SALES- AND DELIVERY TERMS
If nothing different is expressly recognized by us, the following conditions apply for all our sales exclusively, even if in the inquiry or order something else is determined.
I. GENERAL TERMS
(1) The order applies only with our written confirmation as accepted. Our order confirmation is determining the execution and the range of our supply. Special agreements and changes require our written confirmation to their effectiveness.
(2) Declarations of weight, descriptions, drawings etc. in our offers, tables etc. are only approximately determining - so far they are not expressly as obligatorily designated.
At cost estimates, drawings and other documents we reserve ourselves property and copyright; they may not be made accessible to third party.
II. PRICES AND PAYMENT
(1) The prices apply - for lack of other agreements - ex factory, excluding packing and freight.
(2) The prices are based on that by day to the offer or the confirmation of order valid cost factors. We must reserve us an appropriate price increase and/or recalculation, if the material and/or auxiliary material prices, the freight and energy costs, salary etc. should increase up to the day of the supply.
(3) If only a part of the inquired and/or offered goods is ordered, then we are entitled to place an accordingly increased price in our invoice.
(4) The personal and essentially costs of a prescribed testing, which after message the ready for dispatch has to take place immediately, as well as the costs of special examinations go debited to the ordered.
(5) The payments are to be made - so far nothing different agreed - payable within 8 days with 2% discount or within 30 days net - without any deduction free of costs to our cashier's office. Payments for processed-out orders are always payable within 14 days net.
(6) Discountable changes we accept only due to special agreement as payment. Credit notes for changes and cheques take place subject to the entrance with validity of the day, at which we can have the equivalent currency. If exceeding the payment terms, interest at a value of 3% above the respective rate of discount of the German Federal Bank will be charged. The asserting further demands - also interest due - remain reserved by us.
(7) The restraint and the set-off because of any counterclaims of the orderer are not permitted.
(8) All our demands including taken and credited change become independently of the running time immediately due, if the terms of payment kept or us after the respective conclusion circumstances does not admit become, which are suitable in our opinion, to reduce the credit-worthiness of the buyer. Furthermore we are entitled in such a case to implement still pending supplies only against pre-payment or security and withdraw or because of default payment of damages require for appropriate respite from the contract. In addition we can forbid the sale of the commodity supplied under property reservation and require their return or the transmission of the indirect possession at expense of the buyer.
III. PROPERTY RESERVATION
(1) All supplied goods remain up to the payment for all our - also in the future developing - demands, either from which argument our property, even if particularly designated demands are already settled. This applies also to the case of the connection and mixture (§ 947, 948 BGB) regarding the property right, which turns into if necessary then, on us. With current invoices the reserved property applies as safety device to the reconciliation current account balance. With changes and cheques only the redemption applies as payment.
(2) Processing of the material via the buyer take place for us under exclusion of the property acquisition acc. § 950 BGB, without obligating us. The finished goods are for our reservation commodity for our safety device at height of the invoice amount. In the case of processing with other us belonging goods by the buyer, the co-ownership at the new thing, in the relationship of the value of the reservation commodity to the invoice amount of the other used goods and achievements is not entitled to us.
(3) As long as the property reservation exists, may not pawn and to the safety device not convey the orderer the delivery articles - same in which condition. The buyer is entitled to the sale of the reservation commodity only under the condition that the demand from the sale on us turns into, directly whether the reservation commodity without or after processing and whether she is sold at one or to several customers. If the reservation commodity is further-sold after processing, also after processing with other not us belonging goods, the transfer at height of our co-ownership portion of the sold good applies.
(4) The orderer has available to place us the information and documents necessary for the asserting of our aforementioned rights, our rights to our demand admits to admit and us from all procedures, which could impair the value of the delivered articles, to give immediately message.
(5) We are ready to release when desired by the orderer under retention of title standing articles if and as far as our demands are over-secured with more than 25%.
(6) If the retention of title should in accordance with section III, point (1) until point (5) after the right of the country, in which the reservation commodity is, not legally effective its, then those applies acc. the right of this country, legally possible security next coming as agreed upon instead of its.
(1) The time for delivery begins with the day of our order acceptance, however not before complete clarification of all remark details, the achievement of agreed upon pre-payment, making available necessary official certificates and the opening of an upon agreed letter of credit or a bank guarantee.
(2) Time for delivery and date of delivery refer to the time of the sending off ex factory and apply with the punctual message the ready for dispatch as kept, if the sending off without our blame is impossible.
(3) The agreed time for delivery extends - without prejudice to our rights from delay of the buyer - by the period, by that the buyer with its obligations from this or another order is in delay. This applies in a general manner, if a date of delivery is agreed upon.
(4) In case that we ourselves are in delay, the buyer must give us an appropriate respite. At expiration of this respite the buyer can withdraw from the contract to that extent, if the goods up to the expiration are not announced as ready for dispatch. A covering purchase is permissible only with our written consent.
(5) Claims for damages from disregard of time for delivery or date of delivery are - also in the case of the resignation of the buyer - so far legally permissible, impossible.
(6) Events of higher force entitle us to postpone the supply around the duration of the handicap and an appropriate starting time or because of yet not fulfilled the part of stand to withdraw. Circumstances stand for the higher force directly, which make us more difficult the supply substantially or makes it impossible (e.g. sovereign measures, strike and lockout, fire, lack at energy, machine break, missing self-supply, closing of company or bankruptcy of the supplier), either whether they occur with us or at the pre-supplier. The buyer can require the explanation of us whether we want to withdraw or supply within appropriate period. If we do not explain ourselves, the buyer can withdraw.
(7) With all goods, also for those, which are made acc. special sample or acc. special design, we reserve ourselves the right of a more or a short delivery of the piece or weight quantity up to 10%.
V. PASSAGE OF THE RISK, OBLIGATION TO CHECK OF THE BUYER
(1) The danger always turns into on the buyer with the sending off of the delivered goods ex factory, even if partial deliveries take place or freight-free supply were agreed upon. If the dispatch retards for reasons, which we do not have to represent, then with the ready for dispatch already the danger turns on to the buyer with this day.
(2) The goods are supplied by us, are to be examined by the buyer immediately with entrance. Any objections because of weight, deviations, condition etc. must to be made be able to find valid always within one week after receipt of the shipment, upon failure of which them no more consideration.
VI. WARRENTY FOR DEFECTS
(1) Obligations, in particular the agreed upon dates of payment and the aforementioned obligations to check, we take over for the quality of our supplies a guarantee in the way that we give credit note after our choice for all as can be prove incorrectly supplied pieces or eliminate after our choice either the arisen errors at our expense desert replacement supply, however without carrying the freight displays here developing.
(2) Further requirements are not entitled to the buyer, in particular such on transformation, reduction or replacement of damage, which did not develop directly at the delivered goods. Also working on and subsequent treatment or additional work costs are not recompensed by us without previous special agreement.
VII. FINAL CLAUSES
(1)In case of unexpected obstacles in the sense of IV number 2 of these conditions and for the case of additional impossibility putting out of the execution we have the right to withdraw totally or partly from the contract. Become us after conclusion of the contract if circumstances admits, which are suitable the credit-worthiness of the orderer in our opinion to reduce, then we - without prejudice to our rights from the retention of title - are entitled to make after our choice the immediate maturity of all of our demands valid against the orderer of the contract, to withdraw under computation of the expenditures made by us, or to implement still pending supplies only against pre-payments. No claims are entitled to the buyer in these cases.
(2) Place of delivery and exclusive area of jurisdiction for all from the contractual relation directly or indirectly resulting in disputes is Bremen. We are also entitled to complain at the place of the buyer. The transfer of requirements, which are acquired from a conclusion of a deal against us, is impossible.
(3) For these terms of sale, which on German right depend and remain obligatory also with any inefficacy of individual their regulations, as well as the contracts closed on its basis and its interpretation is determining excluding the right of the Federal Republic of Germany.
(4) The buyer takes knowledge of the fact that we store data due to the present Treaty for the purpose of the automatic processing (accounting, record keeping) to its person. Others than in the present Treaty contained data are not stored.