Terms and Conditions
Magisterfood Limited & Co. KG
Nimburgerstraße 1, 79276 Reute
(hereinafter referred to as “MAGISTERFOOD”)
1. Scope of Application
MAGISTERFOOD concludes contracts exclusively on the basis of these General Terms and Conditions (“GTC”). The applicability of other terms and conditions, in particular where they conflict with or deviate from MAGISTERFOOD’s GTC, is excluded. Such terms and conditions shall not be binding on MAGISTERFOOD.
These GTC apply to all deliveries, including those arising from future business transactions. Only MAGISTERFOOD’s terms and conditions shall be authoritative.
2. Offers and Conclusion of Contract
- Unless otherwise agreed, offers made by MAGISTERFOOD are non binding. A contract shall only be concluded once MAGISTERFOOD has confirmed the order in writing. Only MAGISTERFOOD’s written confirmation shall be decisive for the content of the contract.
- Sales staff are not authorized to make verbal ancillary agreements or assurances that go beyond the content of the contract.
- In the case of deliveries abroad (EU member states or third countries), the buyer is obliged to comply with the applicable legal regulations, import requirements, notifications and registrations of the destination country.
- MAGISTERFOOD is only obliged to perform those services expressly agreed in the contract. Additional services (e.g. tests, examinations, analyses) may be rejected or rendered only against reimbursement of costs.
- MAGISTERFOOD ist nur zu denjenigen Leistungen verpflichtet, die ausdrücklich im Vertrag vereinbart sind.
- Zusätzliche Leistungen (z.B. Untersuchungen, Analysen) können abgelehnt oder nur gegen Kostenerstattung erbracht werden.
2.1 Acceptance Obligation
If required, MAGISTERFOOD purchases packaging materials (e.g. containers, films, cartons). If excess quantities must be accepted, this shall be done after consultation with the customer.
- In the event of range changes, recipe changes, or if materials are not accepted within 6 months, such materials shall be charged at cost price.
- MAGISTERFOOD is entitled to make partial deliveries at any time. Over or under deliveries of 10% of the contractual quantity are generally accepted.
- Mehr- oder Minderlieferungen von 10% der Vertragsmenge werden grundsätzlich akzeptiert.
3. Quotation Preparation, Contract Development and Contract Manufacturing Services
- In order to prepare a quotation, the formulation must be entered into our system. This results in an analysis specification which is assessed.
- Product development and formulation development are generally carried out only on the basis of a confidentiality and development agreement.
- Contract development and contract services are subject to a fee and will be invoiced to the customer.
- Sample production is always charged with a cost contribution of EUR 170.00.
- Formulation developments commissioned by the customer shall remain the property of MAGISTERFOOD.
4. Customer Supplied Materials, Retention of Title
- If the customer provides raw materials or other materials, the customer’s ownership shall be preserved in accordance with Section 10 (Retention of Title).
- MAGISTERFOOD has a right of retention until full payment has been made.
- The customer is liable for the suitability for use and the legal permissibility of the supplied components.
5. Delivery
- Delivery shall be made within the agreed delivery period from our dispatch warehouse.
- Circumstances such as force majeure, official measures or operational disruptions release MAGISTERFOOD from delivery obligations.
- Claims for damages are excluded, except in cases of injury to life, body or health caused by gross negligence.
- If an order is cancelled, the buyer shall be liable for expenses incurred and loss of profit.
6. Packaging, Transport Damage
- Packaging provided by the buyer shall be checked for suitability.
- Transport damage must be reported without undue delay.
- MAGISTERFOOD is entitled to make partial deliveries.
- Over or under deliveries of 10% of the contractual quantity are permissible.
7. Notice of Defects
- The buyer is obliged to inspect the goods immediately upon receipt.
- Defects must be reported in writing no later than three days after receipt.
- Complained goods must be stored until MAGISTERFOOD has made a decision.
- MAGISTERFOOD may offer rectification, replacement delivery, rescission or price reduction.
8. Limitation Period
- Claims due to material defects shall become time barred after six months or upon expiry of the granted minimum best before date.
9. Prices, Payment Terms
- Price changes by suppliers may be passed on.
- Invoices are payable within 7 days.
- In the event of late payment, the purchase price may bear interest at 8% above the ECB base interest rate.
- For orders exceeding EUR 10,000.00, a down payment of 50% is required as advance payment.
10. Retention of Title
- Delivered goods remain the property of MAGISTERFOOD until full payment has been made.
- Processing and treatment shall be within the meaning of Section 950 of the German Civil Code (BGB).
11. Payment Terms
- Invoices are payable in accordance with the agreed payment period.
- Refusal of payment or set off by the buyer is excluded.
- Payments shall only be deemed effected once MAGISTERFOOD has free disposal of the amount.
12. Liability
- The buyer bears responsibility for the marketability and compliance of the products.
- MAGISTERFOOD assumes no liability for improper use or legal infringements in the destination country.
13. Place of Performance
- The place of performance is the registered office of MAGISTERFOOD.
14. Jurisdiction and Applicable Law
- The place of jurisdiction is the competent court at the registered office of MAGISTERFOOD.
- German law shall apply unless otherwise agreed.
Magisterfood Limited & Co. KG
Nimburgerstraße 1, 79276 Reute
Managing Directors: Christian Lux, Falco Scheffert
Register Court: Freiburg im Breisgau, HRA 708744