terms and conditions

General Terms and Conditions of Sale and Delivery

of The Yo Company GmbH (hereinafter „The Yo Company“)

      1. Scope of application

    Intended for application to:

      1. persons, who act at the time of entering into the contract in the exercise of their commercial or independent professional capacity (entrepreneurs)when entering into the agreement,
      2. legal persons or special assets under public law (hereinafter „contractual partner“).

(hereinafter “contractual partner”)

    1. General
      1. All deliveries and services by The Yo-Company are exclusively based on these general terms and conditions of sale and delivery (hereinafter: “terms of delivery”), except where the application is expressly excluded. The terms of delivery are part of all contracts, which The Yo-Company concludes with its contractual partners concerning the deliveries and services The Yo-Company provides. They will also be valid for future deliveries, services or offers with the contractual partner, even if they are not again separately agreed.
      2. From these terms of delivery deviating terms of the contractual partner or others, shall not apply, even if The Yo-Company does not specifically object to their validity in the individual case. These terms of delivery shall also apply exclusively, even if The Yo-Company, in full knowledge of the existence of terms and conditions of the contractual partner, performs the delivery without reservation, and/ or refers to a correspondence which contains or refers to terms and conditions of the contractual partner or others.
      3. The Yo-Company reserves the ownership of and copyright to cost estimates. drawings and other documents.
    2. Offer
    1. Information from The Yo-Company on the object of the delivery or service (e.g. drawings, illustrations, indications of weights and measures, technical descriptions and performance data) as well as our representations of the same, are only approximately applicable, unless its applicability for the purpose contractually envisaged requires precise conformity.

They are not a guaranteed characteristics of constitution but descriptions or distinctive features of delivery or service. Variations which are usual in the trade and discrepancies which ensue from statutory provisions or constitute technical improvements, as well as replacement of component parts by parts of the same standard, are permissible, unless they adversely affect the use for the purposes intended by the contract.

  1. Delivery times 
    1. Dates and deadlines announced by The Yo Company in advance are always only approximate unless a fixed term or a fixed deadline is expressly promised or agrees. If shipping has been agreed, delivery dates and deadlines refer to the time of transfer the forwarder, carrier, or other third party assigned to transport the goods.
    2. The period for delivery begins with the dispatch of the confirmation of order, but not before the provision of any documents, approvals and clearances to be furnished if necessary by the customer and before the receipt of any agrees down payment.
    3. The delivery deadline is complied with, if by the expiry of the period for delivery the item for delivery has left the factory or readiness for dispatch has been notified.
    4. Is failure to adhere to the delivery period is attributable to force majeure, industrial action or other events outside the supplier’s sphere of influence, the delivery period shall be extended accordingly.
    5. The delivery period shall also be prolonged if circumstances mentioned in No. 4 arise at the permission of a subcontractor.
  2. Liability
    1. Any liability of The Yo-Company, regardless of the reason but in particular for impossibility of performance, delay, non-delivery or incorrect delivery, breach of obligations in contract negotiations an d forbidden actions, is limited under the terms of section 5. provided each reason is due to fault.
    2. The Yo-Company is not liable in cases of simple negligence by its management, lawful representatives, salaried employees or other agents as long as there is no breach of essential contractual obligation. Essential contractual obligations include the obligation to deliver and install in a timely fashion goods that are free of essential defects, advisory, protective, custodial and duty of care obligations that enable the client to use the item delivered in the contactually prescribed manner or whose purpose is to protect the lives and health of the contractual partners personnel or to protect the property of the latter from material damage.
    3. If The Yo-Company is liable on its merits for compensation of damages, such liability to damages which The Yo-Company foresaw when concluding the agreement as a possible consequences of a breach of contact or which it should have foreseen when taking the usual care. Furthermore, indirect damage and consequential damage resulting from defects in the item supplied are only subject to compensation in so far as such damage is typically to be expected when using the item supplied as stipulated.
    4. The aforementioned exclusion of liability and limitations of damages shall also apply to the same extend in favour of other bodies of the company, legal representative, employees and other vicarious agents of The Yo-Company.
    5. Limitations of Section “5. Liability” shall not apply to The Yo-Company’s liability for willful conduct, warranted characteristic features, damage to life, body or health, or in accordance with product liability laws.
    6. The occurrence of a delay in delivery shall be governed by the statutory provisions, pursuant to which in each case a reminder letter by the contractual party is required. If the contractual partner incurs damages as a result of a delay which occurred through a fault of The Yo-Company, the contractual partner may demand compensation under the exclusion of any further damages for delay, this amount to for each full week of the delay a half percent, in the whole however at the most five percent of the value of the part of the whole delivery which as a consequences of the delay cannot be used in good time or in accordance with the contract. Should the delay be based on intention or gross negligence the statutory liability will be applicable. The Yo-Company retains the right to prove that the contractual partner did not suffer any damage whatsoever or only significantly less damage then above mentioned lumb sum.
    7. If shipment is delayed at the request of the contractual partner then beginning one month after notification of the readiness to ship, the costs incurred for storage shall be invoiced to the contractual party in the case of storage the The Yo Company’s factory. The Yo Company is entitled to dispose of the goods to be delivered differently and to deliver to the contractual partner within a reasonable prolonged deadline, if The Yo-Company has unsuccessfully set a reasonable period to the contractual partner to declare his consent with delivery or to accept the ordered goods.
    8. The contractual partner shall be advised that delivery to other EU countries will be associated with increased delivery costs payable by the contractual partner.
    9. Observance of agreed delivery deadlines implies that the contractual partner is fulfilling all contractual obligations.
  3. Transfer of Risk
    1. The risk is transferred to the contractual partner at the latest when the delivered parts are dispatched for delivery, even if partial deliveries take place or if The Yo-Company has undertaken other services e.g. forwarding charges or transportation and installation. At the request and the expense of the contractual partner shipping by The Yo-Company shall be insured against theft, breakage, transportation, fire and water damages as well as other insurable risks.
    2. Where shipment is delayed due to circumstances within the control of the contactual partner the risk passes to the contractual partner on the day of notification of readiness for dispatch.
  4. Retention of title
    1. The following agreed reservation of ownership serves as security for all and any demands of The Yo Company against the contractual partner arising from the existing supply relationship.
    2. The goods delivered to the contractual partner remain property of The Yo-Company until full payment of all secured claims. The contactual partner will keep the reserved goods in custody for The Yo Company.
    3. The contractual partner shall be entitled to process and sell the reserved goods in the normal course of business until the occurrence of the liquidation event. Pledges and assignments as security are not permitted.
    4. If the goods under retention of title are resold the contractual partner here and now assigns the receivables from the buyer arising from this as security – in case of joint ownership on the goods under retention of title pro rata according to the joint ownership share – to The Yo Company. The same shall apply to any other claims that take the place of reserved – title goods or otherwise accrue with respect to reserved – title goods, e.g., insurance claims or tort claims resulting from loss or destruction. Until revoked The Yo-Company authorizes the contractual partner to collect the receivable assigned to the Yo-Company on own behalf. The Yo-Company may revoke such collection authorization only in the case of exploitation.
    5. If third parties take hold of the reserved-title goods, in particular by garnishment, the contractual partner has to advise immediately of the property of The Yo-Company and also to inform The Yo Company to enable the assertion of the property rights. In the event that the third party is unable to indemnify The Yo-Company for costs incurred in connection with such proceedings in or out of court, the contractual partner shall be liable for such costs to The Yo-Company.
    6.  Upon request The Yo-Company shall release at its discretion the reserved-title goods and the commodities that take their place or any claims assigned, insofar as their value exceeds by more than 50% the amount constituted by secured claims..
    7. In the event of breach of contract by the contractual party, especially in the event of default of payment, The Yo-Company shall be entitled to reclaim the reserved-title goods. .
  5. Warranty
    1. The liability of The Yo-Company for defects (warranty) shall be extend to state of the art goods being free of defects, in particular to flawless materials and flawless execution.
    2. The contractual partner has to notify The Yo-Company immediately in writing go the detection of defects.
    3. The contractual partner shall be obligated to give The Yo-Company the opportunity of subsequent performance (Nacherfüllung). The Yo-Company will offer a contact from on their homepage, which can be used by the contactual partner to receive a return voucher.
    4. Warranty is excluded in case of:
      1. wear and tear from use or natural wear,
      2. dynamically strained construction parts and products,
      3. unauthorized assembly or commissioning by the contractual partner to others,
      4. inappropriate or improper use,
      5. incorrect or negligent handling,
      6. failure to observe the operating and maintenance instructions,
      7. failure to observe technical documentation,
      8. use of unsuitable operating materials,
      9. unauthorized modifications or maintenance by the contractual partner or others,
      10. unsuitable place of installation/assembly site,
      11. chemical or electrochemical and electrical influences, as long as they are not caused by fault of The Yo-Company.
    5. Statue of limitation: The Yo-Company provides warranty within aforementioned conditions for one year after delivery of the goods to the contractual partner. This limitation shall not apply for claims relating to liability for damages to life, body or health, or in accordance with essential contractual obligations, the proper fulfillment of which constitutes a condition shine qua non and on the fulfillment of which the customer regularly relies and may rely (cardinal obligations), as well as for claims relating to liability for other damaged caused by intention or gross negligence of The Yo Company or their vicarious agents.
  6. Place of jurisdiction and governing law
    1. The executive – also international – place of jurisdiction for all disputes resulting directly or indirectly from the contractual relationship is Munich.
    2. Solely the laws of the Federal Republic of Germany shall apply for these General Terms ans Conditions of Sale and Delivery and all legal relationships between The Yo Company and the contractual partner. The application of uniform UN- rights of purchase (CISG) is excluded. Compelling regulations by law remain unaffected.

B2B

General Terms and Conditions of Sale and Delivery

of The Yo Company GmbH (hereinafter „The Yo Company“)

      1. Scope of application

    Intended for application to:

      1. persons, who act at the time of entering into the contract in the exercise of their commercial or independent professional capacity (entrepreneurs) when entering into the agreement,
      2. legal persons or special assets under public law (hereinafter „contractual partner“).

(hereinafter “contractual partner”)

    1. General
      1. All deliveries and services by The Yo-Company are exclusively based on these general terms and conditions of sale and delivery (hereinafter: „terms of delivery“), except where the application is expressly excluded. The terms of delivery are part of all contracts, which The Yo-Company concludes with its contractual partners concerning the deliveries and services The Yo-Company provides. They will also be valid for future deliveries, services or offers with the contractual partner, even if they are not again separately agreed.
      2. From these terms of delivery deviating terms of the contractual partner or others, shall not apply, even if The Yo-Company does not specifically object to their validity in the individual case. These terms of delivery shall also apply exclusively, even if The Yo-Company, in full knowledge of the existence of terms and conditions of the contractual partner, performs the delivery without reservation, and/or refers to a correspondence which contains or refers to terms and conditions of the contractual partner or others.
      3. The Yo-Company reserves the ownership of and copyright to cost estimates, drawings and other documents.
    2. Offer
    1. Information from The Yo-Company on the object of the delivery or service (e.g. drawings, illustrations, indications of weights and measures, technical descriptions and performance data) as well as our representations of the same, are only approximately applicable, unless its applicability for the purpose contractually envisaged requires precise conformity.

They are not a guaranteed characteristics of constitution but descriptions or distinctive features of delivery or service. Variations which are usual in the trade and discrepancies which ensue from statutory provisions or constitute technical improvements, as well as replacement of component parts by parts of the same standard, are permissible, unless they adversely affect the use for the purposes intended by the contract.

  1. Delivery times 
    1. Dates and deadlines announced by The Yo-Company in advance are always only approximate unless a fixed term or a fixed deadline is expressly promised or agreed. If shipping has been agreed, delivery dates and deadlines refer to the time of transfer to the forwarder, carrier, or other third party assigned to transport the goods.
    2. The period for delivery begins with the dispatch of the confirmation of order, but not before the provision of any documents, approvals and clearances to be furnished if necessary by the customer and before the receipt of any agreed down payment.
    3. The delivery deadline is complied with, if by the expiry of the period for delivery the item for delivery has left the factory or readiness for dispatch has been notified.
    4. If failure to adhere to the delivery period is attributable to force majeure, industrial action or other events outside the supplier’s sphere of influence, the delivery period shall be extended accordingly.
    5. The delivery period shall also be prolonged if circumstances mentioned in no. 4 arise at the premises of a subcontractor
  2. Liability
    1. Any liability of The Yo-Company, regardless of the reason but in particular for impossibility of performance, delay, non-delivery or incorrect delivery, breach of obligations in contract negotiations and forbidden actions, is limited under the terms of section V. provided each reason is due to fault.
    2. The Yo-Company is not liable in cases of simple negligence by its management, lawful representatives, salaried employees or other agents as long as there is no breach of an essential contractual obligation. Essential contractual obligations include the obligation to deliver and install in a timely fashion goods that are free of essential defects, advisory, protective, custodial and duty of care obligations that enable the client to use the item delivered in the contractually prescribed manner or whose purpose is to protect the lives and health of the contractual partners personnel or to protect the property of the latter from material damage.
    3. If The Yo-Company is liable on its merits for compensation of damages, such liability will be limited to damages which The Yo-Company foresaw when concluding the agreement as a possible consequence of a breach of contract or which it should have foreseen when taking the usual care. Furthermore, indirect damage and consequential damage resulting from defects in the item supplied are only subject to compensation in so far as such damage is typically to be expected when using the item supplied as stipulated.
    4. The aforementioned exclusions of liability and limitations of liability shall also apply to the same extend in favour of other bodies of the company, legal representative, employees and other vicarious agents of the Yo-Company.
    5. Limitations of Section V. shall not apply to The Yo-Company’s liability for wilful conduct, warranted characteristic features, damage to life, body or health, or in accordance with product liability laws.
    6. The occurrence of a delay in delivery shall be governed by the statutory provisions, pursuant to which in each case a reminder letter by the contractual party is required. If the contractual partner incurs damages as a result of a delay which occurred through a fault of The Yo-Company, the contractual partner may demand compensation under the exclusion of any further damages for delay, this amounts to for each full week of the delay a half percent, in the whole however at the most five percent of the value of the part of the whole delivery which as a consequence of the delay cannot be used in good time or in accordance with the contract. Should the delay be based on intention or gross negligence the statutory liability will be applicable. The Yo-Company retains the right to prove that the contractual partner did not suffer any damage whatsoever or only significantly less damage then above mentioned lumb sum.
    7. If shipment is delayed at the request of the contractual partner then beginning one month after notification of the readiness to ship, the costs incurred for storage shall be invoiced to the contractual party in the case of storage in The Yo-Company`s factory. The Yo-Company is entitled to dispose of the goods to be delivered differently and to deliver to the contractual partner within a reasonable prolonged deadline, if the Yo-Company has unsuccessfully set a reasonable period to the contractual partner to declare his consent with delivery or to accept the ordered goods
    8. The contractual partner shall be advised that delivery to other EU countries will be associated with increased delivery costs payable by the contractual partner.
    9. Observance of agreed delivery deadlines implies that the contractual partner is fulfilling all contractual obligations.
  3. Transfer of Risk
    1. The risk is transferred to the contractual partner at the latest when the delivered parts are dispatched for delivery, even if partial deliveries take place or if The Yo-Company has undertaken other services e.g. forwarding charges or transportation and installation. At the request and the expense of the contractual partner shipping by The Yo-Company shall be insured against theft, breakage, transportation, fire and water damage as well as other insurable risks.
    2. Where shipment is delayed due to circumstances within the control of the contractual partner the risk passes to the contractual partner on the day of notification of readiness for dispatch.
  4. Retention of title
    1. The following agreed reservation of ownership serves as security for all and any demands of The Yo-Company against the contractual partner arising from the existing supply relationship.
    2. The goods delivered to the contractual partner remain property of The Yo-Company until full payment of all secured claims. The contractual partner will keep the reserved goods in custody for The Yo-Company.
    3. The contractual partner shall be entitled to process and sell the reserved goods in the normal course of business until the occurrence of the liquidation event. Pledges and assignments as security are not permitted.
    4. If the goods under retention of title are resold the contractual partner here and now assigns the receivables from the buyer arising from this as security – in case of joint ownership on the goods under retention of title pro rata according to the joint ownership share – to The Yo-Company. The same shall apply to any other claims that take the place of reserved-title goods or otherwise accrue with respect to reserved-title goods, e.g., insurance claims or tort claims resulting from loss or destruction. Until revoked The Yo-Company authorizes the contractual partner to collect the receivables assigned to the Yo-Company on own behalf. The Yo-Company may revoke such collection authorization only in the case of exploitation.
    5. If third parties take hold of the reserved-title goods, in particular by garnishment, the contractual partner has to advise immediately of the property of The Yo-Company and also to inform The Yo-Company to enable the assertion of the property rights. In the event that the third party is unable to indemnify The Yo-Company for costs incurred in connection with such proceedings in or out of court, the contractual partner shall be liable for such costs to The Yo-Company.
    6.  Upon request The Yo-Company shall release at its discretion the reserved-title goods and the commodities that take their place or any claims assigned, insofar as their value exceeds by more than 50% the amount constituted by secured claims..
    7. In the event of breach of contract by the contractual party, especially in the event of default of payment, The Yo-Company shall be entitled to reclaim the reserved-title goods.
  5. Warranty
    1. The liability of The Yo-Company for defects (warranty) shall extend to state of the art goods being free of defects, in particular to flawless materials and flawless execution.
    2. The contractual partner has to notify The Yo-Company immediately in writing of the detection of defects
    3. The contractual partner shall be obligated to give The Yo-Company the opportunity of subsequent performance (Nacherfüllung). The Yo-Company will offer a contact form on their homepage, which can be used by the contractual partner to receive a return voucher.
    4. Warranty is excluded in case of:
      1. wear and tear from use or natural wear,
      2. dynamically strained construction parts and products,
      3. unauthorized assembly or commissioning by the contractual partner or others,
      4. inappropriate or improper use,
      5. incorrect or negligent handling,
      6. failure to observe the operating and maintenance instructions,
      7. failure to observe technical documentation,
      8. use of unsuitable operating materials,
      9. unauthorized modifications or maintenance by the contractual partner or others,
      10. unsuitable place of installation/assembly site,
      11. chemical or electrochemical and electrical influences, as long as they are not caused by fault of The Yo-Company.
    5. Statue of limitation: The Yo-Company provides warranty within aforementioned conditions for one year after delivery of the goods to the contractual partner. This limitation shall not apply for claims relating to liability for damages to life, body or health, or in accordance with essential contractual obligations, the proper fulfilment of which constitutes a condition sine qua non and on the fulfilment of which the customer regularly relies and may rely (cardinal obligation), as well as for claims relating to liability for other damages caused by intention or gross negligence of The Yo-Company or their vicarious agents.
  6. Place of jurisdiction and governing law
    1. The exclusive – also international – place of jurisdiction for all disputes resulting directly or indirectly from the contractual relationship is Munich.
    2. Solely the laws of the Federal Republic of Germany shall apply for these General Terms and Conditions of Sale and Delivery and all legal relationships between The Yo-Company and the contractual partner. The application of uniform UN- rights of purchase (CISG) is excluded. Compelling regulations by law remain unaffected.