Global Aviation + Piper Parts GmbH, 34379 Calden
General terms for business customers
1.1 These terms and conditions apply to all orders in the online shop www.globalaviation24.com for business and commercial customers of
Global Aviation + Piper Parts GmbH
34379 Calden, Germany
Telephone: +49 (0) 5674704 -21 bis 26
Fax: +49 (0) 5674704 -44
CEO: Jörg Philipp, Patrick Weilbach, Jennifer Bitterberg-Hill
Service hotline: under the telephone number: +49 (0) 5674704 -21 bis -26
1.2 For all deliveries and services of the Global Aviation + Piper Parts GmbH ("GAPP") valid for the duration of the business relationship, even without an express agreement to future contracts, excluding the following conditions, so far as the parties have not otherwise agreed in writing is met, counter-confirmations of the customer ("Customer") with reference to its terms and conditions are herewith rejected.
1.3 The individual services of GAPP can be found in separate performance certificates or performance specifications that are agreed separately between the customer and GAPP.
1.4 The range of products in our online shop is exclusively directed towards purchasers who have completed 18 years of age and shall be regarded as company in accordance with § 14 paragraph 1 Civil Law Code.
2. Quotations, orders, contracts
2.1 All quotations of GAPP are without engagement. The services rendered and deliveries carried out, which are of special kind, for the purpose of submitting a cost estimate, for example, travelling, dismantling etc. shall be charged to the customer also in such a case if the scheduled performances are not rendered or provided only in modified form.
2.2 A legal agreement shall only become effective with the written order confirmation of GAPP or written by telex or fax. This also applies to orders received by representatives by telephone or fax and order modifications made by the customer.
2.3 The presentation of goods in the online shop does not represent a binding request for the conclusion of a sales contract. It is rather a non-binding invitation to order goods in the online shop.
2.4 By clicking on the button “Order now and you are liable to pay“ you make a binding purchase offer” (§ 145 Civil Law Code).
2.5 After receiving the purchase offer, you will obtain an automatically generated e-mail, with which we confirm that we have received your order (confirmation of receipt). This confirmation of receipt does not yet represent an acceptance of your purchase quotation. A contract shall not be entered yet.
2.6. A purchase contract for the goods shall only be entered if we explicitly declare the acceptance of the purchase quotation or if we send the goods to you – without previous acceptance declaration.
2.7 If GAPP orders are placed for maintenance, service or processing of delivered parts of the customer, these shall be attached to a list with the exact designations and, if necessary, the dimensions of the individual parts. In the absence of such a list the information in the contract confirmation of GAPP is regarded as proof for the delivered parts.
2.8 Unless otherwise agreed parts and materials replaced by GAPP shall become the property of GAPP without compensation.
3. Delivery conditions
3.1 Unless otherwise agreed the transfer or approval is carried out in the factory of GAPP. If the transfer or approval is not carried out by the customer himself, but by a representative, he shall identify himself by a corresponding legitimation. GAPP is entitled, however not obliged, to examine this legitimation.
3.2 If on request of the customer a shipment is carried out, it shall be conducted at his expense and risk. Transport insurance shall only be taken out on request of the customer and only on his account.
3.3 Partial deliveries and partial services are admissible.
3.4 Delivery deadlines indicated by GAPP shall only be binding, if they have expressly been agreed in written form.
3.5 If GAPP shall be unable to keep the delivery or service date, the customer has to set an adequate extension. If GAPP does not deliver within this extension, the customer is authorized to withdraw from the contract.
3.6 GAPP shall not be responsible – even in case of bindingly agreed deadlines – for delivery and service delays due to force majeure or other unpredicted events without one’s fault, which essentially complicate or make the delivery or service impossible – even if they occur at suppliers of GAPP or other subcontractors. In these cases GAPP shall be entitled to delay either the delivery date or the service by the duration of the obstruction or to withdraw from the contract. Claims for damages, regardless for which legal reason, shall be excluded in case of force majeure as well as other unpredicted events without one’s fault.
4. Prices, payment conditions
4.1 The prices mentioned on the product sites shall be regarded as net prices plus the respective shipping costs and legally valid value-added tax.
4.2 All prices are applicable ex works of GAPP excluding postage, freight costs and packaging, unless otherwise agreed, for example, ex works of the producer. The customer shall pay the value-added tax, if it accrues. If the packaging is made available by GAPP, the cost prices for this shall be calculated.
4.3 The payment shall be made by the method of payment agreed with the sales division.
4.4 An offset or retention shall only be admissible in case of undisputed or legally ascertained counter claims of the customer.
4.5 If the customer falls into arrears as well as in case of reasonable doubts in the financial solvency or creditworthiness of the customer, GAPP shall without prejudice to any other rights be authorized to demand prepayments for deliveries which have not been carried out yet and make all claims arising from the business relationship due immediately. GAPPs delivery obligations shall be suspended as long as the customer is in default with a payment due. In the event of default in payment GAPP additionally is authorized to demand default interest at eight percentage points above the respective base interest rate, if these are claims for payment.
5. Transfer of risk
The risk shall be transferred with the acceptance or, if no acceptance has been agreed upon, with the transfer of goods in the factory of GAPP to the customer, in case of shipment as soon as the consignment has been transferred to the person carrying out the transport or has left the factory of GAPP for the purpose of shipment. If the shipment is delayed on request of the customer, the risk is transferred to him with the notification of readiness for shipping.
6. Acceptance delay
6.1 The customer falls into arrears with the acceptance or transfer, if he does not collect the goods or initiates their shipment within two weeks after having been notified about the completion or availability of the goods. Upon the occurrence of default of acceptance the risk of accidental deterioration and accidental destruction shall be passed to the customer.
6.2 If the customer falls into arrears with the acceptance, GAPP shall additionally be authorized to claim compensation for the resulting damage. After a period of four weeks after being notified about the readiness for collection GAPP furthermore reserves itself the right to store the goods otherwise at the customer’s expense or to sell.
GAPP shall not take out extra insurance for the ordered items transferred by the customer. The customer shall bear the risk of insurance protection for the ordered item during the repair.
8. Material/ items ofo the customer
8.1 If further items are transferred to GAPP with the ordered item, GAPP shall be liable for damages also for these items only in accordance with clause 12 of these general terms and conditions.
8.2 The customer shall grant a right of lien to GAPP regarding all items brought in by him for claims resulting from the underlying agreement.
9. Title retention
9.1 GAPP reserves itself the title of the items delivered by it (reserved goods), until the customer has paid off all claims resulting from the business relationship with GAPP. The retention extends to the new products resulting from the processing of the reserved goods. The processing shall be carried out for GAPP as producer. In case of processing, connection or mixing with items which do not belong to GAPP, GAPP shall acquire co-ownership in relation of the invoice value of its reserved goods to the invoice value of the other materials.
9.2 As long as the customer is prepared and in a position to properly fulfill his obligations towards GAPP, he may have the goods being in GAPP ownership or co-ownership at his disposal in the ordinary course of business. The following shall apply in particular:
a) If the customer defers the purchase price towards his purchaser, he shall reserve a title of the modified goods towards him. Without such a reservation the customer shall not be entitled to dispose of the conditional commodity.
b) As early as now the customer shall assign all claims resulting from the disposal of conditional commodities to GAPP including bills of exchange and cheques to secure GAPPs claims resulting from the business relationship. For the disposal of goods, in which GAPP has a co-ownership, the assignment shall be restricted to the share in the claim, which corresponds to GAPPs co-ownership. In the event of procession within the context of a contract for services the claim for compensation for work shall be assigned to GAPP to the amount of the proportionate sum of the invoice of the customer for the jointly processed reserved goods as early as now. The customer shall only be entitled for a further disposal or other utilization of the reserved goods, if it is guaranteed that the claims resulting from this are passed to us.
c) If the assigned claim is taken up in a current invoice, the customer shall assign a share of the balance corresponding to the amount of the claim as early as now (including the corresponding share of the closing balance) from the account current to GAPP. If interim balances are made and if their balance carried forward has been agreed, the claim resulting from the interim balance to which GAPP is entitled according to the previous regulation shall be treated as assigned to GAPP for the next balance.
d) Until GAPPs revocation the customer shall be entitled to collect claims assigned to GAPP.
9.3 As long as the ownership is reserved to GAPP, the customer shall carefully treat and store the reserved goods and carry out necessary inspection, maintenance and service works at his own expense, as far as he can dispose of them. During the duration of the title retention the customer shall neither pledge the reserved goods nor assign them by way of security. GAPP shall immediately be informed in written form or by telephone about accesses of third parties to the reserved goods, for example, by way of attachment or confiscation, or damages or destruction. The customer shall bear all costs which are necessary to cancel the access and to re-procure the reserved goods if they cannot be collected by third parties.
9.4 In the event of violation of the obligation for careful treatment of the reserved goods as well as other obligations to exercise diligence through the customer as well as at a delay of payment of secured claims GAPP shall be entitled to take back the reserved goods. The taking back shall only represent a withdrawal from the contract if GAPP declares this in written form. After taking back GAPP is entitled to utilization, whereas the proceeds shall be credited to the liabilities of the customer less adequate utilization costs. The same shall apply to any case of behavior of the customer which is contrary to the agreement.
9.5 If the realizable value of securities exceeds the claims which shall be secured by more than 20 %. GAPP will release securities on request of the customer according to his selection.
9.6 If the title retention is not admissible or only admissible to a limited extent according to the legal regulations which are valid in the country of the customer, our previously mentioned rights shall be restricted to the legally admissible scope.
10. Claims for defects
10.1 The claims for defects according to clause 11 of these general terms and conditions only exist at the purchase of goods if the customer has properly fulfilled his duties to inspect and complain according to §§ 377 Commercial Code.
10.2 For the sales of used goods each liability for material defects shall be excluded.
10.3 For the sales of newly manufactured goods § 478 German Civil Code shall be applied in cases of entrepreneur’s recourse of the customer against GAPP after a successful reduction or return through a consumer, providing that GAPP only takes over the reduction quota in case of a reduction through the consumer, which was applied in relation between the customer and the consumer or the further intermediary.
11. Customer’s rights in the event of deficiencies
11.1 The customer shall only assert the following rights if GAPP has been informed about the deficiency within the limitation period in written form and the goods were immediately made available to GAPP on request.
11.3 In case of justified and punctual complaints the correction of deficiencies is carried out at the option of GAPP by means of improvement and amendment or subsequent delivery. In the event of improvement and amendment GAPP decides whether this shall be carried out by repairing or exchanging defective parts.
11.4 GAPP shall be entitled to improve and amend several times. If GAPP does not remove the deficiency within an adequate time or the improvement and amendment has failed, the customer may withdraw from the contract or adequately reduce (decrease) the compensation at his discretion.
11.5 In case of unjustified complaints, which have caused an extensive re-examination, the costs of re-examination can be invoiced to the customer.
11.6 The limitation period for claims for defects is one year from the transfer of risk according to clause 5 of these general terms and conditions.
11.7 Any claims for defects shall be excluded if the goods are applied contrary to the operating manuals or instructions of GAPP or otherwise improperly installed, used or stored or not used according to contract of if without the approval of GAPP the customer or third parties carry out maintenances, repairs, modifications or amendments at the goods or parts of them, unless the customer proves that these conditions are not the cause for the claimed defect.
12.1 Claims for damages are – regardless of the type of breach of duty and including unlawful acts – excluded, as far as deliberate or roughly negligent acting is not present.
12.2 In the event of violating essential contractual obligations, GAPP is liable for negligence, however, only up to a damage amount that is typical for the contract and foreseeable. In this case claims cannot be made for loss of profits, expenditure saved from compensation claims of third parties as well as other indirect and consequential damages.
12.3 The liability limitations and exclusions in the paragraphs 1 and 2 shall not apply for damages resulting from the violation of life, body or health.
As far as the liability of GAPP is excluded or limited, this shall also apply to employees, workers, representatives and vicarious agents of GAPP.
13.1 If no other written stipulations have been made, these conditions shall reproduce the entire agreements between GAPP and the customer. There are no oral ancillary agreements. Modifications, supplements and the suspension of these conditions require the written form. This shall also apply to waiving the written form requirement.
13.2 For the legal relations between GAPP and the customer, not only for the conclusion but also realization of the contract, German law shall apply excluding the UN-purchase right.
13.3 The place of jurisdiction for disputes resulting from this contract is Kassel. However, GAPP reserves itself the right instead of this to appeal to the court which is generally competent for the place of business of the customer.
13.4 If a provision of these general terms and conditions is ineffective, the effectiveness of the other regulations shall remain unaffected by this.
As of July 2010