General Conditions for Deliveries and Services
1.0 General terms
1.1 Our General Conditions apply exclusively for all deliveries and services. We do not accept contrary conditions or conditions of the ordering party deviating from our terms unless we have expressly accepted such conditions in writing. Our conditions also apply to future transactions between the parties and also if we carry out deliveries and services without reservation in spite of our knowledge of contrary or deviating conditions.
1.2 Orders which deviate - even only in part - from our offers require our written order confirmation (fax or pdf is sufficient). The contract includes only those deliveries and services listed in our order confirmations.
1.3 Changes or supplements to these General Terms and Conditions of Delivery and any other contractual agreements must be made in writing (fax or pdf is sufficient) to be effective. The same applies to agreements aimed at cancelling or facilitating this form requirement.
1.4 For offer documents and drawings, we reserve our rights of utilization under property and copyright law without restriction. These documents may only be copied or made available to third parties after our prior written approval. They shall be returned to us upon request. Sentences 1 and 2 apply accordingly to documents of the ordering party. However, they may be made available to such third parties to which we have transferred services or deliveries per approval.
2.0 Delivery terms
2.1 The beginning of an agreed-upon term of delivery requires the clarification of all technical questions.
2.2 A firm transaction only exists if this has been explicitly agreed on.
2.3 If the delivery is delayed for reasons for which we are not responsible (e.g. force majeure, denial or delay of official approvals, labour disputes), the delivery terms and dates are extended by a reasonable period. If the terms or dates originally agreed on are exceeded by more than six months, we will agree on a regulation with the ordering party appropriate to the situation.
3.0 Prices, Terms of payment
3.1 Unless otherwise specified in our order confirmations, the prices are ex works, excluding packaging and plus the applicable legal sales tax as well as custom duties and fees of similar types.
3.2 The agreed-upon price is payable 14 days after invoicing without deductions and exempt from charges. Invoicing is done at the time of delivery. The timely payment consists of the funds being credited to the account specified by us. Claiming a cash discount requires special written agreement.
3.3 In case of payment delays by the ordering party, we are entitled to request default interest in the amount of 8% above the respective basic interest rate. Claiming further damages remains unaffected by this.
3.4 In case of justified doubts on the ability or willingness to pay by the ordering party, especially because of non-compliance with payment obligations or because of subsequent deterioration of his financial situation, we will be entitled to request advance or security payments. If the ordering party does not meet this request after an appropriate grace period has been set, we will be entitled to withdraw from the contract.
3.5 The ordering party may only charge up against undisputed or legally confirmed claims. The same applies to the assertion of service refusals or retention of goods.
4.0 Reservation of proprietary rights
4.1 We reserve the proprietary rights on the goods and services delivered until all payments have been received.
4.2 The ordering party is entitled to resell the supplied goods in proper business procedures; it concedes already now all claims at the final invoice amount (including VAT) of our claims to which he is entitled as a result of reselling to his buyers or third parties. The ordering party remains fully entitled to collect the claims. Our entitlement to collect the claims ourselves remains unaffected.
4.3 Processing or reshaping of the delivered goods by the ordering party is always done on our behalf. If the objects are joined, processed or mixed with other items, we will obtain shared ownership of the new object in the ratio of the value of the delivered objects (final invoice amount incl. VAT) to the other processed items at the time of processing or mixing.
5.0 Place of performance, transfer of risk, shipping
5.1 As far as nothing else results from our order confirmation, the delivery is agreed upon ex works. For deliveries with installation or assembly, the transfer or risk to the ordering party occurs on the day of acceptance or flawless trial operation.
5.2 We are entitled to ensure the delivery against common transport risks at the expense of the ordering party. The regulation on the transfer or risks according to Number 5.1 remains unaffected.
6.1 The ordering party is obliged to accept the deliveries and services of the supplier without delay.. The result of the acceptance test shall be recorded in a protocol to be signed by the ordering party. Experts to be named by the supplier may participate in the acceptance tests. Insignificant deficiencies, not interfering with the operation and function of the delivered object, shall be noted in the acceptance protocol and do not entitle to reject the acceptance.
6.2 Unless the ordering party declares within 14 days after the supplier has reported the readiness for acceptance - without such declaration, not within 14 days after receipt of the delivery - that he refuses acceptance, in writing with exact specification of reasons, acceptance is considered to be performed.
6.3 The contractual agreement is considered accepted if the delivered object is put in operation by the ordering party itself or upon its direction without the function test required for performing the acceptance.
7.1 We guarantee that at the time of delivery, the goods correspond to the technical standards applicable in the Federal Republic of Germany at the time of bid submission and that they are free of defects which cannot be traced to a design not in compliance with the specification, unsuitable material or poor workmanship.
7.2 Apparent deficiencies must be reported to us in writing without delay, however, no later than within two weeks after receipt of the goods; not apparent deficiencies must be reported in writing immediately upon their discovery. If the ordering party fails to submit this written notification, all claims because of these deficiencies will be excluded.
7.3. The period of limitation for claims for deficiencies is 12 months, counted from the transfer of risk. This provision does not apply in case of death, bodily harm or damage to health.
7.4 Deficient deliveries and services or those not corresponding to the promised characteristics will be remedied within a reasonable period at our expense or replaced. If the remedial action or replacement delivery fails, the ordering party has the choice of with- drawal or reduction.
7.5 We do not provide any warranty for defects and damage due to normal wear and tear or improper handling, impermissible strain or unsuitable installation.
7.6We assume liability according to the legal regulations if the ordering party asserts damage claims based on wilfulness and gross negligence. Unless we are charged with deliberate contract violation, the damage compensation liability is limited to the predictable typically occurring damage.
7.7 We are liable according to the legal regulations if we are at fault in violating an essential contract obligation; in this case, the damage compensation liability is limited to the predictable, typically occurring damage. 7.8 A liability extending beyond that indicated is excluded in any case.
8.0 Overall liability
8.1 A liability for damage compensation going beyond that provided in Number 7 is excluded, without consideration of the legal nature of the claim asserted. This applies especially to damage compensation claims from faults at the time of the conclusion of the contract, due to other violations of duties or tortious claims for the compensation of property damage according to Section 823 of the BGB (German Civil Code).
8.2 As far as the damage compensation duty against us is excluded or restricted, this applies also to personal damage compensation liability of our clerical workers, employees, staff members, representatives and vicarious agents.
8.3 This provision shall not restrict liability in case of death, bodily harm, damage to health or liability under the German Product Liability Act.
9.0 Binding nature of the contract
Even in case of legal ineffectiveness or infeasibility of individual regulations, the remaining regulations remain in effect. The ineffective regulation will be replaced by one that most closely approximates the economic intend in a legally permitted manner.
10.0 Court of jurisdiction, applicable law
10.1 The laws of the Federal Republic of Germany apply.
10.2 The courts of Aschaffenburg shall have jurisdiction. However, we are also entitled to sue the ordering party also at his place of residence.