General Terms and Conditions of Naumann Garten & Landschaftsbau GmbH & Co. KG
The following General Terms and Conditions (GTC) govern the business relationship between Naumann Garten & Landschaftsbau GmbH & Co. KG and its contractual partners (contractors).
Section 1 Scope of Application
1.1 The following terms and conditions apply to the business relationship between Naumann Garten & Landschaftsbau GmbH & Co. KG and form an integral part of all delivery, works, supply and service contracts, as well as contractual agreements and offers. They are deemed accepted upon placement of an order or acceptance of delivery at the latest. Deliveries, services, and offers from Naumann Garten & Landschaftsbau GmbH & Co. KG to commercial and non-commercial customers are made exclusively on the basis of these General Terms and Conditions. These terms and conditions also apply to all current and future business relationships between Naumann Garten & Landschaftsbau GmbH & Co. KG and merchants, legal entities under public law, or special funds under public law, even if they are not expressly agreed upon again
1.2 The validity of any general terms and conditions/contractual terms of the customer/consumer or recipient of services is hereby rejected; they will not be recognized, in particular, even if Naumann Garten & Landschaftsbau GmbH & Co. KG does not expressly object to them again in individual cases after transmission or becoming aware of them. As a precaution, any other references made by the contracting parties within the business relationship are also rejected, unless their validity is expressly agreed to in writing by Naumann Garten & Landschaftsbau GmbH & Co. KG.
§ 2 Conclusion of Contract
2.1 Naumann Garten & Landschaftsbau GmbH & Co. KG is bound by submitted offers for four weeks, with the exception of material prices, raw materials such as natural products and plants, which are subject to extreme fluctuations over which Naumann Garten & Landschaftsbau GmbH & Co. KG has no influence
2.2 By ordering goods and/or construction and/or services, the contractor or recipient of services makes a binding declaration of intent to purchase them. Naumann Garten & Landschaftsbau GmbH & Co. KG is entitled to accept the contractual offer contained in the order within two weeks of receipt. Acceptance can be declared either in writing or by commencement of the services.
2.3 If the contractual partner orders the goods and/or services electronically, receipt of the order will be confirmed immediately. This confirmation of receipt does not yet constitute a binding acceptance of the order, but may be combined with the declaration of acceptance.
2.4 The conclusion of the contract is subject to the correct and timely delivery to Naumann Garten & Landschaftsbau GmbH & Co. KG by its suppliers. In the event of delays or non-availability, the contractual partner will be informed immediately.
§ 3 Performance and delivery deadlines
3.1 Performance and delivery deadlines/dates are, in case of doubt, considered approximate and non-binding unless otherwise agreed individually in writing; they are in particular subject to the timely, proper and sufficient delivery to Naumann Garten & Landschaftsbau GmbH & Co. KG by any suppliers.
3.2 If a specific performance or delivery period or a specific performance or delivery date is individually agreed upon in a contract, claims for damages due to delayed delivery and/or performance are excluded, unless the delay is due to intent or gross negligence on the part of Naumann Garten & Landschaftsbau GmbH & Co. KG.
3.3 If Naumann Garten & Landschaftsbau GmbH & Co. KG is in default with a service or delivery, the contractual partner is entitled to set a reasonable grace period, after the unsuccessful expiry of which the contractual partner may withdraw from the contract. Any damages incurred by the contractual partner due to the delay are limited to a maximum of 5% of the agreed net remuneration, provided that Naumann Garten & Landschaftsbau GmbH & Co. KG caused the delay only through slight negligence.
3.4 Force majeure affecting Naumann Garten & Landschaftsbau GmbH & Co. KG or its suppliers, or operational disruptions that prevent timely performance or delivery, shall extend any individually agreed dates and deadlines by the duration of the disruption. If delivery or performance becomes impossible due to the aforementioned circumstances, Naumann Garten & Landschaftsbau GmbH & Co. KG shall be released from its obligation to perform or deliver. In these cases, the contractual partner may not claim damages.
3.5 The execution of the work and services by Naumann Garten & Landschaftsbau GmbH & Co. KG is governed by the underlying contract and is carried out in accordance with the recognized rules in garden and landscape construction and current technology, while adhering to the material and product approvals.
3.6 The client will be notified of the completion of the work in writing, either separately or with the final invoice. If the client requests an acceptance inspection, this must be carried out jointly with Naumann Garten & Landschaftsbau GmbH & Co. KG within 10 working days. If no acceptance inspection is requested, the work will be deemed accepted 10 working days after written notification of completion or receipt of the final invoice. If the client has put the work or a part thereof into use, acceptance will be deemed to have occurred unless otherwise agreed.
3.7 The client must raise any reservations regarding known defects immediately upon discovery (especially concerning parts of the work that will be inaccessible for inspection due to further execution of the work), but no later than upon acceptance, in writing. Upon acceptance, the risk passes to the client, unless the client already bears it beforehand in accordance with VOB § 7.
§ 4 Prices, Payment and Ownership Terms
4.1 The contracting party undertakes to pay the invoice amount without deduction within 14 days of the invoice date upon receipt of the goods and/or services. After this period, the customer is in default of payment, and Naumann Garten & Landschaftsbau GmbH & Co. KG is entitled, at its reasonable discretion, to charge interest at the prevailing bank rate, but at least default interest of 8% above the base interest rate. Deviations from this rule and further details such as discounts, etc., must be specified individually on the invoice.
4.2 Naumann Garten & Landschaftsbau GmbH & Co. KG reserves the right to request progress payments based on construction progress. These payments are due within 7 working days of the invoice date without deduction. After this period, the client will be in default of payment, and Naumann Garten & Landschaftsbau GmbH & Co. KG reserves the right to suspend all services until the progress payment or partial payment is received. After setting a reasonable grace period and if the client remains inactive, Naumann Garten & Landschaftsbau GmbH & Co. KG is entitled to withdraw from the contract and claim damages. If progress payments are not requested, all delivered materials remain the property of Naumann Garten & Landschaftsbau GmbH & Co. KG until the material, interim, or final invoice is paid in full.
4.3 If the client’s financial circumstances deteriorate significantly, Naumann Garten & Landschaftsbau GmbH & Co. KG is entitled to make the performance of its contractual services contingent upon advance payment of the agreed remuneration or a corresponding security deposit. If the client fails to act within a reasonable grace period, Naumann Garten & Landschaftsbau GmbH & Co. KG is entitled to withdraw from the contract and claim damages.
§ 5 Warranty
5.1 Naumann Garten & Landschaftsbau GmbH & Co. KG warrants that its services are properly executed at the time of acceptance, comply with recognized engineering standards, and are free from defects that negate or diminish their value or suitability for ordinary use or for the use stipulated in the contract
5.2 Naumann Garten & Landschaftsbau GmbH & Co. KG assumes no liability for building materials, components, plants, and seeds supplied by the client. This also applies to settlement damage resulting from earthworks carried out by other contractors. Naumann Garten & Landschaftsbau GmbH & Co. KG is obligated to inform the client of any recognizable defects.
5.3 A guarantee for the successful growth of plants can only be provided with a separate contract for a one- or two-year follow-up care service. Any guarantee given as part of this follow-up care service is contingent upon the customer properly caring for the plants outside of our care services (no additional fertilization, watering only as agreed upon, etc.). Cases of force majeure such as storms, frost, drought, pest infestation, etc., are excluded from the guarantee.
5.4 Naumann Garten & Landschaftsbau GmbH & Co. KG delivers the goods in the design and quality that is customary at the time of delivery. Liability for the suitability of the goods for a specific purpose is excluded. Furthermore, liability for material defects is excluded if the delivered goods are defective only to a percentage that is customary for such products. The aforementioned warranty provisions apply accordingly to work or services performed by Naumann Garten & Landschaftsbau GmbH & Co. KG.
5.5 We provide a warranty of up to five years for the construction services carried out by Naumann Garten & Landschaftsbau GmbH & Co. KG.
The following General Terms and Conditions (GTC) govern the business relationship between Naumann Garten & Landschaftsbau GmbH & Co. KG and its contractual partners (contractors).
5.6 In the event of a warranty claim, Naumann Garten & Landschaftsbau GmbH & Co. KG reserves the right to remedy the defect. Should this fail repeatedly, the customer is entitled to a reduction in price. The customer may only withdraw from the contract in the case of grossly negligent and serious defects that cannot be remedied under any circumstances or that have not been remedied after several attempts.
5.7 If, due to a legal or material defect, the customer chooses to withdraw from the contract after several failed attempts at subsequent performance, they are not entitled to any additional claim for damages due to the defect. If, after several failed attempts at subsequent performance, the customer chooses to claim damages, the goods remain with the customer if this is reasonable. The damages are limited to the difference between the purchase price and the value of the defective item. Unless expressly agreed otherwise in an individual contract, Naumann Garten & Landschaftsbau GmbH & Co. KG does not provide any warranty for a specific quality and/or durability of the goods it delivers within the meaning of Section 443 of the German Civil Code (BGB).
5.8 Naumann Garten & Landschaftsbau GmbH & Co. KG is liable for defects for which it is responsible, at its discretion, either by repair (rectification of the defect) or by returning the goods in exchange for a replacement delivery or issuing a credit note for the value of the returned goods. Claims for price reduction or compensation for direct or indirect damages are excluded to the extent permitted by law. Any statutory liability of Naumann Garten & Landschaftsbau GmbH & Co. KG for material defects resulting from personal injury (injury to life, body or health) or from intentional or negligent conduct remains unaffected.
5.9 Claims for defects do not exist in the case of only insignificant deviations from the agreed quality or in the case of insignificant impairment of the usability of the delivered goods or the service provided.
5.10 The customer must inspect the received goods or accepted services immediately upon delivery/performance for any defects and notify Naumann Garten & Landschaftsbau GmbH & Co. KG of any complaints in writing without delay. After 7 days from the date of performance/delivery, the goods or services are deemed approved and properly performed, provided that any defects, deviations from the scope of performance/delivery, or other complaints regarding the goods/services could have been detected during a random inspection. For all returns due to defects, the customer bears the risk of accidental deterioration and accidental loss of the goods until they are received by Naumann Garten & Landschaftsbau GmbH & Co. KG.
5.11 If the complaint proves to be unfounded, Naumann Garten & Landschaftsbau GmbH & Co. KG is entitled to demand reimbursement from the customer for the expenses incurred as a result of the complaint.
5.12 Recourse claims of the customer against Naumann Garten & Landschaftsbau GmbH & Co. KG under § 478 BGB (entrepreneurial recourse) exist only insofar as the customer has not made an agreement with his customer that goes beyond the statutory warranty claims and the customer is a consumer.
§ 6 Obligations of the contractual partner/customer
6.1 The contracting party/customer is obligated to accurately ascertain the location of any utility lines before work commences. If this is not done, Naumann Garten & Landschaftsbau GmbH & Co. KG cannot accept any liability for unintentional damages.
6.2 The documents required for execution, such as specifications, site plans, and working drawings, etc., will be provided by the client in sufficient quantities and free of charge in a timely manner. Services related to this, such as expert opinions, calculations, drawings, specifications, and the like, for which the contractor is commissioned, will be invoiced separately to the client, unless otherwise agreed in the contract or customary in the trade.
6.3 The storage areas and connections (construction power, construction water, etc.) required for the execution of the services will be provided free of charge by the client at the construction site. The contractor may draw construction water and construction power free of charge in the quantity required for the execution of the services. Should this not be possible, the client shall bear the costs for providing these.
§ 7 Prohibition of Set-Off / Exclusion of the Right of Retention
7.1 The customer is not entitled to offset claims against Naumann Garten & Landschaftsbau GmbH & Co. KG or to exercise a statutory right of retention or a right to refuse performance, unless this offsetting is based on counterclaims that have been legally established or acknowledged in writing by Naumann Garten & Landschaftsbau GmbH & Co. KG.
§ 8 Place of performance; applicable law; place of jurisdiction
8.1 The place of jurisdiction for all disputes arising from this contract is the general place of jurisdiction of Naumann Garten & Landschaftsbau GmbH & Co. KG (Local Court of Leonberg, Regional Court of Stuttgart). If the contracting parties are merchants, legal entities under public law, or special funds under public law, the place of jurisdiction for all disputes arising from this contract is also the general place of jurisdiction of Naumann Garten & Landschaftsbau GmbH & Co. KG (Local Court of Leonberg, Regional Court of Stuttgart).
8.2 The law of the Federal Republic of Germany shall apply exclusively, excluding the CISG (UN Convention on the International Sale of Goods).
§ 9 Adjustment Clause and Final Provisions
Should any provision of these terms and conditions or any provision within other agreements between Naumann Garten & Landschaftsbau GmbH & Co. KG and the customer be or become invalid, the validity of these terms and conditions and the contractual relationship as a whole shall remain unaffected. The contracting parties undertake to replace any invalid contractual provisions with agreements whose content, according to their economic purpose, comes as close as possible to the purpose pursued by the invalid clause. The same applies to any gaps in the regulations.
§ 10 Data Protection Regulations
When processing orders, your personal data, including special categories of personal data, is processed solely for the purpose of fulfilling the contractual relationship. Data processing includes, in particular, the collection, storage, use, and transfer of your data. The legal bases for data processing are the performance of the contract (Art. 6 GDPR) and the declaration of consent signed by the contractual partner (Art. 9 GDPR). The necessity and scope of data processing depend on your order. You may revoke your consent to data processing at any time. However, please note that without the order-relevant data (such as name, first name, company, registered office, legal form, managing director, address, telephone/fax/mobile phone number, email address, bank details), proper order processing may be jeopardized, making it impossible for Naumann Garten & Landschaftsbau GmbH & Co. KG to fulfill the order and resulting in its termination. In such cases, the contractual partner is obligated to fully compensate for services rendered to date immediately upon receipt of an invoice.
As of March 2025