1. The written declarations of both parties shall be decisive for the handling of the deliveries or services (hereinafter referred to as "Deliveries"). However, the Purchaser's General Terms and Conditions shall only apply to the extent that the supplier or service provider (hereinafter referred to as "Supplier") has explicitly agreed to them in writing.
2. The Supplier reserves its unrestricted rights of exploitation under property and copyright law with regard to cost estimates, drawings and other documents (hereinafter referred to as "Documents"). The documents may only be made accessible to third parties with the Supplier's prior consent and, if the order is not placed with the Supplier, must be returned to the Supplier immediately upon request. Sentences 1 and 2 shall apply equally to the Purchaser's documents; these may, however, be made accessible to third parties to whom the Supplier has permissibly transferred supplies.
3. The Purchaser shall have the non-exclusive right to use standard software with the agreed performance features in unchanged form on the agreed devices. The Purchaser may make a backup copy without expressed agreement.
4 Partial deliveries shall be permissible insofar as they are reasonable for the Purchaser.
1. Prices are quoted ex works excluding packaging plus the applicable statutory value added tax.
2. If the supplier has taken over the installation or assembly and unless otherwise agreed, the purchaser shall bear all necessary incidental costs such as travel expenses, costs for the transport of hand tools and personal luggage as well as allowances, in addition to the agreed remuneration.
3. Payments are to be made free paying agent of the supplier.
4 The customer may only set off such claims which are undisputed or have been legally established.
1. The objects of the delivery (reserved goods) shall remain the property of the supplier until all claims to which the supplier is entitled against the customer from the business relationship have been fulfilled. If the value of all security rights to which the Supplier is entitled exceeds the value of all secured claims by more than 20%, the Supplier shall release a corresponding part of the security rights at the Purchaser's request.
2. For the duration of the retention of title, the Purchaser may not pledge the Retained Goods or assign them as security and may resell the Retained Goods only to resellers in the ordinary course of their business and only on the condition that the reseller receives payment from its customer or makes the reservation that the title shall not pass to the customer until the customer has fulfilled their payment obligations.
3. In the event of seizures, confiscations or other dispositions or interventions by third parties, the Purchaser shall notify the Supplier immediately.
4. In the event of breaches of duty on the part of the Purchaser, in particular default in payment, the Supplier shall be entitled to rescind the contract and take back the Retained Goods after the unsuccessful expiry of a reasonable deadline set for the Purchaser; the statutory provisions on the dispensability of setting a deadline shall remain unaffected. The purchaser is obliged to surrender the goods.
1. The observance of deadlines for deliveries presupposes the timely receipt of all documents to be supplied by the Purchaser, necessary approvals and releases, in particular of plans, as well as the observance of the agreed terms of payment and other obligations by the Purchaser. If these conditions are not fulfilled in time, the periods shall be extended accordingly; this shall not apply if the Supplier is responsible for the delay.
2. If non-compliance with the time limit is due to force majeure, e.g. mobilization, war, riot, or similar events, e.g. strike, lockout, the time limits shall be extended accordingly.
3. If the Supplier is in default, the Purchaser shall be entitled to claim compensation of 0.5 % for each completed week of default, but in no case more than a total of 5 % of the price of that part of the Supplies which could not be put to the intended use due to the default, provided that the Purchaser can substantiate that it has suffered damage as a result thereof.
4. Both claims for damages on the part of the Purchaser due to delay in delivery and claims for damages in lieu of performance exceeding the limits specified in No. 3 shall be excluded in all cases of delayed delivery, even after expiry of any statutory period for delivery by the Supplier. This shall not apply if liability is mandatory in cases of intent, gross negligence or injury to life, limb or health. The Purchaser may only withdraw from the contract within the framework of the statutory provisions if the Supplier is responsible for the delay in delivery. A change in the burden of proof to the detriment of the Purchaser is not associated with the above provisions.
5. The Purchaser shall, at the Supplier's request, declare within a reasonable period of time whether it will withdraw from the contract due to the delay in delivery or insist on delivery.
6. If dispatch or delivery is delayed by more than one month after notification of readiness for dispatch at the request of the Purchaser, the Purchaser may be charged storage charges amounting to 0.5% of the price of the items of the Supplies for each month commenced, but not more than a total of 5%. The contracting parties are at liberty to prove higher or lower storage costs.
1 The risk shall pass to the customer as follows, even in the case of carriage paid delivery:
a) in the case of deliveries without installation or assembly, when they have been dispatched or collected. At the Purchaser's request and expense, the Supplier shall insure the Supplies against the usual transport risks;
b) in the case of Supplies with installation or assembly, on the day of acceptance in the Supplier's own works or, if so agreed, after a faultless trial run.
2. If dispatch, delivery, commencement, performance of erection or assembly, acceptance in the Purchaser's own works or trial operation is delayed for reasons for which the Purchaser is responsible or if the Purchaser is in default of acceptance for other reasons, the risk shall pass to the Purchaser.
Unless otherwise agreed in writing, the following provisions shall apply to installation and assembly:
1. the purchaser shall assume responsibility at his own expense and provide it in good time:
a) all earthwork, construction work and other ancillary work outside the scope of the trade, including the skilled and unskilled labour, building materials and tools required for this purpose,
b) the commodities and materials required for assembly and commissioning, such as scaffolding, lifting equipment and other devices, fuels and lubricants,
c) energy and water at the point of use including connections, heating and lighting,
d) at the assembly site for the storage of machine parts, apparatus, materials, tools, etc. sufficiently large, suitable, dry and lockable rooms and appropriate working and recreation rooms for the assembly personnel, including sanitary facilities appropriate to the circumstances; furthermore, the Purchaser shall take the same measures to protect the Supplier's and the assembly personnel's possessions on the construction site, as it would to protect its own possessions.
e) protective clothing and protective devices required as a result of special circumstances on the assembly site.
2. Before the start of the assembly work, the Purchaser shall provide the necessary information on the location of concealed electricity, gas and water lines or similar installations as well as the necessary statistical data without being requested to do so.
3. Before the start of installation or assembly, the materials and equipment required for the commencement of work must be available at the installation site or assembly site and all preparatory work must have progressed to such an extent that installation or assembly can be started as agreed and carried out without interruption. Access roads and the installation or assembly site must be level and cleared.
4. If the installation, assembly or commissioning is delayed due to circumstances for which the Supplier is not responsible, the Purchaser shall bear to a reasonable extent the costs for waiting time and any additional travel required by the Supplier or the assembly personnel.
5 The Purchaser shall immediately certify to the Supplier on a weekly basis the duration of the working hours of the assembly personnel as well as the completion of the installation, assembly or commissioning.
6. If the supplier demands acceptance of the delivery after completion, the purchaser must carry this out within two weeks. If this does not take place, acceptance shall be deemed to have taken place.??Acceptance shall also be deemed to have been effected if the Supplies have been put into use, if necessary after completion of an agreed test phase.
The customer may not refuse to accept deliveries due to insignificant defects.