Terms of Service
§ 1 - Validity of the conditions
The deliveries, services and offers of the company are made exclusively on the basis of these terms and conditions. Counter-confirmations by the customer with reference to their terms and conditions of business or purchase are hereby contradicted.
§ 2 - Offers and conclusion of contract
- Offers contained in brochures, advertisements, etc. are also non-binding and non-binding with regard to price information. The company is bound to specially prepared offers for 30 calendar days from the date of the offer.
- Subsidiary agreements, changes, additions and/or other deviations from the present terms and conditions are only valid if the entrepreneur has declared his consent in this respect. Such agreements must be made in writing. Delivery call-offs can also be made by remote data transmission.
- Information in offers and / or order confirmations from the company that is based on an obvious error, namely a typing or calculation error, does not oblige the entrepreneur. Rather, the obviously intended explanation applies.
- The offer documents, drawings, descriptions, samples and cost estimates of the company may not be passed on, published, reproduced or otherwise made accessible to third parties without the company's permission. Upon request, the documents must be returned without copies being retained.
§ 3 - Prices, price changes
- The prices are net prices plus statutory VAT.
- The prices do not include the costs for packaging and shipping.
- If there are more than six months between the conclusion of the contract and the agreement and/or the actual delivery date, the company's prices valid at the time of delivery or provision shall apply. If the latter prices exceed the initially agreed prices by more than 30%, the customer is entitled to withdraw from the contract.
§ 4 - Delivery times
- Delivery dates or deadlines, which can be agreed as binding or non-binding, must be in writing. Liability only exists if the company has made a declaration to this effect.
- The entrepreneur is only responsible for delays and / or the impossibility of his deliveries and services if he, his legal representatives or vicarious agents have caused the obstacle to performance intentionally or through gross negligence. This principle applies in particular to force majeure, strikes, lockouts, official orders ments, etc., even if the obstacles occur at the company's suppliers or their sub-suppliers. Accordingly, the correct and timely self-delivery of the entrepreneur remains reserved. The duration of a grace period to be set by the customer in accordance with the statutory provisions in the event of a delay in performance is set at two weeks, which begins when the entrepreneur receives the grace period.
- Liability for any consequential damage resulting from the delay in delivery, e.g. B. Machine/belt standstill or third-party claims will not be accepted.
- If shipping is delayed at the customer's request, the customer will be charged for the costs incurred by storage, but at least 0.5% of the invoice amount for each month, starting one month after notification of readiness for shipping. The contractually due payments by the customer to the supplier are not affected by the postponement of delivery requested by the customer and must be made on time.
§ 5 - Dispatch and Passing of Risk
- The risk is transferred to the customer as soon as the shipment has been handed over to the person carrying out the transport or has left the company's works for the purpose of shipment. If the shipment is delayed or not carried out at the request of the customer, the risk passes to him with the notification of readiness for shipment.
- At the request of the customer, deliveries can be insured in his name and on his account.
§ 6 - Warranty
- If the service provided by the entrepreneur or the delivery item is defective and/or promised properties are missing and/or defectiveness occurs within the warranty period due to manufacturing or material defects, the entrepreneur may, at his option and to the exclusion of other warranty claims by the customer, deliver a replacement or touch up. Multiple corrections are permitted.
- The warranty period begins on the date of delivery or acceptance and lasts six months, unless a longer warranty period is prescribed by law.
- Obvious defects in work performance can no longer be asserted after acceptance. Otherwise, for the purpose of maintaining the customer's warranty claims, such defects must be reported to the entrepreneur in writing immediately, but no later than within two weeks of delivery. The defective items must be kept ready for inspection by the contractor in the condition in which they were at the time the defect was discovered.
- Insignificant, reasonable deviations in the dimensions and designs - especially in the case of repeat orders - do not justify complaints unless absolute compliance has been expressly agreed. Technical improvements and necessary technical changes are also considered to be in accordance with the contract, provided they do not impair the usability.
- If the company's operating or maintenance instructions are not followed, changes are made to the products, parts are replaced or consumables are used, any warranty shall be void if the customer does not refute a corresponding substantiated assertion that one of these circumstances caused the defect.
- Liability for normal wear and tear is excluded.
- No liability is assumed for tools provided by the customer for reworking or finishing. (e.g. tool breakage, loss, ... )
- The warranty period for spare parts and repairs is three months, but it runs at least until the original warranty period for the delivery item expires.
- If the repair or replacement delivery fails after a reasonable warranty period, the customer can choose to either reduce the price or cancel the contract.
- The above provisions of this paragraph do not apply to the sale of items that have already been used. These are supplied without any guarantee.
- The customer is obligated to comply with his duty of inspection with regard to possible warranty claims against the manufacturer immediately after the tool has been handed over. If the customer does not comply with this immediate obligation to check, he is liable through his own fault for all possible undesirable properties of the tool, regardless of the type, machine, etc., or for claims by third parties. A right of recourse with regard to warranty claims is excluded in the event that the properties or required standards of the tool are not asserted within three days of receipt of the tool at the latest.
- If the entrepreneur is available to the customer beyond his legal obligations to provide information regarding the use of his product, he is only liable according to § 7 if a special fee has been agreed for this.
§ 7 - Limitation of Liability
Claims for damages from positive breach of contract, from culpa in contrahendo and from tortious acts, which are not based on the violation of a main contractual obligation by the entrepreneur, are excluded both against the entrepreneur and against his vicarious agents or vicarious agents, unless the damage was intentional or was caused by gross negligence. This does not apply to claims for damages from property assurances, which are intended to protect the customer against the risk of consequential damage. Claims for damages under the law on liability for defective products (PrdHG) remain unaffected.
§ 8 - Retention of title
- Until the fulfillment of all claims to which the entrepreneur is entitled against the customer for any legal reason, the entrepreneur retains title to the delivered items (reserved items).
- The customer is obliged to notify the contractor immediately of seizures of the reserved items and to inform the pledgee of the retention of title. The customer is not entitled to sell, give away, pledge or assign as security the items delivered to him under retention of title - except in the cases of the following paragraphs.
- If the delivery is made for a business operation maintained by the customer, the items may be sold within the framework of proper business management. In this case, the customer's claims against the buyer from the sale are already assigned to the entrepreneur. If the items are resold on credit, the customer has to reserve title to his buyer. The customer hereby assigns the rights and claims arising from this retention of title against his customer to the entrepreneur.
- Any treatment or processing of the reserved items by the customer is carried out by the customer free of charge for the entrepreneur. If the reserved items are processed, combined, mixed or blended with other goods that do not belong to the entrepreneur, the resulting co-ownership share in the new item is in proportion to the factor value of the reserved items to the remaining processed goods at the time of processing, combining, mixing or mingling too. If the customer acquires sole ownership of a new item, the contracting parties agree that the customer grants the entrepreneur co-ownership of the new item in relation to the factor value of the processed or connected, mixed or blended reserved items and this free of charge for the supplier kept. If the reserved items are resold together with other goods, regardless of whether or not they have been processed, combined, mixed or mixed, the advance assignment agreed in Section 3 above only applies to the amount of the multiplier value of the reserved items that are sold together with the other goods Goods have been resold.
- If the value of the securities existing for the entrepreneur according to the above provisions exceeds the value of the entrepreneur's claims - not only temporarily - by a total of more than 20%, the entrepreneur is obliged to release securities of his choice at the customer's request.
- If the customer does not fulfill his obligations to the entrepreneur or does not do so on time and/or if he influences the items delivered under retention of title in an inadmissible manner, the entrepreneur can, without prejudice to his right to the performance of the contract, demand the return of the items, provided that one of the reasonable deadline set for the fulfillment of his obligations has elapsed without success. If the customer has fulfilled the contract, the entrepreneur must return the items. The above regulation does not apply to installment transactions that are subject to the Consumer Credit Act.
§ 9 - Payment
- Unless otherwise agreed, the entrepreneur's invoices are payable without deduction after invoicing.
- The entrepreneur expressly reserves the right to refuse checks or bills of exchange. Acceptance is always only on account of performance. Discount and bill of exchange charges are at the expense of the customer and are due immediately.
- If the entrepreneur becomes aware of circumstances that call into question the creditworthiness of the customer, in particular if the customer does not cash a check or stops making payments, the entrepreneur is entitled to make the entire remaining debt due, even if he has accepted cheques. In this case, the entrepreneur is also entitled to demand advance payments or security deposits.
- If the customer finally stops making payments and/or if bankruptcy proceedings against his assets or judicial or extrajudicial settlement proceedings are applied for, the entrepreneur is also entitled to withdraw from the part of the contract that has not yet been fulfilled.
- The entrepreneur is entitled, despite the customer's provisions to the contrary, to initially offset payments against older debts. The entrepreneur will inform the customer about this type of offsetting. If costs and interest have already been incurred, the entrepreneur is entitled to offset the payments first against the costs, then against the interest and finally against the main services.
- If the customer is in default of payment, the entrepreneur is entitled to charge default interest of 2% above the applicable discount rate of the Deutsche Bundesbank from the relevant point in time. The entrepreneur reserves the right to assert further damage caused by default. In the aforementioned cases, the customer is at liberty to prove that the damage was less, which is then decisive.
- Offsetting on the part of the customer is excluded unless the counterclaims are legally established or not disputed by the entrepreneur.
§ 10 - Statute of limitations
All customer claims - for whatever legal reason - expire after twelve months. The statutory deadlines apply to claims for damages relating to damage caused by intent and/or gross negligence and fraudulent concealment of defects by the entrepreneur. They also apply to defects in a building or to delivery items that have been used for a building in accordance with normal usage and have caused the building to be defective.
§ 11 - Applicable Law, Place of Jurisdiction, Partial Invalidity
- Zella-Mehlis is the place of performance for both parties for all directly resulting services.
- The law of the Federal Republic of Germany applies to these terms and conditions and the entire legal relationship between the entrepreneur and the customer.
- If the customer is a registered trader within the meaning of the German Commercial Code, a legal entity under public law or a special fund under public law, the company's place of business is the sole place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship.
- Should a provision in these terms and conditions be or become invalid, this shall not affect the validity of all other provisions and agreements between the company and the customer.
These terms and conditions are based on the recommendation of the Bundesverband Metall according to announcement no. 52/94 of July 25, 1994 (Banz. no. 146 of August 5, 1994). Status 01/2016