General Business Conditions of the LcM GmbH

§1 Offer and Acceptance
§2 Purchase Price and Payment
§3 Delivery
§4 Dispatch and Acceptance
§5 Packaging
§6 Retention of Title
§7 Liability for Material Defects
§8 General Limitation of Liability and Statute of Limitation
§10 Legal Jurisdiction, Applicable Law and Severability Clause


We deliver to subcontractors in terms of § 14 BGB [German Civil Code], legal persons under public law and public-legal special assets only as per the following sales- and delivery conditions. Application of other conditions – especially purchase conditions of the buyer – requires our express written confirmation.

Contractual partner for orders, hereinafter called as “seller”, is the company:

LcM GmbH
Siemensstraße 26-28
32120 Hiddenhausen

Tel.: +49 (0) 5223 189 66-30
Fax:+49 (0)5223 189 66 – 35

Commercial register no.: AG Bad Oeynhausen HRB 10683
VAT ID no.: DE 257 216 326
Tax no. of the parent company: 310/5756/1540
CEO: Daniel Ludewig

§1 Offer and Acceptance

§1.1 Our offers are non-binding. Orders are only binding for us, if and insofar we have confirmed them in writing or have began their fulfillment. Oral agreements, promises and guarantees of our employees – except committees, authorized representatives and general representatives – in connection with the conclusion of contract are binding only with our written confirmation. Waiver of this requirement of the written form also requires the written form. The written form is also possible at all times through fax and email.

§1.2 Supplementary terms for product description like “approx.”, “as already delivered”, “as usual” or similar additions in our offers refer only to the quality or quantity of the goods, but not to the price. Such details in the orders of the buyer are understood accordingly by us.

§1.3 Our indication of quantity is approximate. In case of delivery in donning tanks or fixed connected tanks as well as in silo vehicles, deviations of +/- 10 % of the agreed quantity is considered as per contract. Such deviation in quantities reduce or increase the agreed purchase price accordingly.

§2 Purchase Price and Payment

§2.1 Our prices are excluding VAT, especially taking into consideration the respective place of delivery. They are calculated based on the quantities or weights ascertained by us or our sub-suppliers, unless the recipient determines them using calibrated weighing scales and the goods were transported at our risk; then the quantities calculated by them are the deciding factor for the price calculation.

§2.2 The purchase price is payable net cash at time of delivery of goods, unless otherwise agreed on in writing.

§2.3 If the due date is exceeded, we can calculate interest amounting to 5 percentage points over the basic interest rate.

§2.4 In case of delay, we calculate default interest amounting to 9 percentage points over the basic interest rate as well as additionally a lump sum amount of 40.00 Euros. We reserve the right to claim further damage.

§2.5 Bills of exchange and checks are accepted only on account of payment and in case of corresponding agreement. The usual bank expenses of the payment transaction are borne by the buyer.

§2.6 The right for withholding and offsetting are granted to the seller only insofar as his counterclaims are ascertained to be undisputed or legally effective, they are based on the same contractual relationship with us / or would justify withholding of his payment as per § 320 BGB.

§2.7 If the buyer does not fulfill his payment obligations, especially if he stops his payments or if a check is not honored, or if we become aware of other conditions which make his creditworthiness doubtful, then we are authorized to demand payment of the entire remaining amount with the exception of expired claims, even if we have accepted the check/bill of exchange. We are moreover authorized to demand advance payments or security deposits. Furthermore, we can completely or partially withhold or reject further deliveries, not only from the respective contract, but also from other contracts and demand immediate cash payment of all deliveries.

§3 Delivery

§3.1 The agreed delivery periods and -dates are always to be considered to be approximate if a fixed date was not expressly agreed on in writing.

§3.2 Events of force majeure – which also includes public-legal restrictions as well as strike and lockout – authorize us to withdraw from the contract. In such cases, compensation due to violation of obligation is excluded. This also applies in case of late self-delivery by our sub-suppliers which was not caused by us. We are obligated to immediately inform the buyer about such events.

§3.3 We are not liable if fulfillment of delivery obligations is impossible or delayed, if and insofar this was caused by the buyer, especially based on the fact that he is fulfilling his public-legal obligations in connection with the European Regulation (EC) no. 1907/2006 (REACH regulation) as amended.

§4 Dispatch and Acceptance

§4.1 The risks of transport from the delivery point onwards are always borne by the buyer, even in case of freight-free deliveries or free deliveries.

§4.2 If the buyer collects the goods at the delivery point, then he or his authorized representative must load the vehicle and follow the legal provisions especially those regarding transport of dangerous goods.

§4.3 In any case, the buyer is responsible for unloading and storing the goods.

§4.4 Insofar our employees are helpful in the cases of the above paragraphs §4.2 to 4.4 while unloading, it is the sole risk of the buyer and not as our auxiliary persons. Costs due to service life and maintenance are borne by the buyer.

§5 Packaging

§5.1 Insofar we deliver loaned packaging, these are to be sent back to us at the latest within 30 days after reaching the buyer in emptied, problem-free state on his account and at his risk or, if necessary, returned free-of-cost in our vehicle against acknowledgement of receipt.

§5.2 If the buyer does not punctually fulfill the obligation mentioned under §5.1, we are authorized to calculate an appropriate fees for time exceeding 30 days and to demand replacement price after the period for return expires taking into account the aforementioned fees.

§5.3 The labels put on the packages should not be removed. Loaned packages should not be interchanged or refilled. The buyer bears the risk of value reductions, of interchanging and of loss. The deciding factor here is the report of receipt in our plant. Use of loaned packaging as storage container or its forwarding to third parties is not permitted, insofar this is not agreed upon in writing in advance.

§6 Retention of Title

§6.1 The ownership of the goods (reserved goods) is transferred to the buyer only after complete payment of the purchase price and all other claims, even those arising in the future, from the business connection with us. This also applies if payment was made on specially designated claims. In case of ongoing invoice, the reserved ownership is considered as security of our outstanding balance.

§6.2 So long as the buyer fulfills his obligations towards us properly, he is authorized to further use the reserved goods in the usual course of business under the condition that his claims from resale are transferred to us in accordance with §6.5.

§6.3 In case the buyer does not fulfill his payment obligations even after extension of time, then we are authorized to demand surrender of the reserved goods without further extension of time and without rescission letter. If necessary, we are authorized to enter the premises of the buyer for the purpose of taking back the goods.

§6.4 The reserved goods are handled and processed for us, without putting any obligation on us. We are considered as manufacturer in terms of § 950 BGB and acquire ownership on the intermediate- and end products in ratio of the invoice value of our reserved goods to the invoice values of external goods; insofar, the buyer will store these for us on trust and without any charges. The same applies for connecting or mixing in terms of § 947, 948 BGB of reserved goods with external goods.

§6.5 Thus, the buyer transfers to us the claims against third parties arising from the resale of the reserved goods for securing all our payments. If the buyer sells the goods, on which we have a share in ownership in accordance with §6.4, then he transfers to us the claims against third parties for the corresponding partial amount. If the buyer uses the reserved goods within the framework of a service contract or similar, then he transfers to us the corresponding claim.

§6.6 In case of proper business transaction, the buyer is authorized for collecting the claims from a continued use of the reserved goods. If we become aware of circumstances which indicate a substantial deterioration of assets of the buyer, then the buyer must inform his debtors about the transfer at our request, to refrain from any decrees regarding the claims, to give us all necessary information about the holding of the goods owned by us and the claims transferred to us as well as to hand over the documents for claiming the transferred rights. Access of third parties to the reserved goods and the transferred claims are to be communicated to us immediately.

§6.7 If the value of the securities given to us exceeds the total claim against the buyer by more than 50 %, then insofar we are obligated to approve the securities of our choice at the request of the buyer.

§7 Liability for Material Defects

§7.1 The promised internal and external characteristics of the goods depend on the agreed specification; if this is not available, it will depend on our product descriptions, labels and specification; if this too is not available, then depending on usual practice and commercial usage. References to standards and similar rules, specifications in safety data sheets, specifications for usability of the goods and statements in advertisements are neither an assurance nor guarantee, nor conformity declarations. Uses identified as relevant as per the REACH regulation (EC) no. 1907/2006 especially do not represent an agreement to corresponding contractual quality or a use required as per the contract.

§7.2 If we provide consultation to the buyer orally, in writing or through trials, this is done as per our best knowledge, however without liability for us, and does not free the buyer from inspecting the delivered goods himself for their suitability to the intended processes and purposes.

§7.3 For inspecting the goods and demonstrating defects, legal regulations are applicable like e.g. § 377 Commercial Code (abbreviation HGB – Handelsgesetzbuch) with the condition that the buyer has to demonstrate the defects of the goods to us in writing. If the goods were delivered in packages, then he must also inspect each individual package for conformity to the order.

§7.4 In case of justified notice of defects within the specified period, we can remove the defect or deliver a non-defective good as per our choice (re-fulfillment). In case the re-fulfillment fails or is rejected, the buyer is granted legal rights. If the defect is not significant and/or if the goods have already been sold, processed or redesigned, then the buyer is granted only the right to reduction of purchase price.

§7.5 Other claims as per § 8 are excluded. This especially applies for claims for compensation which do not arise on the goods themselves (consequential damages).

§8 General Limitation of Liability and Statute of Limitation

§8.1 We are liable – even for our management employees and other auxiliary persons – only in cases of willful intent and gross negligence, limited to the typical damages foreseeable at the time of conclusion of contract due to violation of contractual and extra-contractual obligations, especially due to unfeasibility, delay, culpability in case of contractual initiation and unauthorized handling. Apart from this, our liability, even for defects and consequential damages, is excluded.

§8.2 These limitations do not apply for culpable violation of significant contractual obligations, insofar it endangers achievement of the contractual purpose, in cases of our liability as per Product Liability Law, in case of harm to life, body or health, and if and to the extent of our malicious non-disclosure of material defects or our guarantee of the absence of such defects. The rules regarding burden of proof remain unaffected by this.

§8.3 Unless otherwise agreed upon, contractual claims arising for the buyer against us by reason of and in connection with the delivery of goods and our other services expire one year after delivery of the goods. This does not affect our liability due to intentional and grossly negligent violations of obligations, and culpable damage to life, body and health caused by this.


If the buyer declares to us a use in accordance with Article 37.2 of the Order (EC) no. 1907/2006 of the European Parliament and the Council on Registration, Evaluation, Authorization and Limitation of Chemical Substances (REACH order), which requires updating the registration or chemical safety report or triggers another obligation as per the REACH order, then the buyer bears all provable expenses. We are not liable for delivery delays caused by declaration of this use and fulfillment of the corresponding obligations as per the REACH order by us. If, due to reasons of health- or environmental safety, it is not possible to integrate this use as an identified use and if, against our advice, the buyer intends to use the goods in this manner against which we have advised him, then we can withdraw from the contract. The buyer cannot derive any rights against us from the above rules.

§10 Jurisdiction, Applicable Law, Severability Clause

§10.1 Place of jurisdiction is our main branch or the registered office of the buyer, as per our choice.

§10.2 The law of the Federal Republic of Germany is applicable under exclusion of the UN Sales Law as amended (United Nations Convention on Contracts for the International Sale of Goods CISG dated 11th April 1980).

§10.3 If individual clauses from the above clauses are or become ineffective, then the ineffective conditions will be replaced by such regulations which come closest to the commercial goal of the contract under appropriate protection of the interests of both the parties.

Hiddenhausen, dated 09/29/2021