Terms and Conditions of Purchase of ARCUS Greencycling Technologies GmbH

01 | SCOPE

  1. These Terms and Conditions of Purchase shall apply in the Purchaser's business dealings with entrepreneurs and legal entities under public law for all orders, including future orders, unless otherwise agreed in writing or in electronic form (§ 126 a BGB).

  2. These Terms and Conditions of Purchase shall also apply if deliveries are accepted or paid for without reservation in the knowledge that the Supplier's terms and conditions conflict with or deviate from these Terms and Conditions of Purchase. Silence on the part of the Purchaser to the Supplier's general terms and conditions of business sent to him shall not be deemed to constitute consent.


Orders are only binding if they are placed in writing, by e-mail or by fax. Orders placed verbally or by telephone, as well as additions or changes to an order, shall only be effective if they are confirmed in writing, in text form or by fax.


  1. All prices stated in an order are fixed prices including all ancillary costs such as freight, packaging, transport insurance etc. In case of doubt, the agreed price shall be inclusive of VAT.

  2. Agreements deviating from point 1 (Scope), such as price escalation clauses or price reservations, shall only apply if the Purchaser has expressly agreed to them in writing.


  1. The Supplier shall submit to the Purchaser an invoice in triplicate for each delivery. Separate invoices shall be submitted for each purchase order or order.

  2. The invoice must correspond to the order designations of the Purchaser, contain the date of the order, the order number of the Purchaser and a project number. Invoices must be properly prepared with correct company names and in accordance with the currently applicable VAT requirements and must, in particular

    Tax number and VAT identification number of the supplier included.

  3. Payment of invoices by the Purchaser shall be made at the Purchaser's option within 15 days after delivery of the goods and receipt of the invoice less 3% discount or within 30 days without deduction. The timeliness of payment shall be determined by the date on which the check is sent or the date on which it is debited from a bank account of the Purchaser. In the case of down payments, a bank guarantee or equivalent must be provided.


  1. Partial deliveries and/or deliveries before the agreed date require the prior express written consent of the Purchaser. Excess deliveries over and above the order may be returned by the Purchaser without notice at the Supplier's expense. Any additional costs incurred may be offset against the invoice.

  2. Delivery dates stated by the purchaser in the order are binding. Deviating agreements shall only apply if the Purchaser expressly agrees in writing.

  3. If the Supplier exceeds agreed delivery periods or delivery dates and is responsible for this, the Purchaser shall be entitled to demand 0.1% of the total delivery value for each working day of the delay up to a total of 5% of the delivery value, without having to prove specific damage. The Supplier's right to prove that no damage or substantially less damage has occurred shall remain unaffected.

    All costs and damages incurred by the Purchaser as a result of the Supplier's delay shall be borne by the Purchaser.

    Supplier to bear.


  1. The supplier bears the shipping risk. The packaging of the goods shall be at the Supplier's expense. The return of packaging material requires a special written agreement. At the Purchaser's option, the Supplier shall be obliged to collect the packaging of the goods again from the place of delivery after prior coordination with the Purchaser and to recycle it in accordance with the relevant statutory provisions.

  2. Each delivery shall be accompanied by a delivery bill stating the Purchaser's order data. In particular, the order numbers of the Purchaser and the place of delivery shall be indicated on dispatch notes, delivery bills, consignment bills, express goods sections and invoices.


  1. The rights of the purchaser in the event of defects in the goods shall be governed by the statutory provisions of the BGB.

  2. If the Supplier owes subsequent performance in the form of delivery of a defect-free item, it shall bear the costs of dismantling and removing the defective purchased item as well as the costs of reinstalling the item delivered as a replacement. At its option, it may also render these services in kind. The Purchaser shall set a reasonable deadline for this. The obligation to remove and transport the defective object of sale and to install the object delivered as a replacement shall not depend on any fault on the part of the Purchaser.

  3. The limitation period for claims for defects of the Purchaser as well as the period for exercising a possible right of rescission and a right to reduce the purchase price shall be 60 months and shall commence upon delivery. Longer statutory limitation periods for claims arising from defective performance shall remain unaffected.

  4. Upon receipt of the delivery, the Purchaser shall check whether it corresponds to the ordered quantity and type. Likewise, the Purchaser shall check whether there is any externally visible transport damage or externally visible defects.

  5. If the Purchaser discovers damage or a defect during inspections as just described, it shall be obliged to notify the Supplier thereof without delay. If the Purchaser discovers a corresponding damage or defect later, this shall also be reported immediately.

  6. The Purchaser shall not be subject to any further inspection obligations other than those agreed above.


  1. The assertion of a right of retention by the Supplier against claims of the Purchaser as well as offsetting against counterclaims shall only be permissible if the counterclaims underlying the right of retention or the offset counterclaims are undisputed or have been finally adjudicated.

  2. Assignments of the Supplier's purchase price claim against the Purchaser require the Purchaser's consent.


  1. The Supplier undertakes to treat as confidential all facts and information of which it becomes aware in the course of its cooperation with the Purchaser and which concern the Purchaser's business operations.

  2. The Supplier shall also oblige its employees to treat the information confidentially.

  3. The naming of the business relationship between the Purchaser and the Supplier for advertising or reference purposes requires the express prior written consent of the Purchaser.

  4. The above obligations shall apply for the duration of the business relationship and for at least five years after the conclusion of the last order.


  1. Unless otherwise stated in the order, the place of performance for all rights and obligations arising from this contract shall be the business address of the Purchaser.

  2. German law shall apply exclusively to all legal relationships between the Purchaser and the Supplier. The application of the UN Convention on Contracts for the International Sale of Goods is excluded.

Status 04/2019 | ARCUS Greencycling Technologies GmbH