TERMS OF CONTRACT

The „Standard  Conditions of the German Textile Industry in the version dated 1 January 2020“ under the following URL apply to all deliveries: https://www.moeve.de/publicdoc/AGB_EDT.pdf, but with the following restrictions and amendments:

I.
The exclusive place of jurisdiction for all disputes arising from the supply contract shall be the Görlitz Regional Court, irrespective of the amount of the dispute or transaction value.

 II.
If deviating terms of delivery or payment have been agreed between the contracting parties, these shall apply before those of the Standard  Conditions.

III.
In addition to the provisions in §5 and §6 of the Standard Conditions, the following shall apply: The seller shall be entitled to withdraw from the contract if it does not receive the delivery item through no fault of its own despite the prior conclusion of a corresponding purchase contract in compliance with due commercial care. The seller shall inform the buyer without delay that the delivery item is not available on time and, if it wishes to withdraw from the contract for this reason, shall exercise its right of cancellation without delay. The buyer is also entitled to a right of cancellation as a result of the seller’s information. In the event of cancellation, the seller shall reimburse the buyer for the consideration without delay, regardless of who cancels the contract.

IV.
The supplier is authorised to use other raw materials instead of cotton if this does not significantly impair the usability and appearance of the delivery item.

V.
In the case of rejected goods that have been labelled accordingly by Frottana, the requirements for a target quality for regular sales goods do not apply. In these cases, the liability for material damages  is excluded unless the parties have concluded a separate agreement on specific parameters to be complied with.

VI.
Any liability for damages caused by improper use and improper cleaning of the delivery item is excluded.

VII.
If a material damage notified on  time is not recognised by the supplier – after testing in its central laboratory – the Hohenstein Institute or a similar institute specified by the supplier or an independent testing entity  shall make a binding decision on its validity.

VIII.
In the case of hidden damages, the delivery item shall be deemed approved if they are not reported within 4 weeks after receival . Expenses and costs incurred by the customer in this context  – with the exception of shipping costs  – shall not be reimbursed. Otherwise, § 377 HGB applies.

IX.
Notices of damages or other complaints may not be made to  sales representatives, travelling sales representatives of Frottana or other third parties. In this regard, the aforementioned persons are not authorised to receive such declarations of intent. These also must generally require the written or text form.

X.
If non-delivery or late delivery by the supplier is due to an actual or statutory import or export ban on foreign raw materials or to a breach of contract by upstream suppliers, the purchaser shall have no claim to delivery. In addition, any claims for damages shall lapse in the event of such circumstances.

XI.
The purchaser is entitled to sell the delivery item in the proper  course of business. If the third party purchaser

1. does not pay for the reserved goods immediately, the purchaser shall be obliged to resell them only under retention of title, regardless of whether the reserved goods are resold without or after processing.
2. In the event of a sustained deterioration in the buyer’s financial circumstances, the buyer shall be obliged to surrender the unprocessed reserved goods at the seller’s first request.
   The seller shall credit the buyer with the proceeds of the best possible realisation of the returned reserved goods (§ 254 BGB).
3. The freight costs are initially advanced by the supplier and separately itemised on the customer invoices. The freight costs include transport insurance that covers all damage that occurs during transport and interim storage of the transported goods. Financial losses are not covered.
4. The supplier reserves the right to produce the goods both in Germany and abroad.

XII.
Sales facilities lent by the supplier  (e.g. shop furniture) shall remain his property. Such facilities  may only be used to store the items purchased from the supplier.

XIII.
Any terms and conditions of the customer that conflict with the above conditions are of no legal significance.

 XIV.

1. Frottana is liable without limitation for:                 
   – in the event of intent or gross negligence,
   – for injury to life, body or health,
   – in accordance with the provisions of the Product Liability Act and
   – within the scope of a warranty granted by Frottana.
   
2. In the event of a slightly negligent breach of an obligation that is essential for achieving the purpose of the contract (cardinal obligation), Frottana’s liability is limited to the amount of damage that is foreseeable and typical for the type of transaction in question.
   
3. Frottana accepts no further liability.
   
4. The limitation of liability above also applies to the personal liability of employees, representatives and bodies of Frottana.

The supplier is authorised to process the data concerning the purchaser contained in the business relationship or in connection with it, regardless of whether these originate from the purchaser itself or from third parties, in accordance with the Federal Data Protection Act.

We are a member of the Schutzgemeinschaft Muster und Modelle – Musterschutz – e.V. Our patterns, designs and models are registered for design protection. In this context, we would like to point out that we will take vigorous action against unauthorised imitations.