General Terms and Conditions

§ 1 Applicability of Terms
Our deliveries, services, and offers are exclusively subject to these terms and conditions. They also apply to all future business relationships, even if not expressly agreed again. These terms are deemed accepted at the latest upon receipt of the goods or service. The purchaser’s counter-confirmation referring to its own terms and conditions is hereby rejected.

§ 2 Offers and Conclusion of Contract
We reserve the right to withdraw our offer if the contract is not concluded within four weeks. Oral statements or changes and amendments to the contract require written form or written confirmation to be valid.

Dimensions, weights, or other performance data are only binding if explicitly agreed in writing.

§ 3 Prices
Our prices are ex works, without deduction, and without costs for packaging, transport, or insurance, plus VAT at the applicable statutory rate.

The supplier has the right to prove that no or a significantly lower damage has occurred as a result of the delay.

§ 4 Delivery and Performance Time
The delivery period begins with the receipt of the workpiece to be processed and the agreement on the scope of the order. It ends with the dispatch from the works or notification of readiness for shipment. Delivery and performance delays due to force majeure or events that make delivery considerably more difficult or impossible, such as strikes, lockouts, official orders, etc., even if they occur with our suppliers or their subcontractors, are not our responsibility, even with bindingly agreed deadlines and dates. We are entitled to delay delivery or performance by the duration of the hindrance, plus a reasonable start-up time. If the hindrance lasts longer than two months, the purchaser is entitled to withdraw from the contract regarding the still unfulfilled part after a reasonable grace period.

Delivery and performance delays due to force majeure or events that make delivery considerably more difficult or impossible, such as strikes, lockouts, official orders, etc., even if they occur with our suppliers or their subcontractors, are not our responsibility, even with bindingly agreed deadlines and dates. We are entitled to delay delivery or performance by the duration of the hindrance, plus a reasonable start-up time. If the hindrance lasts longer than two months, the purchaser is entitled to withdraw from the contract regarding the still unfulfilled part after a reasonable grace period.

If we are responsible for failing to meet binding deadlines or dates, or if we are in default, the purchaser is entitled to claim default compensation of 0.5% for each full week of delay, up to a maximum of 5% of the invoice amount for the affected deliveries or services. Further claims are excluded unless the delay is due to gross negligence on our part.

Further claims are excluded unless the delay is due to gross negligence on our part.

§ 5 Defects Notification
We are obliged to inspect the delivered goods for obvious defects immediately and, in any case, within a reasonable period for quality and quantity deviations. A complaint is considered timely if it reaches the supplier within 5 working days after receipt of the goods by the purchaser, with obvious defects to be reported without delay.

It is the purchaser’s responsibility to insure the goods during transport. If we carry out the loading, we exclude liability for minor negligence unless it involves damage to life, body, health, or guarantees. The same applies to breaches by our agents.

§ 6 Warranty and Liability
(a) Defects in the delivered goods, including any accompanying documents, and defects caused by our repair services will be rectified by us within one year of performance or repair after notification by the purchaser. This will be done at our discretion by free correction or replacement of the entire item or the affected parts. In the event of replacement delivery, the purchaser is obliged to return the defective goods or parts.

If the defect cannot be rectified within a reasonable period, or if the correction or replacement delivery is unsuccessful for other reasons, the purchaser can demand a reduction in payment (abatement) or withdraw from the contract. Withdrawal is conditional upon the expiry of a final reasonable deadline set by the purchaser.

It is assumed that subsequent fulfilment has failed, only if we have been given sufficient chance to improve or provide replacement delivery, without achieving the desired success when improvement or replacement delivery is impossible, if they are rejected by us or unacceptably delayed, when there is substantiated doubt concerning the success chances or when the subsequent fulfilment is not acceptable for other reasons. For incorrect modification or repair work on the part of the orderer or third party — without prior approval by us — liability itself and resulting consequences are excluded.

Certain condition and durability assurances require our expressed written confirmation. All data on conditions and agreements are not guarantees. Thus, no liability independent of fault is agreed.

The orderer is solely responsible for using articles delivered by us. Unless, we expressly confirm suitability for a certain application at the request of the orderer. Especially we assume no warranty for defects due to inappropriate or incorrect use, faulty assembling or putting into service, by the orderer or third parties, due to natural wear, faulty or negligent handling, unsuitable operating media, replacement materials, chemical, electrochemical or electrical influences, as long as these cannot be attributed to us.

The orderer must examine the delivered goods for obvious defects that can be easily seen by an average customer. Among the obvious defects are missing manuals or other documents as well as considerable, easily visible damages to the goods. Furthermore, this includes cases where not ordered items are delivered or the delivered quantity is too small. Such obvious faults must be immediately communicated in writing to us. If we do not receive written notification that goods have not been delivered according to an order within 5 work days, our service is considered accepted.

Defects that become visible later must be immediately notified to us after they are noticed by the orderer. If the examination and notification obligations are violated and at the latest one year after delivery or repair, the good is considered approved with respect to the concerned defect.

b) We exclude our liability for minor negligent obligation violations, if they do not concern essential contractual obligations, damages from living injuries, physical injuries or to health or guarantees or effect claims according to the German Product Liability Law. The same applies for violation of obligations by our fulfilment help. Liability claims are also excluded when it is deviated from the operating instructions enclosed with our equipment. The same applies to damage attributed to inappropriate or incorrect use, faulty assembling or putting into service by the orderer or third parties, natural wear, faulty or negligent handling, unsuitable operating media, replacement materials, chemical, electrochemical or electrical influences.

Only the direct customer can make warranty claims. These warranty claims cannot be transferred.

§ 7 Payment
All invoices are due immediately. If the purchaser does not pay within 3 weeks after delivery and invoicing, they will be in default without the need for a reminder. From this point, we are entitled to charge default interest. The default interest rate is the rate charged by our bank for overdrafts, but at least 8% above the applicable base interest rate.

Exchanges and cheques are only accepted after agreement and for fulfilment and on condition of your discountability. Discount is charged from the date on which the invoice amount becomes due. Responsibility for timely submission of an exchange or cheque and for putting forward exchange protest is excluded.

If several invoices become due from business relationships with the same orderer, the orderer is late with payment for all due invoices, independent of the period given above, as soon as the orderer is late in paying one of its invoices according to the conditions above. This applies even if in concrete individual cases, longer payment periods were agreed for other invoices. Such agreements become ineffective when the orderer is late with respect to one of its payment obligations.

§ 8 Late payment
If, after a reminder or when a period has expired, the orderer is late with respect to payment obligations or acceptance obligations, after setting another deadline, we have the right to withdraw from the contract and/or to demand compensation instead of service or expenditure compensation. The amount of compensation is calculated according to the actual damage incurred or, under exclusion of application of higher damage without proof at 15 % of invoice amount, unless, it is proven to us, that there is no damage or reduced value or the damage or reduced value is considerably lower than the flat rate. If the orderer is late with payment, after written notification to the orderer, we can postpone fulfilment of our obligations until payment is received.

If, after a contract has been concluded, it becomes noticeable that our payment claims are at risk because of insufficient capability of the orderer, we can refuse to provide services or goods and we can determine a reasonable deadline for the orderer, in which he must pay gradually against delivery or a security that he must provide. If the orderer refuses to do this, we have the rights from § 8, sentence 1.

§ 9 Place of jurisdiction
In all disputes arising from the contractual relationship, if the customer is a registered trader, a legal entity of the under public law or a special fund under public law, Hannover is the place of jurisdiction. We are authorized at the head office or to sue at the customer’s place of business.