General Terms and Conditions of Purchase
between baumeister programm GmbH & Co. KG (hereinafter “Buyer”) and all suppliers (hereinafter “Supplier”).
- General Provisions
1.1. These Terms and Conditions of Purchase apply to all current and future orders placed by the Buyer. Any deviating or conflicting general terms and conditions of the Supplier shall not be recognized unless the Buyer expressly agrees to them in writing.
1.2. All agreements, amendments, and collateral agreements must be made in writing.
1.3. The Buyer’s Terms and Conditions of Purchase are based on customary market conditions in the textile industry and the recommendations of the German Textile Association, insofar as these are advantageous to the Buyer.
1.4. The Supplier guarantees that all goods delivered by them are manufactured and delivered in compliance with applicable legal regulations, in particular the EU Textile Labeling Regulation, REACH Regulation, and the requirements of German product safety legislation.
- Offers and Conclusion of Contract
2.1. The Supplier shall submit a binding offer with a minimum validity period of 180 days.
2.2. The contract is concluded exclusively through a written order by the Buyer.
2.3. Oral collateral agreements or subsequent changes require written confirmation by the Buyer.
2.4. The Supplier warrants that the products offered are completely free of third-party rights, particularly patents, industrial property rights, and copyrights.
- Prices and Payment Terms
3.1. The agreed prices are fixed prices and include all incidental costs (e.g., packaging, transport, insurance, customs duties) unless expressly agreed otherwise.
3.2. For payments made within 10 calendar days after delivery and receipt of invoice, the Supplier shall grant a 4% discount (Skonto). Otherwise, payment shall be made no later than 60 days after proper receipt of goods and invoice.
3.3. Price changes require the express written consent of the Buyer.
3.4. Advance payments by the Buyer are only permitted against the provision of an irrevocable, open-ended bank guarantee from a credit institution based in the EU.
- Delivery and Shipment
4.1. The delivery must correspond fully to the agreed specifications. Deviations require the express written consent of the Buyer.
4.2. Partial deliveries are only permitted with the prior written consent of the Buyer.
4.3. Over-deliveries and excess quantities will be remunerated up to 3% exclusively in the case of custom-made products.
4.4. The goods must be packed securely for transport. Unless otherwise agreed, textile goods must be rolled up in a commercially standard, straight, and tight manner (packing roll with at least 5 mm wall thickness and at least 50 mm inner diameter). Each packaging unit must be provided with a clearly legible label containing the following information:
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- Project number and commission
- Article number and article name
- Roll quantity
- Roll number and number of rolls
- Material composition according to the Textile Labeling Regulation
4.5. Delivery must be made “carriage paid” (DDP) to the place of performance specified by the Buyer.
4.6. The Supplier bears the transport risk and must ensure that the goods are properly insured.
4.7. The delivery is only considered complete once the certificates requested by the Buyer have also been delivered by the Supplier. Missing certificates entitle the Buyer to withhold 5% of the value of the goods upon settlement of the final invoice.
- Quality, Inspection, and Notification of Defects
5.1. Delivered goods must comply with agreed specifications and applicable legal standards. Sections 360 HGB (German Commercial Code) and 243 BGB (German Civil Code) do not apply.
5.2. A random incoming goods inspection by the Buyer will take place immediately after delivery. However, a final quality control check will only take place during processing (final inspection).
5.3. The goods are not considered approved until the final inspection has been completed.
5.4. In the event of defects, the Buyer may, at its discretion:
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- Reject the goods and demand a replacement delivery;
- Use the goods themselves and demand a reasonable price reduction; or
- Withdraw from the contract and claim damages.
5.5. The Supplier undertakes to comply with standard testing procedures for the textile industry, particularly tests for flame retardancy, color fastness, dimensional stability, washing behavior, and freedom from harmful substances.
5.6. All defect claims by the Buyer shall not expire before 24 months after the final inspection has been carried out.
- Retention of Title
6.1. The Supplier retains ownership of the delivered goods until full payment of the purchase price.
6.2. Any extension or expansion of the retention of title beyond this point will not be accepted.
- Contractual Penalties and Liability
7.1. The Supplier undertakes not to sell or offer custom-made products manufactured according to the Buyer’s specifications to third parties. In the event of a violation, a contractual penalty of €7,500 per case is due.
7.2. Fixed dates are binding. In the event of delay, the Buyer is entitled, after the expiry of a grace period, to withdraw from the contract or demand damages instead of performance.
7.3. Delivery difficulties due to problems with sub-suppliers, raw material shortages, or similar events do not release the Supplier from their obligation to perform.
- Sustainability and Social Responsibility
8.1. The Supplier commits to complying with all applicable environmental, social, and ethical standards.
8.2. They guarantee that all delivered goods are free from prohibited harmful substances and meet the requirements of the OEKO-TEX® standard or comparable certifications.
8.3. The Supplier undertakes not to tolerate forced or child labor throughout the entire supply chain and to comply with all international labor standards according to the ILO (International Labour Organization).
- Confidentiality and Data Protection
9.1. All information and documents received by the Supplier within the scope of the cooperation are to be treated as strictly confidential.
9.2. Disclosure to third parties is only permitted with the prior written consent of the Buyer.
9.3. The Supplier undertakes to comply with all data protection requirements in accordance with the EU General Data Protection Regulation (GDPR).
- Final Provisions
10.1. The place of performance and jurisdiction is Lüneburg, Germany.
10.2. German law applies, excluding the UN Convention on Contracts for the International Sale of Goods (CISG).
10.3. Should any provision of these Terms and Conditions of Purchase be or become invalid, the remaining provisions shall remain unaffected. The parties undertake to agree on a regulation that comes closest to the economic purpose of the invalid provision.
20.01.2026