The following Terms of Delivery and Payment apply for all products and services provided by us to companies as defined.
Contradictory conditions of purchase or other conditions of business of the customer will not apply, even where these have not been explicitly contradicted by us. Alternative arrangements will apply only if agreed in writing. These Terms of Delivery and Payment apply for all future contractual relationships between the contracting parties without any explicit reference being made to this fact in individual cases.
Conclusion and modification of contract
Unless expressly stated to be binding, our quotations are made without engagement. A fully effective contract comes into being only with our acknowledgement of the customer‘s order. This may be by delivery of the goods ordered or by performance of the agreed services. The content of the contract is defined solely by our order acknowledgement. This may take the form of an invoice enclosed with the products. Should the customer have any objection to the content of our order acknowledgement, he should notify us of this immediately. Alterations and additions to the contract become effective only when acknowledged by us in writing.
Unless otherwise explicitly agreed, the delivery times stated by us are without obligation. An explicitly agreed delivery time is considered to be fulfilled when the products are dispatched from our or we have notified the customer of readiness for dispatch before its expiry. The delivery period will be extended automatically by a reasonable amount in case of force majeur, strike, lockout, delay in delivery by sub-suppliers, action by public authorities and other unusual circumstances not attributable to us where these have an effect on the date of delivery. Should these circumstances persist for longer than four months, the contracting parties will be entitled to withdraw from the con-tract. If requested to do so by the customer, we must declare whether we intend to withdraw from the contract or deliver within a period of time to be set by us. Any claims for compensation in this respect will not be accepted.
In case of delay in performance, we will not be deemed to be in arrears where this is due to circumstances which were not reasonably foreseeable and impossible to avoid by reasonable action on our part. Should the delay in delivery be attributable to us, the customer will be entitled to withdraw from the contract after setting us a reasonable period of notice in writing and we have failed to deliver before expiry of this period. We are entitled to withhold performance in cases where the customer has not fulfilled his obligations arising from this or any other contract, or any other legal obligation.
Transport and transfer of risk
Unless otherwise agreed, the products will be dispatched and transported at the customer‘s cost. The transit risk will be borne by the customer even in exceptional cases where we have assumed dispatch and transport costs. Unless otherwise agreed, the means of transport will be determined by us. We accept no responsibility for selection of the most economical or fastest means of transport.
Except in cases of gross negligence or criminal intent, claims for damage resulting from failure to comply with dispatch instructions or defective packaging of the product will not be accepted by us. In case of delay in collection, delivery or dispatch of the product for reasons attributable solely to the customer, or of failure by the customer to place his call-off orders in time, all risks, including the risk of deterioration or irreparable damage to the product, will pass to the customer upon notification of readiness for dispatch. If, in such cases, the product is placed in storage, the customer will pay reasonable costs of storage unless he is able to demonstrate that low. or no storage costs have been incurred. Should the product be stored by third parties, he will be responsible for the actual costs incurred.
In case of loss or damage of the product in transit, the customer must arrange immediately for an investigation to be made by the carrier or transport company. Raw materials and partially finished products supplied for the purpose of processing will be transported at the cost and risk of the customer.
Conditions of payment
Unless otherwise agreed, our invoices are payable net within 01 days of the transfer of risk in accordance. By exceeding the agreed payment deadline, the customer will be deemed to be in arrears. In such cases, we will be entitled to payment of interest amounting to 8% above the standard rate. This will have no effect on our entitlement to claim further compensation for damages.
Should the customer be in arrears of payment or should, after conclusion of the contract, circumstances become known to us which throw serious doubt on his solvency or credit wothiness we will be entitled to withdraw from the contract. Such withdrawal will have no effect on our entitlement to claim further compensation for damages. Claims for compensation on the part of the customer will not be accepted. In case of such deterioration in the assets of the customer, all claims arising from the current business relationship (including postponed payments) will become due for immediate payment. Moreover, we reserve the ri. to refuse to make further delivery of products or provide other services, to require advance payment or reasonable securities for our counter claim.
In case of sale, the customer hereby transfers the resulting claim for payment of the value of the products (final invoice sum including statutory value-added tax) as well as all other claims and subsidiary ri.s to us. The customer is entitled to collection of the claim. Our own ri. to collection will remain unaffected.
In case of infringement of the contract on the part of the customer, in particular in case of arrears of payment, we will be entitled to take possession of the product and revoke authorisation to collect any claims arising from re-sale of the product. In such a case, the customer must, on request, provide us with all the information necessary for the assertion of his ri.s and notify the debtors of the transfer of his claim.
The customer undertakes to inform us immediately in writing of any distraint, disposition, or other intervention by third parties or any action taken by public authorities. The customer is responsible for payment of all costs arising in connection with the reversal of such intervention and recovery of the delivered product inasmuch as this cannot be distrained upon by the third party.