclusively between merchants.
2. The following apply exclusively to all deliveries and services provided by the seller
Standard conditions for the German textile industry. Recognizes general terms and conditions of the buyer
the seller does not accept them unless the seller has expressly consented to their validity in writing.
This also applies if the seller is aware of the contrary or of the services
of the present standard conditions of different terms and conditions.
§ 2 Place of performance, delivery and acceptance
1. The place of performance for all services from the delivery contract is the location of the seller's commercial branch.
2. The goods are delivered from the domestic factory. These shipping costs are borne by the buyer. The buyer
can determine the carrier. The goods are to be sent uninsured. A shipping notification can be agreed
3. Packaging costs for special packaging are borne by the buyer.
4. Sorted and, in the case of combinations, suitable for sale partial shipments must be and are promptly
to be announced in advance. Unsorted items are only permitted with the buyer's consent.
5. If the acceptance does not take place on time due to the fault of the buyer, the seller is responsible
at his option, after a grace period of 12 calendar days to be set, either
to invoice the goods with immediate due date (arrears invoice) or from the contract
to withdraw or to demand compensation.
§ 3 place of jurisdiction
The place of jurisdiction (also for bills of exchange and check actions) is, at the choice of the plaintiff, the location of a German one
Commercial establishment of one of the parties. The plaintiff is also entitled to the seat of the seller
to sue the competent specialist or cartel organization (Cologne).
The court called first has jurisdiction
§ 4 content of the contract
1. The goods are delivered on specific dates (working day or a specific calendar week).
All sales are only concluded for certain quantities, items, qualities and fixed prices.
Both parties are bound by this. Commission transactions are not carried out.
2. Block orders are permitted and must be limited in time when the contract is concluded. The acceptance period may
not exceed 12 months.
§ 5 Delivery interruption
1. In the event of force majeure, industrial action for which one of the contracting parties is not responsible and
other non-culpable operational disruptions that have lasted longer than a week or
expected to last, the delivery or acceptance period will be extended by the duration of
Disability, but extended by 5 weeks at the longest. The extension only occurs if the other
Party is given immediate knowledge of the reason for the hindrance as soon as it can be overlooked that
the delivery or acceptance deadline cannot be met.
2. If the delivery or acceptance in the cases mentioned in Section 1 is not within the extended
Delivery or acceptance period takes place, the other contracting party can after expiry of a set
Withdraw from the contract within a grace period of 12 calendar days.
3. Claims for damages are excluded in the cases of Clause 1 if the respective
Contracting party has fulfilled its obligation in accordance with Section 1.
§ 6 Deadline for delivery
1. After the delivery deadline has expired, a subsequent delivery deadline of 12 calendar days will begin without a declaration
set. After this period has expired, the buyer can withdraw from the contract by means of a written declaration.
If the buyer wants to claim damages instead of the performance, he must give the seller after the expiry of the
set a 4-week deadline in writing for the agreed delivery period. The legal regulations on the
The dispensability of setting a deadline (281 para. 2, 323 para. 2 BGB) remains unaffected.t.
2. For warehouse goods ready for dispatch and NOS goods - never-out-of-stock - the subsequent delivery period is 5 5
Working days. The buyer must be informed immediately in the event of non-delivery. Otherwise, the
Provisions of Clause 1
3. Before the expiry of the subsequent delivery period, the buyer has claims due to late delivery
excluded, as far as 8 clauses 2 and 3 do not apply..
§ 7 Notification of Defects
1. Complaints about obvious defects are to be made within 12 calendar days after receipt of the
Send goods to the seller. The buyer has hidden defects immediately after their
To reprimand discovery to the seller.
2. After cutting or otherwise started processing of the delivered goods, every complaint is more open
3. Minor, technically unavoidable deviations in quality, color, width, weight, the
Equipment or the design do not represent a material defect. This also applies to standard ones
Deviations, unless the seller has declared in writing that the delivery is true to the sample.
4. In the case of justified complaints, the buyer has the right to subsequent improvement at the option of the seller
or delivery of defect-free replacement goods within 12 calendar days after receipt of the goods. In
in this case the seller bears the freight costs. If the supplementary performance has failed, the buyer only has
the right to reduce the purchase price or to withdraw from the contract, unless 8 clauses 2 and 33
5. If the notice of defects is not given in due time, the goods are deemed to have been approved.
§ 8 Compensation for Damages
1. Claims for damages on the part of the buyer are excluded, unless there are any in these terms and conditions
Deviating is regulated.
2. The exclusion in Section 1 does not apply if liability under the Product Liability Act
gross negligence on the part of owners, legal representatives and executives, in the event of malice
Failure to comply with an assumed guarantee in the event of culpable harm to life or body
or the health or the culpable violation of essential contractual obligations;
Essential contractual obligations are those whose fulfillment characterizes the contract and which the buyer is responsible for
may trust. However, a claim for damages due to a breach of essential contractual obligations is
limited to contract-typical and foreseeable damage, unless otherwise specified in sentence 1
3. The above regulations do not change the burden of proof to the disadvantage of the buyer
§ 9 payment
1. The invoice is issued on the day of delivery or provision of the goods. A
Postponing the due date (value date) is generally excluded.
2. Invoices are payable:
within 10 days after invoicing and dispatch of goods with 4% express account;
from 11th to 30th day after invoicing and dispatch of goods with 2.25% discount;
from the 31st to the 60th day after invoicing and dispatch of goods net.
From the 61st day, default occurs in accordance with 286 II No. 1 BGB..
3. If the seller accepts bills of exchange instead of cash, check or bank transfer, so
when accepting the change after the net target of the 61st day from the date of the invoice and
A surcharge of 1% of the bill of exchange is charged for dispatch of goods.
4. Instead of the above regulation, the following can be regulated, provided that the buyer is committed to this for at least 12 months:
Bills to be settled with
4% discount on to be paid with
2.25% discount on To be paid net on
1. 10. of a month 15. d. same month 5.d. next month 5th d. the month after nexts
11th - 20th of a month 25th d. same month 15th d. next month 15.d. the month after next
21st end of each month 5th d. next month 25. d. next month 25. d. the month after nexts
Sections 1-3 apply accordingly to this type of regulation.
5. Changes to the regulation are to be announced 3 months in advance.
6. Payments are always used to settle the oldest due debts plus the default interest accrued on them.
7. The final credit on the seller's account is decisive for the timeliness of the payment.
§ 10 Payment after the due date
1. For payments after the due date, interest of 9 percentage points above the respective base rate will be charged
calculated within the meaning of 247 BGB. Otherwise, 288 BGB applies.g.
2. The seller is not to any before full payment of due invoice amounts including interest
Obliged to further deliveries from current delivery contracts. The assertion of damage caused by default
3. In the event of a significant deterioration in the financial situation, e.g. impending insolvency
or default in payment, the seller may apply to all delivery contracts based on the same legal
Based on the relationship that refuse to perform or after setting a grace period of 12
Withdraw from these delivery contracts on calendar days. Otherwise, 321 BGB applies. 119 InsO remainsbt
§ 11 Offsetting and retention
The offsetting and retention of due invoice amounts is only possible with undisputed or
legally established claims are permissible, as long as they are not claims for damages
acts that are closely related to the buyer's claim to a defect-free performance of the contract
§ 12 Reservation of Title
1. The goods remain until all claims from the delivery of goods have been paid in full
entire business relationship, including ancillary claims, claims for damages and
Cashing of checks and bills of exchange, property of the seller. The retention of title also remains
exist when individual claims of the seller are included in a current invoice
and the balance is drawn and recognized.
2. If the reserved goods are combined, mixed or mixed by the buyer into a new movable item
processed, this is done for the seller without this being obliged to do so. Through the
The buyer does not acquire ownership in accordance with 947 ff. BGBan
the new thing. In the event of connection, mixing or processing with items not belonging to the seller
The seller acquires co-ownership of the new item according to the ratio of the invoice value
his reserved goods at the total value.
3. If there is a central regulating body in the business transaction between seller and buyer
is switched on, which takes over the del credere, the seller transfers ownership when the
Goods to the central regulatory body with the condition precedent of payment of the purchase price
through the central regulator. The buyer is only released once payment has been made by the central regulator.
4. The buyer is only allowed to resell or further process taking into account the
entitled to the following conditions:
a) The buyer may only sell the reserved goods in the ordinary course of business or
process, provided that his financial circumstances do not subsequently deteriorate significantly.
b) The buyer hereby takes over the claim with all ancillary rights from the resale of the
Reserved goods including any balance claims - to the seller. The sellerr
accepts this assignment
c) Has the goods been connected, mixed or processed and the seller has this in the amount of his
If the invoice value has been acquired, the purchase price claim is proportionate to the value of his
Rights to the goods.
d) If the buyer has sold the claim as part of real factoring, the buyer transfers it to theirs
Submit the claim against the factor to the seller and divert his sales proceeds
in proportion to the value of the rights of the seller to the goods to the seller. The buyer is
obliged to disclose the assignment to the factor if he is paying an invoice
is more than 10 days overdue or if his financial circumstances change significantly
worsen. The seller accepts this assignment.
e) The buyer is authorized as long as he meets his payment obligations, the assigned
Collect debts. The authorization to collect expires if the buyer defaults on payment
or in the event of a significant deterioration in the buyer's financial situation. In this case it will
the seller hereby authorizes the buyer to inform the customer of the assignment
and collect the claims yourself. For the assertion of the assigned claims
the buyer must provide the necessary information and allow this information to be checked.
In particular, he has to provide the seller with an exact list of the amounts due to him on request
Claims with the name and address of the customer, the amount of the individual claims,
To hand over the invoice date etc.
5. If the value of the security existing for the seller exceeds all of his claims
more than 10%, the seller is to release securities in this respect at the request of the buyer
committed to his choice.
6. The goods subject to retention of title or the assigned claims are pledged or assigned by way of security
inadmissible. The seller is entitled to attachments immediately, specifying the attachment creditor
7. If the seller takes back the delivery item in exercising his right of retention of title, so
this does not automatically mean a withdrawal from the contract. The seller can get out of the
Satisfy withdrawn reserved goods by selling them over the counter.
8. The buyer keeps the reserved goods for the seller free of charge. He has them against the usual
To insure risks such as fire, theft and water to the usual extent. The buyer steps
herewith his compensation claims against him for damages of the kind mentioned above
Insurance companies or other parties obliged to pay compensation to the seller in the amount of
Invoice value of the goods. The seller accepts the assignment.
9. All claims and rights from the retention of title to all in these terms and conditions
specified special forms remain until they are completely released from contingent liabilities
(Exchange of checks), which the seller has received in the interests of the buyer, exist The buyer is
In the case of sentence 1, it is basically permitted to carry out factoring for its outstanding debts. He has
however, to inform the seller of this before entering into contingent liabilities.
§ 13 Applicable Law
The law of the Federal Republic of Germany. The United Nations Convention on
Contracts for the international sale of goods from April 11th, 1980 are excluded.
§ 14 image rights
All images and photos are protected by copyright.
Use of the images and photos without the express consent of Stehmann is not permitted.
Stehmann reserves the right to assert all claims under copyright law.
§ 15 online shop
Stehmann points out that the color of the photos presented in the online shop can differ slightly from the color of the item delivered. This depends on the respective color settings on the customer's screen.
Despite the utmost care, it can happen in exceptional cases that goods in the online shop are marked with an incorrect price. In addition, after an online purchase has been completed and confirmed, order confirmations may contain incorrect information. If this is due to a technical error, Stehmann is entitled to contest the purchase contract due to an error.
§ 16 Use of data
The seller is entitled to publish the buyer's name, address and contact details for use in his shop finder. The seller will not publish any personal data of the buyer and / or employees of the buyer. The seller guarantees compliance with the BDSG in its currently valid form.
§17 style names
Our style names are not registered trademarks.n.
You should not use these style names separately in advertising
become. If you do use them anyway, you do so on your own
Risk. Under no circumstances may the style names be emphasized or prefixed
or in the context of a heading or without the addition of style namee“