1. Quotation, delivery and packaging
1.1. Our quotations are conditional unless otherwise agreed in writing. Obvious misspelling or miscalculation entitle us to rescind the Contract. We reserve the right of technical modifications to an extent acceptable for the customer.
1.2. Our deliveries and services are provided exclusively on the basis of the following terms. Conditions to the contrary are only valid if accepted in writing.
1.3. Our prices are valid ex manufacturing plant and exclusive of the costs of packaging and transportation, carriage, goods inspection, customs, LC and other bank fees as well as importation sales tax and the like, and exclusive of the VAT applicable at the day of delivery.
1.4. Orders are deemed accepted when duly acknowledged. The written acknowledgement is relevant for the scope of delivery. The delivery time begins on the day of the order acknowledgement, it shall be reasonably extended in case of the occurence of obstacles caused by Force Majeure. This includes legal strikes and lock- outs. This also applies if unpredictable obstacles and circumstances occur on the side of suppliers.
1.5. If we fall behind with firmly agreed delivery times, the purchaser shall only have a right to withdraw from the Contract if he grants us a reasonable period of grace with a threat of refusal after we have already in default. The purchaser shall only be entitled to claim damage for non-performance if the default was caused by a deliberate or grossly negligent contractional violation. Claims for a fixed-date business remain unaffected by this provision; this also applies if the customers is discontinued by reason of a default for which we are responsible.
1.6. Unless otherwise agreed upon in writing, the delivery time shall be deemed observed if at the time of ist lapse the object of the delivery has left the factory or readiness of deliver has been announced.
1.7. Unless otherwise agreed upon in writing, all deliveries shall be made on the account and risk of the purchaser, i.e. the risk is transferred onto the purchaser as soon as the delivery has been handed over to an external carrier or the recipient.
1.8. Immediately upon receipt, all deliveries shall be checked for completeness and damage. Established damages have to be communicated immediately to the carrier involved, together with the request for establishing the facts. Delayed complaints are not binding on us.
2. Payment
2.1. Invoices are due to payment before delivering of the ware, unless otherwise agreed.
2.2. All orders are accepted with the reservation of payment.
2.3. In the case of orders with a total value exceeding 5.000 € , the customer has to provide credible efficience for the financing or to produce a guarantee or payment commitment from his bank if requested to do so. In the case of overall orders in the amount of more than 5.000 € we reserve a down payment in the amount of 50% of the gross order value.
2.4. Immediately upon receipt of the invoice, expenses of replacement parts, repairs and mounting are due to payment.
2.5. If the purchaser defaults payment we are entitled to claim damage in the amount of 5% above the respective discount rate of the Deutsche Bundesbank; we reserve the right to prove a higher default damage. On the other hand, the purchaseris free to prove that we did not suffer any damage or that the damage we suffered was considerably lower.
2.6. The purchaser must not set off any of our claims unless the counter-claim has been acknowledged, is undisputed or established with legal force. In addition, the purchaser shall have a withholding right in those cases in which such a withholding right is based on the underlying contractional relationship.
2.7. Cheques are considered as instruments of payment only after their cashing. The costs of cashing and discounting shall be borne by the purchaser. If our bank should not accept cheques or return them as well against reimbursement of the equivalent value including any costs in cash.
2.8. If we learn at a later time of circumstances affecting the purchasers credit worthiness, we shall be entitled to request a reasonable security. If the purchaser does not meet this request immediately, we shall be entitled to withdraw from the contract. We reserve the right to claim damages.
3. Retention of title
3.1. Our deliveries remain our property until all claims arising from the business relation have been paid, it is valid the elongated retention of title.
3.2. The purchaser agrees to treat the object of our delivery being subject to retention of title in a careful and safe manner, and be shall neither pledge it nor place it in escrow. He shall inform us immediately in case of distress or seizure.
3.3. If we assert our retention of title, or if we initiate the distress of the object of the delivery, our way of proceeding shall not be deemed as withdrawal from the contract to the extent the customer credit law does not apply.
3.4. In case of contractional violation on the side of the purchaser, espescially in case of delayed payment, we shall have the right of repossesion after due dunning, and the purchaser shall be obliged to return the item under concern. Any resulting costs shall be borne by the purchaser.
4. Warranty
4.1. The following is excluded from guarantee claims:
– Natural wear
– Misoperation
– Unsuitable or inappropriate storage or user
– Defective installation or commissioning by the purchaser of third parties
– Unsuitable maintenance or inexpert handling
– Use inappropriate operating material and replacement materials.
4.2. We shall be informed immediately about the defects detected. We will remedy defects in our discretion by free repair or replacement materials.
4.3. If we are not ready or able to repair or replacement delivery, or if the defect remedy/ replacement delivery should fail, the purchaser shall have the right to claim redhibition or reduction.
4.4. We shall not be liable for damages which do not occur directly on the object of delivery; in particular, we shall not be liable for consequential damages including lost profit. This provision does not apply if the damage was caused by intent or gross negligence. It does furthermore not apply if the purchaser claims damages for non-performance which is not based on the lack of a promised property.
4.5. Beyond that, our damage liability remains unaffected as far as the purchaser proves that the damage is based on an essential contract violation for which we are responsible.
4.6. Our liability resulting from the statutory provisions of the product liability law remains unaffected.
5 . Place of performance, venue, scope of applicability
5.1. The place of performance and venue shall be Dresden.
5.2. he contractual relationship shall be governed by German law.
5.3. The present provisions apply only to merchants within the meaning of § 24 „AGB law“ on general terms and conditions.
6. Final provisions
6.1. If any present provisions should be invalid, the other provisions shall remain unaffected.
