General terms and conditions
of FEBESOL GmbH & Co KG
for contracts with customers for PV systems, PV system components as well as systems for generation
and storage of renewable energies (as of 07.02.2022)
1 Scope and order of precedence
1.1 These General Terms and Conditions (“GTC“) shall apply to contracts between FEBESOL GmbH & Co. KG (“FEBESOL“) and customers which have as their object the sale and delivery (“PurchaseContracts”) or both the sale and delivery as well as the installation (“Contracts for Workand Services”) of PV systems, PV system components as well as systems for the generation and storage of renewable energies.
1.2 The provisions of these GTC shall apply equally to purchase contracts and contracts for work and services, unless a provision refers separately to purchase contracts or contracts for work and services.
1.3 The provisions of these GTC apply equally to consumers within the meaning of § 13 BGB and entrepreneurs within the meaning of § 14 BGB (hereinafter collectively referred to as “Customers“), unless a provision refers separately to consumers or entrepreneurs.
1.4 Consumers are customers who want to generate energy with their PV system or other renewable energy system that is to be used primarily for purposes of their own private consumption.
1.5 The provisions contained in the offer of FEBESOL shall have priority over these GTC.
1.6 General terms and conditions that contradict or supplement these GTC (“different termsandconditions“) shall only apply to the extent that FEBESOL has expressly agreed to them in text form.
1.7 All other terms and conditions to which you refer in offers, order confirmations or letters of confirmation are hereby expressly rejected.
2 Conclusion of contract
2.1 The offer submitted to you by FEBESOL is to be understood as an invitation to submit an offer.
2.2 You submit an offer to FEBESOL when you sign and return the offer to FEBESOL. FEBESOL will check the offer and send you a confirmation in text form. Upon receipt of the confirmation by you, the contract is concluded.
2.3 Changes to the agreed scope of services require an agreement between FEBESOL and you in text form to become effective.
2.4 If it is agreed that FEBESOL submits the application for the grid connection of the PV system or the other system for the generation of renewable energy to the responsible grid operator on your behalf, the contract comes into effect under the condition precedent that the grid operator approves the application. FEBESOL requires your power of attorney for the network application.
3 Services not included in the contract
3.1 The examination of whether the building or other structure (“structural plant“), on which or to which the PV system (or other renewable energy system), is to be mounted, meets the structural requirements for the erection and operation of the PV system (or other renewable energy system) (in particular with regard to the statics of the structural system and the respective manufacturer’s specifications), is not included in the scope of services.
3.2 The scope of services does not include checking whether the legal requirements for the installation and operation of the PV system (or other renewable energy system) are met (in particular with regard to permits, e.g. building permit or other requirements under building law).
3.3 In addition, further components that may be required for the operation of the PV system (or the other system for the generation of renewable energy) and that are not expressly designated in the scope of services are not included in the scope of services.
4 Model calculations
4.1 Please note that the actual performance of a PV system or the other renewable energy generation system (e.g. due to fluctuations in weather, deposits on the modules, efficiencies of modules and inverters) may differ from the results in model calculations.
4.2 Any model calculations regarding the performance of the PV system or the other system for the generation of renewable energies (expected annual yield, etc.) prepared in the course of the contract initiation and implementation shall therefore neither constitute a statement by FEBESOL regarding the quality of the PV system within the meaning of § 434 BGB or § 633 BGB nor a guarantee within the meaning of § 443 BGB or any other guarantee.
5 Obligations of customers to cooperate (only for contracts for work and services)
5.1 For the duration of the execution of the work, you shall provide FEBESOL with sufficiently protected areas for the storage of the components of the PV system or other renewable energy generation system together with associated assembly materials (“Materials“).
5.2 You must ensure that the materials stored on your premises during the performance of the work are not damaged or stolen by third parties or otherwise lost (see also liability section 9.10).
5.3 You must take the necessary precautions on your part to ensure that the work can be carried out within the contractually agreed deadlines without interruption.
Specified dates only provide information on planned delivery or assembly periods; they are based on the information provided by the respective manufacturers. FEBESOL will coordinate the delivery or installation dates with you.
7 Terms of payment
7.1 Unless otherwise agreed, invoicing shall take place after delivery in the case of purchase contracts and after acceptance in the case of contracts for work and services.
7.2 Invoices are due for payment immediately without deduction.
7.3 Payments shall be made by bank transfer to the account of FEBESOL specified in the invoice.
8 Retention of title
8.1 FEBESOL retains ownership of the delivered or delivered and installed components of the PV system or other renewable energy system until full payment of the agreed total price (including VAT) and the expenses and interest charged to you in the event of default.
8.2 As long as ownership has not passed to you, you are not entitled to use the PV system or other renewable energy system or its individual components for any other purpose.
9.1 Consumers shall notify FEBESOL in text form of obvious defects, including a brief description thereof, within a period of 14 days, calculated from delivery or acceptance, whereby timely dispatch shall suffice for compliance with the deadline; otherwise claims for damages by consumers based on obvious defects shall be excluded.
9.2 In the event of defects, you may demand subsequent performance within a reasonable period of time. The supplementary performance takes place after choice of FEBESOL in the way of the removal of the lack or the supply of a defect-free thing.
9.3 If FEBESOL delivers a defect-free item for the purpose of supplementary performance, FEBESOL may
demand from you the return of the defective item.
9.4 If the supplementary performance fails, you may assert your right to reduction or withdrawal. This shall not affect the right to claim damages or reimbursement of expenses.
9.5 FEBESOL shall be liable without limitation in case of damage caused intentionally or by gross negligence, in case of injury to life, body and health, in case of guarantees assumed by FEBESOL as well as according to the provisions of the Product Liability Act.
9.6 In the case of other damages based on slightly negligent breach of essential contractual obligations (“cardinal obligations“), FEBESOL’s liability shall be limited to the amount of damages foreseeable at the time of conclusion of the contract and typical for the contract. Cardinal obligations are those which make the proper execution of the contract possible in the first place and on the fulfillment of which you may therefore rely.
9.7 In the event of other damages based on slightly negligent breach of nonessential contractual obligations, FEBESOL shall be liable in total in the amount of the agreed total price (excluding VAT).
9.8 FEBESOL shall not be liable for any damage caused by the unsuitability (including material weaknesses, construction defects, insufficient statics) of the structural system on which the PV system or other renewable energy system is to be installed.
9.9 FEBESOL shall not be liable for any components of the PV system or other renewable energy generation system or other materials stored at your premises during the performance of the installation work that are damaged or stolen by you or any third party. Third parties in this sense are not the legal representatives of FEBESOL and persons FEBESOL uses to fulfill its contractual obligations. It is your responsibility to take out appropriate insurance for such risks.
9.10 FEBESOL is not liable for defects resulting from the use of the goods by you contrary to the manufacturer’s specifications according to the respective performance data sheet.
10 Statute of limitations for defect rights
10.1 In the case of contracts with consumers, the limitation period for claims and rights due to defects – irrespective of the legal grounds – shall be two years from the statutory commencement of the limitation period.
10.2 In the case of contracts with entrepreneurs, the limitation period for claims and rights due to defects – irrespective of the legal grounds – shall be one year from the statutory commencement of the limitation period.
10.3 The above limitation periods shall not apply in case of fraudulent concealment of a defect, in case of damage caused intentionally or by gross negligence, in case of injury to life, body and health, in case of negligent breach of essential contractual obligations (“cardinal obligations“). Cardinal obligations are those which make the proper execution of the contract possible in the first place and on the fulfillment of which you may therefore rely.
11 Manufacturer’s warranties
Insofar as the components of the PV system or other renewable energy system are accompanied by declarations from the manufacturer, e.g. warranties, these are independent contracts between you and the manufacturer. You can assert rights from these contracts directly against the respective manufacturer.
12 Place of jurisdiction and applicable law
12.1 In the case of contracts with consumers, the place of jurisdiction for all disputes arising from and in connection with this contract shall be the place of residence or, if there is no such place of residence, the place of habitual abode of the consumer at the time the action is brought. If, after conclusion of the contract, you move your place of residence or habitual abode outside the territory of the Federal Republic of Germany, or if your place of residence or habitual abode is unknown at the time the action is brought, the place of jurisdiction for all disputes arising from and in connection with this contract shall be Mannheim.
12.2 For contracts with entrepreneurs, the place of jurisdiction for all disputes arising from and in connection with this contract shall be Mannheim.
12.3 The law of the Federal Republic of Germany shall apply. The UN Convention on Contracts for the International Sale of Goods (CISG) shall not apply.
13 Data protection
Information on data protection is available at: www.febesol.de
14.1 FEBESOL is entitled to use subcontractors for the fulfillment of its contractual obligations.
14.2 You may only set off your claims against claims of FEBESOL if your claims are undisputed or have been legally established.
14.3 Amendments to the contract must be made in text form.
14.4 If any provision of this Agreement is invalid or unenforceable in whole or in part, the validity and enforceability of all remaining provisions of this Agreement shall not be affected thereby. Should individual provisions of this Agreement violate mandatory legal provisions, they shall be upheld to the extent permitted by law. The invalid or unenforceable provision shall be deemed to be replaced by the valid and enforceable provision that comes closest to the economic purpose pursued by the parties with the invalid or unenforceable provision. This applies accordingly in the event of gaps in this contract.