General Terms and Conditions

General Terms and Conditions of AFA Folien GmbH

§ 1 Scope

All goods deliveries and services provided by AFA Folien GmbH are based on the following General Terms and Conditions (hereinafter referred to as GTC). These General Terms and Conditions apply to entrepreneurs, legal entities, and public law corporations.

The customer acknowledges them as binding with their order or placement of the contract. These GTC also apply if AFA Folien GmbH provides deliveries or services unconditionally in the knowledge of conflicting or deviating terms and conditions of the customer. If the customer does not immediately object to the inclusion of the GTC of AFA Folien GmbH after receipt of the order confirmation from AFA Folien GmbH, but at the latest by the time of delivery of the goods or provision of the service by AFA Folien GmbH, the GTC of AFA Folien GmbH shall apply.

The GTC of AFA Folien GmbH also apply to all future transactions between the customer and AFA Folien GmbH, without the need for a renewed reference.

If individual provisions of the GTC are invalid, this does not affect the validity of the remaining provisions.

§ 2 Conclusion of Contract

All offers or verbal commitments of AFA Folien GmbH are non-binding and only become binding after written order confirmation by AFA Folien GmbH. Order confirmations transmitted by EDP are legally effective even without a signature.

§ 3 Obligations to Comply with Delivery Times

AFA Folien GmbH is only obliged to comply with delivery times and dates if the customer has properly and fully fulfilled all obligations arising from the concluded transaction and previous transactions. Confirmed dates and deadlines for the delivery of goods or the provision of services are subject to the fulfillment of obligations by suppliers and cooperation partners towards AFA Folien GmbH and the absence of obstacles due to force majeure. In the event of impossibility of performance, AFA Folien GmbH is entitled to withdraw from the contract in whole or in part, excluding claims for damages.

§ 4 Delivery

The prices stated in the order or sales contract are binding and apply, unless otherwise agreed, for delivery "free domicile". AFA Folien GmbH is entitled to make reasonable partial deliveries. Delivery free domicile means delivery without unloading, provided that the access road and yard area can be driven on by a heavy truck. If the delivery vehicle leaves the drivable access road or yard area at the recipient's instruction, the buyer is liable for any damage that occurs. Costs incurred due to impassability shall be borne by the buyer.

§ 5 Collection and Customer's Duties to Cooperate

The prices stated in the order or purchase contract are binding and apply, unless otherwise agreed, for collection "free domicile". Invoicing by AFA Folien GmbH is based on the received weight and quality assessments of AFA Folien GmbH or a third party commissioned at the time of goods acceptance. Collection dates are granted exclusively by AFA Folien GmbH at its own discretion. The customer will be informed in advance.

The client must obtain the necessary consent of the owners for driving on third-party properties, non-public roads, paths, and places, and indemnify the contractor from claims by third parties that may arise from unauthorized use of third-party property.

Furthermore, the client is responsible for ensuring that the ground, site, and other conditions at the place of use and the access route, except for public roads, paths, and places, permit proper and safe execution of the order. In particular, the client is responsible for ensuring that the ground conditions at the site and access routes can withstand the occurring ground pressures and other stresses. Finally, the client is responsible for all information about underground cable ducts, supply lines, other underground lines, and cavities that could affect the load-bearing capacity of the ground at the site or access routes. The client must inform the contractor without being asked about the location and existence of overhead and underground lines, cables, damages, and other cavities, or unrecognizable obstacles that could affect the stability and operational safety of the vehicles at the site, as well as about special risk situations that may arise during crane operations with regard to the goods to be moved. Information and declarations by third parties used by the client to fulfill their obligations are deemed to be the client's own declarations.

§ 6 Authority to Issue Instructions

After placing the order, the client may not issue instructions to the personnel deployed by the contractor without the contractor's consent, deviate from the contractual agreements regarding type and scope, or act contrary to the purpose of the contract.

§ 7 Liability

If the client culpably breaches the aforementioned obligations, in particular their preparation, information, and cooperation duties, they shall be liable to the contractor for any resulting damage. The provisions of § 414 para. 2 HGB remain unaffected. The client must fully indemnify the contractor against claims by third parties arising from the breach of the client's obligations. In the event that the contractor is held liable under the Environmental Damage Act or other comparable public law national or international regulations, the client must fully indemnify the contractor internally, unless the contractor has caused the damage intentionally or through gross negligence. The defense of contributory negligence remains unaffected for both parties.

§ 8 Prices, Payments, and Vouchers

All price quotations are exclusive of the VAT applicable on the day of delivery. Unless otherwise agreed, the invoice amount is payable without deduction within 14 calendar days after delivery of the goods or provision of the service. Cash discounts are only permitted with special written agreement. In the event of late payment, default interest of 29 percentage points above the respective base interest rate p.a. (see www.basiszinssatz.de) will be charged. The assertion of further default damages remains reserved. Dunning fees are charged at €5.00 for the first reminder, €10.00 for the second reminder, and €15.00 for the last reminder.

AFA Folien GmbH reserves the right to demand advance payments for goods deliveries and services. If the customer refuses the advance payment, AFA Folien GmbH is released from the obligation to perform.

The customer is only entitled to offset if their counterclaims are undisputed or have been legally established. The customer is only entitled to exercise a right of retention insofar as their counterclaim arises from the same contractual relationship.

AFA Folien GmbH grants so-called disposal vouchers as part of new film purchases. The amount of the granted disposal voucher is shown on the corresponding sales invoice and is only valid when the new goods invoice has been paid in full. The voucher value is stated in tonnage and applies exclusively to the collection of used broom-clean LDPE silage films and/or used broom-clean LLDPE agricultural stretch films green/white at the location of the new film delivery. The voucher is neither exchanged for cash nor does it bear interest. The voucher is only transferable with the express consent of AFA Folien GmbH. If the value of the voucher is not sufficient for a collection service, the excess amount will be invoiced. The voucher can be redeemed until the end of the third year after the year of issue.

§ 9 Transfer of Risk

Delivery is ex works or warehouse of AFA Folien GmbH. The risk of accidental deterioration of the goods passes to the customer upon dispatch in the case of shipment and upon receipt of the notice of readiness in the case of collection.

§ 10 Complaints

AFA Folien GmbH is only liable for any defects in the delivered goods or services provided if these are reported in writing by the customer within eight calendar days of receipt. AFA Folien GmbH is entitled, at its discretion, to remedy the defect or make a replacement delivery.

Warranty claims expire 12 months after delivery of the goods to the customer. For claims for damages in the event of intent and gross negligence as well as in the event of injury to life, body, and health based on an intentional or negligent breach of duty by AFA Folien GmbH, the statutory limitation period applies.

In the event of a delay in delivery for which AFA Folien GmbH is responsible, a lump-sum compensation for delay of 1 percentage point of the net value of goods or services is paid for each completed week of delay, but not more than 10 percentage points of the total delivery value.

§ 11 Retention of Title, Copyright

AFA Folien GmbH retains ownership of the delivered goods until all claims arising from the current delivery contract and all further claims from the business relationship with the customer have been settled.

The customer is obliged to treat the purchased goods with care for the duration of the retention of title and to insure them at their own expense at replacement value and to assign the insurance claims to AFA Folien GmbH.

§ 12 Data Processing

AFA Folien GmbH is entitled, in compliance with data protection law in accordance with the Data Protection Regulation, to store and process personal and economic data of the customer obtained in the course of order processing, unless the customer objects in writing.

All explanations on data protection can be found on the following website:

www.afa-folien.de

§ 13 Final Provisions

The place of performance and jurisdiction for all disputes arising from contracts between AFA Folien GmbH and the customer is the registered office of AFA Folien GmbH.

Only the law of the Federal Republic of Germany shall apply to the legal relationship between AFA Folien GmbH and the customer, to the exclusion of the UN Convention on Contracts for the International Sale of Goods.

If a provision of these GTC is or becomes invalid, the validity of the remaining provisions shall not be affected.

These GTC have been valid since 05.2025.