Terms and Conditions

Scope

• These Terms and Conditions (collectively, the "Terms") apply to all our business relations with our customers, provided that the customer is an entrepreneur (§ 14 BGB), a legal entity under public law or a special fund under public law.
• These Terms shall also apply as a framework agreement to future contracts with the same customer without our having to refer to them again in each individual case.
• These Terms apply exclusively. Deviating, conflicting or addtional general terms and conditions of the customer shall only become part of the contract if we have expressly agreed to their validity. This requirement of consent shall still apply in any case, even if we carry out a delivery to a customer knowing of the customer's Terms and Conditions.
• Individual agreements made with the customer in individual cases shall in any case take precedence over these Terms. A written contract or our written confirmation shall be authoritative for the content of such agreements.
• Legally relevant declarations and notifications to be made to us by the customer after conclusion of the contract (e.g. setting of deadlines or notifications of damages) must be made in writing to be effective.
  
  

Conclusion of contract

• Our offers are subject to change and non-binding.
• The order of the goods by the customer shall be deemed a binding offer of contract. Unless otherwise stated in the order, we shall be entitled to accept this contractual offer within 4 weeks of its receipt by us.
• A contract (including ancillary agreements) between Epicode and the customer shall only be concluded upon written confirmation of the customer's order or delivery of the goods to the customer. Customer orders placed by telephone, in writing or electronically (email / website) are binding.
• Any changes to the order shall only be valid if confirmed in writing by Epicode.

Delivery period and delay

• Unless otherwise agreed, delivery dates are non-binding.

• Epicode shall be entitled to make partial deliveries and to charge for partial deliveries at any time.

• Delivery dates are only binding if they have been confirmed to the customer in writing by Epicode. The delivery period shall commence on the day following Epicode's written confirmation of the order and delivery date. The delivery deadline is met if the delivery has been handed over to the carrier by the agreed date.

• In the event of force majeure and other unforeseeable circumstances for which we are not responsible - e.g. industrial disputes, operational disruptions, disruptions to the energy supply, the supply of raw materials and materials, transport disruptions, official measures, delays due to COVID - delivery periods shall be extended to a reasonable extent if we are prevented from fulfilling our obligation in good time. If delivery becomes impossible or unreasonable due to the above circumstances, we shall be released from our delivery obligation. If the delay in delivery lasts longer than eight weeks, the customer shall be entitled to withdraw from the contract with regard to the part not yet fulfilled. If the delivery time is extended or if we are released from the delivery obligation due to the above-mentioned circumstances, the customer cannot derive any claims for damages from this. We may only invoke the aforementioned circumstances if we have notified the customer without delay.

• If an order relates in whole or in part to goods that are not available at the time of its receipt in our warehouse, we shall inform the customer of this immediately.

• Partial deliveries are permissible unless there are important reasons on the part of the customer to the contrary. Each partial delivery shall be deemed a separate transaction. Failure to perform in the case of partial deliveries shall not entitle the customer to withdraw from the contract or to claim damages, unless the partial performance is of no interest to him.

Retention of title

• Epicode retains title to the goods delivered until receipt of all payments arising from the contract and/or the ongoing business relationship, or until full payment of the goods.

Final provisions

• All amendments and additions to contractual agreements must be recorded in writing for evidence purposes. This also applies to the amendment of the written form clause itself.
• The law of the Federal Republic of Germany shall apply to the exclusion of international private law and the UN Convention on Contracts for the International Sale of Goods.
• The exclusive place of jurisdiction for all legal disputes arising from or in connection with contracts is the registered office of Epicode.