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The contract is concluded in accordance with the following General Terms and Conditions of Delivery and Installation as soon as LÜRA GmbH has countersigned it in a legally binding manner or accepted it by order confirmation. The customer waives receipt of the declaration of acceptance. In the event of amendments and/or additions to the Agreement, the above shall apply accordingly. Conflicting general terms and conditions of the customer do not become part of the contract. LÜRA GmbH expressly objects to the inclusion of the customer’s general terms and conditions.
The scope of delivery and services results conclusively from the contract countersigned by LÜRA GmbH or from the order confirmation of LÜRA GmbH. Changes and additions to the scope of services must be confirmed by LÜRA GmbH in writing. Documents, offers, drawings and documentation prepared by LÜRA GmbH are usually prepared specifically for the customer. Copyrights and all rights of use arising from copyrights remain with LÜRA GmbH. The customer may not personally exploit the documents handed over to the customer as well as the ideas developed by LÜRA GmbH, nor may the documents and ideas be made directly or indirectly accessible to third parties. The documents must be returned immediately at any time upon request by LÜRA GmbH.
If a delivery time is negotiated individually, it applies. Compliance with an agreed delivery time is an indispensable condition that all technical details of the delivery are determined in good time. In the event of force majeure events as well as other obstacles for which LÜRA GmbH is not responsible, which make delivery or service significantly more difficult, impossible or delay LÜRA GmbH, the delivery time must be postponed by the period of the hindrance plus a reasonable start-up time. If the hindrance lasts longer than 6 months, LÜRA is entitled to withdraw from the contract with regard to the part that has not yet been fulfilled after setting an appropriate grace period. LÜRA GmbH can only invoke these circumstances if the customer is notified immediately. Circumstances that justify this action are in particular strikes, lockouts, official orders, operational disruptions, delays in the delivery of essential raw materials and components. The same applies if these circumstances occur at a supplier of LÜRA GmbH.
An agreed delivery deadline is met if the delivery has left the LÜRA GmbH factory within the deadline or if the customer has been notified that it is ready for shipment. LÜRA GmbH assumes no liability for a timely arrival of the delivery item, unless the late arrival is due to gross negligence or intent on the part of LÜRA. If LÜRA GmbH is responsible for the non-compliance with bindingly agreed deadlines or is in default, the customer is entitled to compensation for the damage caused by the delay, but only in the amount of 0.5% of the invoice amount of the delivery with which LÜRA GmbH is in default. With each completed week, 0.5% is forfeited, but no more than 5% of the invoice value of the deliveries and services affected by the delay. Any further claims by the customer are excluded, unless the damage is due to intent or gross negligence on the part of LÜRA GmbH or its vicarious agents. LÜRA GmbH is entitled to partial deliveries or partial services at any time.
If the delivery is delayed for reasons for which the customer is responsible, LÜRA GmbH may demand from the customer the costs incurred by the storage of the parts to be delivered, but at least 0.5% of the invoice amount for each week or part thereof in the case of storage ex works LÜRA GmbH, unless the customer can prove that LÜRA has only suffered minor damage. LÜRA GmbH is entitled to dispose of the delivery item after setting a reasonable period of time in the event of its fruitless expiry and to supply the customer with goods of the same type and quality within a reasonably extended period of time.
The place of performance is the registered office of LÜRA GmbH. The risk shall pass upon the actual acceptance of the delivery item by the customer or his vicarious agents. If the delivery item is shipped, the risk shall pass upon handover to the transport person, even if he or she is a transport person owned by LÜRA GmbH, unless LÜRA is responsible for the damage to the transported goods due to gross negligence or intent. The same applies if, in addition to the delivery, LÜRA GmbH has also assumed the obligation to assemble or set up the delivery item or other services, unless the damage during assembly and installation is due to gross negligence or intent. At the customer’s request, the delivery will be insured by LÜRA GmbH at the customer’s expense against theft, breakage, transport, fire and water damage as well as for other insurable risks.
The amount of the remuneration results from the contract concluded with the customer. The statutory value added tax is to be added to the agreed remuneration. The prices apply from the LÜRA GmbH plant, i.e. plus possible assembly and transport costs. Unless otherwise agreed, the agreed remuneration is due as follows:
Payments must be made on time without deduction. If cost increases occur in the period between 4 months after the order confirmation and the delivery or service, in particular for personnel and materials, the agreed price or service shall increase appropriately in accordance with the increase. If the increase amounts to more than 10% of the originally agreed total price, LÜRA GmbH will provide detailed evidence of the cost change. It is agreed that the price is based on a wage and material share of 40% each for the delivery of equipment. In the case of pure assembly work, a wage share of 80% can be assumed.
LÜRA GmbH is not obliged to accept bills of exchange from the customer. If LÜRA GmbH nevertheless accepts bills of exchange, the acceptance is made on account of performance. The exchange costs are at the expense of the customer and are to be paid immediately. Cheques are also accepted by LÜRA GmbH only on account of performance. The customer’s payment obligation is only fulfilled after irrevocable credit to the accounts of LÜRA GmbH. If LÜRA GmbH becomes aware of circumstances that call into question the customer’s creditworthiness, LÜRA GmbH is entitled to make all liabilities of the customer due immediately. Such a case exists in particular if a cheque or bill of exchange of the customer is not cashed or if the customer stops making payments. In these cases, LÜRA GmbH is also entitled to make the delivery or service dependent on advance payments or a security deposit. The same applies if the customer is in arrears with a (partial) payment for more than 3 weeks.
The customer’s right of refusal of performance and right of retention is expressly excluded if and to the extent that LÜRA has an interest worthy of protection in the exclusion of these rights. The customer is only entitled to offset if the counterclaims are undisputed or legally established. LÜRA GmbH and the customer agree that LÜRA GmbH may transfer the claims against the customer to third parties. All prohibitions of assignment in terms and conditions of purchase are expressly contradicted.
The warranty period is 24 months and begins with the delivery of the respective delivery item to the customer. In the event of an installation obligation on the part of LÜRA, the warranty period begins with the acceptance of the service by the customer. A specific form for the declaration of acceptance is not agreed. LÜRA GmbH only guarantees that the delivery item is not affected by defects that cancel or significantly reduce the value or suitability of the use required for ordinary use or according to the contract.
The customer must immediately report any defects occurring during the warranty period to LÜRA GmbH in text form with all details. Within the scope of what is reasonable, the customer must also provide information on how to determine the fault. The warranty does not cover defects caused by normal wear and tear, external influences or operating errors. LÜRA GmbH shall provide warranty at its discretion by repairing the delivery item or replacing defective parts. If parts are replaced, they become the property of LÜRA GmbH. If parts are installed during the repair, LÜRA GmbH assumes the warranty for these parts until the expiry of the warranty period of the delivery item.
A warranty claim by the customer is excluded if and to the extent that a defect is causally related to the fact that:
If rectification fails despite two attempts by LÜRA GmbH, the customer is entitled to demand rescission of the contract or reduction of the price if the defects could not have been remedied even with proper execution and greatest care. The liability of LÜRA GmbH, regardless of the legal grounds, is limited to the invoice amount, unless liability is based on intent or gross negligence of LÜRA GmbH or its agents. The exclusion of liability applies in particular to lost profits, savings and direct or indirect consequential damages. No assurances were given by LÜRA GmbH, especially regarding suitability of the delivery item for the customer’s intended purposes.
Application-related consulting is provided by LÜRA GmbH to the best of its knowledge and experience. All information about suitability and application of the products is non-binding and does not exempt the customer from his own tests. The customer is responsible for complying with legal and official regulations regarding use of the products.
The packaging becomes the property of the customer with full payment. The customer must ensure proper disposal.
Until full payment of the agreed remuneration and until all deliveries within the business relationship are paid – including all ancillary claims – the delivered items remain the property of LÜRA GmbH. The risk of loss or damage is borne by the customer during the validity of the retention of title. The customer is not entitled to pledge or transfer the goods as security. The customer must notify LÜRA GmbH immediately of any seizure by third parties and bear the necessary costs for eliminating such interference, unless paid by the third party.
If the customer resells the items under retention of title before transfer of ownership, the resulting claim is assigned to LÜRA GmbH up to the amount of the outstanding claim. The customer is authorized to collect this claim on behalf of LÜRA GmbH as long as he meets payment obligations properly. LÜRA GmbH may notify the third party of the assignment and instruct direct payment. In case of default, LÜRA GmbH is entitled to demand temporary surrender of the goods at the customer’s expense, even without withdrawal. LÜRA GmbH can also revoke collection authorization. The customer has no right of retention. Costs of returning reserved goods are borne by the customer.
LÜRA GmbH is entitled to exploit repossessed goods by direct sale after notice and deadline. Proceeds remaining after costs are offset against the customer’s debt, any surplus belongs to the customer. If LÜRA GmbH asserts retention rights, the customer cannot claim that the goods are essential for his trade.
LÜRA GmbH only owes assembly services if expressly agreed. The customer must order assembly separately. Supply and assembly orders are independent. If LÜRA GmbH provides delivery and installation together, invalidity or withdrawal of one contract does not affect the other. Installation costs are based on actual effort according to LÜRA GmbH’s current price list. If assembly cannot be carried out for reasons not attributable to LÜRA GmbH, waiting times, delays and additional journeys may be charged. Other ancillary services not directly related to assembly are not provided. The customer must provide at his expense and in time:
The customer must also provide information on concealed pipes, cables and static conditions before assembly. Liability is governed by section 7. Material used for assembly will be invoiced separately. Cable is charged according to measurement plus 10% waste. Spare parts and small materials are charged according to consumption. If material is purchased on site, a 10% procurement surcharge applies.
Ancillary agreements, amendments or additions must be in text form. German law applies. Place of jurisdiction for disputes is Wesel if the customer is a registered trader.
Should one or more provisions of this contract be or become invalid, the validity of the remaining provisions shall not be affected. The parties undertake to agree on a provision that comes closest to the intended economic meaning instead of an invalid or unclear clause.
(Version as of 06.2025) © 2025 LÜRA GmbH