Terms and conditions
1. Offer and conclusion of contract: the following conditions apply to offers, acceptance of orders, agreements, alterations, side agreements or other declarations of intent, as well as for deliveries, even upon the presentation by the purchaser of divergent conditions. Our offers are in every case non-binding. Any declarations of intent, including those made on our behalf by representatives only become legally binding when confirmed in writing. Quotes made for repairs are based completely on calculations and are thus also non-binding.
2. Prices are non-binding, even if they have been confirmed in writing, and are always quoted ex works in Euro (in the case of deliveries outside Germany free German border or German ports), not including packaging and other charges. We reserve the right to make changes to prices without prior notice. The price for all deliveries is calculated based on the basic list price which was valid on the day of despatch. Discounts can only be agreed for individual orders and cannot be applied to later orders. They will only be granted on condition that payment is made in full by the due date. In the case of late payment, measures that become necessary to exact payment, bankruptcy, relational contracts, or court or out-of-court settlement, the discount becomes null and void. Basis for the sale price is then taken to be the basic list price, even if the net price has previously been agreed.
3. Conditions of payment: invoices are to be paid without deductions and in cash within 14 days of the date on the invoice. Payments for deliveries to foreign countries are to be made in accordance with the payment conditions laid down in the offer or, as the case may be, in the acceptance of the order. Once the payment date has been exceeded by 30 days, we reserve the right to charge interest in line with standard bank rates as well as to defer or to refuse current and future deliveries. Payment of the full purchase price becomes due if the purchaser defaults due to other outstanding accounts or if the uncertainty of his financial position due to bankruptcy, settlement, protest of a bill, or lawsuit is made known to us. Payments by bill of exchange require our approval and explicit prior agreement. Bills of exchange and cheques will only be accepted upon condition of their redeemability. Discount and bill of exchange charges incurred are to be reimbursed to us in cash immediately after completion of business. For out-of-town point or foreign bills of exchange or cheques, no guarantee of punctual production or provision of protest can be given. Purchasers with whom we have no existing business relationship will only be supplied against prepayment.
4. Delivery times are to be understood as provisional and are thus non-binding. Even if particular delivery times are agreed upon, no claims for damages for late delivery may be made against us. In the case of manufacture from technical plans, we reserve the right to over- or under-deliver by up to 10%. The placing of an order obligates the purchaser to the acceptance of this condition.
5. Packaging prices are calculated at cost price. Shipping crates remain our property up to the point where payment is made. If the crates are returned to us carriage-free in a reusable condition we will refund 2/3 of the price charged. Cardboard boxes are not returnable.
6. Despatch is carried out at the expense and the risk of the purchaser. We reserve the right to determine the mode of despatch.
7. Any complaints about the quantity and quality of the goods despatched must be made in writing directly after receipt of the goods, including submission of the original packing list or delivery note. In the case of warranted and recognised complaint we reserve the right to send a replacement shipment or a credit note as we see fit without any obligation to meet any other purchaser demands.
8. Warranty: no replacement can be made in the case of defects caused by improper installation or contamination. Normal wear and tear does not fall under the scope of the warranty. Only after the obligation to replace is established beyond reasonable doubt by means of a thorough investigation in our workshop will we undertake to send a replacement shipment or a credit note. The goods subject to complaint are to be sent at the cost of the purchaser. In cases of urgent need we will if possible send a replacement at the price on the day of despatch of that replacement and, once the obligation to replace has been established, generate a credit note. Further claims for damages, with particular reference to consequential damage, loss of profit etc. are excluded. We reserve the right to reject any claims under the terms of the warranty if any deficiencies apparent to us are not made known in writing within 8 days of receipt of the goods. No liability will be accepted for any difficulties arising from the regulations on intellectual property rights upon the use or further sale of our products.
9. Reservation of proprietary rights: we retain proprietary rights to the products supplied by us until such time as full payment (including of interest and other costs) due to us from the purchaser is remitted. Bills of exchange and cheques are only valid upon redemption as means of payment. The purchaser is entitled further to process and to divest the ware within the course of regular business; he may not, however, pawn the ware or pledge it as security. He is further obliged to inform us without delay of distraint by other creditors. In the case of any further processing of the ware it is deemed to have been agreed that co-ownership is assigned to us pro rata in accordance with section 947 § 1 of the German Civil Code and that the manufactured object is kept in trust on our behalf. In the case of divestment by the purchaser of the ware supplied by us he makes assignments to us up to the point of the complete repayment of our entire claim of any claims arising in respect of the third-party purchaser through the further sale, including any ancillary rights, in the case of prior agreement to the amount of the pro rata co-ownership. On our demand the purchaser is obliged to inform us of any assignation to the third-party purchaser, to give us any related information and to surrender to us documents necessary for the enforcement of our legal rights in respect of third-party purchasers. We undertake the obligation to release those securities owing to us to the extent that their value exceeds the claims to be secured by more than 25 per cent.
10. Rescission: if fulfilments of the contract or the warranty claims become impossible, or if we culpably cause them to be delayed by more than an appropriate period of grace, the purchaser has the right to withdraw from the contract. Further claims of the purchaser upon us, our vicarious and performing agents, in particular in respect of claims for damages, are excluded.
11. Pre-emption right: if the purchaser’s business is closed or dissolved, or he is no longer in a position to further process the wares obtained from us within the context of manufacturing or construction alterations, the right of pre-emption devolves to us in respect of stocks of our products.
12. The place of execution for deliveries and payments, as well as place of venue for any disputes arising from or in association with the contractual relationship, including complaints in relation to bills of exchange or cheques shall be Berlin.