Our offers are subject to change. Orders and verbal additional stipulations shall only be deemed accepted when they have been confirmed in writing. We reserve the right to make changes to the design of our products where this does not limit functionality or bring significant changes to the appearance of our products. In case of doubt, illustrations, drawings, data regarding dimensions and weights or other properties of the contractual performance only reflect approximate values. Drawings and documents shall remain our property. For orders based on drawings or models, the ordering party undertakes to guarantee that property rights of third parties are not infringed. Over or under-deliveries up to 5% are permissible.
The delivery terms and dates of delivery only specify the time of the delivery approximately, unless a binding agreement is made in relation to them. The delivery term and date of delivery shall be deemed to have been met if the goods are shipped or the purchaser is informed of their readiness for shipment within the agreed time limit or on the agreed date.
If the purchaser does not fulfil a duty to co-operate or does not fulfil it in a timely manner, we shall be entitled to amend the delivery time at reasonable discretion. After expiry of an extension of time granted we will be entitled to withdraw from the contract. If we are hindered in the implementation of our delivery due to force majeure, labour disputes or operational disruptions within our company or those of our suppliers, the delivery term shall be extended accordingly. If the delivery term is not met for reasons for which we are accountable, claims for compensation are excluded provided that they do not relate to deliberate intent or gross negligence. Additionally, the ordering party can claim compensation for the late delivery of the part of the total order that cannot be used in accordance with the contract due to not being delivered on time. This shall equate to 1/2% of the total value of the affected part of the total delivery for every full week of delay, but not beyond 5% in total. Any further claims are excluded. If the ordering party falls into default of acceptance, we shall be entitled to charge them the resulting storage costs as of two weeks from the notification of the readiness for shipping, but equating to at least 1/2% of the invoice amount, for each full week. Claims for compensation arising from late deliveries shall be excluded. Partial deliveries shall be permissible provided that no agreement to the contrary is made. All deliveries shall be made freight collect at the cost and risk of the ordering party. The risk shall be transferred to the ordering party as soon as the goods leave our plant or are reported as ready for collection or shipment. The ordering party shall be liable for packaging costs.
3. Prices and payment
If a written agreement is not made regarding prices, the prices listed in our latest catalogues and price lists shall apply, with the addition of value-added tax. Where no written agreement is made to the contrary, our invoices must be paid net within 30 days from the invoice date, or within 14 days with a 2% discount. Invoices for installations must be paid within 14 days without a discount. A cash discount from new invoices is not permitted provided that older outstanding invoices remain unpaid. Cheques and bills of exchange shall only be accepted on account of performance and only where agreed. All bill of exchange and discount charges shall be borne by the purchaser and are to be settled immediately. If the purchaser does not fulfil their payment obligations, if a cheque or bill of exchange is not cashed or if circumstances come to our attention that are likely to impair the creditworthiness of the ordering party, then all our receivables shall become payable immediately, including those for which we have already accepted bills of exchange. Moreover, in this event we shall be entitled to demand payment in advance or sureties before carrying out any open deliveries and we shall have the right, after allowing a reasonable period of grace, to withdraw from existing contracts and to claim damages for non-performance. If the payment date is not met, and at the latest following a reminder, we shall be authorised to collect interest calculated at a rate of 3% above the relevant discount rate.
4. Reservation of title
All delivered goods shall remain our property until all the receivables from the business dealing have been paid and the cheques and bills of exchange submitted have been cashed. The purchaser is not authorised to transfer the goods as collateral or to assign them as security. In the event of seizure by third parties, the purchaser must inform the third party of our ownership and inform us without delay of the situation as well as send us a copy of the seizure record. Any claims of the ordering party arising from the resale of the goods supplied shall be transferred to us; we hereby accept said transfer. If the value of the securities given to us in accordance with the terms above exceeds our trade receivables by more than 20%, we undertake to release the securities of our choice at the request of the ordering party.
The warranty lasts one year. The purchaser must check the goods immediately upon receipt and inform us of any identifiable defects in writing within no more than 8 days. In the event of a justifiable notification of defects we will accept the return of the goods and send a replacement or improve the goods if the purchaser can be reasonably expected to accept this. Any further warranty claims are excluded. The return of goods requires our express written consent. No warranty claim will be accepted in the event that the purchaser does not comply with our request to make the affected goods or samples available to us, therefore not giving us the opportunity to ascertain whether or not any insufficiency exists. If we let an appropriately set time extension elapse, without rendering a replacement or without having repaired a defect, the purchaser shall be entitled to claim for rescission of the sale contract or reduction of the purchase price. The same shall apply if the replacement delivery or improvement fails.
6. Place of performance, legal venue and applicable laws
The place of performance is Leipheim (Germany), the legal venue is, insofar as legally permissible, the district or regional court of Augsburg (Germany). These terms and conditions are governed by the laws of the Federal Republic of Germany, to the exclusion of conflict of laws provisions. Application of The Hague Uniform Laws on Sales, the United Nations Convention on Contracts for the International Sale of Goods or other conventions relating to legislation for the purchase of goods, is excluded.