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Terms and conditions
- The following terms and conditions are the relevant legal bases for all offers, sales and deliveries. Purchasing terms and conditions of the customer or other deviating agreements shall only be deemed to have been accepted if they are expressly acknowledged and confirmed in writing by the supplier as an addition to these terms and conditions of delivery.
- In the case of a permanent business relationship, the General Terms and Conditions of the Supplier in the current form become part of the contract even if no longer expressly referred to.
- Our offers are subject to change. The content and scope of quotations are determined exclusively by the type description. The documents relating to the offer, such as illustrations, drawings, weights and dimensions, are to be understood only as indicative values, unless they are expressly designated as binding.
- The supplier reserves the right to property, copyright and other industrial property rights as well as his know-how in all offer documents and drawings. They may only be made available to third parties with the offeree’s consent and may only be used in accordance with the contract.
- Orders, agreements, guarantees, etc., including those of our representatives and other employees, require our written confirmation for legal validity.
- The supplier shall not be liable for errors resulting from the documents submitted by the customer (e.g. drawings) or from inaccurate or oral information.
- If we are only supplier of parts and the general contractor assembles the delivered parts to a complete whole, our liability is limited to the individual parts, but not to the functionality of the finished whole.
- The delivery period begins with the dispatch of the order confirmation, but not before all the details of the execution have been clarified and not before the delivery of the documents, approvals and releases to be procured by the customer and not before receipt of the agreed Payment and entry of other conditions for the smooth execution of the order, which are individually agreed between the parties.
- The delivery period is met if the delivery item has left the supplier’s factory or the readiness for dispatch has been notified by the end of the delivery. If the supplier is prevented from fulfilling his obligation by the occurrence of unforeseeable and/or unusual circumstances, which he could not avert despite reasonable care, the following applies: The delivery period shall be extended accordingly. The prerequisite is that the delivery or service does not become impossible.
- It does not matter whether the fault occurred at the supplier’s or its sub-supplier’s plant. Disruptions include official sanctions and interventions, delays in the delivery of components as well as operational disruptions of any other kind.
- The supplier can only rely on the circumstances mentioned herein if he has informed the customer of this immediately.
- This regulation shall apply in appropriate cases of strike and/or lockout.
- If there are delays due to circumstances for which the supplier is responsible and the customer suffers demonstrable damage as a result, he may, to the exclusion of further claims, compensate for default compensation for each completed week of delay of 0.5 , in the whole of the but charge a maximum of 5 of the value of that part of the total delivery which cannot be used in due time or in accordance with the contract as a result of the delay.
- The liability provisions pursuant to clause 4.6 shall also apply to claims for damages by the customer, which he asserts in cases in which he sets the supplier in default a reasonable period of time for performance or subsequent performance with the express declaration that he the acceptance of the services after the expiry of this period, and the supplier does not comply with that period. In addition, in cases where the supplier is permanently unable to perform all the service before the transfer of risk and/or there is an incapacity of the supplier and/or the order of similar items the execution of part of the delivery in the number impossible and the customer has a legitimate interest in rejecting a partial delivery. In these cases, however, any rescission rights of the customer remain unaffected.
- If the shipment is delayed for reasons for which the customer is responsible, the costs incurred by the storage shall be delayed, starting 10 days after notification of readiness for dispatch, but at least 0.5 per cent of the invoice amount for the supplier in the case of storage at the supplier’s factory. calculated every month. However, the supplier is entitled to dispose of the delivery item in any other way after setting and fruitless expiry of a reasonable period of time. In this case, he may supply the customer with a reasonable, extended period with the delivery item ordered by him or associated with the same genus.
- VErsendung, Transfer of Risk and Receipt
- The risk passes to the customer at the latest with the dispatch or collection of the delivery parts, even if the supplier has taken over other services, e.g. the shipping costs or delivery or installation.
- If the shipment is delayed due to circumstances beyond the supplier’s control, the risk shall pass to the customer from the date of the readiness notice of dispatch. However, the supplier is obliged to effect the insurance that the customer requires at the request and expense of the customer.
- Delivered items, even if they have minor defects, are to be accepted by the customer without prejudice to his warranty claims.
- Partial deliveries are permitted.
- Unless otherwise stipulated, the packaging will be initiated by the supplier and will not be required by the customer. It is therefore transport packaging. The place of performance for the return of the transport packaging is the registered office of the supplier. The customer shall bear the costs for the return of the transport packaging and the costs of the return incurred by the supplier. The customer is also obliged to return the transport packaging cleanly and not mixed with other parts of the stock at the usual operating times of the supplier.
- Our warranty requires the timely fulfilment of the agreed payment terms and other obligations of the customer. In particular, the execution of prescribed inspections and maintenance on behalf of the customer by our specialist personnel.
- Defects shall only be regarded as a deviation of the delivery or service with regard to its quality or usability for the contractually agreed purposes, which is not insignificant at its reasonable discretion.
- All such parts shall be repaired or re-supplied free of charge at the discretion of the supplier, subject to reasonable discretion, which will take place within 6 months (in the case of multi-shift operation within 3 months) of commissioning as a result of a prior transfer of risk. in particular due to faulty design, poor building materials or defective design – as unusable or not insignificantly impaired in their usability. The detection of such defects must be reported to the supplier immediately in writing. Replaced parts become the property of the supplier. A deviation, which is negligible in this sense, does not preclude fulfilment.
- For essential third-party products, the supplier’s liability is limited to the assignment of the liability claims which he is entitled to against the supplier of the third-party product.
- No liability is assumed for delivery parts that are subject to premature wear due to their material properties or by the way they are used.
- Nor is there any guarantee for damages caused for the following reasons. Inappropriate or improper use, incorrect assembly and/or faulty connection or commissioning by the customer or third parties, natural wear and tear, incorrect or negligent handling, unsuitable equipment, replacement materials, defective construction work, unsuitable building site, chemical, electrochemical or electrical influences, unless they are the supplier’ responsible.
- In order to make all repairs and replacement deliveries deemed necessary to the supplier at its reasonable discretion, the customer must, after communication with the supplier, give the supplier the necessary time and opportunity. Otherwise, the supplier is exempt from the warranty. Only in urgent cases of endangerment of operational safety and in order to prevent disproportionately large damages, the supplier must inform this without delay, citing the circumstances in question, and the supplier shall, in accordance with the circumstances, in any case after seven working days, gives the customer permission to have the defect receded himself or by third parties and to demand compensation from the supplier for the necessary costs. Should the supplier be in default with the remedy of the defect, the customer has the same right, even without separate permission, in the event of an unjustified refusal of permission, the supplier undertakes to compensate for the resulting damage.
- Of the direct costs resulting from the repair or replacement delivery, the supplier shall bear the costs of the replacement, including dispatch, as well as the reasonable costs of installation and installation, if the complaint proves to be justified, the costs of the necessary provision of its fitters and auxiliary staff. In addition, the customer bears the costs. The latter applies in particular to the costs incurred by the delivery item being moved to another location.
- The warranty for the resulting consequences is waived by, for example, the modification or repair work improperly carried out by the customer or third parties without the prior approval of the supplier.
- The warranty period for the repair services or the newly delivered item is six months from the termination of the repair services or delivery of the newly delivered item. However, it ends at the earliest with the expiry of the warranty period for the original delivery item.
- Our machines are designed and built in compliance with the relevant basic safety and health requirements of the relevant EC Directive(s). Once all the requirements have been met, the EC declaration of conformity will be issued and the CE marking will be affixed.
- If someone makes a change to a machine delivered by us without our written permission, the EC declaration of conformity issued by us becomes invalid.
Other liability for damages
- The customer shall not be entitled to any claims for damages or reimbursement of expenses for breach of obligations arising from the contractual relationship and from tort, unless otherwise provided in the following.
- Claims for damages shall exist in the event of mandatory liability (in particular under the Product Liability Act) in the event of injury to life, body or health, liability for intent or gross negligence, in cases of liability due to injury to Cardinal obligations also for slight negligence, liability for fraudulently concealed defects and liability under warranty. In such cases, the supplier shall be liable for its legal representatives and officers, as well as for his other vicarious agents in the event of a breach of cardinal duties. Except in cases of liability for intent/gross negligence or for injury to life, body or health, liability for the violation of cardinal duties is limited to the foreseeable damage typical of the contract.
- The supplier has taken out adequate operating and product liability insurance for personal injury and property damage. Claims for compensation for property damage resulting from product liability are therefore limited to the amounts owed by the insurance company. To the extent permitted, the supplier assigns these insurance claims to the customer.
- The procedural burden of proof remains unaffected by this provision.
- Claims for damages by the customer shall become statute-barred at the end of 12 months. Liability under the Product Liability Act or for intent or malice is subject to the statutory limitation period.
- Excluded are all other further claims of the customer, in particular for conversion, termination or reduction as well as for compensation for damages of any kind, including such damages that have not arisen on the delivery item itself.
Price and payment
- Unless otherwise agreed, the prices are ex works. In addition to the prices, VAT is added in the respective legal amount.
- Additional costs such as packaging, transport, insurance, customs and assembly will be charged separately.
- Services not expressly estimated in the offer, which are necessary for the execution of the order or are carried out at the request of the customer, will be invoiced additionally.
- Unless otherwise agreed, payment shall be made 8 days after the invoice date in cash without any deduction free of paying the supplier’ payment point: 1/3 down payment after receipt of the order confirmation, 1/3 as soon as the customer is informed that the main parts are ready for dispatch, the balance within one additional month
- If the payment date is exceeded, the customer must pay interest to the supplier in the amount of 8 above the respective base interest rate. The interest on late payments must be set higher if the supplier proves another legal reason for higher interest rates.
- A right of the customer to set off and/or to withhold is excluded, unless these are counterclaims recognised by the supplier or legally established counterclaims. Furthermore, this does not apply to claims due to defective delivery. If the delivery is divisible, the latter exception relates only to the partial service concerned. However, the exclusion applies in the event of non-significant defects for the amount of the remuneration, which exceeds the defect-related inferior value.
- The supplier may suspend the performance of his delivery and performance if, after conclusion of the contract, it becomes apparent that the customer will not fulfil a substantial part of his obligation due to a serious defect in his creditworthiness. If the supplier suspends the performance, he must notify the customer immediately and continue the performance if the customer gives sufficient assurance for the fulfilment of his obligations within a reasonable period of time.
- The right to suspend delivery also exists in the case of foreign transactions if any currency turbulence will cause the supplier currency disadvantages of more than 10. The currency disadvantage must have arisen between the conclusion of the contract and the first delivery
- The following retention of title clauses are part of the contract: a) Simple retention of title b) Extended retention of title (current account reservation and balance clause) c) Extended retention of title (processing and pre-assignment clause) d) Release clause
- The supplier retains the ownership and extended ownership of the delivery item until all claims of the supplier have been fulfilled against the customer from the delivery contract. If a cheque/exchange procedure is agreed upon and the supplier is liable from the bill of exchange to third parties, in particular the bank, the customer has fulfilled his obligation only when this liability of the supplier from the change of exchange has been definitively waived.
- Until the final fulfilment of all claims of the supplier against the customer from the delivery contract, the customer is not entitled to pledge the delivery item, to transfer it for security or to sell it to third parties or to assign rights to third parties.
- If the customer sells the delivery item in an unreasonable manner or with the consent of the supplier, he assigns the resulting claims to the supplier already now. The supplier accepts this assignment. The supplier is entitled to collect the existing claim against the third party himself. The supplier may also claim the extended retention of title. In this case, the customer is obliged to disclose to the supplier the assigned claim, the debtor and all the information required for collection and to hand over the corresponding documents to the supplier or to the debtor of the customer the assignment Tell.
- Any conversion or inseparable connection of the delivery item by the customer is always carried out for the supplier. If the delivery item is combined with other items not belonging to the customer, the supplier acquires co-ownership of the new item in proportion to the value of the delivery item to the other items not belonging to him. If the reshaping of the connection takes place in such a way that the new item of the customer is to be regarded as the main thing, it is deemed agreed that the customer transfers to the supplier proportionally co-ownership of this.
- If the delivery item is connected to a property, the customer also assigns to the supplier the claim to secure the claims of the supplier against him, which he has arising from the connection of the delivery item with a plot of land against a third party.
- In the event of a breach of contract on the part of the customer, in particular in the event of a delay in payment, pledging, transfer of security or other transfer to third parties, the supplier shall be entitled to take back the delivery item. The customer is obliged to hand over the goods. There is no withdrawal from the contract when the delivery item is taken back by the supplier.
- In the event of attachments or other interventions by third parties, the customer must immediately notify the supplier in writing so that the supplier can bring legal action in accordance with Section 771 of the ZPO. Insofar as the third party is not in a position to pay the supplier the legal or extrajudicial costs of an action in accordance with Section 771 of the ZPO, the customer shall be liable to the supplier for the corresponding failure.
- During the period of retention of title, the supplier is entitled to insure the delivery item against theft, breakage, fire, water and other damages at the expense of the customer, unless the customer himself has demonstrably has concluded. Upon request, he shall provide the supplier with such proof by presenting the insurance policy.
- If the delivery is intended for a foreign customer, the foreign customer is obliged to transfer ownership rights of the supplier to the delivery item in accordance with the statutory provisions of the country for which the delivery item is intended, Secure. It shall also provide all acts of participation necessary to safeguard the retention of title. In addition, the foreign customer must observe German law in addition
Place of performance, applicable law, place of jurisdiction, written form and partial nullity
- The place of performance for the payment and for the delivery is the registered office of the supplier.
- These General Terms and Conditions and the entire legal relationship between the Supplier and the Customer shall be governed exclusively by German law to the exclusion of the United UN Convention on Contracts for the International Sale of Goods (CSIG).
- The place of jurisdiction for all disputes arising from the contractual relations of the parties is the registered office of the supplier. However, the supplier has the right to sue the customer also at the place of jurisdiction of the customer.
- The following provisions apply to the contractual relations in the following order of precedence: -the individual agreements concluded between the parties -these General Terms and Conditions of Delivery -the statutory provisions, in particular the of the Commercial Code (HGB) and the Civil Code (BGB)
- Ancillary agreements, reservations, amendments and additions require written confirmation by the supplier in order to be valid.
- Should any provision of these General Terms and Conditions or a provision within the framework of other agreements be or become invalid, this shall not affect the validity of all other provisions and agreements.