All offers made by us are based on our General Terms of Business and they take precedence
for all orders we accept. Terms laid down by our business partners will not apply. With the placing of an order or the delivery of goods, the ordering party shall accept the
validity of our General Terms of Business not only for the mentioned contract but for all future
contracts.
1. Prices
All prices are valid ex works excluding packaging unless stated otherwise. On the occasion
of remuneration for tooling on the part of the ordering party , the ordering party cannot assert
a claim on the tools themselves. These remain the property of the supplier.
Packaging will be invoiced at cost price and shall not be returned to the supplier.
In the event of increased prices, labour costs or other cost deviations the supplier reserves the right to increase the agreed price accordingly after the conclusion of the contract.
2. The Passing of Risk
As soon as the goods leave the supplier’s premises or are made available to the ordering party all risks are passed on to the ordering party.
3. Liability for defects
Objections regarding the quantity or quality of the goods are to be lodged immediately after
ascertainment or at the latest 14 days after the receipt of the goods. If the objection is foundedthe goods will be replaced free of charge. Further claims for compensation, like the reprocessing or dismantling of supplied goods, the reimbursement for damaged goods or for incurred labours costs or for breach of contract are barred.
Under no circumstances do we guarantee that the goods are suitable for the purpose intended by the ordering party, and that the goods can be used or processed under the conditions
given in the ordering party’s plant or in that of his customer. It is exclusively the ordering
party’s responsibility to ensure that the goods can be used or processed as intended.
We do not accept responsibility for defects resulting from drawings, samples or other
documents submitted by the ordering party.
Any possible objections are to be lodged in writing. If defects are ascertained in a part
of a shipment the supplier is not obligated to replace the whole shipment. If the objection is
founded the supplier will supply zero-defect replacement goods. If required by the supplier, the ordering party shall return the goods at our expense. Goods will only be replaced after the return consignment has arrived at our works. Instead of replacing the goods we can choose to improve the defective goods, repudiate the contract with respect to the defective goods, or reduce the purchasing price. The ordering party shall set the supplier a time limit of 10 days to exercise this right to choose and the said time limit commences upon receipt of the
defective goods at the latest. Should we not exercise this right to choose within this
time-limit, the right to choose is transferred to the ordering party.
We only assume liability for compensation in the case of intent or gross negligence on the
part of an employee or vicarious agent. In these cases, compensation is also limited to
damages which are typical to the contract and foreseeable. We assume no liability for damage caused to objects of legal protection by the delivered goods, the exception being intent or gross negligence on the part of an employee or vicarious agent or if there is a case of liability on the grounds of personal injury, death or a health impairment.
The period of limitation for claims and rights on the grounds of any defects – irrespective
of the legal basis – amounts to 1 year. This is not valid in the cases stipulated
in § 488, paragraph 1, no. 1 BGB (German civil code), § 438 paragraph 1, no. 2 BGB,
§ 479 paragraph 1 BGB or § 634 a paragraph 1 no. 2 BGB. The cases stipulated
in the afore mentioned clauses are subject to a period of limitation of 3 years.
The period of limitation of 1 year also has validity for all claims for compensation asserted
against us in connection with any defects. This has validity irrespective of the legal
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grounds for the claim. The period of limitation of 1 year also has validity for claims
for compensation of all kinds asserted against us which are not in connection with a
defect. The above mentioned periods of limitation are not valid in the case of intent.
They are also not valid in the case of a malicious non-disclosure of a defect.
The periods of limitation are also not valid in the case of personal injury, death or
an impairment of health or violation of freedom, claims asserted on the grounds
of the German Product Liability Act or a breach of duty committed through gross
negligence or a breach of fundamental contractual duties.
4. Supply and Delivery Period
The supplier reserves the right to supply partial deliveries unless otherwise stated. Delivery times stated in the order confirmation are subject to deviations. We reserve the right to extend delivery times in the case of unforeseen circumstances
in our factory or if material supplies to ourselves are delayed or cannot be delivered.
5. Revocation of the Contract by the Supplier
A requirement for the delivery of goods is the absolute credit worthiness of the ordering
party. If the supplier receives information, after closing of the contract, that credit worthiness
cannot be guaranteed for the contract value, or if other factor should give cause
to question the ordering party’s credit worthiness, like a considerable deterioration in the buyer’s financial circumstances, failure to settle payment due to bankruptcy or insolvency; company closure, a change in ownership or shareholding or if stocks, receivables or purchased goods are pledged or offered as collateral, or if due invoices are not settled in spite of reminders, the supplier reserves the right to demand payment in advance, demand a collateral or cash payment, or the supplier reserves the right to revoke the contract, refuse to fulfil the contract and claim compensation due to non-fulfilment of contract.
6. Reservation of Title
The goods supplied by us will remain our property until all payments due to us have been received, and draft payments shall only be deemed as settled after having been duly collected. The ordering party shall notify the supplier immediately if a third party asserts a claim on the
supplied goods bound by a property reservation, or a third party asserts a claim on assigned receivables.
Any costs arising from intervention are to be covered by the ordering party. Should the supplier take back the supplied goods, he is not obliged to reimburse the ordering party on the basis of the invoice value, but he is entitled to reimburse the ordering party at a price based on th value of the goods valid on the day when the goods are returned, or at a price at which the supplier may resell the goods.
7. Conditions of Payment
The ordering party is not entitled to assert a claim on the grounds of a delayed invoice submittal. The discounting and discharging of bills, unless otherwise stated in the order confirmation, are at the expense of the ordering party. Bills of this kind shall only be accepted as methods of payment.
8. Place of Fulfilment, Jurisdiction and Applicable Law
The place of fulfilment and the court of jurisdiction for any claims resulting from this contract shall be the supplier’s place of business. Legal relations existing in this contract shall be
governed by German law. The legal invalidity of one or more provisions in this contract
shall not absolve the ordering party from the contract.
The rights of the ordering party are not transferable.
In the event of any disagreements, differences or discrepancies the original German
version takes precedence over the English translation.
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