General Terms and Conditions
GEO Reinigungstechnik GmbH
Version dated 28 October 2026
§ 1 Scope and contracting party
(1) These Terms apply to contracts entered into by GEO Reinigungstechnik GmbH, Im Garbrock 7, 48683 Ahaus, Germany, represented by its Managing Director Peter Terliesner, registered in the Commercial Register of the Local Court of Coesfeld under HRB 4446, hereinafter referred to as GEO, for the supply of industrial cleaning systems, equipment, spare parts and accessories, together with related assembly, commissioning, repair, service and other services. Contact: info@geo-reinigungstechnik.de, telephone +49 2542 9555 290.
(2) These Terms apply exclusively to customers acting in the course of their trade, business or profession within the meaning of section 14 of the German Civil Code (BGB), legal entities under public law and special funds under public law. They are not intended for contracts with consumers.
(3) These Terms apply where they have been incorporated into the relevant contract. Conflicting or differing terms of the customer become part of the contract only with GEO’s express written consent. Delivery without reservation does not, in itself, constitute such consent.
(4) Individually agreed contractual provisions take precedence. For record keeping purposes, legally significant declarations should be made in text form, in particular by email. The priority of individual agreements and any statutory form requirements remain unaffected.
(5) These Terms do not apply to orders placed in the online shop operated by Peter Terliesner, trading as GEO Reinigungstechnik. Such orders are governed by the shop operator’s General Terms and Conditions as validly incorporated into the relevant contract.
§ 2 Formation of contract and scope of supply and services
(1) Product presentations on the website do not constitute binding contractual offers. GEO’s quotations are nonbinding unless expressly stated to be binding. A contract is formed upon acceptance of a binding offer or upon GEO’s acceptance of the customer’s order. A mere acknowledgement of receipt does not constitute acceptance.
(2) The contractually agreed scope of supply and services and the agreed technical specifications shall govern. These may be set out, in particular, in an accepted quotation, an order confirmation incorporated into the contract and agreed technical appendices. Individually agreed contractual provisions take precedence. Assembly, commissioning, training and transport insurance are included only to the extent agreed. This does not affect any obligation to provide documentation and safety information required by law.
(3) For customised systems, the contract should specify, in particular, materials, contamination, throughput, the required cleaning result, interfaces and test conditions. A guarantee is given only where expressly undertaken. Statutory requirements concerning the characteristics and quality of the goods or work remain unaffected.
(4) Before any change to the scope of supply or services is implemented, the parties will agree on its execution, remuneration and timing.
§ 3 Prices, payment and customer rights
(1) Unless otherwise agreed, prices for goods are based on collection from GEO’s works in Ahaus and exclude packaging, loading and shipping, as well as any value added tax payable by law. Where GEO undertakes packaging, loading or shipping, these are charged separately at the agreed prices or, if no prices have been agreed, at the necessary and reasonable costs actually incurred. Transport insurance is arranged only by agreement and at the customer’s expense. The passing of risk is governed by § 5.
(2) Where GEO has agreed to perform assembly, installation or commissioning, the customer bears the necessary and reasonable incidental costs in addition to the agreed remuneration, unless these costs are expressly included in the price. These include travel and accommodation costs, necessary costs of transporting tools and assembly equipment, and agreed subsistence allowances. The basis for calculating these costs will be communicated to the customer before the contract is concluded. If no flat rates or other rates have been agreed, only necessary and reasonable costs actually incurred will be charged on the basis of supporting documents.
(3) Individually agreed payment periods, advance payments and payments in instalments take precedence. Unless otherwise agreed, invoices are payable immediately upon receipt, but not before the statutory conditions for payment becoming due have been met. In particular, where work is performed under a contract for work, any acceptance required by law remains relevant to the due date. Statutory rights to withhold payment remain unaffected. GEO issues invoices in text form, in particular by email, subject to mandatory statutory requirements for electronic invoicing.
(4) Payments must be made to GEO’s business bank account specified in the invoice without deduction of any discount for early payment, unless such a discount has been agreed. The customer bears the charges imposed by its own payment service provider for making the payment. Any obligation to bear additional bank charges requires a separate agreement.
(5) Default in payment is governed by the statutory provisions. If a claim is due and no different payment period has been agreed, GEO may send the customer a reminder in text form requiring payment within 15 calendar days of receipt of the reminder. Statutory provisions under which default occurs earlier or without a reminder remain unaffected.
(6) In the event of default in payment, the statutory interest rate on claims for payment for goods or services is nine percentage points per year above the applicable base rate. GEO may also claim the statutory fixed compensation of EUR 40 for late payment. Additional loss caused by default may be claimed where the statutory requirements are met. The fixed compensation is credited against any damages payable to the extent that those damages comprise costs of pursuing the claim.
(7) The amounts and due dates of instalments and other partial payments are set out in the relevant payment schedule. If the customer defaults on an instalment, GEO may demand payment and withhold further performance where the statutory requirements are met. Acceleration of instalments that are not yet due requires a separate valid agreement. GEO’s statutory rights remain unaffected.
(8) The customer may set off claims that are undisputed or have been finally determined by a court. Setoff with claims arising from the same contractual relationship also remains permitted. The customer may exercise rights of retention insofar as they arise from the same contractual relationship. Statutory rights to refuse performance, in particular where the corresponding performance has not been provided or is defective, remain unaffected.
(9) If, after the contract has been concluded, it becomes apparent that GEO’s entitlement to payment is jeopardised by the customer’s inability to pay, GEO may exercise its statutory rights, in particular those under section 321 BGB.
§ 4 Deadlines, cooperation and impediments to performance
(1) The agreed delivery dates and performance periods apply. The customer must provide required documents, approvals, sample parts, permits and agreed advance payments in good time. A delay in such cooperation extends deadlines only to the extent and for as long as it actually impedes performance. GEO will inform the customer of the resulting effects.
(2) Partial deliveries are permitted only if they can be used by the customer for the contractual purpose, are reasonable for the customer and the remaining delivery is assured. The customer will incur additional costs as a result only if this has been agreed.
(3) Unforeseeable events of force majeure for which GEO is not responsible and which cannot be avoided even by reasonable measures extend performance periods by the actual duration of the impediment and any necessary reasonable period for restarting operations. GEO will notify the customer without undue delay of the commencement, expected duration and end of the impediment and will take reasonable measures to limit its effects.
(4) A mere increase in costs or ordinary procurement difficulties do not, in themselves, release either party from its obligation to perform. The parties’ statutory rights in the event of impediments to or failures of performance and a fundamental change in the circumstances forming the basis of the contract remain unaffected. If the contract is brought to an end, the unwinding of the contract and repayment of advance payments are governed by the statutory provisions.
(5) The statutory conditions and consequences apply where the customer defaults in accepting performance or fails to provide required cooperation. Only expenses, losses or compensation payable under those provisions may be claimed. No fixed cancellation charge is agreed. Delay in delivery and damages are governed by the statutory provisions and § 8 of these Terms.
§ 5 Shipping, assembly and acceptance
(1) The place of delivery, arrangements for transport and allocation of costs are governed by the parties’ agreement. Risk passes in accordance with the statutory rules applicable to the type of contract concerned. For a sale involving shipment, section 447 BGB applies only where its requirements are met. Section 644 BGB applies to work performed under contracts for work. Mere notification that goods are ready for shipment does not cause risk to pass independently of those requirements.
(2) For assembly and commissioning, the customer must provide the agreed prerequisites communicated by GEO in good time, in particular safe access, suitable installation areas, utility connections and necessary information on hazards at the premises. GEO remains responsible for complying with its own statutory safety obligations.
(3) Where acceptance is required under the law governing contracts for work, acceptance takes place after completion and inspection against the agreed criteria. Acceptance may not be refused because of minor defects. Identified defects and reservations of rights should be recorded in an acceptance report. Deemed acceptance occurs only where the statutory requirements are met. No provision is made for automatic acceptance merely through use or payment.
(4) For sales contracts and contracts for the supply of movable goods to be manufactured, any additional technical inspection is governed by the parties’ agreement. Whether sales law or the law governing contracts for work applies is determined by the actual content of the contract and the statutory provisions.
§ 6 Retention of title
(1) Goods supplied remain GEO’s property until the purchase price for those goods has been paid in full. Statutory rules on the acquisition of ownership through combination, mixing or processing remain unaffected.
(2) The customer must treat goods subject to retention of title with due care. Such goods may not be pledged or transferred by way of security while title is retained. The customer must notify GEO without undue delay of any seizure or other interference by third parties.
(3) In the event of a breach of contract, in particular default in payment, rescission and recovery of the goods are subject to the statutory requirements. Retention of title does not entitle GEO to enter business premises or dismantle equipment without authorisation.
§ 7 Rights in respect of defects and inspection
(1) Statutory rights and limitation periods apply to defects in quality and defects in title. No general shortening of limitation periods or blanket exclusion of rights in respect of defects is agreed. Separate guarantees exist only in accordance with an express guarantee declaration. Claims for damages and reimbursement of wasted expenditure arising from a defect are also subject to § 8 of these Terms.
(2) Where the purchase is a commercial transaction for both parties, the statutory obligations to inspect and give notice of defects under section 377 of the German Commercial Code (HGB), including its exceptions, apply. This does not introduce any additional time limit resulting in a loss of rights for other contracts.
(3) The customer must give GEO the opportunity to examine and remedy defects to the extent required by law. The nature, costs and implementation of remedial performance are governed by the applicable statutory provisions. Statutory rights to remedy defects at GEO’s expense, rescind the contract or reduce the price remain available where their respective requirements are met. Claims for damages and reimbursement of wasted expenditure are also subject to § 8 of these Terms.
§ 8 Liability
(1) The limitations and exclusions of liability in the following paragraphs do not apply in cases of intent or gross negligence or to loss arising from death, personal injury or damage to health caused by an intentional or negligent breach of duty. Claims under the German Product Liability Act, for fraudulently concealed defects, under guarantees given in accordance with the relevant guarantee declaration, and any other liability that cannot be excluded or limited by law remain unaffected.
(2) In cases of ordinary negligence, GEO is liable for a breach of an essential contractual obligation. Essential contractual obligations are obligations whose fulfilment is necessary for the proper performance of the contract and on whose fulfilment the customer may normally rely. In such cases, liability is limited to the loss that was foreseeable when the contract was concluded and is typical for the type of contract concerned.
(3) In all other cases, liability for loss caused by ordinary negligence is excluded. The exceptions in paragraph (1) remain fully applicable.
(4) These provisions also apply to the personal liability of GEO’s legal representatives, employees and persons engaged by GEO to perform its obligations. No separate shortening of statutory limitation periods for damages claims is agreed.
§ 9 Documents, confidentiality and software
(1) Ownership and intellectual property rights in drawings, calculations, quotations and other documents remain with the respective rights holder. Use necessary to assess the quotation and to operate, maintain and repair the equipment in accordance with the contract remains permitted. Any further use requires an appropriate legal entitlement.
(2) Both parties must keep confidential any technical or commercial information that is marked as confidential or is recognisably confidential. Disclosure to persons involved in performing the contract is permitted to the extent necessary, provided they are subject to appropriate confidentiality obligations. This does not apply to information that is lawfully in the public domain, knowledge lawfully obtained independently or disclosures required by law.
(3) If software is included in the supply, the customer receives the rights of use necessary to use the supplied system as agreed. Any additional rights, provision of source code, remote access, maintenance and separate update services require an agreement. Statutory rights of use and services required by law remain unaffected. Additional terms for third party software apply only if validly incorporated into the contract.
§ 10 Governing law, jurisdiction and final provision
(1) German law applies, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG). Mandatory statutory provisions remain unaffected. Both parties must comply with mandatory export prohibitions and sanctions regulations. Permits and allocation of responsibilities required for international projects will be determined for each order.
(2) If the customer is a merchant within the meaning of German commercial law, a legal entity under public law or a special fund under public law, the courts having jurisdiction over GEO’s registered office in Ahaus and competent for the subject matter have exclusive jurisdiction over disputes arising from the contractual relationship. Mandatory exclusive jurisdiction and overriding rules on international jurisdiction remain unaffected. For other customers, the statutory rules on jurisdiction apply.
(3) If any provision is invalid or has not become part of the contract, the legal consequences are governed by section 306 BGB. An invalid provision is not automatically replaced by a provision that comes as close as possible to its economic purpose.
