1. General
The following General Business Terms,
referred to as GBTs henceforth, form part
of every offer, every confirmation of order
and all business relationships between us
and the buyer. Divergent, opposing or additional
GBTs from the buyer, even if
acknowledged, do not form part of the
contract unless these GBTs have been
confirmed in writing by us.
2. Payment
Our prices are ex-works, Wallenhorst,
ex cluding packaging, taxes and customs
duty. These prices only apply when
complete packaging units are ordered.
The buyer commits himself to payment
either within 10days with 2% discount or
within 30 days on receipt of the goods. We
allow 3% discount with payment in advance
or on delivery. This does not apply if a
net price is agreed. For new customers
and/or export orders we reserve the right to
ask for payment in advance.
The buyer has to transfer the payment
at his own cost and risk to the seller. In
default of payment we calculate interest
of 8% above the current base rate level.
We reserve the right to prove higher
arrears and to charge accordingly. The
buyer is only entitled to offset charges if his
objections have been legally confirmed or
recognised by us. The right to withhold
payment only exists if a counter-claim has
been made about the same contractual
relationship.
3. Dispatch and Packaging
Dispatch and packaging are carried out
according to our best judgment and at the
buyer’s cost and risk. The risk of casual
loss or deterioration of the goods is passed
on to the buyer at the handing over or dis -
patching moment of the delivery to the
haulage contractor, freight driver or
whosoever else is designated as responsible
for the carriage. This is also valid when
the dispatch is carried out from a different
point from the place where the contract is
to be fulfilled.
4. Exchange and Right to Return
We allow the right to exchange and to
return standard (kept in stock) goods
within a period of 14 days after receipt of
the goods. Excepted from this are products
which require specific manufacture, either
in design or quantities. The return is to be
in unused condition and at the buyer’s
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5. Reservation of proprietary rights
We reserve the right of proprietary rights
of all goods delivered by us until all con -
ditions of the current business contract are
fulfilled. During this period of reservation of
proprietary rights the buyer is obliged to
handle the goods with care and to make
good any damage caused. If the buyer’s
behaviour is in breach of contract, with
especial reference to payment arrears, we
have the right to re-possess the goods.
This does not, however, signalise withdrawal
from the contract unless we have
expressly mentioned this. On re-possession
we have the authority to make use of
the goods, the resultant sale proceeds then
being calculated against the contractual
obligations of the buyer minus appropriate
re-utilisation costs. The buyer must inform
us immediately in writing if the goods are
seized by bailiffs or another third party. The
buyer has the right to re-sell the goods in
the course of normal business activity.
However he assigns to us all claims from
the re-sale covering the sum of our invoice,
including sales tax, which arise from
onward disposal to his purchaser or any
third party, regardless of whether the goods
have been sold with or without further processing.
We accept the assignment. We reserve the
right to make the claim ourselves as soon
as the buyer does not complete his payment
obligations in the prescribed manner
and is in payment arrears. Should the
goods be mixed with components which
cannot be separated out and which do not
belong to us, we acquire the co-ownership
of the new parts in relationship to the value
of the goods delivered by us. The pawning
or using as a security of reserved goods or
assigned claims is not permitted.
6. Delivery period
The delivery period begins with the date of
our confirmation of order and after the
clarification of all details, nevertheless not
before the provision by the buyer of all
required papers, including any permission
or release documents as well as the receipt
of an agreed deposit. It is extended by an
appropriate period of time in the case of
unforeseen events (Acts of God), strikes
and lock-outs which are beyond our control.
This is also valid when these circumstances
arise with our suppliers. With nonadherence
to this delivery period we deliver
after an appropriate extension. If the dispatch
is delayed at the wish of the buyer
we calculate storage and capital costs at
the rate of 1% of the invoice amount for
each started month.
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7. Guarantee
Starting on the day of delivery we give the
following guarantees with the use of the
goods in one-shift operation: 12 months
on construction parts; 6 months on all
electronic and electric parts as well as on
pneumatic and hydraulic parts; 6 months
on moveable parts. This excludes parts
subject to normal wear and tear.
No guarantee is given for damage for
which we are not responsible, for example
for damage through improper or in -
appropriate use. We are not responsible
for damages caused by the papers or other
documents (drawings, samples etc.)
provided by the buyer.
8. Limitation of Liability
Our liability and that of our associates for
minor negligent breaches of duty is limited
to foreseeable, typical contractual, direct
standard damages. We and our associates
are not liable for minor negligent breaches
of duty which do not endanger the fulfilment
of the contract. The above-mentioned
limitation of liability does not infringe
the rights of the customer to product liability
or guarantee. Furthermore the limita tion
of liability does not apply to physical and
health damage or loss of life of the buyer
caused by us
9. Final Clauses
The law of the Federal Republic of
Germany applies. The conditions of the
UN Sales Treaty do not apply. The only
court of jurisdiction for contractual disputes
is in Osnabrück. The above is also valid
when the buyer has no general court of
juris diction on Germany or its establishment
is not known at the time of the institution
of proceedings. Should individual
conditions of the contract with the buyer
including the GBTs be or become partially
inopera tive, the validity of the remaining
conditions is not affected. The entire or
partial inoperative arrangement should be
re placed by one whose economic success
is as close to the inoperative one as possible.
The contract language is German or
English.
Wallenhorst, 03.2014
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