GENERAL DELIVERY - AND PAYMENT
for use in transactions between businesses
There are only these terms Delivery- and payment. Terms and conditions of the customer are hereby rejected; they apply only to the extent, has expressly agreed in writing, the seller them.
Delivery is as in the offer confirmation of the seller indicated, wherein the textures contained therein specify the properties of the delivery item, and finally comprising. In particular, contained Seller public statements, of the manufacturer, its subsidiaries or third parties (z.B. Representations of product characteristics in public) No, these specifications additional or changing descriptions of the delivery item. Result of technical developments and changes in production processes become necessary design changes to the Seller are reserved. The diameters - information for cables subject to production-related fluctuations.
Partial deliveries are expressly recognized as lawful. More- or short deliveries of 15% remain the seller reserved. The supply of special cables are in production-related production lengths, where partial deliveries are also expressly recognized as lawful.
The seller does not assume any risk (Self supply reservation). He is entitled, to withdraw from the contract, insofar as it, in turn, does not receive the delivery despite previous conclusion of a corresponding purchase contract; the seller's responsibility for intent and negligence remains unaffected. The seller will inform the buyer immediately of the delayed availability of the delivered goods and, if he wants to resign, exercise the right of withdrawal immediately; the seller will reimburse the buyer the corresponding consideration immediately in case of withdrawal.
The dates and deadlines stated by the seller are not binding, unless expressly agreed in writing. This is especially true, if the seller agreed no fixed delivery dates, but merely confirmed, to deliver at the earliest possible date as it (as quickly as possible, immediately, or similar). In such cases, the seller from the buyer, Unless otherwise expressly agreed in writing, a delivery period of at least 6 conceded week, if it was not responsible for a delay. The buyer may ask the seller in writing two weeks after exceeding the non-binding delivery, to deliver within a reasonable period; upon receipt of the request, the seller is in default.
deliver- and service delays
If non-compliance due to force majeure, z.B. Mobilmachung, war turmoil, or similar, is not responsible by the seller events, z.B. Strike or lockout, attributable, the deadlines are extended to the times, during which the last predesignated event or its effects - this also applies, insofar as they occur with the supplier or subcontractor of the seller.
The seller is liable for delay of performance in cases of intent or the seller or a representative or employee gross negligence as well as a culpably caused damage to life, limb or health in accordance with statutory provisions.
In other cases, the delay is the seller's liability for damages in addition to performance on a total 4% and for compensation instead of performance (including the replacement of wasted expenditure) a total of 8% the value of the supply limited. Seller's other claims are - time set to power even after expiry of the seller - excluded, unless, the delay is based at least in gross negligence. The seller is entitled to partial deliveries at any time.
If the buyer is in default of acceptance and leads this to a delay in delivery, the seller may lump sum for each month (possibly. rata) a storage costs of 50,00 €, However, total limited to the value of the delivery, to calculate.
Transfer of Risk
The risk is transferred to the buyer, soon as the consignment has been handed over to the person performing the transport or has left the warehouse of the seller for shipping purposes. If the shipment through no fault of the seller becomes impossible, the risk with the notification of readiness for shipment to the buyer.
The buyer shall pay the costs of shipping from the place of business of the seller, unless, they exceed a reasonable proportion to the value of the delivery item.
Retention of title
The delivery item until full settlement of all due to him towards the buyer from the business relationship property of the seller.
The buyer is permitted, to process the Product or to mix with other objects or to connect. The processing, Mixing or combining (together ': or "processing". "Processed") carried out for the seller; the resulting from a processing object is referred to as "virgin". The buyer keeps the new product for the seller with the diligence of a prudent businessman.
When processing with other, not belonging to the Seller the Seller co-ownership of the new goods in proportion to the amount of the, which results from the ratio of the value of the processed delivery item to the value of the processed goods at the time of processing. If the buyer acquires sole ownership of the new goods, Sellers and buyers also agree, that the buyer gives the seller co-ownership of the new goods in proportion to the value of the processed delivery item to the other processed goods at the time of processing.
In the event of the sale of the delivery item or the new goods the buyer hereby assigns his claim from the resale against the customer with all ancillary rights to the Contractor from, without the need for any further declarations. The assignment is including any balance claims. However, the assignment is valid only for the amount, the price which by the Vendor invoice of the delivered goods corresponds. The assigned the seller share of the claim is primarily to satisfy.
the buyer connects the delivery item or processed goods with real estate or movable property, he shall, without the need for further declarations, his Forderunng, it deserves as compensation for the connection, for security purposes or with all ancillary rights in the amount of the ratio of the value of the delivered goods. the new goods to the other combined goods at the time of connection to the Seller.
Until further notice, the buyer is entitled to collect the assigned in this retention of title claims. The buyer will forward made on the assigned claims payments up to the amount of the secured claim to the seller immediately. For good cause, in particular default, payments, Opening a bankruptcy or justified evidence of excessive debts or impending inability to pay the Buyer, the seller is entitled, to revoke the authority of the purchaser. In addition, the seller can set the security assignment open within a reasonable time after prior warning, utilize the assigned claims and demand the disclosure of the assignment by the client to the customer.
In a justified interest the Buyer shall provide the seller with the information required to assert its rights against the customer and hand over the necessary documents.
During the retention of title the buyer a pledge or collateral assignment is prohibited. The resale is only resellers in the ordinary course of business and allowed only on the condition, that the payment of the equivalent value of the delivery item is effected to the seller. The buyer also has to be agreed with the customer, that only with this payment the purchaser acquires ownership. In case of seizure, Seizure or other act of intervention by third parties, the buyer must notify the seller immediately.
If the realizable value of all security, the purchaser is entitled, the amount of all secured claims by more than ten percent exceeds, the seller will release on request of the buyer a corresponding part of the security. The seller is the choice in releasing security interest to.
In breach of duty of the buyer, especially for late payment, the seller is entitled, even without setting a deadline, or the return of the delivered object. to require the new goods and / or to withdraw from the contract; the buyer is obliged to surrender. The request to surrender the delivery item or. the virgin is no cancellation of the seller, unless, this is explicitly stated.
The settlement of the accounts of the seller and the eventual granting of discount is the same as in the offer confirmation indicated, provided that no indication has been made, the purchase price was paid in full upon delivery is due. The buyer does not need further explanation of the seller seven days after delivery in default, if he is not paid. If the buyer is in default, the seller is entitled, be calculated from the relevant point in time annual interest at the rate of eight percentage points above the base rate.
A contract may subject the seller of the advance payments. this does not happen, can be done with a bill of delivered part of the goods and then asked for non-payment advance from further delivery only for partial deliveries. Legal consequences of default are not affected by these regulations.
The seller is entitled, despite anything to the contrary by the purchaser, to offset payments on previous debts. If costs and interest have been incurred, he is entitled, the payment first to the costs, then the interest, and finally against the main performance. A payment shall be deemed made, if the seller can dispose of the amount, So if in the case of transfers or check payments, the final value subject is in favor of the seller.
The buyer is to set off, Retention or reduction, even if complaints or counterclaims are asserted, only entitled, are if the counterclaims legally established or undisputed strengthens.
Seller warrants, that the products are free from manufacturing- and material defects. The warranty period is 12 months. The warranty period begins on the date of delivery.
be working- not followed and maintenance instructions, vogenommen changes to the products, parts replaced or consumables used, do not meet the original specifications, eliminates any warranty.
The buyer is obliged, obvious defects within seven days after receipt of the goods to the seller in writing; to meet the deadline to send the display within the time limit. defects, which can not be detected by a thorough examination within this period, the seller must be notified in writing immediately after discovery.
The shortcomings are as detailed as possible to describe the buyer; the offer number is to be designated.
the buyer indicates a lack, which does not exist according to the review of the seller, and had the buyer when viewing note of the non-existence of the defect or he was due to negligence in error here over, the buyer has to pay for damages caused to the Seller. The buyer is entitled to prove, that the lack displayed but there is. As part of the foregoing, the seller is entitled in particular, the expenses incurred by the Seller, as for the investigation of the case or requested by the customer repair, paid by the buyer to demand.
Case of justified complaints the seller has the right to three attempts at rectification, However, it may alternatively also make replacement at its option. A compensation takes the place of one of the attempts to rectify, so that for example after two unsuccessful attempts to rectify replacement is made or reworked for an immediate compensation twice. As part of the authorization of the complaint the warranty is with regard to necessary utilities, as freight costs, cost to the purchaser. However, this does not then, if an inspection at the express request of the buyer, meeting, done test or the like at the seat of the buyer. These costs are to be reimbursed by the purchaser even with authorization of the complaint. If the seller on a complaint by the Buyer,, at the request of the seller, receives returned goods, the seller accepts the goods exclusively for consideration of the complaint. This acceptance of the goods for inspection of defects is not an acknowledgment of the complaint is to be seen. The buyer sends the seller goods shall be returned and raises the complaint as unfounded out, the goods need not be resubmitted to him. It is then at the risk of the buyer to the seller. Hitting the repair attempts fail after a reasonable period, the buyer can demand either withdrawal or reduction.
A liability for normal wear and tear.
Warranty claims are only entitled to the buyer and are not transferable.
Any further warranty claims are expressly excluded with the exception of compensation claims, resulting from accurate as, intended to protect the buyer against the risk of consequential damage. However, this requires the written assurance of properties.
The seller has defects of delivery, He Weche by third parties related and forwards unchanged to the purchaser, not responsible for; the responsibility for intent or gross negligence is not affected. A change of the burden to the detriment of the buyer is not connected with the above regulations.
A guarantee for the suitability of the products of the supplier for the intended use by the buyer can not be accepted. Application proposals are given in good faith. However, they are not binding and do not release the buyer from his own examinations. In no case a liability for damage or harm can be deduced from you.
Claims for damages from delay, Impossibility of performance, positive violation, Negligence in contracting and tort are - if legally permissible - excluded, unless the damage was not caused by willful or gross negligence of the seller. This limitation of liability applies to the same extent for the fulfillment- and the seller assistants.
choice of law / Fulfillment and jurisdiction
German law applies without the rules of conflict of laws principles and excluding the UN for the legal relations of parties - Sale of Goods.
Performance and jurisdiction for both parties is Stuttgart / Federal Republic of Germany.
Verbal agreements are not met at the time the contract is concluded. For subsequent agreements made in writing is required.
Even with legal unenforceability of individual contractual points this general Delivery- and payment the remaining parts of the contract legally binding.