Sales and delivery terms and conditions

All offers are without obligation. The offer or the order confirmation written by the supplier are decisive for the content of the contract and the scope of delivery. Subsidiary agreements and changes require written confirmation from the supplier in order to be considered valid. An order is not considered as accepted until it has been confirmed in writing by the supplier. Any terms and conditions to the contrary shall not be recognized, even in the absence of an express rejection.

1. The prices apply ex works exclusive packaging, material price and wage alterations which are generated four months subsequent to the day the offer is made shall authorise the supplier to make the appropriate price alterations.
2. For export deliveries, all information, fees, taxes, costs for technical inspections etc. generated outside the Federal Republic of Germany shall be borne by the orderer, as shall the costs for any legalization of certificates of origin, consulate invoices etc.
3. Payment shall be made in cash, without any deductions free the paying office of the supplier, and shall be payable within 14 days after the invoice date with 2 % discount, or within 30 days without any deductions.
4. Cheques and bills of exchange shall only be accepted on account of performance. On acceptance of bills of exchange, the payment of which must take place abroad or at secondary locations, the supplier shall bear no liability for on-time presentation and the raising of protests. Discount and bank charges shall be borne by the orderer.
5. For inland deliveries, the VAT to the respective legal sum shall also be invoiced and must be paid on reception of the invoice.
6. Delayed or deferred payments shall be paid with annual interest of 8 % over the ECB base rate from the due date or from when the delay occurs.
7. The orderer can only charge against undisputed or legally determined claims.
8. Delays in payment or the knowledge of a substantial deterioration of the orderer's pecuniary circumstances shall authorise the supplier to demand immediate payment or sufficient securities without their right to withdrawal being limited in this case.

The agreed delivery time begins, if nothing else is agreed, on the date of the order confirmation, yet not before all commercial and technical questions have been clarified, an agreed down-payment has been received and the documents, approvals etc. to be procured by the orderer have been produced, and the required approvals have taken place.
The delivery period shall be considered as fulfilled if, prior to its expiry, the subject of delivery has left the plant or the notification of dispatch readiness has been sent. Operational disruptions and labour disputes as well as unforeseeable events on which the supplier has no influence shall extend the delivery period by an appropriate period of time.

Once loading of the delivery parts has commenced in the plant, the risk shall be transferred to the orderer. Should the dispatch be delayed due to circumstances beyond the supplier's control, the transfer of risks shall occur with the notification of dispatch readiness.

1. The supplier shall guarantee that the subject of delivery possesses the contractually-assured properties; that it accords with the recognized technical regulations and that it has no errors which might remove or reduce the value or the suitability of the subject of delivery for the usual use or for the use specified in the contract. The supplier shall also be held liable for violations of the rights of third parties through delivery or use of the supplied product, in particular commercial copyrights.
2. The supplier must remove immediately any defects in terms of 1. at their own cost, if the removal of defects is not possible, not usual or unreasonable, we can instead demand the immediate delivery of a subject of delivery without defects, at no extra delivery charge. We are authorised, but not obligated, to demand subsequent fulfilment.
3. If the supplier does not immediately fulfil their obligations for removal of defects or replacement delivery, should they refuse to fulfil these obligations or if they are unable to make a replacement delivery, we can apply the legal guarantee claims without further extension of deadlines.
4. In urgent cases, we shall be authorised to repair a defective subject of delivery at the supplier's cost or to procure replacements from third parties. The case shall be considered urgent if the delivery is required by us for a service specified in terms of deadline.
5. Unless nothing else has been agreed, the warranty period shall total two years. The supplier shall renounce the objection of belated deficiency claims, but defects in terms of 1. must have been claimed for from the supplier at the latest 30 days after expiry of the warranty period.
6. The warranty period shall begin with handover of the subject of delivery to us or the third party named by us at the place of reception specified by us. It shall start anew for repaired or replaced subjects of delivery. For correctly stored reserve parts, the warranty period shall not begin until the day of commissioning, but shall end at the latest 2 years after we received the parts.
7. Unless otherwise agreed, the applicable legal regulations at the agreed place of jurisdiction shall apply.

1. The orderer may only withdraw from the contract in the following circumstances:
2. If the supplier is unable to fulfil the contract due to circumstances for which they are not responsible. In case of partial inability to fulfil the contract, the right to withdrawal only exists if the partial performance is verifiably of no use to the orderer. They are able to demand an appropriate reduction in the purchase price. Should the inability to fulfil the contract take place during an default of acceptance by the orderer or through circumstances for which the orderer is responsible, they shall remain obligated to pay considerations.
3. If the delivery has been delayed, the orderer has provided the supplier with an appropriate period of grace with announcement of withdrawal, and the supplier is responsible for not maintaining the period of grace.
4. If the removal of defects and errors is impossible or the supplier is responsible for not maintaining an appropriate period of grace granted to them for removal of such a defect or error. If the complexity of removing the defect is disproportionately high, the orderer shall merely have the right to a price deduction instead of a right of withdrawal.
5. Excluded are, with the exception of the right to price reductions for all other further claims by the orderer, in particular conversion, cancellation and the replacement of damages of any kind, and also of such damages which have not been incurred on the subject of delivery itself.

The place of fulfilment and place of jurisdiction are the district court or county court of Ravensburg.

The subjects of delivery shall remain the property of the supplier until all demands by the supplier resulting from the overall business relationship, including future claims and claims from simultaneous contracts or those closed subsequently, have been balanced. Should the orderer violate the contract, in particular through delayed payment, the supplier shall be authorised to take back the subjects of delivery. This shall not involve withdrawal from the contract by the supplier, in the same way as seizure by the supplier shall not involve withdrawal from the contract. The orderer shall inform the supplier immediately of seizure or other interventions by third parties. The property of the suppliers shall remain their property even if the subject of delivery is forwarded on to third parties or installed into other objects. The orderer shall transfer their claims against third parties to the supplier to the sum of the open claims, and obligates themselves to disclosing the transfer. If the value of the securities provided by the supplier exceeds the value of the claims to be secured by more than 25 %, the supplier shall be obligated to return the appropriate amount on request by the orderer.

The orderer shall have no rights to retention. Should they wish to transfer their claims to third parties, this may only be carried out after obtaining prior consent from the supplier.