GENERAL TERMS AND CONDITIONS ISSUE 1/2015
1. The following conditions apply to every contract in business dealings with entrepreneurs. Differing conditions of the purchaser, which the supplier does not expressly recognize, are not binding on the supplier, even if they are not contradicted. Consumer acc. § 13 BGB are not contracted party and therefore not supplied.
2. Any amendment or addition to this contract, which does not take place through an individual agreement negotiated directly between the parties, must be made in writing in order to be valid. This also applies to changes to this written form requirement.
1. Our offers are non-binding, unless we have expressly designated the offer as binding.
2. Quotations are not binding. The intermediate sale is reserved.
3. The documents belonging to the offer, such as illustrations, drawings, weights and measurements, are only approximate, unless they are expressly designated as binding. On cost estimates, drawings and other documents, the supplier reserves the right of ownership, copyright and other intellectual property rights; they may not be made accessible to third parties, unless we have expressly given our written consent.
4. We reserve the right to make improvements and changes that deviate from offers and brochures.
III. Scope of delivery
1. For the scope of delivery, the written order confirmation of the supplier is decisive, in the case of an offer of the supplier with time commitment and timely acceptance of the offer, if no timely order confirmation is present.
2. Additional agreements and changes require the written confirmation of the Hauptwerkes.
IV. Price, payment and arrears
1. The calculation is made on the basis of our prices valid on the day of delivery plus value added tax in the respective statutory amount.
2. Prices are in EURO ex works. Installation, assembly and packaging of stationary machines are carried out against separate calculation, according to the Kolbe installation conditions. Installation and repair costs are payable immediately net.
3. The supplier’s remuneration is due without further explanation 30 days after delivery. In the event of default in payment, without prejudice to further rights, default interest of 8.27 percent above the respective base interest rate of the European Central Bank may be charged.
4. The customer is not entitled to offset any alleged counterclaims alleged by the supplier.
5. In the case of the presence of defects, the customer has a right of retention, unless the delivery is obviously defective or the buyer is obviously entitled to refuse acceptance of the delivery. In such a case, the purchaser is only entitled to withhold payment, insofar as the retained amount is in reasonable proportion to the defects and the probable costs of the subsequent performance (in particular a defect elimination). The customer is not entitled to assert claims and rights due to defects if he has not made due payments and if the amount due (including any payments made) is in reasonable proportion to the value of the – defective – delivery.
V. Terms of payment
Unless otherwise agreed in writing with the supplier, the purchaser pays in EURO from delivery of the goods:
a) net within 30 days.
b) Deliveries to end customers are only made in advance – no COD settlement
VI. delivery time
1. The delivery period begins with the dispatch of the order confirmation, but not before the provision of the documents, approvals, clearances to be procured by the purchaser and before receipt of an agreed down payment.
2. We are not obliged to any further delivery before full payment of due invoice amounts. If the purchaser is in arrears with a due payment, the supplier may demand cash payment prior to delivery of the goods for all outstanding deliveries from all trades. This does not apply to cases of default of payment by the customer.
3. In all other respects, the delivery period is adhered to if the delivery item has left the works by the time the goods have expired or the readiness for dispatch has been communicated to the orderer.
4. The delivery period shall be extended appropriately in the event of industrial disputes, in particular strikes and lockouts, and in the event of unforeseen obstacles beyond the supplier’s control. This also applies if these circumstances occur with subcontractors.
5. The supplier is liable for delay of performance in cases of intent or gross negligence of the supplier or a representative or vicarious agent in accordance with statutory provisions. The liability of the supplier in cases of gross negligence, however, is limited to the contract-typical, foreseeable damage. Further claims of the purchaser are – even after expiry of the supplier about set deadline for performance – excluded. The restriction does not apply to culpable violation of essential contractual obligations. However, the claim for damages for the culpable breach of material contractual obligations is limited to the foreseeable damage typical for the contract, unless another case according to p. 1 is also given at the same time.
Any further liability for a delay in delivery for which the supplier is responsible shall be excluded.
The right of the customer to withdraw from the contract according to no. 1 of these conditions remains unaffected. A change in the burden of proof to the detriment of the customer is not connected with the above regulations.
6. If shipment is delayed at the request or fault of the customer, we shall be entitled to charge the goods after a reasonable period of time and to supply the customer with a correspondingly reasonable, extended period or otherwise dispose of the object of delivery. The storage of the goods is at the expense and risk of the customer.
VII. Transfer of risk and acceptance
1. The risk passes to the buyer at the latest with the dispatch of the goods, even if partial deliveries take place. Partial deliveries are permissible as far as this is reasonable for the customer.
2. If shipping is delayed as a result of circumstances for which the customer is responsible, the risk shall pass to the customer from the date of readiness for shipment.
3. The supplier is entitled to insure the delivery item at the expense of the orderer.
The goods delivered by us may be exported directly or indirectly only with our written consent to other countries.
In the event of a breach, we are entitled to compensation.
IX. Retention of title
1. We reserve the ownership of the delivered goods until the complete repayment of all claims arising from the business relationship and arising claims, regardless of the legal grounds.
2. We allow our customers, subject to the export ban, resale in the ordinary course of business. This right expires in case of a suspension of payments. The customer hereby assigns to us as security all receivables with ancillary rights due to him from the resale against his customer, without any further special explanations being required. The assigned claims serve to secure all claims according to clause 1. The customer shall immediately forward the payments made to the assigned claim up to the amount of the secured claim to the Supplier. The customer is entitled to collect the assigned claims as long as we have not revoked this authorization. The direct debit authorization expires even without explicit revocation, if the customer stops his payments, default of payment, opening of insolvency proceedings, bill protest or justified evidence of over-indebtedness or impending insolvency. In addition, the Supplier may disclose the assignment of security, utilize the assigned claims and demand the disclosure of the assignment of security by the Customer to the Purchaser after prior warning, subject to a reasonable period of notice.
3. At our request, the customer must immediately inform us in writing, to whom he has sold the goods and which claims he is entitled to from the sale, as well as to issue us a document officially certified at his own expense for the assignment of the claims.
4. During the existence of the retention of title, the customer is prohibited from pledging or transferring ownership. In the event of seizure, seizure or other dispositions or interventions by third parties, the customer must notify the supplier immediately. The customer also has to agree with the buyer that only with this payment the buyer acquires property.
5. In the event of breaches of duty by the customer, in particular default in payment, the supplier is entitled, even without setting a deadline, to demand the surrender of the delivery item or – if necessary after a deadline – to withdraw from the contract; the customer is obliged to surrender. The request for return of the delivery item does not constitute a declaration of withdrawal by the supplier, unless this is expressly stated.