Terms & Conditions
Offers of the seller are not binding. Orders shall not be deemed accepted until they have been confirmed in writing. Drawings and other documents relating to the offer shall be handed over with retention of title and copyright and may be reclaimed at any time. They may not be made accessible to third parties.
By placing an order, the purchaser accepts these terms and conditions of sale and payment as binding. Delivery conditions of the purchaser are not valid. Deviations from these terms and conditions of the seller shall only apply if they have been expressly confirmed in writing.
Orders require the written confirmation of the seller in order to be valid - even if an offer was previously made.
Subsidiary agreements shall only apply if they have been confirmed in writing.
The deadlines specified or confirmed by the seller will be met as far as possible, but are always non-binding. For disadvantages resulting from missed deadlines, a claim for damages is hereby excluded. Claims which the purchaser could have asserted from covering purchases made are expressly waived. Circumstances that make the production or delivery of sold goods impossible or excessively difficult, as well as all cases of force majeure, official measures, operational disruptions and the like shall release the Seller from the obligation to deliver for the duration of the hindrance or its after-effects. The Seller shall not be obliged to make a subsequent delivery of the quantities attributable to this period. These events shall also entitle the Seller to withdraw from the contract without being liable for damages.
Liability for defects and notice of defects
Unless otherwise stated in the Seller's offer or order confirmation, the Seller shall assume liability for proper execution for a period of 6 months (3 months in two-shift operation) from the date of delivery in the case of machines and equipment in such a way that all parts which have demonstrably become defective or unusable as a result of poor construction materials or defective execution during this period shall be replaced or repaired at the Seller's discretion. Excluded from the liability for defects are all parts subject to natural wear and tear, consequences of excessive stress, improper handling or violent damage. If the Purchaser or third parties carry out work or tamper with the delivered item without the prior consent of the Seller, liability shall lapse. The Purchaser waives all claims for damages beyond the scope of the above liability for defects, including, for example, claims based on the absence of a warranted characteristic. If the fulfillment of the liability for defects promised by the Seller is impossible, the Purchaser may only demand return of the delivered item, but not replacement or compensation from the Seller. Defects can only be claimed immediately after receipt of the goods, at the latest within 8 days. Transport and other costs shall be borne by the Purchaser even in the case of liability for defects.
Unless otherwise confirmed by the Seller in writing, prices are net prices ex salesroom or ex delivery works, at the Seller's discretion. Costs for packaging, freight, postage and insurance are therefore not included. The agreed prices shall only apply to the respective order concluded. If, between order confirmation and delivery, the economic value relationship between performance and consideration changes, for example due to price increases, the Seller shall be entitled to base the price calculation on the changed circumstances on the day of delivery.
Unless other payment terms have been agreed, 30 days net shall apply. Repairs and small invoices are payable immediately without deduction. In the case of unknown purchasers, delivery by cash on delivery or advance payment of the invoice amount may be requested. In the event of late payment, we reserve the right to charge interest on arrears at a rate of 1% above the respective central bank discount rate plus bank charges, but at least 5%. A special warning is no longer required. Any deterioration in the creditworthiness of the Purchaser which subsequently becomes known shall entitle the Seller to demand payment prior to delivery or the provision of security, even if the order confirmation provides for a different method of payment. In the event of a deterioration in creditworthiness, the Seller may withdraw in whole or in part from all current contracts with the Purchaser. Bills of exchange, checks and assignments shall only be accepted on account of performance. Rights of retention of the set-off because of any counterclaims of the orderer are herewith excluded.
Shipment is at the expense and risk of the purchaser from the warehouse or supplying plant. No liability is assumed for damage and loss during transport. The shipment is carried out at the discretion of the seller in the best way. An insurance obligation of the seller does not exist.
Retention of title
Until the purchase price has been paid in full (in the case of bills of exchange and checks until they have been cashed) and until all past and future deliveries of goods, including all ancillary claims within the business relationship, have been settled, the delivered goods shall remain the property of the seller. Until that time, the Purchaser shall not be entitled to pledge the goods to third parties or to assign them as security. In the event that the goods have been processed or mixed with other goods to an extent which can no longer be determined and the goods delivered subject to retention of title are to be regarded as a not insignificant component of the newly created item, the Purchaser hereby transfers ownership of the created item to the Seller to secure the Seller's aforementioned claims, with the simultaneous agreement that the Purchaser shall hold this item in safe custody for the Purchaser. For resellers, the following shall apply additionally: The Purchaser shall be entitled to sell the goods or the product manufactured therefrom in the ordinary course of business. The claims against the third party arising from the resale shall be transferred to the Seller by way of security in the amount of the original invoice amounts, without any special agreement being required in the individual case. As long as the Purchaser duly meets its payment obligations to the Seller, it shall be authorized to collect such claims on behalf of the Seller. However, the Seller shall be entitled to notify the purchaser, who shall be named upon request, of the transfer and to issue instructions. If the Purchaser is in payment difficulties or in default of payment, the Seller shall be entitled either to repossess the delivery item without waiving its claims or to withdraw from the contract. Security measures shall be borne by the Purchaser. The seller or his representative shall have the right to enter the place of storage of the delivered item at any time.
Representatives of the seller have no authority to collect payments. Payments are to be made directly to the seller only.
Partial invalidity does not result in the invalidity of the whole contract.
Place of performance and jurisdiction
Place of performance for the delivery is the respective place of departure of the goods. The place of performance for payment is Wendlingen am Neckar. Place of jurisdiction is Stuttgart.