General Terms and Conditions of Delivery

I. Offer

The documents contained in the offer, including images, drawings, and weight and dimension data, are only approximate, unless expressly stated to be binding. We retain title to and copyright in cost estimates, drawings and other documents; they must not be made accessible to third parties.

 

II. Scope of delivery

Our written order confirmation is binding as regards the scope of delivery. Subsidiary agreements and changes shall require written confirmation by us.

 

III. Price and payment

1. The prices are ex works exclusive of packaging. Statutory VAT is applied to the prices for domestic deliveries.
2. Payment must be made in cash ex the supplier's paying agent, and:

1. within 10 days of the date of invoice; and
2. unless there is specific agreement otherwise, payment must be made in cash with no deductions ex the supplier's paying agent as follows:

30% on receipt of the order confirmation,

65% as soon as the customer is informed that the principal parts are ready for delivery,

the remaining amount within 10 days of delivery.

3. It is not permissible to retain or offset payments on the basis of any counter-claims by the customer that are disputed by the supplier.
4. In the event of late payment, interest on arrears shall be charged at the standard local current account interest rate.

 

IV. Term of delivery

1. The term of delivery shall start when the order confirmation has been dispatched, though not until the customer has provided the necessary documents, permits and authorisations and any agreed advance payment has been received.
2. The term of delivery shall be extended for an appropriate period in the event of industrial disputes, in particular strikes and lockouts, and in the event of unforeseen hindrances that are outside the supplier's control. The same principle shall apply if such circumstances arise in connection with subcontracted deliveries.
3. If shipment is delayed at the customer's request and the goods are stored at the supplier's factory, the storage costs shall be charged to the customer, starting one month from the notification of readiness for shipment, at the rate of at least ½ of the invoiced amount per month. After an adequate deadline has been set and has passed, the supplier shall notwithstanding be entitled to dispose of the delivery item elsewhere and to supply the customer within an appropriately extended term of delivery.

Compliance with the deadline for delivery shall be conditional on the customer fulfilling his contractual obligations.

 

V. Transfer of risk and acceptance

1. The risk shall transfer to the customer at the latest when the parts of the delivery are shipped, even in the event that partial deliveries are made or the supplier is to perform other services, e.g. the shipping costs or delivery and installation.
2. If shipment is delayed as the result of circumstances for which the customer is responsible, risk shall pass to the customer from the day on which the goods are ready to be shipped.
3. The customer must take delivery of the supplied goods, even if they are slightly defective, without prejudice to the rights under Section VII.
4. Partial deliveries are permitted.

 

VI. Retention of title

1. We retain title to the goods supplied by us until the purchase price has been paid.
2. Where the customer is a trader, we shall retain title to all goods supplied by us until all our claims arising from the business relationship have been paid. In this event, the trader shall assign to us the claims against his purchaser arising from resale or any other legal transaction, including all ancillary rights, in full as security when the sale contract is concluded. If the value of the item serving as security and supplied under retention of title plus the securities otherwise granted to us exceeds our total claim by more than 20%, we shall be obliged to release securities at our election at the request of the trader.
3. The supplier is entitled to insure the delivery item against theft, breakage, fire damage, water damage and other damage at the customer's cost, if the customer cannot provide evidence that he has taken out such insurance himself.
4. The customer is not entitled to pledge the delivery item or assign it by way of security. The customer must inform the supplier immediately of any attachment, seizure or other right of disposal by a third party.
5. If the customer acts in breach of the contract, in particular by late payment, the supplier shall be entitled to take back the goods after a reminder and the customer shall be obliged to return them.

Exercise of retention of title and attachment of the delivery item by the supplier shall not be considered withdrawal from the contract, unless the instalment purchase law (Abzahlungsgesetz) applies.

 

VII. Liability for delivery defects

The supplier shall be liable for delivery defects, including the absence of expressly guaranteed product characteristics, as follows:

1. All those parts which prove to be unusable or only usable with significant impairment within 6 months (in multi-shift operation, within 3 months) of commissioning due to circumstances that have originated before the passing of risk – in particular as the result of incorrect construction, poor materials or defective workmanship – shall be repaired or redelivered as the supplier reasonably sees fit and free of charge. The supplier must be informed as soon as such defects are identified. Replaced parts shall become the supplier's property. If shipping, installation or commissioning is delayed without fault of the supplier, liability shall expire at the latest 12 months after the passing of risk.

The supplier's liability for any essential third-party products is limited to the assignment of the liability claims due to the supplier from the supplier of the third-party products.

2. The customer's right to assert claims arising from defects shall lapse in all cases within 6 months of the date of timely notification of defect, but not earlier than the expiry of the warranty period.
3. No warranty is given for damage resulting from the following:

unsuitable or inappropriate use, erroneous assembly or commissioning by the customer or a third party, natural deterioration, erroneous or negligent handling, unsuitable equipment, exchanged materials, defective building work, unsuitable ground, chemical, electrochemical or electrical influences.

4. After agreement with the supplier, the customer must provide the necessary time and opportunity to carry out preliminary acceptance of all the improvements and replacement deliveries which the supplier reasonably considers necessary, otherwise the supplier is discharged from liability for defects.
5. Of the costs directly associated with repair and/or replacement delivery, the supplier shall – where the complaint proves to be well-founded – bear the costs of the replacement item, including shipping, as well as reasonable costs of removal and installation, and, if it can be justifiably demanded in the given case, the costs of any required provision of the supplier's fitters and assistants. Otherwise, the customer shall bear the costs.
6. The warranty period for the replacement item and repair shall be three months; however, the period shall continue as a minimum until the expiry of the original warranty period for the delivery item. The period of liability for defects in the delivery item shall be extended by the duration of the interruption in operation caused by remedying defects.
7. Changes or repair and maintenance work performed by the customer or a third party incorrectly and without the prior consent of the supplier shall nullify liability for any ensuing consequences.
8. Further claims on the part of the customer, in particular any claims for compensation for damage that has not arisen in the delivery item itself are excluded to the extent permissible by law.

 

VIII. Right of the supplier to withdraw

The contract shall be modified as appropriate in the event of unforeseen circumstances within the meaning of Section IV of the terms and conditions if such circumstances substantially modify the economic significance or the content of performance or substantially affect the supplier's operations, and in the event of subsequent impossibility of execution. Where such modification is not economically justifiable, the supplier shall have the right to withdraw from the contract in whole or in part.

The customer shall have no claim to damages in respect of such withdrawal. If the supplier wishes to exercise his right to withdraw, he must inform the customer of his intention without delay once he had become aware of the extent of the relevant circumstances, even where an extension of the term of delivery has previously been agreed with the customer.

 

IX. Place of performance and place of jurisdiction

Place of performance for delivery and payment is Elsenfeld.

Place of jurisdiction is Aschaffenburg.

 

X. Binding effect of the contract

The contract shall remain binding even if individual points of its provisions are invalid. The contract shall be construed exclusively in accordance with German law.

 

XI. Special provisions for deliveries with installation

1. Working time for installation, including the travel costs for travel to and from the location and the subsistence costs, shall be charged at cost.
2. All building and preparatory work must be sufficiently complete prior to installation so that installation can be performed without interruption. The substructure must be dry and set, the room must be sufficiently protected against the influences of weather and must be well-lit and sufficiently heated.
3. The customer must make available a dry, lit and lockable room to store machine parts, materials, tools and similar items.
4. The customer must provide the following at his own expense:

1. The number of support personnel and skilled workers requested by the supplier.
2. The equipment and supplies required for installation and commissioning.

5. The customer shall bear the risk of the transportation of delivery parts brought by the supplier.