Terms and Conditions

AGB B2B / B2C

Terms and Conditions for Consumers

Terms and Conditions (PDF)


Your Provider and Contracting Party

Administration only – no physical sales, no return address

BRUCK GmbH & Co. KG
Industriestr. 22a
44628 Herne
Germany

Managing Director: Thomas Unger
Commercial Register: Local Court Bochum
HRA 5279
VAT ID: DE 125 418 042
WEEE Reg. No.: DE 17610482


You can reach our customer service for orders, questions, complaints, and claims by phone, email, or in person at our showroom.

Phone: +49 (0) 23 23 - 59 10
Email: sales@bruck.de

Customer Service Opening Hours
Mon. - Fri.: 08:00 – 17:00

Showroom Opening Hours
Mon. - Thu.: 09:00 – 15:00
Fri.: 09:00 – 13:00


1. Scope

1.1
We deliver based on the following General Terms and Conditions, which apply to all contracts concluded with us as a result of the offers on our online shop website.

1.2
Whenever these Terms and Conditions refer to consumers, this means natural persons who place an order for purposes that cannot be attributed to a commercial, independent, or professional activity. Entrepreneurs are natural or legal persons or legally capable partnerships who place orders for commercial, independent, or professional purposes. Customers within the meaning of these Terms and Conditions include both consumers and entrepreneurs.

1.3
If periods are stated in working days, these are understood to be all weekdays except Saturdays, Sundays, and public holidays at our place of business.

2. Possibility to Save and Access Contract Text

2.1
We make these Terms and Conditions and the other contractual provisions, together with your order data, available for retrieval during the ordering process. You can easily save this information by either downloading the Terms and Conditions and using your browser’s functions to store the order summary from the online shop, or by waiting for the automatic order confirmation, which we additionally send by email to the address you provided upon completion of your order. This order confirmation email includes the contractual provisions and your order details along with these Terms and Conditions and can be easily printed or saved using your email program.

2.2
The contract text is stored with us but is not directly accessible to you for security reasons. We provide each customer with a password-protected “My Account” area. With proper registration, you can view information about your open and recently shipped orders, update your BRUCK account and address details, change your password, and subscribe or unsubscribe from the newsletter. The customer is obliged to treat personal login information confidentially and not make it accessible to any unauthorized third party.

3. Contracting Party, Language, and Conclusion of Contract

3.1
Your contracting party is BRUCK GmbH & Co. KG, represented by Thomas Unger, Industriestr. 22a, 44628 Herne, Germany. Contracts in our online shop can currently be concluded in German, English, and French. All our offers are non-binding as long as they are not part of a contractual agreement. Before submitting your order, you have the opportunity to review and correct the data you entered.

3.2
By submitting your order, you make a binding contractual declaration. Immediately upon receipt of your order, you will receive an automatically sent order confirmation. This confirmation does not yet constitute acceptance of your order unless you have chosen the prepayment method and we request payment in the order confirmation email.

3.3
A binding contract is concluded immediately after your order if you accept the corresponding invitation and complete your order with payment via one of the online payment services we offer. Our online payment services are KLARNA and PayPal.

3.4
If you have chosen another payment method for your order, a binding contract is only concluded through our acceptance notification via a separate email. This email will have the subject line "Order Confirmation of Your Order."

3.5
If the contract is concluded via separate email according to section 3.4, you are bound to your order for a maximum of 3 working days, subject to your statutory right of withdrawal.

3.6
Please note that delivery for prepayment orders occurs only after the full amount has been credited to our account. Reservation of the item for prepayment orders is made for a maximum of 2 weeks. If your payment is received later, delivery delays may occur.

4. Prices, Shipping Costs, and Freight Charges

4.1
The prices listed in our online shop at the time of your order apply. The prices indicated are final prices, meaning they include the applicable statutory VAT of the delivery country as well as any other price components.

For parcel shipping, the following applies: Within Germany, to Austria, the Netherlands, and France, we deliver free of charge for orders of €99 or more. To Belgium and Luxembourg, we deliver free of charge for orders of €299 or more. To Croatia, we deliver free of charge for orders of €399 or more.

4.2
For parcel deliveries to the countries listed below, we charge a flat rate for environmentally friendly packaging and shipping for orders under €99 as follows:

Country Shipping Costs
Germany €6.90
Austria €9.90
France €9.90
Netherlands €9.90

For parcel deliveries to the following countries, we charge a flat rate for environmentally friendly packaging and shipping for orders under €299 as follows:

Country Shipping Costs
Belgium €9.90
Luxembourg €9.90

For parcel deliveries to the following countries, we charge a flat rate for environmentally friendly packaging and shipping for orders under €399 as follows:

Country Shipping Costs
Croatia €24.90

4.3
For deliveries outside Germany, additional costs may arise upon import into a third country (customs duties, any customs fees, and import VAT). These additional costs must be borne by the customer.

For all other countries, we charge a flat rate of €199 per order.

For deliveries outside Europe, the customer bears the shipping costs for both the outbound and return shipment.

5. Payment and Delivery

5.1
For orders through our online shop, we offer the following payment methods:

Advance Bank Transfer

Please transfer the amount after receiving our prepayment request via email. Include your name and order number in the transfer. Shipping of in-stock goods occurs immediately after the payment has been credited to our account. If the goods are not in stock, they will be ordered from the supplier only after receipt of your payment and shipped to you once they arrive at BRUCK.

PayPal and KLARNA via Mollie

Payment processing for KLARNA and PayPal is carried out via the payment service provider Mollie B.V., Keizersgracht 313, 1016 EE Amsterdam, Netherlands. If you select a payment method processed via Mollie, the data you provide during the order process will be transmitted to Mollie solely for payment processing purposes and only to the extent necessary for this purpose.

PayPal

During the checkout process, you will be redirected to the PayPal website. To pay via PayPal, you must be registered there or register, log in with your credentials, and confirm the payment instruction. Payment processing is carried out via the payment service provider Mollie B.V.

Klarna

When selecting a payment method offered via Klarna, payment processing is carried out by Klarna Bank AB (publ), Sveavägen 46, 111 34 Stockholm, Sweden. Further information and Klarna’s terms of use are provided during the ordering process. Payment processing is handled via the payment service provider Mollie B.V.

5.2
In general, we deliver parcels up to 70 kg with UPS to your home address or a delivery address of your choice. Goods over 70 kg are delivered via freight carrier. Shipments to P.O. boxes are not possible. Unless otherwise agreed, delivery by freight carrier is made up to the first lockable door at the delivery address provided by the customer. You will receive notification from us when the goods have left our premises. We cannot deliver to so-called parcel stations. If delivery is not possible, the carrier will provide instructions for further options.

5.3
We can deliver in-stock goods immediately upon receipt of the order and, if applicable, after receiving prepayment. In-stock items are marked on the product pages with "2-3 days". Shipping times for non-stock items are also indicated on the respective product pages.

5.4
The obligation to deliver does not apply if we ourselves are not supplied properly or on time and are not responsible for the unavailability. In the event of non-availability of the goods, we will inform you immediately, and any prepayment will be refunded promptly.

5.5
Delivery times are reasonably extended in the event of strikes, lockouts, or other circumstances beyond our control, including force majeure. We will notify the buyer promptly of the start and end of such impediments.

5.6
For consumers, the risk of accidental loss or deterioration of the sold goods passes to the consumer when the goods are handed over to the transport person or a recipient designated by the consumer. This applies regardless of whether shipping is insured. Otherwise, the risk of accidental loss or deterioration passes to the buyer upon handover, and in the case of shipment sales, upon delivery of the goods to the freight carrier or other person or institution responsible for shipment execution.

5.7
Goods sold as a single piece, unique item, exhibition piece, or similarly designated items are sold as specific items. Replacement delivery is excluded if it is impossible due to the uniqueness of the item. If the owed item is destroyed or damaged before the transfer of risk without BRUCK’s fault, making delivery of a defect-free item impossible, our obligation to perform ceases in accordance with § 275 (1) BGB; any payments already received will be refunded immediately according to statutory provisions (especially § 326 (1) BGB). Further customer rights are governed by statutory provisions.

6. Right of Withdrawal

Consumers have a fourteen-day right of withdrawal.

Withdrawal Instructions

Right of Withdrawal
You have the right to withdraw from this contract within fourteen days without giving any reason. The withdrawal period is fourteen days from the day on which you or a third party designated by you, who is not the carrier, takes possession of the last item.

To exercise your right of withdrawal, you must inform us (bruck.de GmbH, Herne branch, Industriestr. 22a, 44628 Herne, Germany, sales@bruck.de) of your decision to withdraw from this contract by means of a clear statement (e.g., a letter sent by post or an email). You may use the attached model withdrawal form, but it is not mandatory. If you use this option, we will promptly (e.g., by email) send you a confirmation of receipt of such withdrawal.

To meet the withdrawal deadline, it is sufficient for you to send your communication concerning your exercise of the right of withdrawal before the withdrawal period has expired.

Consequences of Withdrawal

If you withdraw from this contract, we shall reimburse all payments received from you, including delivery costs (except for additional costs arising if you chose a type of delivery other than the least expensive standard delivery offered by us), without undue delay and no later than fourteen days from the day on which we receive notification of your withdrawal from this contract. We will use the same payment method for the reimbursement that you used for the original transaction, unless expressly agreed otherwise with you; in no case will you be charged fees for such reimbursement. We may withhold reimbursement until we have received the goods back or you have supplied evidence of having sent back the goods, whichever is earlier.

You shall send back or hand over the goods to us without undue delay and in any event no later than fourteen days from the day on which you communicate your withdrawal from this contract. The deadline is met if you send back the goods before the period of fourteen days has expired. We bear the cost of returning the goods. You only have to pay for any diminished value of the goods resulting from handling other than what is necessary to establish the nature, characteristics, and functioning of the goods.

Model Withdrawal Form

(If you wish to withdraw from the contract, please complete this form and return it.)

– To BRUCK GmbH & Co. KG, Industriestr. 22a, 44628 Herne, Germany, sales@bruck.de

– I/We (*) hereby withdraw from the contract concluded by me/us (*) for the purchase of the following goods (*) / the provision of the following service (*)

– Ordered on (*) / received on (*)

– Name of consumer(s)

– Address of consumer(s)

– Signature of consumer(s) (only if this form is notified on paper)

– Date

(*) Delete as appropriate.

Special Notes

If you finance this contract via a loan and later withdraw, you are also no longer bound by the loan agreement, provided both contracts form an economic unit. This is particularly assumed if we are simultaneously your lender or if your lender relies on our cooperation for financing. If the loan has already been credited to us when the withdrawal becomes effective, your lender steps into our rights and obligations from the financed contract in relation to you with regard to the legal consequences of the withdrawal or return. This does not apply if this contract concerns the acquisition of financial instruments (e.g., securities, foreign exchange, or derivatives).

To avoid contractual obligations as much as possible, you should exercise your right of withdrawal and, if applicable, also withdraw from the loan agreement if you have a right to do so.

Return Labels

Without prejudice to your statutory rights, free return labels will be provided for your return shipment. If you use these return labels, the return shipment is free of charge for you. The return label will be provided to you by email. You can drop off the return shipment at a parcel shop of the respective provider in Germany.

7. Voluntary Manufacturer’s Warranty for LED Lights

7.1
For selected LED lights, BRUCK GmbH & Co. KG provides, in addition to the statutory warranty, a voluntary 5-year manufacturer’s warranty on the functionality of the LED modules and the associated control gear. The warranty period starts on the purchase date of the light by the end customer. Registration of the light via the corresponding registration page on our website is required to claim the warranty. Registration requires, in particular, the item number of the light, the purchase date, and proof of purchase. The warranty applies exclusively to BRUCK brand products and only to the first purchaser. The statutory warranty rights of the buyer toward the seller remain unaffected by this warranty and are not limited by it. Further information and the full warranty terms can be found at: https://bruck.de/service-und-planung/bruck-5-jahres-led-garantie/

8. Retention of Title

The goods remain our property until full payment has been received.

9. Warranty and Complaint Management

9.1
The statutory warranty period of 2 years applies to the goods we deliver. The period begins with the delivery of the goods. Warranty claims against entrepreneurs are limited to one year from delivery.

9.2
Entrepreneurs must notify us of obvious defects immediately, but no later than 14 days from receipt of the goods, in writing. For non-obvious defects, notification must be made immediately, but no later than 14 days from the discovery of the defect. Timely dispatch of the notification is sufficient to preserve the buyer’s rights. Otherwise, the goods are deemed approved with respect to the respective defect. For merchants, § 377 HGB applies additionally.

9.3
Excluded from the limitations or exclusions in sections 9.1 and 9.2 are claims for damages arising from injury to life, body, or health resulting from a breach of duty for which we are responsible, as well as claims for other damages arising from intentional or grossly negligent breaches of duty by us. For these claims, the statutory limitation period of 2 years applies. Limitations or exclusions of warranty claims do not apply in the case of the assumption of a quality guarantee by us or in cases of fraudulent concealment of a defect according to § 444 BGB. Any manufacturer’s warranty remains unaffected. Where our liability is excluded or limited, this also applies to the personal liability of our employees, staff, legal representatives, and vicarious agents.

9.4
Warranty claims do not apply to defects resulting from improper handling, misuse, or normal wear and tear after the transfer of risk. In particular, changes in the visual appearance caused by use, assembly, disassembly, cleaning, or transport after the transfer of risk do not constitute a defect, provided they were not present upon delivery of the goods.

9.5
Within the warranty period, the statutory warranty regulations apply.

9.6
For goods marked as single piece/unique, subsequent performance – if possible and reasonable – can be carried out by repair. A claim to delivery of a defect-free item (replacement) does not exist to the extent that this is impossible. Otherwise, statutory warranty rights apply.

9.7
For service inquiries, please contact our customer service. You can reach our customer service for orders, questions, complaints, and issues by phone, email, or in person at our showroom.

Phone: +49 (0)2323 - 59 10
Email: sales@bruck.de

Customer Service Hours
Mon. - Thu.: 08:00 - 17:00
Fri.: 08:00 - 15:00

Showroom Hours
Mon. - Thu.: 09:00 - 15:00
Fri.: 09:00 - 13:00

BRUCK GmbH & Co. KG
Industriestr. 22a
D-44628 Herne, Germany

10. Data Protection Notice

Our data protection practices comply with statutory requirements. Details on the collection and use of your personal data can be found in our Privacy Policy, which also includes information on credit checks, where values for the probability of payment default are calculated, including the use of your address data.

11. Applicable Law and Jurisdiction

11.1
All legal transactions or other legal relationships with us are governed by the law of the Federal Republic of Germany. The UN Convention on Contracts for the International Sale of Goods (CISG) as well as any other international agreements, even if incorporated into German law, do not apply. This choice of law does not deprive customers with ordinary residence in an EU member state or Switzerland of protections arising from the mandatory provisions of the law of that state.

11.2
In business dealings with merchants and legal entities under public law, our registered office is agreed as the place of jurisdiction for all disputes arising from these Terms and Conditions and individual contracts concluded under them, including actions relating to bills of exchange and checks. In such cases, we are also entitled to bring an action at the customer’s place of business.

12. Severability Clause

Should individual provisions of these Terms and Conditions be wholly or partially invalid or lose their validity at a later date, the validity of the remaining Terms and Conditions shall remain unaffected. The statutory provisions shall replace any invalid provisions. The same applies if the Terms and Conditions contain an unforeseen gap.

13. Disposal and Battery Return

Environmental Protection
Components, e.g., chemical pollutants in old devices, can harm the environment and health if not stored properly, particularly if disposed of improperly or by unauthorized persons. Illegal exports may not guarantee protection for the environment and human health. Old devices may also contain recyclable raw materials, can be repaired, or parts can be reused, significantly reducing environmental impact. Therefore, old devices must not be disposed of in regular household waste or exported illegally. As an end-user, you are legally obligated to return or properly dispose of electrical appliances. Please note: You are responsible for erasing personal data on the devices to be disposed of.

Batteries
Components, e.g., chemical substances in batteries, can harm the environment and health if not stored and disposed of properly. At the same time, batteries may contain recyclable raw materials. Therefore, batteries must not be disposed of in regular household waste. As an end-user, you are legally required to return used batteries.

You can return used batteries free of charge to the seller or to designated collection points (e.g., public collection points in your municipality or at retail stores) or return them free of charge by post. When returning batteries by post, applicable dangerous goods regulations must be observed. Drop-off at retail locations is limited to quantities typical for end-users and to batteries that the distributor currently or previously offered in their assortment.

The symbol of the crossed-out trash bin reminds you that batteries must not be disposed of in household waste. Alongside this symbol, you may find additional symbols indicating content:

Pb = battery contains more than 0.004% by weight of lead
Cd = battery contains more than 0.002% by weight of cadmium
Hg = battery contains more than 0.0005% by weight of mercury

Old Devices
Electrical and electronic devices are marked with the following symbol of a “crossed-out wheeled bin”:

This symbol indicates that, as the owner of this device, you must not dispose of it in household waste (grey bin, yellow bin, bio-bin, paper, or glass). The device must be delivered, for example, to municipal collection points for separate collection from unsorted municipal waste for the purpose of reuse. Used batteries and accumulators not enclosed in the old device must be separated before delivery to a collection point.

Collection of old devices may be refused if contamination poses a risk to human health and safety.

Status: 03/2026
Your BRUCK GmbH & Co. KG, Thomas Unger

Terms and Conditions for Business Customers - Delivery

Terms and Conditions / Delivery Terms as PDF

I. SCOPE OF APPLICATION

These General Terms of Delivery constitute general terms and conditions within the meaning of §§ 305 et seq. of the German Civil Code (BGB) and are hereinafter referred to as "GTC". They apply to the entire business relationship between the customer (hereinafter "Recipient") and BRUCK GmbH & Co. KG (hereinafter "Supplier").

II. GENERAL PROVISIONS

1. The scope of deliveries or services (hereinafter "Deliveries") shall be determined by the written declarations of both parties. General terms and conditions of the Recipient shall only apply if the Supplier has expressly agreed to them in writing. These GTC also apply to all future transactions between the contracting parties.

2. The Supplier reserves all property and copyright exploitation rights to cost estimates, drawings, and other documents (hereinafter "Documents"). The Documents may only be made accessible to third parties with the prior consent of the Supplier and must be returned to the Supplier immediately upon request if the order is not placed with the Supplier. Sentences 1 and 2 shall apply accordingly to the Documents of the Recipient; however, these may be made accessible to third parties to whom the Supplier has lawfully assigned deliveries.

3. The Recipient has the non-exclusive right to use standard software with the agreed features in unchanged form on the agreed devices. The Recipient may not make a backup copy without explicit agreement.

4. Declarations and lighting plans made by the Supplier are generally non-binding and without obligation. Binding effect is excluded within the meaning of § 145, last half sentence of the BGB. This constitutes a request to submit a binding offer.

5. Partial deliveries are permitted insofar as they are reasonable for the Recipient. Fixed-date transactions within the meaning of § 376 HGB require the express written confirmation of the Supplier.

6. The provisions of the Act on the Reorganization of Safety of Technical Work Equipment and Consumer Products of 6 January 2004 (GPSG) remain unaffected by these GTC, insofar as mandatory law contrary to these GTC applies. The same applies to all other mandatory legal provisions.

7. Correct and timely self-supply remains reserved.

III. PRICES AND PAYMENT TERMS

1. Prices are understood as ex works, excluding packaging, plus the applicable statutory value-added tax. The Supplier's current price list applies. All prices are in EURO.

2. The Supplier charges separately for packaging materials required for the transport of the Deliveries; the cost of this packaging is added to the price of the contractual main service. If the Supplier has carried out installation or assembly and nothing else has been agreed, the Recipient shall bear, in addition to the agreed remuneration, all necessary ancillary costs such as travel expenses, costs for transporting tools and personal luggage, as well as allowances.

3. Payments must be made to the Supplier's designated payment office. The Supplier reserves the right to adjust prices during the year for the sale of products subject to strong price fluctuations in the relevant raw material markets. The price of the Delivery may increase if the Delivery occurs more than 4 months after the conclusion of the contract due to cost or wage increases on the part of the Supplier.

4. The purchase price is due in full upon delivery. The Recipient is automatically in default 14 days after the due date if payment has not been made, without further declaration from the Supplier. If the payment term is not met, the Supplier is entitled to withdraw any agreed discounts. In the event of defects, the Recipient does not have a right of retention, unless this is reasonable in proportion to the defects and the expected costs of subsequent performance. The statutory provisions regarding default interest remain unaffected. The assertion of damages exceeding statutory default interest by the Supplier remains unaffected, provided the Supplier proves them. The Recipient is entitled to prove that no such damage occurred.

5. The Recipient may only offset claims that are undisputed or have been legally established.

6. The Recipient may, at their own expense, take out transport insurance with the Supplier. The insurance is charged separately by the Supplier at 1.5% of the net value of the goods, or at least €1.00 per invoice. The transport insurance covers the risk of breakage.

7. The Supplier has a right of withdrawal if the Recipient has provided false information about their creditworthiness. The same applies in the case of objectively insufficient creditworthiness if the Supplier's claim is at risk. If the Supplier’s claim is at risk, they may instead require advance payments or securities in a reasonable amount. If performance was agreed other than by cash payment, cash payment may be demanded. Further claims for damages remain unaffected.

8. If the Supplier claims damages from the Recipient for non-performance – for example, in the case of partial or total cancellation of the Delivery – such damages shall amount to 20% of the net value of the goods. The Recipient is entitled to prove that no damage occurred or that it was significantly lower than the above agreed lump sum. The Supplier’s claim for higher damages is not excluded if the Supplier can specifically prove a higher loss.

IV. SIMPLE AND EXTENDED RETENTION OF TITLE

1. The items delivered (reserved goods) remain the property of the Supplier until all claims to which the Supplier is entitled against the Recipient from the business relationship have been fulfilled. If the value of all security rights to which the Supplier is entitled exceeds the amount of all secured claims by more than 20%, the Supplier shall release a corresponding portion of the security rights at the request of the Recipient.

2. During the existence of the retention of title, the Recipient is prohibited from pledging or assigning the goods as security, and resale is only permitted to resellers in the ordinary course of business and only under the condition that the reseller receives payment from their customer or makes retention of title contingent upon the customer fulfilling their payment obligations.

3.

a) If the Recipient resells reserved goods, they hereby assign their future claims from the resale against their customers, including all ancillary rights – such as any balance claims – as security to the Supplier, without the need for any further declaration. If the reserved goods are resold together with other items without a separate price being agreed for the reserved goods, the Recipient assigns to the Supplier, with priority over other claims, the portion of the total price corresponding to the invoiced price of the reserved goods.

b) Upon proof of a legitimate interest, the Recipient shall provide the Supplier with the information and documents necessary to assert the Supplier’s rights against the customer.

c) Until revoked, the Recipient is authorized to collect the assigned claims from the resale. In the event of an important reason, in particular default of payment, suspension of payment, opening of insolvency proceedings, bill protest, or justified indications of over-indebtedness or imminent inability to pay by the Recipient, the Supplier is entitled to revoke the Recipient’s collection authority. Furthermore, after prior warning and with a reasonable period, the Supplier may disclose the assignment of security, enforce the assigned claims, and require the Recipient to disclose the assignment to the customer.

4.

a) The Recipient is entitled to process the reserved goods or mix or combine them with other items. Such processing, mixing, or combining (hereinafter "Processing") is carried out on behalf of the Supplier. The Recipient shall store the new item for the Supplier with the care of a prudent businessman. The new item is considered reserved goods.

b) When processing with other items not belonging to the Supplier, the Supplier acquires co-ownership of the new item in proportion to the value of the processed, mixed, or combined (hereinafter "processed") reserved goods relative to the value of the other processed items at the time of processing. If the Recipient acquires sole ownership of the new item, the Supplier and the Recipient agree that the Recipient grants the Supplier co-ownership of the new item created by processing in proportion to the value of the processed reserved goods relative to the other processed items at the time of processing.

c) In the event of resale of the new item, the Recipient hereby assigns their claim from the resale against the customer, including all ancillary rights, as security to the Supplier, without the need for further declaration. The assignment applies only to the extent of the value invoiced by the Supplier for the processed reserved goods. The portion of the claim assigned to the Supplier is to be satisfied with priority. The provisions regarding collection authority and the conditions for its revocation under clause 3c) apply accordingly.

d) If the Recipient combines the reserved goods with real estate or movable items, they hereby assign, without further declarations, their claim for remuneration for such combination, including all ancillary rights, as security to the Supplier in proportion to the value of the combined reserved goods relative to the other combined items at the time of combination.

5. In the event of seizures, confiscations, or other dispositions or interventions by third parties, the Recipient must notify the Supplier immediately.

6. In the event of breaches of duty by the Recipient, in particular default of payment, the Supplier is entitled, after the unsuccessful expiry of a reasonable period set for performance, to withdraw and repossess; the statutory provisions regarding the dispensability of a grace period remain unaffected. The Recipient is obliged to surrender the goods.

V. DELIVERY DEADLINES AND DEFAULT

1. Compliance with delivery deadlines requires the timely receipt of all documents, necessary approvals, and releases to be provided by the Recipient, in particular plans, as well as compliance with the agreed payment terms and other obligations by the Recipient. If these prerequisites are not met in time, the deadlines shall be extended appropriately; this does not apply if the Supplier is responsible for the delay.

2. If non-compliance with deadlines is due to force majeure, e.g., mobilization, war, civil unrest, or similar events, e.g., strike, lockout, the deadlines shall be extended appropriately.

3. If the Supplier is in default, the Recipient may claim compensation for each completed week of delay of 0.5%, but not exceeding a total of 5% of the price for the part of the Deliveries that could not be put to operational use due to the delay, provided the Recipient credibly demonstrates that they suffered damage as a result.

4. Claims for damages by the Recipient due to delayed delivery as well as claims for damages instead of performance exceeding the limits set out in clause 3 are excluded in all cases of delayed delivery, even after any deadline for delivery set for the Supplier has expired. This does not apply to mandatory liability in cases of intent, gross negligence, or injury to life, body, or health. The Recipient may only withdraw from the contract under statutory provisions if the delay in delivery is the Supplier’s responsibility. No change in the burden of proof to the detriment of the Recipient is associated with the foregoing provisions.

5. Upon request by the Supplier, the Recipient is obliged to declare within a reasonable period whether they withdraw from the contract due to the delay or insist on delivery.

6. If shipment or delivery is delayed at the request of the Recipient by more than one month after notification of readiness for shipment, the Recipient may be charged storage fees of 0.5% of the price of the items per month commenced, but not exceeding a total of 5%. The parties remain free to provide evidence of higher or lower storage costs.

VI. TRANSFER OF RISK

1. The risk passes to the Recipient even in the case of delivery free of charge as follows: a) for deliveries without installation or assembly, when they have been dispatched. At the Recipient’s request and expense, deliveries may be insured by the Supplier against the usual transport risks; b) for deliveries with installation or assembly, on the day of takeover at the Recipient’s own premises or, if agreed, after successful trial operation.

2. If shipment, delivery, the start or execution of installation or assembly, takeover at the Recipient’s premises, or trial operation is delayed for reasons attributable to the Recipient, or if the Recipient is otherwise in default of acceptance, the risk passes to the Recipient.

VII. INSTALLATION AND ASSEMBLY

The following provisions apply to installation and assembly, unless otherwise agreed in writing:

1. The Recipient shall, at their own expense, provide and ensure in a timely manner:

a) all earthworks, construction, and other ancillary work not belonging to the Supplier’s trade, including the required skilled and unskilled personnel, building materials, and tools,

b) all items and materials required for assembly and commissioning, such as scaffolding, lifting devices and other equipment, fuels, and lubricants,

c) energy and water at the point of use, including connections, heating, and lighting,

d) at the installation site, sufficiently large, suitable, dry, and lockable rooms for storing machine parts, apparatus, materials, tools, etc., and appropriate work and break rooms for the assembly personnel, including sanitary facilities adequate to the circumstances; in addition, the Recipient shall take on-site measures to protect the Supplier’s property and the assembly personnel as they would to protect their own property,

e) protective clothing and safety devices required due to special circumstances at the installation site.

2. Before the start of assembly work, the Recipient shall provide, without being requested, all necessary information regarding the location of concealed electrical, gas, water lines, or similar installations, as well as the required static data.

3. Before the start of installation or assembly, all items and provisions necessary for the commencement of work must be present at the installation or assembly site, and all preliminary work must have progressed sufficiently so that installation or assembly can begin as agreed and be carried out without interruption. Access routes and the installation or assembly area must be leveled and cleared.

4. If installation, assembly, or commissioning is delayed due to circumstances for which the Supplier is not responsible, the Recipient shall bear the costs of waiting time and any additional travel required for the Supplier or assembly personnel to a reasonable extent.

5. The Recipient shall certify to the Supplier on a weekly basis the working hours of the assembly personnel and the completion of installation, assembly, or commissioning without delay.

6. If the Supplier requests acceptance of the delivery after completion, the Recipient shall carry it out within two weeks. If this does not occur, acceptance shall be deemed to have taken place. Acceptance shall also be deemed to have occurred if the delivery has been put into use – if applicable, after completion of an agreed test phase.

VIII. ACCEPTANCE

The Recipient may not refuse acceptance of deliveries due to insignificant defects.

IX. MATERIAL DEFECTS

The Supplier is liable for material defects as follows:

1. All parts or services that show a material defect within the limitation period – regardless of operational use – must be rectified, replaced, or newly provided free of charge, provided that the cause of the defect already existed at the time of transfer of risk.

2. Claims for material defects expire within 12 months. This does not apply where the law provides for longer periods pursuant to §§ 438 (1) No. 2 (buildings and items for buildings), 479 (1) (recourse claims), and 634a (1) No. 2 (construction defects) BGB, as well as in cases of injury to life, body, or health, intentional or grossly negligent breaches of duty by the Supplier, and fraudulent concealment of a defect. The statutory provisions on suspension, interruption, and restart of periods remain unaffected.

3. The Recipient must notify the Supplier of material defects in writing without delay.

4. In the case of defect notifications, payments by the Recipient may only be withheld to an extent reasonably proportionate to the defects that have occurred. Payments may only be withheld if a defect notification has been submitted whose justification cannot reasonably be disputed. If the defect notification is unjustified, the Supplier is entitled to claim reimbursement from the Recipient for the expenses incurred.

5. The Supplier must first be given the opportunity to remedy the defect within a reasonable period.

6. If the remedy fails, the Recipient may – without prejudice to any claims for damages pursuant to Art. XII – withdraw from the contract or reduce the remuneration.

7. Claims for defects do not exist in the case of only insignificant deviation from the agreed condition, only insignificant impairment of usability, normal wear and tear, or damage occurring after transfer of risk due to incorrect or negligent handling, excessive use, unsuitable operating materials, defective construction work, unsuitable ground conditions, or special external influences not assumed under the contract, as well as non-reproducible software errors. If the Recipient or third parties carry out improper modifications or repairs, claims for defects for these and resulting consequences also do not exist.

8. Claims by the Recipient for expenses necessary for subsequent performance, in particular transport, travel, labor, and material costs, are excluded if the expenses increase because the delivered item was subsequently moved to a location other than the Recipient’s premises, unless the relocation corresponds to its intended use.

9. Recourse claims of the Recipient against the Supplier pursuant to § 478 BGB (recourse of the entrepreneur) exist only to the extent that the Recipient has not made agreements with their buyer exceeding the statutory claims for defects. For the scope of the Recipient’s recourse claim against the Supplier pursuant to § 478 (2) BGB, clause 8 applies accordingly.

10. For claims for damages, Art. XII (Other claims for damages) applies. Any further or other claims of the Recipient against the Supplier and its vicarious agents due to a material defect are excluded beyond those regulated in this Art. IX.

X. INDUSTRIAL PROPERTY RIGHTS AND COPYRIGHTS; LEGAL DEFECTS

1. Unless otherwise agreed, the Supplier is obligated to provide the delivery only within the country of the place of delivery free from third-party industrial property rights and copyrights (hereinafter "proprietary rights"). If a third party asserts legitimate claims against the Recipient due to the infringement of proprietary rights by deliveries provided by the Supplier and used in accordance with the contract, the Supplier is liable to the Recipient within the period specified in Art. VIII, clause 2, as follows:

a) At its discretion and at its own expense, the Supplier shall either obtain a right of use for the deliveries in question, modify them so that the proprietary right is not infringed, or replace them. If this is not possible for the Supplier under reasonable conditions, the Recipient shall have the statutory rights of withdrawal or reduction.

b) The Supplier’s obligation to pay damages is governed by Art. XII.

c) The obligations of the Supplier mentioned above exist only to the extent that the Recipient immediately notifies the Supplier in writing of claims asserted by the third party, does not acknowledge the infringement, and allows the Supplier to conduct all defense measures and settlement negotiations. If the Recipient suspends the use of the delivery for damage mitigation or other important reasons, they are obliged to inform the third party that the suspension of use does not constitute acknowledgment of an infringement.

2. Claims by the Recipient are excluded to the extent that they are responsible for the infringement of proprietary rights.

3. Claims by the Recipient are also excluded to the extent that the infringement of proprietary rights is caused by specific instructions from the Recipient, by use that was not foreseeable by the Supplier, or by the Recipient modifying the delivery or using it together with products not supplied by the Supplier.

4. In the case of proprietary rights infringements, the provisions of Art. IX, clauses 4, 5, and 9, shall apply correspondingly to the claims of the Recipient regulated in clause 1 a).

5. In the case of other legal defects, the provisions of Art. IX apply correspondingly.

6. Further or other claims of the Recipient against the Supplier and its vicarious agents due to a legal defect beyond those regulated in this Art. X are excluded.

XI. IMPOSSIBILITY; CONTRACT ADJUSTMENT

1. To the extent that delivery is impossible, the Recipient is entitled to claim damages, unless the Supplier is not responsible for the impossibility. However, the Recipient’s claim for damages is limited to 10% of the value of the part of the delivery that cannot be put to operational use due to the impossibility. This limitation does not apply in cases of intent, gross negligence, or liability for injury to life, body, or health; the burden of proof for the Recipient is not altered by the foregoing. The Recipient’s right to withdraw from the contract remains unaffected.

2. If unforeseeable events within the meaning of Art. V, clause 2, significantly change the economic significance or content of the delivery or significantly affect the Supplier’s business, the contract shall be adjusted appropriately in accordance with the principles of good faith. If this is not economically reasonable, the Supplier shall have the right to withdraw from the contract. If the Supplier wishes to exercise this right of withdrawal, they must notify the Recipient immediately upon becoming aware of the consequences of the event, even if an extension of the delivery period was initially agreed with the Recipient.

3. Even if the Recipient does not have a right of withdrawal, the Supplier may, as a matter of goodwill, credit returned deliveries to the Recipient. This requires the prior written consent of the Supplier. The return is at the Recipient’s sole expense. Only deliveries listed in the current catalog, in their original packaging, defect-free and unopened, are included. Project executions and custom-made items will not be accepted for return. A credit will be issued less processing costs of 20% of the net goods value, but at least €25.00. For already opened goods or in all other cases, processing costs amount to 30% of the net goods value, but at least €35.00. The Supplier may claim higher costs if they can substantiate them.

XII. OTHER CLAIMS FOR DAMAGES

1. Any other claims for damages and reimbursement of expenses by the Recipient, regardless of legal grounds, in particular due to breach of contractual duties or tort, are excluded.

2. This does not apply where mandatory liability exists, e.g., under the Product Liability Act, in cases of intent, gross negligence, injury to life, body, or health, or breach of essential contractual obligations. However, claims for damages for breach of essential contractual obligations are limited to the typical, foreseeable damage under the contract, unless intent or gross negligence applies, or liability arises due to injury to life, body, or health. The burden of proof for the Recipient is not altered by the foregoing.

3. Claims for damages under this Art. XII expire at the end of the limitation period applicable to claims for material defects under Art. IX, clause 2. For claims under the Product Liability Act, statutory limitation periods apply.

XIII. DISPOSAL OF PACKAGING MATERIALS

The Supplier does not take back packaging materials. The obligations imposed on the Supplier by the Ordinance on the Avoidance and Recovery of Packaging Waste have been transferred by framework agreement to INTERSEROH AG. Upon request, the Recipient will be provided by the Supplier with local points where packaging materials can be returned.

XIV. JURISDICTION AND APPLICABLE LAW

1. The exclusive place of jurisdiction, if the Recipient is a merchant, for all disputes arising directly or indirectly from the contractual relationship, is the Supplier’s registered office. However, the Supplier is also entitled to sue at the Recipient’s registered office.

2. German substantive law applies to the legal relationships in connection with this contract, to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods (CISG).

XV. WRITTEN FORM

No oral ancillary agreements to this contract have been made. Amendments and/or additions to this contract require written form. Amendments and additions are made by the Supplier’s management. Oral agreements by other persons who are not specifically authorized by the Supplier are only effective if confirmed in writing by the Supplier’s management.

XVI. SEVERABILITY CLAUSE

The invalidity of any provision does not affect the validity of the remaining provisions of the contract. The contracting parties undertake to replace any invalid provision with a valid provision that comes closest to its economic purpose and best serves the purpose of the contract.


Terms and Conditions for Business Customers - Purchasing

Terms and Conditions / Purchasing Conditions (PDF)

§1. GENERAL PROVISIONS

§1.1. For all orders of Bruck GmbH & Co. KG, hereinafter referred to as “Bruck,” only these conditions shall apply, unless expressly agreed otherwise. Any conditions of the contractor in its general terms and conditions or order confirmation are hereby explicitly rejected. Unconditional acceptance of order confirmations or deliveries does not constitute acknowledgment of such conditions.

§1.2. By making the first delivery under these purchasing conditions, the supplier acknowledges their exclusive applicability for all subsequent orders as well.

§1.3. Orders and assignments are binding if made in writing or confirmed in writing.

§1.4. For all contracts, Bruck has the right to terminate immediately without observing any notice period at the end of the month. In the event that the foregoing provision is ineffective, statutory law shall apply – this applies to all written contracts.

§2. DELIVERY AND SHIPPING

§2.1. Delivery shall be made in accordance with the order or the subsequent instructions of Bruck on the agreed dates. The contractor shall immediately notify any changes to the dates.

§2.2. The contractor must comply with Bruck’s shipping regulations as well as those of the carrier or freight forwarder. All shipping documents, correspondence, and invoices must include Bruck’s order and item numbers.

§2.3. The contractor bears all transport costs, including packaging, insurance, and all other ancillary costs, unless expressly agreed otherwise.

§3. DELIVERY DEADLINES AND DATES

§3.1. The delivery deadlines or dates specified in orders are binding and shall be understood as applicable upon arrival at the place of performance.

§3.2. Bruck is entitled to refuse acceptance of goods not delivered by the delivery date specified in the order and to return them at the contractor’s expense and risk or to store them with third parties.

§4. QUALITY AND ACCEPTANCE

§4.1. The contractor guarantees that the goods comply with the provided specifications, relevant standards, and the state of the art.

§4.2. Bruck reserves the right to inspect the goods immediately upon receipt for obvious and visible defects before acceptance. In the event of complaints, the contractor may be charged with the costs of inspection and replacement delivery. For all types of defects, the complaint period is 14 days from the date of detection. During the warranty period, the contractor waives the objection of late notification for hidden defects.

§4.3. Dimensions, weights, and quantities of a delivery are binding as determined during the incoming goods inspection.

§4.4. In the case of an agreed contractual penalty for delayed delivery, the right to claim the penalty remains even if it is not expressly asserted at the time of acceptance. Further claims likewise remain in effect without special reservation upon acceptance.

§5. PRICES AND PAYMENT TERMS

§5.1. Agreed prices are maximum prices; any price reductions between order placement and invoice payment shall benefit Bruck.

§5.2. Invoices must be issued immediately after shipment of the goods, indicating the order and item numbers. VAT must be shown separately.

§5.3. Payment is subject to proper delivery as well as correct pricing and calculations. If a warranty-covered defect is identified, Bruck is entitled to withhold payment until the warranty obligation is fulfilled.

§5.4. Invoices are payable within 14 days with a 3% discount or within 30 days net from the invoice date.

§6. OFFSETTING AND ASSIGNMENT

§6.1. The contractor is only entitled to offset claims that are undisputed or legally established.

§6.2. Assignment of claims against Bruck is only effective with its written consent.

§7. WARRANTY

§7.1. The contractor’s warranty obligations are governed by statutory provisions unless otherwise specified below. The contractor shall indemnify Bruck upon first request against all claims by third parties arising from defects, infringement of third-party intellectual property rights, or product damage attributable to its delivery. The contractor guarantees the existence of adequate product liability insurance.

§7.2. The warranty period is at least 12 months from delivery to the place of performance. If the statutory warranty period is longer, it shall apply.

§7.3. In the event of defective delivery, the contractor shall, at Bruck’s choice, provide free replacement, grant a price reduction according to statutory provisions, or remedy the defect at no cost. In urgent cases, Bruck – after consulting the contractor – is entitled to remedy the defect itself, engage a third party at the contractor’s expense, or otherwise procure replacement. The same applies if the contractor is in default of its warranty obligations. If, according to the statistical inspection method specified in the order, the maximum allowable defect rate is exceeded, Bruck is entitled to assert defect claims for the entire delivery or, at the contractor’s expense and after prior consultation, inspect the entire delivery.

§7.4. The contractor is liable for replacement deliveries and remedial work to the same extent as for the original goods, including transport, travel, and labor costs, without limitation. The warranty period for replacement deliveries begins no earlier than the date of arrival of the replacement delivery.

§7.5. The contractor is obliged to reimburse reasonable costs for a recall due to product liability. Bruck will provide prior notification to the contractor for comments as soon as possible.

§8. INFORMATION AND DATA

Drawings, designs, samples, manufacturing specifications, company-internal data, tools, equipment, etc., which we provide to the contractor for submitting an offer or executing an order, remain our property. They may not be used for other purposes, reproduced, or made accessible to third parties and must be stored with the care of a prudent businessman.

§9. DATA PROTECTION

The contractor hereby gives revocable consent that any communicated personal data may be collected or processed in connection with the order in compliance with statutory provisions.

§10. SEVERABILITY CLAUSE

Should individual provisions of these Terms and Conditions be or become invalid, the remaining provisions shall remain effective.

§11. PLACE OF PERFORMANCE / JURISDICTION / LEGAL STATUS

§11.1. The place of performance for delivery is the respective shipping address specified by Bruck.
§11.2. Exclusively German law applies.
§11.3. The place of jurisdiction is the company headquarters of Bruck, 44628 Herne, Germany.

§12. DEVIATING AGREEMENTS

Agreements that deviate from the content of these general purchasing conditions are only valid if recognized by us in writing.

General Terms and Conditions of Business

Status: January 2014

Terms of delivery as pdf

I. SCOPE OF VALIDITY 
These Standard Terms and Conditions of Delivery represent Standard Terms and Conditions of Business within the meaning of §§ 305 et seq. BGB [Bürgerliches Gesetzbuch – German Civil Code] and are hereinafter referred to as the "STCBs". They apply for the entire business relationship between the customer (hereinafter the "Recipient") and BRUCK GmbH & Co. KG (hereinafter the "Supplier"). 

II. GENERAL PROVISIONS 
1. The mutual written declarations of the parties shall define the scope of the deliveries or services (hereinafter the "Deliveries"). Standard terms and conditions of business of the Recipient shall, however, only apply in so far as the Supplier has expressly consented to the same in writing. These STCBs shall also apply for all future businesses transactions between the parties. 
2. The Supplier reserves its proprietary rights of exploitation and copyrights in all quotations, drawings and other documents (hereinafter the "Documents") without restriction. The Documents may only be made accessible to third parties following the prior consent of the Supplier and are, if the order is not placed with the Supplier, to be returned to the latter without delay upon demand. Sentences 1 and 2 apply correspondingly for documents of the Recipient; these may, however, be made accessible to any third parties to whom the Supplier has permissibly delegated any Deliveries. 
3. The Recipient shall have the non-exclusive right of use of standard software with the agreed performance features in unchanged form on the agreed equipment. The Recipient may not prepare any back-up copy without express agreement. 
4. The declarations and lighting designs provided by the Supplier are, as a basic principle, made on a non-binding basis and without obligation. Any binding effect is excluded within the meaning of the last half sentence § 145 BGB [Bürgerliches Gesetzbuch – German Civil Code]. An invitation is thereby issued to the Recipient to submit a binding offer. 
5. Part deliveries are admissible in so far as this is conscionable for the Recipient. Fixed date transactions within the meaning of § 376 HGB [Handelsgesetzbuch – German Commercial Code] require the express written confirmation of the Supplier. 
6. The provisions of the Gesetz zur Neuordnung der Sicherheit von technischen Arbeitsmitteln und Verbraucherprodukten (GPSG) [Act concerning the Reform of the Safety of Technical Work Facilities and Consumer Products of 6 January 2004] remain unaffected by these STCBs to the extent that they represent mandatory legal provisions which contradict these STCBs. The same applies for all other mandatory legal provisions. 
7. Deliveries are in all cases subject to the Supplier having received correct and punctual delivery itself.

III. PRICES AND TERMS AND CONDITIONS OF PAYMENT 
1. The prices are quoted ex works, exclusive of packaging and without the statutory value added tax, which is to be added at the respectively applicable rate. The valid prices are those set out in the current price list of the Supplier. All prices are quoted in EURO. 
2. The Supplier shall make a separate charge for the packaging materials necessary for the transport of the Deliveries; the costs of this packaging will be added to the price for the principal contractual performance. Where the Supplier has undertaken to carry out the installation or assembly, and nothing has been agreed to the contrary, the Recipient shall, in addition to the agreed remuneration, bear all necessary ancillary costs such as travel costs, costs for the transport of the tools and of personal luggage and per diem expenses. 
3. Payments are to be made free of charges to the financial institution of the Supplier. The Supplier reserves the right to make price adjustments within the course of any year for the sale of products which are subject to strong price fluctuations in the respective raw material markets. The price of the Delivery may increase where the Delivery takes place more than 4 months following the conclusion of the contract and has been caused through increases in costs or wages within the sphere of the Supplier. 
4. Payment of the purchase price shall be due in the full amount upon delivery. The Recipient shall fall into default without any further declarations being required from the Supplier where if fails to make payment within 14 days following the due date. Should the Recipient fail to meet the payment period, the Supplier shall be entitled to withdraw condition ratings. The Recipient shall not be entitled to any right of withholding on grounds of the existence of any defects where the exercise of any such right would be disproportionate to the defects present and the likely costs of the necessary rectification of the same. The statutory provisions governing default interest remain unaffected. The right of the Supplier to claim damages above the statutory rate of default interest remains unaffected, subject to its producing proof of such damage. The Recipient shall be at liberty to prove that the respective damage did not arise. 
5. The Recipient may only set off its own demands against such claims as are undisputed or have been judicially decided and are final and legally binding. 
6. The Recipient may, at its own expense, take out transport insurance with the Supplier. The insurance shall be charged separately by the Supplier at 1.5 % of the net value of the goods, but at least 1.00 € per invoice. The transport insurance relates to the risk of breakage. 
7. The Supplier shall be entitled to a right of rescission where the Recipient has provided false details concerning its credit-worthiness. The same applies in the case of the objective lack of credit-worthiness where the claim of the Supplier to payment is jeopardised. Where claims of the Supplier are jeopardised, the latter may, in place of rescinding the contract, demand advance payments or the provision of security in a reasonable amount. Where performance has been agreed other than through payment in cash, cash payment may be demanded. Any claims to damages above and beyond the foregoing remain unaffected hereby. 
8. Should the Supplier claim damages from the Recipient on account of non-performance - for example in the case of partial or complete cancellation of the Delivery -, the damages shall amount to 20 % of the net value of the goods. The Recipient shall be at liberty to prove that no damage arose at all or arose in a significantly lower amount than the flat rate sum agreed above. The Supplier shall not be precluded from claiming a higher sum in damages provided it provides specific proof that it has suffered such higher sum of damage. 

IV. SIMPLE AND EXTENDED RESERVATION OF TITLE 
1. The items of the Deliveries (reserved goods) shall remain the property of the Supplier up until settlement of all claims to which it is entitled against the Recipient from their business relationship. In so far as the value of all the rights of security to which the Supplier is entitled exceeds the sum of all the claims secured by more than 20 %, the Supplier shall, at the request of the Recipient, release a corresponding part of the rights of security. 
2. During the existence of the reservation of title, the Recipient is forbidden to pledge or assign the reserved goods by way of security, and is only permitted to re-sell the same to retailers in the normal course of business and only subject to the condition that the retailer receives payment from its customer or imposes the reservation that title only passes to the customer once the latter has fulfilled his payment obligations. 
3.
a) Where the Recipient re-sells reserved goods, it assigns his future claims against its customers arising from the re-sale, together with all ancillary rights - including any balance claims on current accounts - to the Supplier already now by way of security, without any further special declarations being necessary at a later point in time. Should the reserved goods be re-sold together with other items without any individual price having been agreed for the reserved goods, the Recipient assigns to the Supplier, with priority before the remainder of the claim, such part of the total claim for the price as corresponds to the price of the reserved goods invoiced by the Recipient to its own customer. 
b) Where the Supplier demonstrates a legitimate interest, the Recipient shall provide the Supplier with the information necessary in order for it to assert its rights against the customer, and shall hand over the necessary documents to the Supplier. 
c) Up until revocation of such right, the Recipient shall be authorised to collect the assigned receivables arising from the re-sale. Where a cogent reason exists, in particular in the case of default in payment, discontinuance of payments, the opening of insolvency proceedings, protest of a bill of exchange, or where justified indications exist pointing to an over-indebtedness or impending insolvency of the Recipient, the Supplier shall be entitled to revoke the authority of the Recipient to collect the receivables. Following a previous corresponding threat and compliance with a reasonable period of time, the Supplier may furthermore disclose the security assignment, realise the receivables assigned and also demand that the Recipient discloses to its customers the fact that the receivables have been assigned by way of security. 
4. 
a) The Recipient shall be permitted to process the reserved goods or intermix or combine the same with other items. The processing, intermixing or combination (hereinafter "Processing") is made on behalf of the Supplier. The Recipient shall keep the new object in safe custody on behalf of the Supplier with the care of a prudent businessman. The new object shall be deemed to be reserved goods. 
b) In the case of Processing with other items not belonging to the Supplier, the Supplier shall be entitled to co-ownership of the new object in the ratio of the value of the processed, intermixed or combined (hereinafter "Processed") reserved goods to the value of the remaining Processed goods at the point in time of the Processing. Where the Recipient acquires sole ownership of the new object, the Supplier and Recipient agree that the Recipient shall grant the Supplier co-ownership of the new object created through Processing in the ratio of the value of the Processed reserved goods to the remaining Processed goods at the point in time of the Processing. 
c) Where the new object is sold, the Recipient hereby assigns its claim against its customer from the re-sale, together with all ancillary rights, to the Supplier by way of security, without any further declarations being required. However, the assignment shall only apply in an amount corresponding to the value of the Processed reserved goods invoiced by the Supplier. The share of the receivable assigned to the Supplier is to be satisfied in priority. Para. 3 c) shall apply accordingly in relation to the authority to collect receivables and the conditions upon which such authority may be revoked. d) Should the Recipient combine the reserved goods with real estate or movable objects, it also assigns the claim to which it is entitled by way of remuneration for performing such combination to the Supplier, together with all ancillary rights, by way of security, in the ratio of the value of the combined reserved goods to the remainder of the combined goods as at the point in time of the combination; such assignment shall not require any further special declarations. 
5. The Recipient shall notify the Supplier without delay in the event of any distraint, seizure or other legal dispositions or interventions by third parties. 
6. In the event of any breaches of duty on the part of the Recipient, in particular in the case of default in payment, the Supplier shall, following the expiration of a reasonable period of grace set for the Recipient to make payment, be entitled to rescind the contract and to demand the return of the goods where the Recipient fails to make payment within the set period; the statutory provisions concerning the dispensability of setting a period of grace remain unaffected. The Recipient shall be obliged to surrender the respective goods. 

V. DELIVERY PERIODS AND DEFAULT 
1. A pre-requisite for compliance with delivery periods is the receipt in due time of all documents, necessary approvals and releases, in particular of plans, to be provided by the Recipient, and also compliance by the Recipient with the agreed terms and conditions for payment and other obligations. Should these pre-requisites not be fulfilled in due time, the delivery periods shall be extended appropriately; this shall not apply where the Supplier is responsible for the delay. 
2. Where the non-compliance with the delivery periods is a result of force majeure, e.g. mobilisation, war, riot, or similar events such as e.g. strike or lockout, the delivery periods shall be extended appropriately.
3. Should the Supplier be in default in delivery, the Recipient may – in so far as it credibly demonstrates that it has thereby suffered damage – demand compensation for each complete week of delay in an amount of 0.5 %, however no more than 5 %, of the respective price for that part of the Deliveries which could not be taken into appropriate service on account of the default. 
4. In all cases of delayed delivery, also following the expiration of any time limit set for the Supplier, any claims of the Recipient, either for damages on account of the delay in delivery or for damages in lieu of performance, which exceed the limits specified in para. 3 are excluded. This shall not apply where strict liability exists in cases of deliberate intent or gross negligence or on account of injury to life, limb or health. The Recipient may only rescind the contract within the scope of the statutory provisions where the Supplier is responsible for the delay in delivery. The foregoing provisions do not entail any change in the burden of proof to the detriment of the Recipient. 
5. Upon the demand of the Supplier, the Recipient shall be obliged to state within a reasonable period whether it wishes to rescind the contract on account of the delay in delivery or whether it insists upon delivery. 
6. Should shipment or delivery be delayed at the request of the Recipient by more than one month following notification of readiness for shipment, the Recipient may be charged a warehousing fee for each month or part of a month in an amount of 0.5 % of the price of the items of the Deliveries, subject, however to a maximum total of 5 %. The parties shall be at liberty to produce proof of any higher or lower warehousing costs. 

VI. PASSING OF RISK 
1. Even in case of carriage paid delivery, risk shall pass to the Recipient as follows: a) in the case of Deliveries without installation or assembly, when they are shipped. At the request and expense of the Recipient, Deliveries will be insured by the Supplier against the usual transport risks; b) in the case of Deliveries with installation or assembly, on the day of acceptance at the Recipient's own works or, where agreed, following a fault-free trial run. 
2. Should the shipment, delivery, commencement, performance of the installation or assembly, acceptance in the Recipient's own works or the trial run be delayed for reasons for which the Recipient is responsible, or should the Recipient be in default of acceptance for any other reasons, the risk shall pass to the Recipient.
VII. INSTALLATION AND ASSEMBLY 
Unless agreed to the contrary in writing, the following provisions shall apply for the installation and assembly:
1. The Recipient shall be responsible for and provide the following matters at its own expense: 
a) all excavation, construction and other ancillary works external to the branch, including the skilled and unskilled workers, building materials and tools required therefor, 
b) the equipment and materials necessary for the assembly and commissioning, such as scaffolding, lifting gear and other facilities, fuels and lubricants, 
c) energy and water at the point of use, including the connections, heating and lighting, 
d) sufficiently large, suitable, dry and lockable rooms at the place of assembly for the storage of machine parts, apparatus, materials, tools etc., and suitable work and recreation rooms for the assembly personnel, including suitable sanitary facilities according to the circumstances; furthermore, the Recipient shall take such measures on the building site for the protection of the property of the Supplier and of the assembly personnel as it would take for the protection of its own property. 
e) protective clothing and protective devices which are necessary due to the special circumstances at the place of assembly. 
2. Prior to the commencement of the assembly works, the Recipient shall, without specific request, provide the necessary details concerning the position of concealed electricity lines, gas and water pipes or similar installations, as well as the necessary statics data. 
3. Prior to the start of installation or assembly, all supplies and articles necessary for work to begin must be provided at the installation or assembly site, and all preliminary work must have progressed before commencement of the erection work to the point that the installation or assembly can begin as contractually agreed and executed without interruption. All access roads and the installation or assembly site must be levelled and cleared. 
4. Should the installation, assembly or commissioning be delayed due to circumstances beyond the control of the Supplier, the Recipient shall bear the reasonable costs of waiting times and additional necessary journeys of the Supplier or the assembly personnel. 
5. The Recipient shall promptly issue the Supplier with weekly certificates showing the working hours of the assembly personnel and also with a certificate of completion of the installation, assembly or commissioning. 
6. Should the Supplier demand acceptance of the Delivery following completion, the Recipient shall carry out such acceptance within two weeks. Where this is not carried out, acceptance shall be deemed to have taken place. Acceptance shall also be deemed to have taken place where the Delivery – if applicable, following completion of an agreed test phase – has been taken into use. 

VIII. ACCEPTANCE 
The Recipient may not refuse acceptance of Deliveries on account of insignificant defects. 

IX. MATERIAL DEFECTS 
The Supplier shall be liable for material defects as follows: 
1. The Supplier shall rectify, replace or re-supply all parts or Deliveries free of charge which – irrespective of the operating hours – exhibit a material defect within the limitation period where the cause of the same was already present at the point in time of the passing of risk. 
2. Claims for material defects shall lapse after 12 months. This shall not apply where longer periods are prescribed by statute under the Bürgerliches Gesetzbuch - BGB [German Civil Code], §§ 438, para. 1, no. 2 (buildings and articles used for buildings), 479, para. 1, (recourse claims) and 634a, para. 1, no. 2 (building defects) and in cases of injury to life, limb or health, in the case of any deliberate or grossly negligent breach of duty on the part of the Supplier or in the case of fraudulent concealment of a defect. The statutory provisions governing the suspension, interruption and recommencement of the limitation periods remain unaffected hereby. 
3. The Recipient shall notify the Supplier without delay of any material defects. 
4. In the case of any complaints relating to defects, payments may be withheld by the Recipient in such scope as is proportionate to the material defects which have arisen. The Recipient may only withhold payments where no doubt exists as to the justification of the complaint made. Where the complaint proves to be unjustified, the Supplier shall be entitled to demand reimbursement from the Recipient of the expense it has thereby incurred. 
5. The Supplier shall first be granted the opportunity to rectify the defect within a reasonable period. 
6. Should the attempt at rectification prove unsuccessful, the Recipient may – without prejudice to any claims to damages in accordance with Art. XII – rescind the contract or reduce the price. 
7. No claims for defects shall exist in the case of only an insignificant deviation from the agreed properties, in the case of only an insignificant impairment of the fitness for use, in the case of normal wear and tear or damage arising following the passing of risk due to incorrect or negligent handling, excessive workload, unsuitable operating materials, defective building works, unsuitable foundations or defects arising by reason of special external influences not contemplated under the contract, nor shall any claims exist in the case of non-reproducible software faults. Likewise, where changes or repair works have been improperly carried out by the Recipient or third parties, no claims for defects shall exist for these or the consequences thereof. 
8. Claims of the Recipient for necessary expenses incurred for the purpose of rectification works, in particular transport, travel, labour and material costs, are excluded in so far as the expenses increase because the object of Delivery has subsequently been removed to a location other than the plant of the Recipient, unless the removal is in accordance with the intended purpose of use. 
9. Recourse claims of the Recipient against the Supplier in accordance with § 478 BGB [Bürgerliches Gesetzbuch - German Civil Code] (recourse of a businessman) shall only exist to the extent that the Recipient has not made any agreements with its customer above and beyond the statutory claims for defects. Further, para. 8 shall apply correspondingly in determining the scope of the claim of the Recipient to recourse against the Supplier in accordance with § 478, para. 2, BGB. 
10. In all other respects, Art. XII (Other claims for damages) shall apply for any claims for damages. Any further-reaching claims or claims other than those provided for in this Art. IX of the Recipient against the Supplier and its vicarious agents on account of a material defect are excluded. 

 X. INDUSTRIAL PROPERTY RIGHTS AND COPYRIGHTS; FLAWS IN LEGAL TITLE 
1. Unless provided to the contrary, the Supplier shall only be obliged to make delivery free from industrial property rights and copyrights of third parties (hereinafter the "Proprietary Rights") in the country of the place of delivery. Should any third party make legitimate claim against the Recipient on account of the infringement of Proprietary Rights by the Deliveries supplied by the Supplier and used in accordance with the terms of the contract, the Supplier shall be liable to the Recipient within the period specified in Art. VIII, para. 2 [Vermerk der Übersetzerin: Art. IX, para.2?] as follows: 
a) The Supplier shall, at its option and at its own expense, obtain a right of use for the relevant Deliveries, change the same in such manner that the Proprietary Right is not infringed, or exchange them. If the Supplier is unable to do so upon reasonable conditions, the Recipient shall be entitled to the statutory rights of rescission or reduction in price. 
b) The duty of the Supplier to pay damages is laid down in Art. XII. 
c) The foregoing obligations of the Supplier shall only apply in so far as the Recipient notifies the Supplier in writing without delay of the claims asserted by the third party, does not make any acknowledgment of an infringement, and in so far as all measures to defend such claims and the conduct of any settlement negotiations remain reserved to the Supplier. Should the Recipient discontinue the use of the Delivery in order to minimise the damage or on any other important grounds, it shall be obliged to draw the attention of the third party to the fact that the discontinuance of use does not constitute any acknowledgment of an infringement of a Proprietary Right. 
2. Claims of the Recipient are precluded where it is itself responsible for the infringement of the Proprietary Right. 
3. Claims of the Recipient are further precluded where the infringement of the Proprietary Right was caused as a result of special stipulations of the Recipient, caused through any use not foreseeable by the Supplier or through the Delivery having been changed by the Recipient or used together with products not delivered by the Supplier. 
4. In the case of any infringements of Proprietary Rights, the provisions of Art. IX paras. 4, 5 and 9, shall also apply correspondingly for the claims of the Recipient specified in para. 1 a). 
5. Should any other flaws in legal title exist, the provisions of Art. IX shall apply correspondingly. 
6. Any further-reaching claims or claims other than those regulated in this Art. X of the Recipient against the Supplier and its vicarious agents on account of a flaw in legal title are precluded. 

XI. IMPOSSIBILITY; ADAPTATION OF THE CONTRACT 
1. Should Delivery prove to be impossible, the Recipient shall be entitled to demand damages except in cases where the Supplier is not responsible for the impossibility. However, the claim of the Recipient to damages shall be limited to 10 % of the value of that part of the Delivery which cannot be taken into appropriate service on account of the impossibility. This limitation shall not apply where strict liability exists in cases of deliberate intent, gross negligence or on account of injury to life, limb or health; this does not entail any change to the burden of proof to the detriment of the Recipient. The right of the Recipient to rescind the contract remains unaffected hereby. 
2. Where unforeseeable occurrences within the meaning of Art. V, para. 2 significantly change the economic importance or content of the Delivery, or significantly impinge upon the operations of the Supplier, the contract is to be adapted appropriately in good faith. Where this is not economically feasible, the Supplier shall have the right to rescind the contract. Should it wish to exercise this right of rescission, it shall inform the Recipient hereof without delay as soon as it recognises the implications of the occurrence, even where an extension of the delivery period was initially agreed with the Recipient. 
3. The Supplier may also credit returned goods to the Recipient as a gesture of goodwill where the Recipient has no legal right to rescind the contract. This shall require the prior written agreement of the Supplier. The goods shall be returned at the sole expense of the Recipient. This only applies to such Deliveries as are listed in the valid catalogue, are still in their original packaging, are free from defects and still unopened. Project-specific and custom-made orders will not be taken back. A credit note will be issued subject to deduction of a handling charge of 20 % of the net value of the goods, at least, however, 25.00 €. In the case of goods already opened and in all other cases, the handling charge will amount to 30 % of the net value of the goods, at least, however, 35.00 €. The Supplier may charge higher expenses subject to providing proof of the same. 

XII. OTHER CLAIMS FOR DAMAGES 
1. Other claims of the Recipient for damages and reimbursement of expenditure incurred, irrespective on which legal ground, in particular on account of breach of duties arising from the contractual relationship or in tort, are excluded. 
2. This shall not apply in cases of strict liability e.g. under the Produkthaftungsgesetz [Product Liability Act], in cases of deliberate intent, gross negligence, injury to life, limb or health, or on account of breach of fundamental contractual duties. However, any claim for damages for breach of fundamental contractual duties shall be restricted to the foreseeable damage typical for this type of contract, except where liability exists on account of deliberate intent or gross negligence or on account of injury to life, limb or health. The foregoing provisions shall not entail any change of the burden of proof to the detriment of the Recipient. 
3. Where the Recipient is entitled to claims for damages under this Art. XII, these shall lapse by limitation at the expiration of the limitation period applicable for claims for material defects in accordance with Art. IX, para. 2. In the case of claims for damages under the Product Liability Act, the statutory rules on limitation shall apply. 

XIII. DISPOSAL OF PACKAGING MATERIALS 
he Supplier will not take back any packaging materials. The Supplier has delegated its duties under the Verordnung über die Vermeidung und Verwertung von Verpackungsabfällen [Ordinance on the Avoidance and Recycling of Packaging Waste] to the company INTERSEROH within the scope of a framework agreement. Upon request, the Supplier will provide the Recipient with details of local points to which packaging materials may be returned. 

XIV. COURT VENUE AND APPLICABLE LAW 
1. Where the Recipient is a businessman, the sole court venue for all disputes arising directly or indirectly from the contractual relationship shall be the place of the registered office of the Supplier. The Supplier shall, however, also be entitled to sue at the place of the registered office of the Recipient. 
2. For the legal relationships in connection with this contract, German substantive law shall apply to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG). 

XV. WRITTEN FORM 
No verbal agreements relating to this contract have been made. Any amendments and/or supplements to this contract must be made in writing. Any amendments or supplements shall be made by the management of the Supplier. Any verbal agreements made by other persons who are not specifically authorised by the Supplier to do so shall only be effective if they are confirmed in writing by the management of the Supplier. 

XVI. SAVING CLAUSE 
The legal invalidity of any provision shall not affect the legal validity of the other parts of the contract. The parties undertake to replace any invalid provision with a valid arrangement which most closely corresponds to the same in its economic result and which best reflects the purpose of the contract.

Purchase terms and conditions

Last update: October 2019

Purchase terms and conditions as pdf

§1. GENERAL PROVISIONS 
§1.1.  Unless otherwise expressly agreed, all orders for goods and services placed by Bruck GmbH & Co. KG are subject exclusively to the following terms and conditions. The provisions of contract partners‘ standard terms and conditions or as contained in their order confirmation are hereby expressly excluded. The unconditional acceptance of order confirmations or deliveries does not constitute acceptance of such provisions. 
§1.2. An initial delivery by the supplier under these Purchase Terms and Conditions shall imply that the Supplier acknowledges that they also apply exclusively to subsequent orders. 
§1.3. Orders and commissions for work are binding once made or confirmed in writing. 
§1.4. Bruck may at any time cancel any order with immediate effect without requiring to observe any notice period up to the month-end. Should the foregoing provision be legally unenforceable, it shall be superseded by the relevant statutory terms, which shall apply to all written-form contracts.

§2. SHIPMENT AND DELIVERY 
§2.1. Delivery is to be made as stipulated in the order or in subsequent instructions from Bruck on the agreed dates. Contract partners are to give immediate notification of any change in delivery dates. 
§2.2. Contract partners must comply with the shipping requirements laid down by Bruck and by the freight forwarder or carrier. Bruck‘s order and item numbers must be specified in all shipping documents, correspondence and invoices. 
§2.3. Unless expressly agreed to the contrary, transport costs including packaging, insurance and all other ancillary charges are the responsibility of contract partners. 

§3. TERMS AND DATES OF DELIVERY 
§3.1. Delivery terms or dates specified in orders are binding and imply fulfilment at the place of performance. 
§3.2. Bruck is entitled to refuse reception of goods that are not delivered according to delivery terms specified in the order and to return them at the cost and risk of contract partners or to arrange their storage at third-party premises. 

§4. QUALITY AND ACCEPTANCE 
§4.1. Contract parties warrant that goods comply with all notified specifications, relevant standards and the state of the art. 
§4.2. Bruck reserves the right to defer acceptance of goods till after it examines them for manifest, ostensible defects, which it will promptly do after receipt. Contract partners may be charged the costs of the examination and of replacements in the event of Bruck discovering anything untoward. Regardless of type of defect, the deadline for notifying a complaint is 14 days after Bruck finds that it has grounds to do so. During the warranty period, contract partners agree not to raise time-barred notification as a defence to complaints of latent defects. 
§4.3. A delivery‘s binding dimensions, weights and item quantities are deemed to be those determined upon examination at the time of goods reception. 
§4.4. Failure to expressly claim liquidated damages for late delivery at the time of acceptance does not have the effect of extinguishing Bruck‘s right to make such a claim subsequently. Nor shall failure to issue reservations at the time of acceptance vitiate the right to make any other claim. 

§5. PRICES AND PAYMENT TERMS 
§5.1. The agreed prices may in no event be exceeded; any reduction in price occurring between the time of ordering and payment of the invoice shall inure to the benefit of Bruck. 
§5.2. Invoices must be issued promptly after the shipment of goods and must quote the relevant order and item numbers. VAT is to be indicated separately. 
§5.3. Clearance for payment will only be given after due and proper delivery and provided all prices and calculations are correctly stated. Should Bruck discover defects covered by a warranty, it may defer payment until such time as the warranty obligation is satisfied. 
§5.4. Invoices will be paid within 14 days of tax point subject to a 3 % discount or within 30 days of tax point net.
§6. SETTLEMENT AND ASSIGNMENT 
§6.1. Set-off by contract partners is allowable only in the case of claims that are undisputed or enforceable by court order. 
§6.2. The assignment of rights enforceable against Bruck requires its written consent. 

§7. WARRANTIES 
§7.1. The warranties owed by contract partners are those set down by statute unless otherwise stated in the following. Upon their being notified of a claim to such effect, contract partners shall, to the extent of the liability apportioned to them, indemnify Bruck for all and any third-party claims founding on defects, infringement of third-party protected rights or damage to items that they have supplied. Contract partners confirm that they have adequate product liability insurance cover. 
§7.2. The warranty period shall be the greater of: 12 months from delivery at the contracted place of performance; and any period of more than 12 months that is provided by statute. 
§7.3. In the event of defective delivery, Bruck may choose either: to request the contract partner to supply a replacement at no charge; or, in accordance with law, to reduce the price to be charged in the measure of the reduced value supplied; or to remedy the defect at no charge. In pressing cases, Bruck is within its rights, after advising and at the expense of its contract partner, to remedy defects itself, to have them rectified by a third party or to arrange a replacement by some othermeans. Likewise if its contract partner should delay in fulfilling warranty obligations. In the event it is shown using the statistical test procedure specified in the order that the maximum permissible error contribution is exceeded, Bruck is entitled to claim breach with regard to the entire delivery or, after advising the contract partner and at its cost, to arrange for an examination of said entire delivery. 
§7.4. Contract partners bear liability for replacement deliveries and for rectifying defects in the same measure as for the originally delivered items, including, without prejudice to the generality, all shipping, infrastructure and labour costs. Warranties over replacement items commence running on the day they are delivered. 
§7.5. Contract partners require to pay the costs reasonably incurred in relation to recalls under the laws pertaining to product liability. Prior thereto, Bruck will with all practicable haste send contract partners a note requesting their position on the matter. 

§8. INFORMATION AND DATA 
Property is expressly reserved in all and any plans, designs, samples, production specifications, internal company data, tools, equipment and such like that we provide to contract partners to enable them to prepare offers or perform their contract. Such items may not be used for any extraneous purpose and may not be duplicated or made accessible to third parties; they are to be held by contract partners in accordance with the mercantile standard of reasonable care. 

§9. DATA PROTECTION 
Contract partners give their consent, until they advise us otherwise, to lawful processing by Bruck of personal data communicated by them. 

§10. SEVERABILITY CLAUSE 
If any provision of these standard terms and conditions is or becomes invalid, the validity of the remaining provisions is thereby unaffected. 

§11. PLACE OF PERFORMANCE / JURISDICTION / APPLICABLE LAW 
§11.1. The place of performance of deliveries is the shipping point as stipulated by Bruck. 
§11.2. Contracts that are hereby contemplated are exclusively subject to the laws of Germany. 
§11.3. Jurisdiction falls to the courts competent for the place of Bruck‘s registered office at 44628 Herne.

§12. SIDE AGREEMENTS 
Failing our written agreement thereto, arrangements purporting to provide otherwise than is set forth in these Purchase Terms and Conditions fall to be deemed unenforceable.