General terms and conditions
1. General information
Deliveries are made exclusively to the following terms and conditions. Differing purchasing conditions of the customer are only part of the contract if they are confirmed by us in writing. Our silence is not considered to be consent.
2. Delivery and transfer of risk
The beginning of the delivery time indicated by us requires the clarification of all technical questions as well as the timely and proper fulfilment of the obligation of the contracting authority.
There is no claim of the customer for compensation when exceeding the delivery time.
The shipping is at risk of the customer, even for carriage paid delivery. The goods are only insured during the transport at the explicit request of the customer and at his own expense.
The delivery period extends appropriately when having measures in the context of industrial disputes, in particular strikes and lockouts as well as the occurrence of unforeseen obstacles which are beyond the control of the supplier, unless these obstacles are proven of considerable influence on the completion or delivery of the delivery item. The same applies if subsupplying obstacles occur. Partial deliveries are permitted. If the conditions of execution of the order change significantly and a fulfillment of the order will become much harder or more expensive, we are free from the obligation to deliver.
Prices are ex works excluding value added tax, which will be invoiced separately. Packaging will be charged separately.
If the customer wishes to be supplied carriage-free, this scheme must be explicitly listed in our offer and our confirmation of the order.
Our invoices are in euro. We shall be entitled to issue partial invoices.
The payment period is 30 calendar days, counted from the date of issue.
Repair, installation and replacement invoices are immediately payable upon receipt.
The customer is only entitled to the deduction of the discount, if all our receivables past services are fully paid.
All expenses are defrayed by the contracting authority with acceptance of cheques or bills of Exchange.
Exceeding payment deadlines, the contracting authority has to pay interest on arrears in accordance with the statutory provisions.
5. Set-off and right of retention
The buyer is only entitled to set-off if his counterclaims are legally established or undisputed.
The customer is authorized to exercise a right of retention, as his counterclaim is based on the same contractual relationship.
The storage to pick up any items is carried out at the expense and risk of the customer and without any insurance.
If the customer doesn't attend his duty after setting a reasonable deadline, we are entitled to the sale the subject of the contract.
7. Retention of title
We reserve title to the delivered goods until the full payment of all claims arising from the contract. This applies also for all future deliveries, even though we do not always expressly refer to this. We are entitled to take back the object of purchase, if the customer behaves contrary to contract, in particular within the delay of payment we are entitled to take back the delivered goods after reminder and the customer is obligated to return the item(s).
The customer is obliged to handle the goods with care as long as the property has not yet demised to him/her.
If maintenance and inspection works need to be done, the customer shall run them at his own expense in time. As long as the property still hasn´t gone over, the customer is obliged to notify us in writing without delay if the delivered item is distrained or subject to interventions of third parties. As far as the third party is not in a position to refund the Court and out-of-court costs of an action pursuant § 771 ZPO, is the contracting authority liable of the loss incurred to us.
The customer is entitled to resell the reserved goods in normal business transactions. The customer hereby assigns the receivables of the purchaser from the resale of the reserved goods in the amount of the invoice agreed with us - final total (including VAT). This assignment applies regardless of whether the goods have been resold without or after processing. The customer remains authorized to collect the claim even after the assignment.
Our authority to collect the claims ourselves remains unaffected. However we will not collect the claims, as long as the customer fulfills his payment obligations from the proceeds, is not in default of payment and ,in particular, as long as there is no application to open insolvency proceedings or payment default is present.
The handling and processing or transformation of the goods initiated by the customer is always named and on the behalf of us. In this case, the lien of the principal of the purchased goods to the transformed thing continues. If the goods are processed with other items not belonging to us, we shall acquire the co-ownership of the new item in proportion to the objective value of our goods to the other processed items being currently in the processing. The same is valid for the case of interbreeding.
We undertake to release the securities due to us on request of the customer, insofar as their value exceeds the claims to be secured by more than 20%.
The application for opening insolvency proceedings shall entitle us to rescind the contract and to demand the immediate return of the delivered goods.
We assume a warranty for supplies and services in accordance with the statutory provisions.
9. Place of fulfillment and Court of jurisdiction
Place of fulfillment for delivery and payment is Werdau.
Court of jurisdiction is Zwickau.
10. Validity of terms and conditions
With placing of an order the customer acknowledges these terms and conditions binding as alone. Deviating conditions are - even without having expressly contradicted them - becoming content of the contract, as they are confirmed by us. If deviations are agreed in special cases and in individual points of these terms and conditions, this will not affect the validity of the remaining points.