Terms and Conditions

§ 1 Scope of Orders and Sales

1. We sell and deliver exclusively to commercial operators in the food industry as well as commercial bulk consumers. The goods we offer are intended solely for resale or commercial use.
2. Upon request, the customer must provide proof of their business. This can be done by presenting a government-certified business registration. If necessary, an original receipt or certificate from the tax office, chamber of commerce, or a similar institution may be requested. Customers with a business location outside Germany are required to provide their VAT identification number and confirm it with an official document. Any changes to company details relevant to daily business transactions (e.g., VAT number, address) must be communicated to us in writing without delay.
3. Unless otherwise agreed, these terms and conditions apply exclusively to all our sales, deliveries, and other services. The customer’s general terms and conditions apply only if we have expressly agreed to them in writing. Our silence regarding the customer’s terms and conditions or acceptance of payment shall not constitute acceptance under any circumstances. If the customer does not agree with this, they must notify us immediately in writing. In such a case, we reserve the right to reject the customer’s orders without any claims of any kind being asserted against us.
4. We reserve the right to refuse an order and its associated delivery for important reasons, particularly in the following cases:
   a) More than two invoices remain outstanding (= unpaid or only partially paid) and overdue.
   b) The payment behavior does not comply with our payment terms.
   c) The customer joins or cooperates with a purchasing cooperation, a purchasing office, or a similar organization (hereinafter referred to as “organization”) that we consider direct competition or with which we already have a contractual supply relationship.
5. If the customer becomes involved in insolvency proceedings through their own application or that of a third party, they must inform us. In such a case, we reserve the right to process or reject orders at our discretion.

§ 2 Prices and Quantities

1. Our written and verbal offers are non-binding in terms of prices and quantities.
2. The prices stated in our online shop or verbally are net prices in euros, excluding VAT. Prices do not include deposits, empty containers, or freight costs. If tariffs or duties on the goods or their raw materials increase after the contract has been concluded, we are entitled to a corresponding price adjustment.
3. All prices apply ex works. Transport, packaging, and unloading costs will be invoiced separately. If the parties have agreed on FOB prices, these do not include port and customs fees.
4. For deliveries, the following minimum order values apply: The minimum order value is €900 net per delivery for refrigerated and/or dry goods orders. For frozen goods orders, the minimum order value is €1,100 net. We reserve the right not to execute an order if the minimum order quantity is not met or to execute it only if the customer is willing to bear the associated transport costs.

§ 3 Offers and Conclusion of Contract

1. All our offers are non-binding. Orders are considered accepted if we either confirm them in writing or execute them promptly after receipt. In such a case, our invoice serves as the order confirmation. The purchase contract is legally concluded upon invoicing.
2. We assume no procurement risk regarding the supply of our business by our suppliers unless we are responsible for the delay or incorrect delivery. If delays or delivery impossibilities arise due to incorrect or late self-supply, we will inform the buyer as soon as possible.

§ 4 Delivery of Goods

1. Deliveries are carried out according to a fixed delivery schedule selected by us, which may be adjusted as necessary. Individual delivery dates are only binding if explicitly agreed upon in writing.
2. Our delivery obligation depends on the correct and timely delivery by our suppliers unless we are at fault for any delay.
3. In the case of force majeure or other events beyond our control (e.g., government orders, export/import restrictions, operational disruptions, strikes, floods, fires, theft), we are released from our delivery obligations for the duration and extent of such events. In such cases, we are also entitled to withdraw from the contract without any claims for damages or other compensation.
4. This also applies if these circumstances occur with the supplier. In this case, we will inform the buyer of the start and end of such obstacles. The buyer may request that we declare within a reasonable period whether we will withdraw from the contract due to the obstacle or deliver within a reasonable time.
5. Delivery is carried out using transport aids such as pallets, roll containers, and crates, which are generally subject to exchange. Delivered transport aids are charged with the fixed deposit amount plus the applicable statutory VAT and are credited upon return. Customers are required to receive the goods in the transport aids, handle them with care, and return them emptied and cleaned at the next delivery.
6. The customer must sign a receipt confirmation upon request for each delivery.
7. Partial deliveries are permitted unless the customer has explicitly excluded them when placing the order or if a partial delivery is unreasonable.
8. Orders obligate the buyer to accept and pay for the goods. If a buyer unjustifiably refuses acceptance and payment of the goods, they must compensate for the resulting damage with a lump sum of 50% of the agreed net price of the affected goods.
   An exception applies if the buyer proves that they are not responsible for the non-acceptance. This clause does not exclude our right to assert further claims for damages and other claims. The lump sums will be credited accordingly.”
9. If no other agreement has been made, the ordered goods will be delivered to the specified delivery address (curbside or, if available, ramp) without establishing a delivery obligation. The choice of shipping method and carrier is at the discretion of the supplier.
10. Delivery dates are only binding if we have expressly assumed written guarantee for their compliance. This binding nature does not apply in the event of unforeseen circumstances beyond our control. A delivery date is considered met if the goods are handed over to the transport company in a timely manner so that, under normal circumstances, on-time delivery can be expected.
11. A fixed commercial transaction within the meaning of § 376 (1) HGB (German Commercial Code) only exists if we have expressly confirmed the delivery date as fixed in writing.
12. The place of fulfillment for our delivery obligation is 73079 Süßen, even if we undertake shipment of the goods at the buyer’s request. The risk passes to the buyer upon dispatch, unless expressly agreed otherwise in writing. This also applies if free or freight-free delivery is agreed upon and/or if we carry out the transport ourselves. The buyer bears the shipping costs unless otherwise agreed in writing.
13. If no written agreements have been made regarding packaging, the choice remains at our discretion.

§ 5 Payment, Credit Information

1. Invoices are due according to the specified payment terms. The usual payment method is bank transfer to the account listed at the bottom of each invoice. Cash payment is possible upon delivery by company-owned vehicles.
2. If the buyer is in default, we are entitled to charge statutory default interest of at least 12% p.a. The assertion of higher damages remains unaffected.
3. When the customer makes a bank transfer, payment must be made within the agreed payment period. If we do not receive payment within this period, the customer will be in default one day after the deadline without any further reminder, unless the customer is not responsible for the delay. In this case, we are entitled to require the customer to pay in advance or use another payment method.
4. If agreed with the customer, due invoices will be settled by direct debit under the SEPA business direct debit scheme. If the direct debit is not honored (e.g., due to insufficient funds in the account), the customer will be in default on the due date without any further reminder. Any fees and costs incurred in connection with the return of the direct debit must be reimbursed by the customer. In this case, we are entitled to require the customer to pay in advance or use another payment method. The same applies if there is no agreement on a direct debit procedure. § 4 para. 1 sentences 3 and 4 apply accordingly.
5. We only accept bills of exchange or checks based on a written agreement and always only on account of payment.
   6. In any case of default, we reserve the right to charge reminder fees. Furthermore, additional deliveries may be suspended in the event of default.
   7. If circumstances become known that question the buyer’s creditworthiness, we are entitled to demand immediate payment of the remaining debt and subsequently require advance payment or another payment method, or refuse performance altogether.
   8. The buyer may only assign outstanding claims against us to third parties with our written consent.
   9. The buyer is only entitled to set-off or retention rights if their counterclaims have been legally established or are undisputed. The buyer is not entitled to assert a right of retention due to a counterclaim from a different contractual relationship.

§ 6 Condition of Goods

1. Design and/or shape modifications of the delivered item remain reserved, provided that the item is not significantly altered as a result and the modifications are reasonable for the customer in terms of the intended contractual use.
   2. Dairy products may have a shelf life of between 10–30 days after delivery to the customer, depending on the type of product, and therefore cannot be contested.
   3. Meat and sausage products may have a shelf life of between 15–45 days after delivery to the customer, depending on the type of product, and therefore cannot be contested.
   4. Smoked or salted fish products may have a shelf life of between 18–45 days after delivery to the customer, depending on the type of product, and therefore cannot be contested.
   5. Product images are for informational purposes only and may differ from the actual product in terms of color, design, and appearance.

§ 7 Complaints

1. The customer must inspect the goods immediately upon receipt for their condition, incorrect or wrong deliveries, quantity, weight, or billing discrepancies. Any complaints must be made in writing within 24 hours of receiving the goods—via email at ks@ibf-trade.de or fax at +49 7162 704050 8—in accordance with § 377 HGB. The complaint form included with each issued invoice must be used for this purpose.
2. When picking up the goods, they must be inspected immediately, and any visible defects must be reported immediately.
3. Claims by the purchaser are not valid if the goods have been improperly altered, handled, stored, processed, or otherwise modified after receipt, unless the customer can prove that the reported defects are not due to these actions.
4. A valid complaint will be processed as quickly as possible.
5. Compensation will be provided either through a credit note or a return of goods. A return of goods will only be accepted with prior agreement from the management or an authorized employee.

§ 8 Return of Empty Containers and Transport Aids

1. Delivered transport aids and reusable items (bottles, cans, etc.) are subject to the specified deposit amount plus the applicable statutory sales tax and will be credited upon return by the customer. Customers are required to accept the goods in the transport aids, handle the transport aids with care, and return them emptied and cleaned at the next delivery.
2. Return of Empty Containers
1. For deliveries made directly by our own vehicles: Empty containers will only be taken back to the extent that full goods were purchased from us. Beyond that, we will only accept returns if we are legally required to do so under public regulations.
2. For deliveries via indirect transport companies (such as Nagel or Dachser): Empty containers will be taken back by agreement, to the extent that full goods were purchased from us, and when collection is transport-technically reasonable and feasible. This means that empty containers are accumulated at the customer’s site and picked up when a reasonable quantity has been reached by a transport company commissioned by us. Credit notes will be issued after receipt of the empty containers.

§ 9 Statute of Limitations

1. All warranty claims of the buyer for defects in the delivered goods (including claims for damages) expire in the cases of § 438 para. 1 no. 3 BGB within a period of 1 year. The period begins with the delivery of the goods.
2. Claims of the buyer for damages due to breaches of duty that are not based on defects in the delivered goods (§ 280 BGB) expire within a period of 1 year. The start of the limitation period is determined by law.
3. The limitation regulations under clauses 6.1 and 6.2 do not apply to cases of recourse against the entrepreneur (§§ 478, 479 BGB) as well as to claims for damages arising from injury to life, body, or health of a person. They also do not apply in cases of intent or gross negligence on our part, our legal representatives, or vicarious agents, and in claims under the Product Liability Act and expressly assumed guarantees.

§ 10 Retention of Title

1. All sold goods remain our property until full payment of all claims has been made. The retention of title applies to the recognized balance. If the customer submits checks, our reserved ownership remains in effect until the check has been cashed. However, the customer is entitled to resell the goods that remain our property in the course of their proper business operations.

§ 11 Liability

1. Claims for damages are excluded for all damages that did not occur to the purchased goods themselves, unless there is a case of intent, gross negligence, culpable violation of essential contractual obligations, liability under the Product Liability Act, the assumption of a guarantee, or the causation of damage due to injury to life, body, or health. In the event of a culpable violation of essential contractual obligations, we shall only be liable for the typical contractual damage that is reasonably foreseeable. Essential contractual obligations in the sense of the preceding sentence are understood as obligations that protect the customer’s fundamental legal positions, which the contract is specifically intended to grant according to its content and purpose, as well as obligations whose fulfillment enables the execution of the contract and on whose compliance the customer regularly relies and may rely.

§ 12 Data Processing and Confidentiality

1. Our prices and our communications must be treated confidentially. It is expressly prohibited to share data from the site, product information, or login credentials with third parties.
2. By placing an order, you agree to the processing, storage, and use of the company profile data and usage profiles required for order fulfillment, invoicing, technical support, and performance analysis, as well as the associated personal data.
3. Data will not be shared with third parties who are not involved in the contractual purpose.

§ 13 Final Provisions

1. The contract is subject to the law of the Federal Republic of Germany.
2. The place of performance for all contractual obligations of the buyer and seller is the seller’s registered office.
3. Amendments and additions to the contract, as well as ancillary agreements, are only valid if confirmed by us in writing.
4. Should individual provisions of the contract be invalid, the validity of the remaining contractual provisions shall not be affected.