Steinmetz Mehl & Brot GmbH & Co KG
Stefan Steinmetz GmbH & Co KG
Steinmetz Patent Müllerei GmbH & Co KG
General Terms and Conditions exclusively forcommercial
customers (as of 2022)
1. Validity of the conditions
These General Terms and Conditions apply exclusively to legal transactions that we
enter into with entrepreneurs, i.e. with such natural or legal persons or partnerships
with legal capacity.
2. Offer and conclusion of contract
All offers are subject to change. Delivery promises are subject to our own supply.
Contracts and orders are only binding for us if they are confirmed by us in writing or if
we comply with them by sending the goods.
3. Prices
The prices stated in our price lists and offers are net prices. Value added tax and other
compulsory charges, which are shown separately in the invoice at the statutory rate on
the date of invoicing, must be added.
4. Deliveries
We make every effort to comply with agreed delivery deadlines. Events that make
delivery difficult or impossible, especially if the cause was beyond our control, release
us from the contract without further ado and exclude claims for damages. Unless
otherwise stated, we deliver ex ramp.
5. Defects and warranty
Differences in weight and quantity of up to 5% of the order quantity are considered
customary and do not constitute a defect. Obvious defects are to be notified on the
delivery bill and immediately by telephone or e-mail. The recipient must ensure that
the goods are stored in accordance with food hygiene regulations. Warranty claims
are excluded if the goods complained about have already been processed or
consumed or stored improperly. The warranty period ends one year after delivery of
the goods. Information from third-party manufacturers on pre-packaged goods
regarding the minimum shelf life of the goods shall not lead to an extension of the
warranty period applicable to us.
6. Place of performance and transfer of risk
The place of performance is Hamburg, irrespective of the destination of the delivery.
The risk of accidental loss or accidental deterioration of the goods shall pass to the
customer upon their handover to the customer or the carrier.
7. Payments
All invoices are to be settled by the customer without deduction within 10 days of the
delivery date by means of a cashless bank transfer. Offsetting against counterclaims
of the customer is not permitted, unless these counterclaims are due and undisputed
or have been legally established. In the event of late payment, we shall charge interest
on arrears 2% above our refinancing costs.
There is a chargeback of special discounts and conditions granted in anticipation of
prompt payment.
8. Retention of title
8.1 All deliveries and services are subject to retention of title. Ownership shall not pass to
the customer until he has fulfilled all his obligations to us which are due at the time of
payment and which have arisen from delivery, work and/or financing contracts or in
connection therewith. In the case of a current account, the retained title shall be
deemed to be security for our balance claim.
8.2 In the event that the goods delivered under retention of title are combined or mixed
with an item belonging to the customer or a third party, we shall acquire the pro rata
co-ownership of the new item instead of the customer, namely in the ratio of the
purchase price of the goods delivered by us to the value of the new item.
8.3 In the event that the goods delivered under retention of title are treated or processed,
we shall be the manufacturer within the meaning of the law, however, excluding the
assumption of any manufacturer’s obligations. We shall be entitled to pro rata coownership of the new item in the ratio of the purchase price of the processed item to
the value of the new item.
8.4 The customer is authorized to resell the goods delivered under retention of title in the
ordinary course of business. He hereby assigns to us in advance the first-ranking part
of his claims from justified and unjustified resale, which corresponds to the invoice
price (including VAT) of the goods delivered by us. Names and addresses of the
purchasers as well as the amount of the respective claim shall be notified to us upon
first request. The customer shall be authorized to collect the claims assigned to us as
long as he duly meets his payment obligations towards us and we do not revoke this
authorization for any other reason. We accept the advance assignments regulated in
this provision.
8.5 Until proper utilization of the goods delivered under retention of title or of the new item
created by combination, mixing, treatment or processing, the customer shall keep
them spatially separate from other items. He shall bear all costs and expenses
necessary for their preservation during this period and shall be liable to us for any
deterioration. The goods shall be adequately insured against damage, loss and
destruction. Written proof of this must be provided to us on request.
8.6 Any pledging or transfer of ownership by way of security of the purchased goods or
the new item created is not permitted. The customer shall notify us immediately of any
pledges or other impairments of our property by third parties and shall ward them off
using appropriate means.
8.7 In case of breach of contract by the customer, in particular in case of default of
payment, we are entitled to withdraw from the contract and to take back the delivered
goods.
8.8 We undertake to release the securities ordered to secure our claims at the customer’s
request to the extent that the value of these securities realizable under normal
circumstances exceeds the claims to be secured by 20% or more. We shall have the
right to select the securities to be released.
9. Transfer of ownership in drop shipments
9.1 In the case of so-called third-party transactions, i.e. transactions in which we assume
the financing of a transaction concluded directly between the customer and a third
supplier, the customer hereby assigns to us its claim to the procurement of ownership
against the supplier. We hereby accept this assignment. The above retention of title
clause shall then apply in our relationship with the customer.
9.2 If requested by us to do so, the customer is obliged to agree to a contractual
arrangement whereby we enter into the contract with a third-party supplier on the
supplier’s side.
10. Product use
The customer is obliged to observe processing, declaration and storage instructions.
He must also inform himself about existing regional processing and hygiene
regulations and observe them. In any case, the customer must satisfy himself of the
flawless condition of the delivered goods before processing them. The customer shall
only be entitled to use the brand name: Steinmetz as well as the well-known
advertising statements including the word and picture marks with special written
consent. In the event of restriction or termination of the business relationship from the
point of view of the approval, the right of use shall end automatically without the need
for termination. The trademarks and advertising statements, advertising media and
packaging used shall then be disposed of immediately without a period of use or
removed accordingly. The customer is responsible for any legal consequences arising
from non-compliance.
11. Limitation of liability
In the event of a slightly negligent breach of material contractual obligations, any claim
of the customer shall be limited to compensation for the foreseeable damage typical
for the type of goods.
12. Jurisdiction
The exclusive place of jurisdiction is Hamburg.
13. German law
German law shall apply exclusively to the exclusion of the UN Convention on Contracts
for the International Sale of Goods.
14. Other agreements
Customers in other European countries must state their Euro identification number
when placing the order. Damages incurred by us as a result of non-compliance with
the statutory provisions on Euro VAT shall be reimbursed to us by the customer
concerned.
Status: May 2022
Steinmetz Mehl & Brot GmbH & Co KG
Stefan Steinmetz GmbH & Co KG Steinmetz
Patent Müllerei GmbH & Co KG