Terms and Conditions

1. Scope

These terms apply to supplies and services by ZWOD Vertriebs und Logistik GmbH to business customers and public-law entities. They cover industrial components, spare parts, automation, electrical, pneumatic and hydraulic products as well as related sourcing, warehousing, consolidation and logistics services.

2. Quotations and contract formation

Customer inquiries are non-binding. Quotations are subject to change unless expressly stated to be binding. A contract is formed by written order confirmation, express acceptance or execution of the order. Manufacturer data, technical descriptions and images primarily serve product identification unless a specific characteristic is expressly agreed as binding.

3. Prices

Unless stated otherwise, prices are net and exclude applicable VAT and any agreed packaging, freight, insurance, customs, export or ancillary costs. The quotation and order confirmation govern.

4. Delivery and lead time

Delivery dates and lead times are binding only when expressly confirmed as binding. Lead times may depend on availability, upstream suppliers, manufacturer releases, transport, customs and export procedures. Partial deliveries are permitted where reasonable.

5. Risk and shipment

Shipment method and Incoterms are governed by the quotation or order confirmation. Where applicable under German commercial law, risk may pass to the business customer when goods are handed to the carrier or other person appointed to perform shipment.

6. Payment

Payment terms are stated in the quotation, order confirmation or invoice. No customer is automatically entitled to a particular credit term. Advance payment or security may be required for new customers, special procurement, customer-specific goods, high-value orders or increased credit risk.

7. Retention of title

Goods remain the property of ZWOD until the secured claims from the relevant business relationship have been paid in full, to the extent permitted by law.

8. Inspection and defects

Business customers must inspect received goods in accordance with applicable commercial inspection and notification duties. Visible transport damage should be documented with the carrier where possible. Statutory warranty rights apply unless validly modified by agreement.

9. Sourcing, obsolescence and alternatives

For obsolete or hard-to-find products, ZWOD may propose alternative sources or replacement types. Technical equivalence or suitability for a specific application is warranted only when expressly confirmed in writing. Final technical approval remains with the customer unless a specific engineering service has been agreed.

10. Export, customs and compliance

Supplies may be subject to export-control, sanctions, customs and licensing rules. The customer must provide correct end-user, consignee, intended-use and customs information when required. ZWOD may suspend or refuse a transaction where legal or regulatory restrictions apply.

11. Liability

Liability is unlimited for intent, gross negligence and mandatory statutory cases, including injury to life, body or health. For slight negligence affecting essential contractual duties, liability is limited to typical foreseeable loss to the extent permitted by law. Otherwise liability for slight negligence is excluded where legally permissible.

12. Force majeure

Events outside ZWOD's reasonable control, including government action, embargoes, war, strikes, natural events, transport disruptions, cyber incidents, energy failures or material supply disruptions at manufacturers or upstream suppliers, extend affected performance periods reasonably.

13. Confidentiality

BOMs, drawings, technical files and commercial information supplied by customers are used for processing the request or order. Information that is marked confidential or is clearly commercially sensitive is treated accordingly.

14. Governing law and venue

German law applies, excluding the UN Convention on Contracts for the International Sale of Goods where this can validly be agreed. For merchants and qualifying public-law entities, Berlin is the venue to the extent legally permitted.

15. Final provisions

Individual agreements and order confirmations take precedence over these terms. If any provision is wholly or partly invalid, the remaining provisions remain unaffected. Version: September 2026.