§ Scope
The following terms and conditions apply to all orders accepted by the contractor. Deviations from these conditions require a written agreement.
Deviating conditions of the customer, which we have not expressly recognized, do not bind us even if we do not expressly object to them.
All agreements only apply if they are set down in writing, unless the customer proves that they have refrained from doing so in a specific case
§ Offers and Offer Documents
The contractor's offers are non-binding.
Installations that are carried out or repeated for reasons for which the contractor is not responsible are to be remunerated separately.
The documents belonging to the offer, such as illustrations, drawings, weight and dimensions are only approximate unless they are expressly designated as binding.
If the execution drawings are made by the contractor, they will be submitted to the client for approval.
All documents, such as illustrations, catalogues, drawings, etc. remain the property of the offeror and must be returned immediately and without being asked if the order is not placed. All documents may not be passed on, published or duplicated, or used for any purpose other than the agreed purpose, without the consent of the provider. The contractor reserves all copyrights to drawings and other drafts.
Official or other approvals are to be obtained by the customer at his own expense.
§ Placing of orders
Orders only come into existence after written confirmation. This also applies to orders mediated by representatives. Deviating confirmations are considered new offers.If a customer only orders parts of the offered deliveries or services, this is also considered a new offer, which requires written confirmation.
§ Prices
The prices are net prices plus statutory sales tax, which must be shown separately.
If the services are not offered with transport or assembly, the prices apply ex our workshops, without packaging. Orders for which fixed prices have not been expressly agreed will be charged at the prices applicable on the day of delivery. Any tolls incurred will be billed separately.
If, at the request of a client, an order that we have accepted at fixed prices is subsequently worked overtime, at night, on Sundays or on public holidays, or if the contractor has to perform unforeseeable work under difficult conditions, we are entitled to charge reasonable surcharges calculate.
In the case of continuing obligations and agreements that contain delivery or service periods of more than 4 months after the conclusion of the contract, the contractor is entitled to demand negotiations about a price adjustment if the following items experience an increase: Prices for the required material from the conclusion of the contract, wage and Ancillary wage costs due to legal or collective bargaining changes or changes in sales tax. If the negotiations fail, the contractor can withdraw from the contract.
§ Payment
Unless otherwise agreed, the following terms of payment apply. The contractor is entitled to request an advance payment of 25 percent of the invoice amount when the order is placed and assembly begins.
All services are due for payment immediately after invoicing. Discount deductions are not permitted for all payments unless they have been separately agreed in writing. Payments must be made exclusively to the contractor. Representatives have no collection authority.
The contractor is entitled to demand advance payments for contractual services rendered. This also applies to required materials or components that are specially manufactured or delivered
The client is entitled to charge the dunning costs.
After an unsuccessful reminder and a period of grace of 12 days set by the contractor, combined with a threat of rescission or termination, the contractor is entitled to withdraw from the contract by means of a written declaration or to terminate the contract in writing and to stop the work and all services provided to date according to contract prices account and assert claims for damages.
With respect to claims arising from the contract, offsetting or retention is only permissible with due counterclaims that are not opposed by an objection.
§ Delivery time and assembly
Delivery times apply from confirmation of the order or when the submitted dimensioned and non-binding drawings are approved. Subsequent changes extend the delivery time accordingly. If the client is responsible for this, the resulting costs shall be borne by the client.
Events of force majeure, reduction or cessation of production, breakdowns at the contractor or his suppliers, which significantly change the economic performance, release the contractor - if they are permanent - from meeting the delivery deadline and entitle him to withdraw from the contract in whole or in part or to to cancel this. This does not apply to short-term disruptions and disruptions for which the contractor is responsible.
If the start, continuation or completion of the work is delayed for reasons for which the client is responsible and if he does not remedy the situation immediately at the request of the contractor, the latter can demand compensation for damages or set the client a reasonable deadline for the fulfillment of the contract and declare that that he will withdraw from the contract after the deadline has expired without result.
In the event of withdrawal, a claim for damages also remains.
§ Acceptance and transfer of risk
The acceptance of the service must take place immediately after notification of completion. This also applies to self-contained partial services.
In the case of orders that include assembly, the risk passes to the customer upon acceptance. If the client defaults on acceptance, the risk passes to him at the time of default. The same applies if assembly is interrupted for reasons for which the customer is responsible and if the contractor has mutually handed over the services provided up to that point into the care of the customer.
If the delivery is made from the contractor's workshops without assembly, it is always at the risk of the recipient. Even if carriage paid delivery has been agreed, the risk is transferred to the customer upon dispatch.
§ Warranty
The assertion of obvious and known defects after acceptance is excluded.
Insignificant, reasonable deviations in the dimensions and designs, especially in the case of repeat orders, do not justify complaints unless compliance has been expressly agreed.
The contractor must be given the opportunity to examine the complaints on the spot. Changes to deliveries and services made without the consent of the contractor exclude any legal claim to the rectification of defects.
In the case of justified notices of defects, subsequent performance shall be carried out free of charge within a reasonable period of time. In the event of failure or refusal of supplementary performance, the customer can demand the costs of substitute performance, reduction or withdrawal.
In the case of repair work, the contractor only assumes the warranty for the deliveries and services carried out by him.
No warranty is given for damage to the contractor's deliveries and services caused by subsequent craftsmen.
§ Liability and Damages
In principle, we are not liable for errors that result from the documents submitted by the client and from inaccurate information.
The liability of the contractor is based solely on these terms of delivery and payment. All claims not expressly granted herein - including claims for damages for whatever legal reason - are excluded. This does not apply to damage resulting from injury to life, limb or health or from an intentional or grossly negligent breach of duty by the contractor, his legal representative or his vicarious agents.
§ Retention of title
The delivered items remain the property of the contractor, regardless of their condition, until all existing claims from the business relationship have been paid in full.
The client is obliged to immediately notify the contractor in writing of seizures of reserved items and to inform the pledgee of the retention of title.
If the delivery is made for a business operation maintained by the customer, the items may be resold within the framework of proper business management. In this case, the customer's claims against the third party from the sale are already assigned to the contractor. Insofar as the resale between the contractor and the customer is not already a contractual requirement and the customer has resold the items on credit, the customer must reserve title to his contractual partner. The customer hereby assigns the claims from this retention of title against the third party to the contractor.
If reserved items are installed as essential components in the property of the contractor, the customer hereby assigns the claims arising from the sale of the property or property rights with all ancillary rights to the contractor.
If the reserved items are installed as essential components in the property of a third party, the customer hereby assigns any claims for remuneration against the third party with all ancillary rights to the contractor.
If the value of the securities existing for the contractor exceeds his claims not only temporarily by 10%, the contractor is obliged to release the securities of his choice at the request of the customer.
In the event of breach of contract by the customer, in particular default in payment, the contractor is entitled to take back the delivered items after a reminder and withdrawal from the contract and the customer is obliged to surrender them.
§ Fulfillment and jurisdiction
The place of performance for the contractor's delivery and the customer's payment is the contractor's place of business.
If both contracting parties are entrepreneurs, the sole place of jurisdiction is the place of business of the contractor.
§ Terms and Conditions of the Client
The law of the Federal Republic of Germany also applies in relation to foreign partners, excluding international sales law.
Should individual provisions of these General Terms and Conditions be or become invalid, this shall not affect the legal validity of the remaining provisions. The contractual partners are obliged to replace the invalid provision with a provision that comes as close as possible to the economic result.
The terms and conditions of the client that conflict with our terms and conditions are not binding for us, even if they were used as a basis for the order and were not expressly contradicted by the contractor.