General Terms and Conditions


Hollwieser Straße 5 · D-32602 Vlotho
Tel +49 (5733) 7 99-0 · Fax +49 (5733) 7 99-5000
E-Mail: URL:

Commercial register: District Court of Bad Oeynhausen, HRA 1205

General partner: STÜBBE Verwaltungs-GmbH
Commercial register: District Court of Bad Oeynhausen, HRB 420

Managing Director: Klaus Warnecke, Matthias Getzlaff

VAT identification number:DE 125 354 336

General Terms and Conditions

A. Applicability of the General Terms and Conditions of STÜBBE

B. Purchasing and Contract Terms

C. General Terms and Conditions of Service

D. Special conditions for the „STÜBBE-Web-Shop“

E. Special conditions for the use of the online software tool "IIoT-Dashboard NODE"

A. Applicability of the General Terms and Conditions of STÜBBE

These Terms and Conditions apply to all business relationships between STÜBBE and its contractual partners, even if no specific reference is made to the Terms and Conditions in individual transactions, if the contractual partner is an entrepreneur (within the meaning of Section 14 of the German Civil Code (BGB)), a legal entity under public law or a special fund under public law.

In these terms and conditions, the term "contractual partner" refers to the partners who conduct business with STÜBBE on the supplier and/or customer side.

These terms and conditions apply exclusively at all times. Deviating, conflicting or supplementary general terms and conditions of the contractual partner shall only become part of the contract if and insofar as STÜBBE has expressly agreed to their validity in writing.

Individual agreements made with the contractual partner in individual cases (including collateral agreements, supplements and amendments) shall in any case take precedence over these terms and conditions. Subject to proof to the contrary, a written contract or written confirmation from STÜBBE is authoritative for the content of such agreements.

References to the validity of statutory provisions are for clarification purposes only. Even without such clarification, the statutory provisions therefore apply unless they are directly amended or expressly excluded in these Terms and Conditions.

The same words may have different meanings in different legal systems. In foreign-language, i.e. non-German versions of these Terms and Conditions, the German legal meaning of the corresponding words shall prevail.

B. Terms and conditions of purchase and order

B.1. Contract/Prohibition of assignment

The STÜBBE Terms and Conditions of Purchase and Order are exclusively authoritative for contracts and orders placed by STÜBBE.

All orders placed and purchases made by STÜBBE are - insofar as these terms and conditions do not regulate the issue - processed exclusively on the basis of the statutory provisions.  

Offers from the supplier or other contractual partners of STÜBBE require express written acceptance by STÜBBE.


The conclusion of contracts with suppliers, as well as their cancellation, amendment or termination and delivery call-offs must at least be in text form. Corresponding verbal declarations of intent must be confirmed in this form in order to be effective.


The supplier may not transfer the rights and obligations arising from the order to third parties without the written consent of STÜBBE, unless otherwise stipulated in Section 354a of the German Commercial Code (HGB). This does not apply in particular to the advance assignment of the purchase price claim as part of an extended reservation of title.

B.2. Estimates / Scope of Services / Samples / Contractual Penalty

Cost estimates and plans in the run-up to a contract are binding for the supplier unless these documents are expressly labelled as non-binding.

Cost estimates and planning in the run-up to a contract shall be free of charge unless the parties expressly agree otherwise.

STÜBBE's order is exclusively authoritative for the specification of the goods.

The supplier is obliged to supply all accessories, instructions and data sheets required for the intended use of the goods.

The supplier is obliged to supply operating instructions, warnings and documentation for the goods in all languages of the European Union (EU).

Work plans and construction drawings must also be supplied.

The supplier is obliged to supply a certificate of origin for all goods that complies with the preferential regulations of the EU valid at the time of delivery.  

The supplier warrants that the goods comply with the regulations applicable in the EU, in particular REACH, and that they have all certificates required in the EU, such as CE and all certificates commonly used in the EU, such as TÜV/GS, EMV, VDE, LMBG.

If the contractual country of destination of the goods is outside the EU, the goods must comply with the regulations of the country of destination.

The supplier shall supply STÜBBE or - at STÜBBE's request - a third party nominated by STÜBBE with a sufficient number of samples of the goods for test purposes prior to the first contractually owed delivery if the products are to be included in a new product series for resale by STÜBBE (with or without further processing). The costs including freight etc. shall be borne by the supplier. The samples become the property of STÜBBE upon delivery.
The supplier's obligations under sections B.2.04 to B.2.09 also apply to the samples.

The following applies to samples released by STÜBBE: The supplier is responsible for ensuring that the corresponding goods correspond to the released sample. 
The following applies to samples not approved by STÜBBE: The supplier must supply new samples in accordance with B.2.10.

The packaging used by the supplier must be environmentally friendly and meet the requirements for safe transport, taking into account the specific circumstances.  

In the event of a culpable breach of the provisions under B.2.07 to B.2.13, the supplier shall owe STÜBBE liquidated damages of € 5,000.00 for each individual case. In addition, the supplier owes compensation for any inspection costs, fines and the like incurred due to the infringement as well as compensation for any further damage. The supplier is at liberty to prove a lower damage to STÜBBE.

The supplier shall ensure by labelling the goods or other suitable measures that batch tracing is possible and inform STÜBBE on request about the type and use of the labels.

The supplier shall obtain any export and import licences and other permits at its own expense and responsibility and carry out customs clearance of the goods.

B.3. Prices

The price stated in STÜBBE's order is solely authoritative and binding and is always inclusive of packaging and exclusive of VAT.

The price is always quoted DDP destination ICC Incoterms® 2020.

If payment for packaging by STÜBBE has been agreed, this is only owed if the packaging price is shown separately in the invoice. In addition, only the supplier's cost price is
owed in the case of agreed packaging remuneration.

If STÜBBE owes remuneration for packaging in accordance with section B.3.03, STÜBBE has the right to return the packaging to the supplier against reimbursement of two thirds of the packaging price stated in the invoice. EXW destination of the goods delivery ICC Incoterms® 2020 applies.

B.4 Delivery time and delay in delivery

The delivery dates and deadlines specified in the order are binding. Delivery periods run from the order date.

Partial deliveries require the consent of STÜBBE at least in text form.

Compliance with the delivery period is determined by the complete provision of the service at the place of destination.

The supplier must inform STÜBBE immediately in text form of any circumstances jeopardising compliance with the delivery time, estimating the extent of the impending delay and the probability of occurrence. The supplier is obliged to inform STÜBBE immediately in a corresponding form of any change in the above-mentioned circumstances.

The unconditional acceptance of delayed services by STÜBBE does not constitute a waiver of claims due to delayed performance.

In the event of a delay in delivery, the supplier shall owe STÜBBE at least a lump-sum compensation for delay amounting to 0.5 % of the order value per working day, but not more than 5 % of the order value. STÜBBE reserves the right to assert further statutory claims. The supplier reserves the right to prove that STÜBBE has suffered less or no damage caused by delay.

B.5. Transfer of Risk/Outgoing Goods Inspection/Duties of Inspection and Notification

The transfer of risk (= risk of accidental loss/accidental deterioration of the goods) prior to acceptance of the goods by STÜBBE is excluded, unless STÜBBE is in default of acceptance of the goods.

The supplier undertakes to carry out outgoing goods inspections.

STÜBBE's obligations to inspect and give notice of defects in the delivered goods are governed by Sections 377 and 381 of the German Commercial Code (HGB), whereby it is sufficient for obvious defects to be notified to STÜBBE within 14 days of delivery of the goods. Hidden defects must be notified within 14 days of discovery of the defect in question.

B.6 Warranty and other liability of the supplier

The supplier of STÜBBE must provide a warranty and compensation for damages to the statutory extent and for the statutory duration, unless otherwise regulated in Section B.6 below.

If the supplier is in default with the rectification of defects or a replacement delivery, STÜBBE is entitled to replace or repair defective parts at the supplier's expense and to rectify any damage incurred or to have this work carried out by third parties at the supplier's expense.

In urgent cases, STÜBBE may carry out the rectification itself or have it carried out by a third party without the prerequisites for default being met, provided that prior notification and subsequent fulfilment by the supplier would not have been possible. Any costs incurred as a result shall be borne by the supplier. The right to cancellation or reduction or compensation remains unaffected.

Good cause - in particular the existence of defects in a delivery or service of the supplier - entitles STÜBBE to withdraw from all contractual relationships with the supplier which relate to the regular delivery of goods or the regular provision of services or work.

An important reason exists in particular if there is a justified fear that errors or defects in a delivery or service will also have an effect on other deliveries or services or will occur in the same way.

An entire batch of delivered goods shall be deemed defective if the number of individual items found to be defective exceeds 5% of the respective batch (so-called serial defect).

STÜBBE is entitled without restriction to offset and retain its own claims against the supplier.

The supplier shall indemnify STÜBBE against claims for damages by third parties which are asserted against STÜBBE for reasons of product liability, infringement of industrial property rights or for other legal reasons due to defective goods delivered by the supplier, insofar as the supplier is responsible for the defect.

The supplier owes STÜBBE compensation for all costs incurred by STÜBBE from claims in accordance with B.6.07 and from the defence against corresponding claims. It is irrelevant whether the supplier knew or should have known about the rights of third parties or whether it knew or should have known about the regulations applicable in the country of destination.
The supplier shall also be liable for the costs of warning or recall campaigns due to defects in the goods delivered by the supplier.

The supplier only has a right of retention if it has claims against STÜBBE that are recognised by STÜBBE or have been legally established.

B.7 Supplier recourse

STÜBBE is entitled without restriction to the statutory rights of recourse within a supply chain (supplier recourse pursuant to Sections 445a, 445b, 478 BGB) in addition to the claims for defects. In particular, STÜBBE is entitled to demand exactly the type of subsequent fulfilment (rectification or replacement delivery) from the supplier that STÜBBE owes its customers in the individual case. STÜBBE's statutory right to choose (Section 439 (1) BGB) is not restricted by this.

Before STÜBBE recognises or fulfils a claim for defects asserted by its customers (including reimbursement of expenses in accordance with Sections 445a (1), 439 (2) and (3) BGB), STÜBBE shall notify the supplier and request a written statement, briefly explaining the facts of the case. If a substantiated statement is not provided within a reasonable period and no amicable solution is reached, the claim for defects actually granted by STÜBBE shall be deemed to be owed to its customer. In this case, the supplier has the burden of proof to the contrary.

STÜBBE's claims arising from supplier recourse also apply if the defective goods have been further processed by STÜBBE or another contractor, e.g. by installation in another product.

B.8 Payment

The supplier shall issue its invoice after arrival of the delivery at the place of destination, stating the order number specified by STÜBBE in the order and in accordance with the order and these Terms and Conditions of Purchase.

Each invoice must be accompanied by Proof of delivery or consignment note, proof of completeness and an inspection report confirming the correctness of the goods in accordance with STÜBBE's requirements as per STÜBBE's quality assurance guidelines.  

Invoice claims are not due as long as the requirements according to B.8.01 and B.8.02 are not fulfilled.     

If goods from deliveries of the contractual partner arrive prematurely, the invoice shall be valued on the delivery date contractually agreed with STÜBBE. In this case, the value date is deemed to be the invoice receipt date.

In the event of defective goods or services or partial delivery by the contractual partner in breach of contract, the invoice shall be valued on the date of freedom from defects or complete delivery. In this case, the value date shall be deemed to be the date of receipt of the invoice.

Payments by STÜBBE on invoices are made subject to subsequent invoice verification and reclaim

  • within 14 days of receipt of the invoice with a 3% discount
  • or within 30 days without deductions.

B.9. Confidentiality and Products

The supplier undertakes to keep secret all information that it has received from STÜBBE during the business relationship and that is designated as confidential and not to make it accessible to third parties without the express consent of STÜBBE. The supplier shall oblige its suppliers, employees, vicarious agents and assistants accordingly. Statutory provisions on the protection of secrets, in particular under the German Trade Secrets Act, remain unaffected.

Products that are manufactured according to documents designed by STÜBBE, such as drawings, models and the like, or according to information provided by STÜBBE or with tools from STÜBBE or copied tools, may not be used by the supplier itself, offered to third parties or otherwise placed on the market.

B.10. Right of cancellation for framework agreement

STÜBBE may terminate any framework agreement with the supplier if the supplier's financial situation deteriorates within the meaning of Section 321 BGB or if the supplier fails to fulfil its obligations despite repeated reminders.

B.11 Place of Performance/Jurisdiction/Choice of Law

The place of fulfilment for all deliveries and services is the place designated by STÜBBE.

The place of jurisdiction for all disputes arising from or in connection with the contractual relationship between the contractual partner and STÜBBE is Vlotho. In the above case, STÜBBE is also entitled to sue the contractual partner at its respective registered office.

The law of the Federal Republic of Germany shall apply to the exclusion of international uniform law, in particular the UN Convention on Contracts for the International Sale of Goods (CISG).

C. General Terms and Conditions of Service

C.1 Order confirmation/ Contract content/ Minimum quantity surcharge

The following provisions apply when STÜBBE provides deliveries and/or services.

STÜBBE's offers are non-binding. The customer's order, even if the order refers to an offer, does not yet constitute a contract. This only occurs when STÜBBE confirms the order in writing or delivers the goods to the customer.

The content of the respective contract is determined by the written order confirmation from STÜBBE, if applicable in conjunction with the specifications drawn up by STÜBBE. Verbal agreements in connection with the conclusion of contracts made with employees of STÜBBE who are not authorised representatives also require written confirmation from STÜBBE in order to be valid.

The customer must provide STÜBBE with all information and documents that are necessary or useful for the performance of the contractually agreed services. If a specification sheet is drawn up and submitted to the customer for review and approval, this specification sheet shall define the scope of services bindingly for both parties.

Statements of properties relating to STÜBBE's products and services are only attributable to STÜBBE if these statements

  • originate from STÜBBE or are made on the express instructions of STÜBBE or
  • are expressly authorised by STÜBBE or
  • are public statements and STÜBBE knew or should have known of these statements and has not distanced itself from them within a reasonable period of time.  

A link in the contractual chain within the meaning of Section 434 (3) sentence 1 number 2b) BGB does not include authorised dealers and customers of STÜBBE who act as resellers. A sufficient correction of property details within the meaning of Section 434 (3) sentence 3 BGB can in any case be made on the STÜBBE homepage at the address

STÜBBE is not bound by public statements that could not influence the purchase decision of the contractual partner.

Property specifications attributable to STÜBBE that contain measurable values are to be understood with a tolerance that is customary in the industry. Exceeding the tolerance does not automatically lead to the acceptance of a defect.

STÜBBE charges a minimum quantity surcharge of € 75.00 (net) for each individual order for orders below an order value of € 150.00 (net) due to the considerable handling effort involved.

C.2. Permanent rights / trademarks / toolmaking

The designs, models, layout plans, disposition and other drawings, text templates, etc. created by STÜBBE remain the intellectual property of STÜBBE, even if the customer has paid compensation for the work.

The right to utilise these objects and the intellectual achievements embodied in them is reserved exclusively to STÜBBE.

STÜBBE is entitled to affix its own company and trade marks. The customer is prohibited from removing such trademarks affixed by STÜBBE.

The customer is liable for ensuring that the templates, designs, plans, texts, product drawings and the like provided by it may be utilised lawfully and indemnifies STÜBBE against any claims by third parties due to the infringement of corresponding intellectual property rights.

Insofar as the customer owes the price for moulds, these costs also include the initial sampling, but not expenses for testing and processing equipment.

STÜBBE remains the owner of the moulds manufactured for the customer or a third party. As long as the customer fulfils its payment and acceptance obligations towards STÜBBE, STÜBBE shall use these moulds exclusively for the customer's orders.

STÜBBE is no longer required to store the moulds if 24 months have passed since the last delivery of parts from the respective mould and STÜBBE has notified the customer of the expiry of the storage period.

If the customer is to become the owner of moulds as agreed, ownership of these moulds is transferred to the customer after the customer has paid the price for the moulds and all due claims of STÜBBE arising from the business relationship. The handover of the moulds to the customer is replaced by storage by STÜBBE in favour of the customer.

STÜBBE is entitled to exclusive direct possession of the moulds until termination of the business relationship with the customer. STÜBBE shall only insure the moulds at the written request of the customer and at the customer's expense.  

STÜBBE's liability for moulds stored by STÜBBE on a contractual basis, regardless of whether they belong to the customer, STÜBBE or a third party, is limited to compliance with the care applied in its own affairs.

STÜBBE is only obliged to maintain the moulds at the request of the customer and for a fee.

STÜBBE has a right of retention against a request by the customer to surrender the moulds as long as the customer has not fulfilled all due claims of STÜBBE arising from the business relationship.

Any obligations of STÜBBE with regard to the moulds shall lapse upon expiry of the storage period and notification in accordance with Section C.2.06 or if the customer fails to collect the moulds within the reasonable period to be set after being requested to do so by STÜBBE or is prevented from collecting them by STÜBBE's right of retention.

C.3. Delivery/ Assumption of risk/ Insurance

Delivery is ex warehouse. At the request and expense of the customer, the goods will be dispatched to another destination (sale to destination). Unless otherwise agreed, STÜBBE is entitled to determine the mode of dispatch (in particular transport company, dispatch route, packaging) itself.  

The place of fulfilment for the delivery and any subsequent fulfilment is STÜBBE's premises.

The risk of accidental loss and accidental deterioration of the goods shall pass to the customer at the latest when the goods are handed over to the customer or (in the case of sale by dispatch) when they are handed over to the carrier or other person designated to carry out the dispatch. If acceptance has been agreed, this shall be decisive for the transfer of risk. The statutory provisions of the law on contracts for work and labour shall also apply accordingly to any agreed acceptance. If the customer is in default of acceptance, this shall be deemed equivalent to handover or acceptance.

The delivery shall only be insured at the customer's request and then at the customer's expense.

C.4. Delivery time and delay in delivery / authorisations / deadlines for repairs and the like

Delivery date means a point in time, be it a specific day or a calendar week or similar, on which the delivery or service is to take place.

Delivery period refers to the period of time within which a delivery or service must be provided.

Delivery time is the generic term for delivery dates and delivery periods.

All delivery times are subject to the proviso that the service is available at STÜBBE. If the service is not available (non-availability of the service), STÜBBE shall inform the customer immediately and at the same time notify the customer of the expected new delivery time. If the service is also not available within the new delivery time, STÜBBE is entitled to withdraw from the contract in whole or in part; any consideration already paid by the customer will be refunded immediately. A case of non-availability of the service in this sense is in particular the failure of STÜBBE's suppliers to deliver to STÜBBE in good time if STÜBBE has concluded a congruent hedging transaction, neither STÜBBE nor its supplier is at fault or STÜBBE is not obliged to procure in the individual case.

Any agreed delivery periods apply ex works, unless expressly agreed otherwise. Such delivery periods commence on the date specified in the order, but at the earliest when the documents, authorisations, call-offs and shipping addresses to be procured by the customer have been received, all details of the order have been clarified and the customer has made the agreed advance payments or provided securities.  

Transactions for delivery by a fixed date must be expressly agreed as such in writing.

If a delivery period has been agreed, this shall be extended appropriately if the customer is in arrears with the provision of documents, authorisations, shipping address notifications, advance payments or securities to be procured by him.

If a delivery date has been agreed, this shall be postponed appropriately if the customer is in arrears with the provision of documents, authorisations, shipping instructions, notifications, down payments or securities to be procured by him.

A corresponding postponement of delivery dates or extension of delivery periods shall also take place if the preconditions for the services to be provided by STÜBBE, which the customer has to provide itself or through third parties, are not met in good time.

If the customer requests changes to the order after order confirmation, the delivery period shall not commence until STÜBBE has confirmed the change. The delivery date is postponed accordingly.

The delivery time shall be extended appropriately in the event of unforeseen obstacles which STÜBBE is unable to avert despite taking reasonable care in the circumstances of the case, e.g. pandemics, official orders, natural disasters, blockades, war, terrorist attacks, strikes, lockouts and other labour unrest, confiscation, embargo, total or partial failure of subcontractors or other circumstances for which STÜBBE is not responsible, unless STÜBBE has exceptionally expressly assumed the procurement risk or a delivery guarantee. In the aforementioned case, STÜBBE also has the right to withdraw from the contract, unless the impediment to performance is only temporary. 

The occurrence of a delay in delivery by STÜBBE is determined in accordance with the statutory provisions. In each case, however, a reminder from the customer is required.

If STÜBBE is in default of delivery, the customer may demand lump-sum compensation for the damage caused by the delay. The liquidated damages amount to 0.5 % of the net price (delivery value) for each completed calendar week of delay, but not more than a total of 5 % of the delivery value of the goods delivered late. STÜBBE reserves the right to prove that the customer has suffered no loss at all or only a significantly lower loss than the above lump sum.

The rights of the customer pursuant to Section C.10.02 of these General Terms and Conditions of Service and the statutory rights of STÜBBE, in particular in the event of an exclusion of the obligation to perform (e.g. due to impossibility or unreasonableness of performance and/or subsequent fulfilment), remain unaffected.

If authorisations to be provided by STÜBBE, which are a prerequisite for lawful delivery, are delayed or not granted at all for reasons for which STÜBBE is not responsible, STÜBBE shall not be liable for this.

In cases where standard components cannot be used for repairs, warranty works, subsequent delivery or similar because the equipment in question is, as per agreement, a custom-made product or special components have been installed, the corresponding performance period to be granted to STÜBBE shall be extended by the period required for the procurement of the appropriate components if the same are ordered in good time.

C.5. Partial Deliveries/Excess and Shortfall Quantities

STÜBBE is entitled to deliver up to 10% more or less for deliveries of uncountable goods without this automatically being deemed a breach of duty. Partial deliveries are also permitted to an extent that is reasonable for the customer.

If STÜBBE makes use of the right to partial delivery or short delivery or excess delivery, payments may not be withheld by the customer for this reason.

C.6. Prices

Unless otherwise agreed, prices are ex works or ex warehouse, excluding packaging. Any customs duties, fees, taxes and other public charges shall be borne by the customer.

In the case of sale to destination, the customer shall bear the transportation costs ex works or ex warehouse and the costs of any transport insurance requested.

If packaging is incurred, STÜBBE shall pack in accordance with the existing regulations and proceed in accordance with Section 15 of the German Packaging Act.

The prices, and the same applies to costs and interest, are subject to the applicable sales tax.

No rebate or discount shall be granted on separately invoiced freight costs and packaging costs and they shall not be taken into account in the calculation of any agreed bonuses.

If an installation, commissioning, maintenance, repair or other service is delayed for reasons beyond the control of STÜBBE, the customer shall bear all costs incurred as a result, in particular waiting times and additional travel costs and expenses incurred by the employees deployed by STÜBBE and subcontractors commissioned by STÜBBE as a result of the delay.

The legal consequences specified in section C.6.06 shall only apply if the customer is responsible for the reasons for the delay.

C.7. Terms of payment

The provisions of the Value Added Tax Act shall apply to advance payments (UStG).

Unless otherwise agreed, payments are due immediately.

Payments to be made to STÜBBE are due at the latest 10 days after the invoice date and delivery or acceptance of the goods. If this date is exceeded, the debtor is automatically in default of payment.

If the customer is in default of payment, interest shall be charged on the purchase price at the applicable default interest rate. STÜBBE reserves the right to claim further damages.

The place of performance for payments is the registered office of STÜBBE.

The customer may only offset undisputed or legally established claims. However, this restriction does not apply if the counterclaim submitted by the customer for offsetting is in a synallagmatic relationship to STÜBBE's claim.

Except in cases of C.7.06 sentence 1, the customer has no right of retention.

Furthermore, the rights pursuant to Section 320 BGB remain unaffected as long as and insofar as STÜBBE has not fulfilled its warranty obligations.

If it becomes apparent after conclusion of the contract (e.g. through an application to open insolvency proceedings) that STÜBBE's claim to the purchase price is jeopardized by the customer's inability to pay, STÜBBE is entitled to refuse performance in accordance with the statutory provisions and - if necessary after setting a deadline - to withdraw from the contract (Section 321 BGB). In the case of contracts for the manufacture of non-fungible goods (custom-made products), STÜBBE may declare its withdrawal immediately; the statutory provisions on the dispensability of setting a deadline remain unaffected.

In this case, STÜBBE may demand lump-sum compensation, i.e. 25% of the non-executed order amount without special proof, whereby the customer reserves the right to prove that STÜBBE has incurred no damage at all or less damage than the aforementioned lump sum. STÜBBE is also entitled to demand compensation for damages in excess of the lump sum.

C.8. Duty to inspect and give notice of defects

Claims for defects by the customer require that the customer has complied with its statutory obligations to inspect and give notice of defects (§§ 377, 381 HGB) and the provisions in this section C.8.

STÜBBE's deliveries, including drawings, implementation plans, project planning proposals, etc., must be inspected by the customer on delivery to ensure that they are fit for purpose and in order.
Obvious defects must be reported to STÜBBE in writing without delay, but at the latest within 10 days of arrival at the place of destination, stating the specific complaints in detail.

The customer must also notify STÜBBE of hidden defects in the form described above without delay, but at the latest within 10 days of discovery of the defect.

C.9. Claims for defects by the customer (warranty)

Warranty in these terms and conditions means: claims for defective performance due to delivery of a defective item or production of a defective work.

The statutory provisions shall apply to the customer's rights in the event of material defects and defects of title (including incorrect and short delivery as well as improper assembly or defective assembly instructions), unless otherwise specified below. In all cases, the special statutory provisions for final delivery of the unprocessed goods to a consumer remain unaffected, even if the consumer has further processed them (supplier recourse pursuant to § 478 BGB). Claims arising from supplier recourse are excluded if the defective goods have been further processed by the customer or another company, e.g. by installation in another product.

If the customer fails to comply with the inspection and complaint obligations listed in Section C.8, STÜBBE's liability for the unreported defect is excluded.

The general limitation period for claims arising from material defects and defects of title is 12 months from delivery or, if acceptance has been agreed, from acceptance.

The special statutory provisions on the limitation period (in particular §§ 438 para. 1 no. 1 and no. 2, para. 3, 444, 445b BGB or § 634a para. 1 no. 2 and no. 3, para. 3 BGB) shall remain unaffected.

The limitation period of 12 months also applies to contractual and non-contractual claims for damages based on a defect in the item.

However, this shortening of the limitation period does not apply

  • insofar as the cause of the damage is based on intent or gross negligence on the part of STÜBBE or its representatives or vicarious agents;
  • in the event of damage resulting from injury to life, limb or health;
  • in the event of default, insofar as a fixed delivery date has been agreed;
  • in the event of fraudulent concealment of a defect;
  • in the event of STÜBBE assuming a guarantee and/or the procurement or manufacturer's risk within the meaning of Section 276 BGB;
  • in cases of mandatory statutory liability, in particular under the Product Liability Act (Produkthaftungsgesetz).

A reversal of the burden of proof to the detriment of the customer is not associated with the above provisions.

If the warranty period is suspended or interrupted by work or replacement deliveries carried out by STÜBBE, such suspension or interruption shall only extend to the functional unit affected by the replacement delivery or rectification.

In the event that the customer has a right to subsequent performance, STÜBBE shall first decide whether subsequent performance is to be effected by remedying the defect (rectification) or by delivering a defect-free item (replacement delivery). The right to refuse subsequent performance under the statutory conditions remains unaffected.

Section C.14.02 must be observed in the case of return deliveries by the customer.

No warranty is assumed for damages for which STÜBBE is not responsible. This includes, for example, damage caused by the following reasons: Unsuitable or improper use, faulty assembly or commissioning by the customer or third parties, natural wear and tear, faulty or negligent handling, unsuitable operating materials or replacement materials, defective construction work, unsuitable building ground, or chemical, electromagnetic, electrochemical or electrical influences, unless they are attributable to the fault of STÜBBE.

STÜBBE assumes no warranty for components provided by the customer. The customer alone is responsible for the suitability and quality of such components, unless expressly agreed otherwise.

In the event of non-compliance with the operating and maintenance instructions by the customer, it shall be assumed that any damage incurred is attributable to this. In this case, the customer shall bear the burden of presentation and proof to the contrary.  

STÜBBE is entitled to make subsequent performance dependent on the customer paying the purchase price due. However, the customer is entitled to retain a reasonable proportion of the purchase price in relation to the defect.

Work on goods delivered by STÜBBE or other services provided by STÜBBE shall only be deemed to be work to remedy defects or rectify defects


  • insofar as the defectiveness has been expressly recognized by STÜBBE
  • or insofar as notices of defects are proven
  • and insofar as these proven notices of defects are justified.

Without these prerequisites, such work is to be regarded as a special service.

STÜBBE shall also provide subsequent improvements or replacement deliveries as special services if they are not expressly carried out in recognition of a legal obligation.

STÜBBE shall bear or reimburse the expenses necessary for the purpose of inspection and subsequent performance, in particular transport, travel, labor and material costs (Section 439 (2) BGB), in accordance with the statutory provisions if a defect actually exists. Otherwise, STÜBBE may demand compensation from the customer for the costs arising from the unjustified request to remedy the defect (in particular inspection and transport costs), unless the lack of defectiveness was not recognizable to the customer.

In the event that systems supplied by STÜBBE are installed or operated outside the customer's main branch, although the contract in question was concluded with a branch or main office of the customer located in Germany, the customer must, however, bear the additional costs arising from the fact that any warranty measures to be provided by STÜBBE involve transportation costs, travel costs and other expenses that exceed the borders of Germany.

STÜBBE's liability for the costs of removal and installation or the fitting of defective items shall otherwise be governed by the statutory provisions (in particular Section 439 (3) BGB).

The customer must give STÜBBE the necessary time and opportunity to carry out repairs and replacement deliveries owed under warranty. Only in urgent cases of danger to operational safety and to prevent disproportionately large damage, whereby STÜBBE must be informed immediately - if possible in advance - or if STÜBBE is in default with the rectification of a defect, does the customer have the right to rectify the defect itself or through third parties and to demand reimbursement of the necessary costs from STÜBBE.

In cases in which STÜBBE procures third-party services on behalf of and for the account of the customer, the third party alone is liable under the warranty. Unless otherwise agreed, STÜBBE does not provide advice on the selection of third-party services by the customer. If the customer requests advice in this respect, this will only be provided on the basis of a separate agreement and against payment.

If the supplementary performance has failed or a reasonable deadline to be set by the customer for the supplementary performance has expired unsuccessfully (Section 323 (1) or Section 281 (1) BGB) or is dispensable according to the statutory provisions (Section 323 (2) or Section 281 (2) BGB) or can be refused by STÜBBE in accordance with Section 439 (4) BGB or Section 635 (3) BGB or is unreasonable for the customer, the customer may withdraw from the contract or reduce the purchase price. However, there is no right of withdrawal in the event of an insignificant defect.

Claims of the customer for damages or compensation for futile expenses are also excluded in the case of defects in accordance with Section C.10.01 and only exist in the cases of Section C.10.02 and this Section C.9.

C.10. Other Liability

Unless otherwise specified in these General Terms and Conditions, subject to Section C.10.02 below, claims for damages and reimbursement of expenses by the customer against STÜBBE on any legal grounds whatsoever are excluded. This also applies in particular to claims for damages in tort (e.g. Section 823 BGB).

Insofar as liability is excluded or limited, this also applies to the personal liability of STÜBBE's employees, workers, staff, representatives and vicarious agents.

The limitations of liability in these General Terms and Conditions do not apply

  • insofar as the cause of the damage is based on intent or gross negligence on the part of STÜBBE or its representatives or vicarious agents;
  • in the event of culpable breach of material contractual obligations, whereby in this case compensation is limited to the damage foreseeable at the time of conclusion of the contract and typical for this type of contract. Essential contractual obligations are those obligations that protect the contractual legal positions of the contractual partner, which the contract has to grant him according to its content and purpose; essential are also those contractual obligations whose fulfillment makes the proper execution of the contract possible in the first place and on whose compliance the customer has regularly relied and may rely;
  • in the event of damage resulting from injury to life, limb and health;
  • in the event of default, insofar as a fixed delivery date has been agreed;
  • in the event of fraudulent concealment of a defect;
  • in the event of STÜBBE assuming a guarantee and/or the procurement or manufacturer's risk within the meaning of Section 276 BGB;
  • in cases of mandatory statutory liability, in particular under the Product Liability Act (Produkthaftungsgesetz).

A reversal of the burden of proof to the detriment of the customer is not associated with the above provisions.

The customer may only withdraw from or terminate the contract due to a breach of duty that does not consist of a defect if STÜBBE is responsible for the breach of duty. A free right of termination of the customer (in particular pursuant to §§ 650, 648 BGB) is excluded. Otherwise, the statutory requirements and legal consequences apply.

C.11. Call-off orders

If call-off orders are not called off within four weeks of expiry of the agreed call-off period, STÜBBE is entitled to demand payment.

The same applies to call-off orders without a specially agreed call-off period if four months have elapsed without a call-off since receipt of the notification from STÜBBE that the goods are ready for dispatch.

C.12. Storage / Default of Acceptance

If temporary storage of finished goods at STÜBBE becomes necessary due to default of acceptance [“Annahmeverzug”], this does not constitute a storage contract.

STÜBBE is also not obliged to insure stored goods.

In the event of default of acceptance, STÜBBE is entitled to store the goods at a commercial warehouse at the risk and for the account of the customer.

In the case of storage at STÜBBE, STÜBBE may charge 0.5% of the invoice amount per month, but at least € 30 and a further € 25 per month from every second full cubic meter of goods, up to a maximum of 5% of the invoice amount. Proof of higher damages and STÜBBE's statutory claims (in particular reimbursement of additional expenses, reasonable compensation, termination) remain unaffected; however, the lump sum is to be offset against further monetary claims. The customer is entitled to prove that the claim has not arisen or has arisen to a significantly lower amount.

The two preceding clauses shall also apply in the event that dispatch is delayed at the customer's request by more than two weeks beyond the notified readiness for dispatch.

If the customer does not accept the ordered goods despite the setting of a deadline, STÜBBE is entitled to demand 25% of the agreed price as a lump-sum compensation, irrespective of proof of actual damage, unless the customer proves that no damage or significantly less damage than the aforementioned lump sum exists. The claim does not exist if the customer is not responsible for the non-acceptance of the ordered goods.

C.13. Retention of title

All deliveries by STÜBBE are subject to retention of title.

This reservation, together with the following extension, shall apply until payment of all claims arising from the business relationship with the customer until complete release from contingent liabilities which STÜBBE has entered into in the interest of the customer and which are connected with the delivery.

Pledging of the delivered goods is not permitted.

STÜBBE is entitled to demand the return of its goods subject to retention of title for good cause, in particular in the event of default of payment, against set-off of the proceeds of realization. This demand does not constitute a withdrawal from the contract.

If and insofar as the goods taken back by STÜBBE can be sold elsewhere as new in the normal course of business, the customer shall owe 10% of the invoice value of the goods as return costs without further proof. If a sale as new is not possible in the normal course of business, the customer shall owe a further 30% of the invoice value of the goods for loss of value without further proof. The customer reserves the right to prove that STÜBBE has incurred no loss or a significantly lower loss than the stated percentages.

STÜBBE reserves the right to claim for other, more extensive damages.

The handling and processing of the goods delivered by STÜBBE is always carried out on behalf of STÜBBE, so that the goods remain the property of STÜBBE in every state of handling and processing and also as finished goods, excluding the consequences of Section 950 BGB. If the goods subject to retention of title are processed with other items also delivered to the exclusion of the legal consequences of Section 950 BGB, STÜBBE shall acquire at least co-ownership of the new item in the ratio of the invoice value of STÜBBE's goods to the invoice value of the other processed items.

The customer hereby assigns in advance to STÜBBE all claims arising from the resale (including the claims to be assigned or obtained by way of factoring), processing, installation and other utilization of our goods. If the products sold, processed or installed by the customer include items that are not the property of the customer and for which other suppliers have also agreed retention of title with a disposal clause and advance assignment, the assignment is made in the amount of STÜBBE's co-ownership share corresponding to the fraction of the claim, otherwise in full.

The collection authorization remaining with the customer despite assignment shall expire if revoked at any time.

If the value of the securities to which STÜBBE is entitled exceeds STÜBBE's claim against the customer by 50% in the case of deliveries of goods and by 20% in the case of other services, STÜBBE is obliged at the customer's request to release securities of STÜBBE's choice to a corresponding extent.

C.14 Return deliveries

Return deliveries for credit without presentation of a warranty case are generally excluded and only permitted in exceptional cases with the written consent of STÜBBE. In this case, no credit note will be issued for return deliveries with a value of less than EUR 150 (net list price) and for products that are no longer included in STÜBBE's current delivery program as well as for products from order-related production. In the case of carriage paid returns of new items in stock, a credit note of a maximum of 75% of the net value of the goods will be issued.

This lump-sum reduction in value takes the necessary pressure and function tests as well as the credit note processing and any necessary repackaging and cleaning of the articles into consideration. The customer is free to prove lower costs than the lump sum set by STÜBBE.
A return number must first be requested by the customer from STÜBBE for all returns. In this regard, please specify:

  • order or invoice number;
  • article number and designation;
  • quantity.

To protect the health of STÜBBE employees and to avoid possible environmental pollution, the following points must be observed when returning products that are already in use:

  • The medium used must be specified.
  • the article must be cleaned beforehand. Media residues must be completely removed as far as possible.
  • If the medium used may pose a risk to health or the environment, the products must be clearly labeled. A corresponding safety data sheet must be enclosed.

C.15. Place of performance and fulfillment

The place of performance and fulfillment for the services to be provided by STÜBBE is always STÜBBE's premises.

The place of performance for deliveries is STÜBBE's premises or warehouse, in particular also if STÜBBE undertakes the transportation itself.

C.16. Headings / Definitions

All headings in the STÜBBE terms and conditions are for ease of reading only and have no influence on the meaning and interpretation of the individual provisions.

Declarations of intent and knowledge within the meaning of the STÜBBE Terms and Conditions are also deemed to be written declarations that are transmitted in text form (e.g. by fax or e-mail).

C.17. Place of jurisdiction and substantive law

If the customer is a merchant within the meaning of the German Commercial Code, a legal entity under public law or a special fund under public law, the exclusive - also international - place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship is the registered office of STÜBBE in Vlotho.

However, STÜBBE is also entitled in all cases to bring an action at the place of performance of the delivery obligation in accordance with these General Terms and Conditions of Service or an overriding individual agreement or at the general place of jurisdiction of the customer. Overriding statutory provisions, in particular regarding exclusive jurisdiction, shall remain unaffected.

The law of the Federal Republic of Germany shall apply to the exclusion of international uniform law, in particular the UN Convention on Contracts for the International Sale of Goods (CISG).

The conditions and effects of the retention of title in accordance with Section C.13. are subject to the law at the respective location of the item, insofar as the choice of law made in favor of German law is inadmissible or ineffective.

C.18. Final provision
Should a provision of these Terms and Conditions or a provision subsequently incorporated into them be or become invalid, void or unenforceable in whole or in part, or should a loophole be found in these Terms and Conditions, this shall not affect the validity of the remaining provisions. § Section 306 (2) and (3) BGB shall remain unaffected.

D. Special conditions for the "STÜBBE Web Shop"

D.1 Scope of application/definitions

The business relationship between STÜBBE as the web store provider and the customer is governed exclusively by the Special Terms and Conditions for the "STÜBBE Web Shop" in the version valid at the time of the order. Deviating general terms and conditions of the customer are not recognized unless STÜBBE expressly agrees to their validity in writing.

A customer is a consumer if the purpose of the ordered goods and services cannot be predominantly attributed to his commercial or independent professional activity.

In contrast, an entrepreneur is any natural or legal person or partnership with legal capacity who, when concluding the contract, is acting in the exercise of their commercial or independent professional activity.

D.2 Scope of offer/ Conclusion of contract/ Contract language/ Password use

STÜBBE's offer in its web shop is aimed exclusively at entrepreneurs and not at consumers.

The customer expressly confirms that it is ordering from STÜBBE in its capacity as an entrepreneur and that the order is being placed by a person authorised to represent the company.

After appropriate registration, the customer can select products from the STÜBBE range and collect them in a so-called shopping basket using the "Add to basket" button. By clicking on the button "pay now" or "order now subject to payment", depending on the payment terms selected, the customer submits a binding application to purchase the goods in the shopping basket. Before submitting the order, the customer can change and view the data at any time. However, the order can only be submitted and transmitted if the customer has accepted these terms and conditions by clicking on the "Accept terms and conditions" button and thereby included them in their order.

STÜBBE then sends the customer an automatic confirmation of receipt by e-mail. The automatic confirmation of receipt merely documents that the customer's order has been received by STÜBBE and does not constitute acceptance of the application.

The contract is only concluded when STÜBBE issues a declaration of acceptance, which is sent in a separate e-mail (order confirmation). In this e-mail or in a separate e-mail, but at the latest upon delivery of the goods, the contract text (consisting of the order, link to the GTC and order confirmation) is sent to the customer on a permanent data carrier (e-mail or paper printout) (contract confirmation). The text of the contract is not stored by STÜBBE and is not accessible to the customer. 

The contract is concluded in German. Any foreign-language versions and information on the conclusion of the contract serve only as translation aids.

When registering in the STÜBBE web shop, the customer must assign a secure password for its user account, which may only be known to authorised representatives of the customer. The customer must keep the password strictly confidential and protect it from access by unauthorised persons. When placing an order, the customer cannot claim that a person who is not authorised to represent the customer has initiated the order process, unless he can prove that he has protected and stored the password in accordance with the specifications.

D.3 Delivery times/prices

Any stated delivery times are non-binding and are calculated from the time of order confirmation, subject to prior payment of the purchase price (except in the case of purchase on account).

The prices quoted are exclusive of the applicable statutory value added tax and are ex works or ex warehouse, excluding packaging. Any customs duties, fees, taxes and other public charges shall be borne by the customer.

D.4 Terms of payment

The customer can make payment using the payment methods authorised by STÜBBE, currently these are PayPal, credit card or SOFORT direct transfer. After appropriate verification and approval by STÜBBE, the payment method on account can also be authorised for customers. The customer is not entitled to this authorisation. 

The customer can change the payment method stored in his user account at any time.

Payment of the purchase price is due immediately upon conclusion of the contract, unless otherwise agreed with the customer, namely in the case of orders on account.

D.5 Reference to sections A. and C.
In addition, Sections A. and C. of these STÜBBE General Terms and Conditions apply to orders and contracts concluded via the STÜBBE web shop, unless otherwise stated in this Section D or unless the provisions therein conflict with the overriding provisions in this Section D.

E. Special terms and conditions for the use of the online software tool "IIoT-Dashboard NODE"

E.1 Scope of application

For customers who have purchased a corresponding transmitter module (Modbus RTU-LoRaWan converter) from STÜBBE, STÜBBE offers the -currently- free, time-limited use of an online software tool "IIoT-Dashboard NODE" (software tool), with which the system measurement data recorded by the customer, after being fed into the software tool, can, among other things, be graphically processed and analysed. STÜBBE offers as well the provision of limited storage space on servers operated by STÜBBE and/or third parties (cloud) for the measurement data. The software tool, including storage space, can only be used via the Internet after appropriate registration.

STÜBBE reserves the right to modify (e.g. change functions, make the offer subject to a charge, etc.), restrict or completely discontinue its offer to use the software tool including storage space at any time.

STÜBBE's offer to use the software tool is aimed exclusively at companies and not at consumers.

E.2 Conclusion of contract and subject matter

The contract between the customer who has purchased the Modbus RTU-LoRaWAN converter regarding the use of the software tool including storage space and STÜBBE is concluded by the customer's registration on STÜBBE's service website, where the customer must accept these GTC. 

For the duration of the contract, STÜBBE shall provide the customer with the software tool "in the current version via the Internet free of charge. For this purpose STÜBBE shall install the software tool on a server that is accessible to the customer via the Internet.

STÜBBE is not obliged to provide a specific functional scope of the software tool. This functional scope is determined by STÜBBE at its own discretion and can be changed, restricted or extended at any time. The functions can be found in the current functional description, available on the STÜBBE website, whereby the description is for information purposes only.

STÜBBE offers the customer the option of saving the measurement data fed into the software tool by the customer via the Internet. For this purpose, STÜBBE grants the customer limited storage space on servers. The available storage volume is determined at STÜBBE's discretion. The customer is not authorised to use the storage space for purposes other than those specified, in particular not to transfer it to third parties for use.

The Customer will not store on the storage space any content whose provision, publication or use contravenes applicable law or agreements with third parties.

STÜBBE shall have no duty of safekeeping or care with regard to the data that the customer feeds in. The customer is solely responsible for ensuring sufficient (regular) backup of its data. In the event of data loss, STÜBBE shall only be liable for intent.

The customer is not entitled to receive any software necessary for the use or readability of the data.

In particular, STÜBBE shall not provide any training or instruction in the software tool.

In order to use the software tool, the customer is responsible for providing an Internet connection to STÜBBE's computer centre and the necessary hardware and software (e.g. PC, browser).

E.3 Scope of use

STÜBBE grants the customer the non-exclusive and non-transferable right to use the software tool as intended for the duration of the contract to the extent agreed.

The customer may not edit the software and may only reproduce it to the extent that this is necessary for the intended use of the software. This includes loading the software into the working memory on STÜBBE's server or the servers of third parties commissioned by STÜBBE.

The customer is not authorised to make the software tool available to third parties for a fee or free of charge.

E.4 (Non-)availability of the service/no guarantee/liability of STÜBBE

As STÜBBE's services are provided free of charge, the customer is not entitled to a specific or constant availability of STÜBBE's range of services in accordance with this Section E. The services are only offered subject to availability at STÜBBE, which is solely at the discretion of STÜBBE.

STÜBBE is also not obliged to rectify defects.

STÜBBE accepts no liability whatsoever, in particular for the accuracy and/or completeness of the information, calculations and/or representations transmitted to the customer by the software tool and/or for certain functions of the software tool (such as the automatic sending of emails to the customer when the system leaves or reaches its operating limits).

The customer shall be solely responsible for conclusions and measures that the customer draws from the information, calculations and representations transmitted to him, as well as the resulting consequences. The customer shall also remain responsible for monitoring the system operated by him.

STÜBBE is liable for its range of services in accordance with this Section E. only in cases of intent.

Claims for damages under the Product Liability Act and in the event of injury to life, limb or health remain unaffected.

E.5 Contract duration and termination

The contract for the use of the software tool together with the granting of storage space shall commence upon registration of the customer in accordance with Section E.2.1.

The term of the contract is indefinite.

STÜBBE is entitled to terminate the contract at any time without observing a notice period. Termination shall be deemed to have occurred if STÜBBE (i) discontinues its corresponding service offer in accordance with this Section E. or (ii) changes it to a chargeable offer.

E. 6 Reference to sections A., C. and D.
In addition, Sections A., C. and D. of these General Terms and Conditions shall apply to the use of the software tool and storage space, unless otherwise stated in this Section E. or the provisions therein do not conflict with the overriding provisions in this Section E.

STÜBBE GmbH & Co. KG GTC Version of: 11/2023