Our terms and conditions of sale and delivery apply exclusively. We do not recognize any terms and conditions of the customer that conflict with or deviate from our terms and conditions of sale unless we have expressly agreed to their validity in writing. Our terms and conditions of sale also apply if we carry out the delivery to the customer without reservation despite being aware of the customer's terms and conditions that conflict with or deviate from our terms and conditions of sale.
All offers we make are non-binding and may be revoked by us at any time until the order confirmation is received by the purchaser.
Orders are only considered accepted after written order confirmation. Our written order confirmation is decisive for the scope and conditions of delivery. Deviations in the order confirmation from previously made agreements are considered approved if the customer does not object in writing within two business days of receipt. We reserve the right to deviate from the agreed scope of services due to changes in mandatory legal or technical standards. We will consider customer requests for changes to the content of the services to be provided after conclusion of the contract (e.g., conversion or expansion work) within the scope of our operational capacities and only against separate remuneration in accordance with our separate offer or our prices valid at the time the change requests are accepted.
We reserve ownership and copyright to any illustrations, drawings, or other documents received by the customer prior to the conclusion of the contract. They may not be made accessible to third parties. The customer requires our express written consent before passing them on to third parties. Unless expressly agreed otherwise, we are not obligated to verify the accuracy of the information and materials provided by the customer. For machines manufactured according to specifications, drawings, or sketches provided by the customer, we are not liable for any infringements of third-party intellectual property rights. If third parties assert claims against us in this regard, the customer must fully indemnify us against such claims.
Our prices do not include VAT. Unless otherwise agreed, the prices quoted are ex works, excluding packaging, transport, transport insurance, assembly, or commissioning. We reserve the right to charge the prices valid on the date of delivery if delivery is to take place later than four months after order confirmation. This applies in particular if material prices, wages, or other cost factors have increased since the conclusion of the contract, or if circumstances beyond our control make production or distribution more expensive.
Unless otherwise agreed, payment is to be made in cash without any deductions, namely: 1/3 of the delivery value upon ordering, 1/3 of the delivery value upon notification of readiness for shipment by us, and 1/3 30 days after the invoice date. Only cash payments and bank transfers are considered cash payments. If the customer defaults on payment, we are entitled to demand default interest at a rate of 3 percent per annum above the statutory default interest rate. If we are able to prove higher damages caused by the delay, we are entitled to claim these. The customer reserves the right to prove lower damages. In addition, if the customer defaults on payment, all claims, including deferred claims, become immediately due.
The customer is only entitled to rights of set-off or retention if his counterclaims have been legally established, are undisputed, or have been acknowledged by us. Furthermore, he is only entitled to exercise a right of retention to the extent that a counterclaim is based on the same contractual relationship.
The delivery period begins with the dispatch of the order confirmation. It is met if the delivery item has left the factory or readiness for dispatch has been communicated by the expiry of the delivery period. Changes to the scope of services agreed with the customer will result in the cancellation of agreed delivery dates and deadlines, unless otherwise agreed. Compliance with our delivery obligation presupposes the timely or proper fulfillment of the customer's obligations (e.g., timely receipt of agreed down payments, timely provision of documents, approvals, technical information regarding workpieces or workpiece samples to be provided by the customer). Our delivery period shall be extended appropriately if the customer fails to fulfill its obligations on time or properly or if unforeseen obstacles arise (as of February 1, 2021), regardless of whether they occur at our factory or at our subcontractors (e.g., operational disruptions, strikes, delays in the delivery of raw materials, etc.). We are not responsible for the aforementioned circumstances, even if they arise during an existing delay. Partial deliveries are permitted provided that complete units or independent individual components are delivered.
If it is contractually agreed that the delivery item is to be installed by us at a location specified by the customer, the following applies: All construction work (including energy supply) must be completed before installation begins to such an extent that installation can begin immediately after delivery and be carried out without interruption. The customer must provide a dry, well-lit and lockable room for the storage of machine parts, materials, tools, etc. For installation, the customer must provide, at its own expense, auxiliary personnel and other equipment and supplies required for installation and commissioning. The customer must reimburse the costs of travel and accommodation as well as the daily rates applicable at the time of installation for the employees deployed by us. Clause 8, Paragraph 2 applies accordingly to delays in installation.
In the event of delay due to simple negligence, our liability is limited to the damage typical for the contract and reasonably foreseeable for us, or to the typical contractual expenses incurred by the customer. These claims are further limited to 25% of the net delivery value. If delivery is delayed after the due date, the customer may set us a reasonable deadline for delivery; if this deadline expires without result, the customer is entitled to withdraw from the contract. As long as the customer has not notified us of withdrawal, we are entitled to fulfillment even after the deadline set by the customer has expired. The customer is obligated to immediately take all measures to mitigate the damage. Payment of any agreed contractual penalty shall be void if the customer defaults on an obligation incumbent upon him.
If the purchaser defaults on acceptance or if the production time is delayed because the purchaser fails to fulfill their obligations, or if shipping is delayed at the purchaser's request, the purchaser will be charged a flat rate of half a percent of the invoice amount for each week for storage costs. The purchaser is free to provide evidence of lower costs. The risk of accidental loss or accidental deterioration of the purchased item passes to the purchaser at the time the purchaser defaults on acceptance. Shipping is always at the purchaser's expense and risk ex works, even when deliveries are made using the company's own vehicles. Packaging is charged at cost. At the purchaser's request, we will insure the shipment against breakage, transport, fire, and water damage at the purchaser's expense.
The delivered goods remain our property until all our claims arising from the business relationship with the customer have been paid in full, including any future claims. If the value of the securities provided by the retention of title exceeds our secured claim by 20%, we will release the goods at the customer's request and at our discretion. Until full payment has been made, the goods may not be pledged or assigned as security without our consent. If they are resold, this may only be done subject to retention of title. Processing or transformation is always carried out for us as the manufacturer, but without obligation for us. If our co-ownership expires through combination, it is hereby agreed that the customer's (co-)ownership of the unified item shall pass to us pro rata in value. It is agreed that upon resale, all claims of the customer against its customers, in particular for payments of the purchase price, are assigned to us. The customer must notify us immediately if third parties wish to assert rights to the reserved goods, in particular if attachments occur. The customer shall bear the costs incurred by us for measures to remedy such interference, in particular for intervention proceedings, unless they can be recovered from the other party. The customer is obligated, upon our request, to send us a list of the goods subject to retention of title still in existence, their whereabouts, and the claims against third-party debtors, along with copies of the invoices. The assertion of the retention of title and the seizure of the delivery item by us shall not be considered a withdrawal from the contract.
1. We are liable for material and legal defects in newly manufactured goods as follows:
a) Unless otherwise provided below, we are liable for material and legal defects for a period of 12 months from the transfer of risk. Notwithstanding sentence 1, the statutory warranty period applies if there is a legal defect that consists in a third-party right in rem, based on which the return of the goods can be demanded. The statutory warranty period also applies in the case of intent and gross negligence, provided that we have fraudulently concealed a defect or have provided a durability or quality guarantee for the goods. Status: February 1, 2021
b) The purchaser must report obvious defects immediately, but no later than two weeks after delivery. Other defects must be reported immediately upon discovery. The notification must be made in writing and must include a comprehensible description of the defect. The warranty is void for defects not reported in a timely manner.
c) We are entitled, at our discretion, to remedy defects within a reasonable period of time by repair or by delivery of defect-free goods. We are entitled to make such modifications to the goods as become necessary due to defects, provided that the contractual performance is not altered more than insignificantly. The affected parts must be sent to us upon our request. We will bear the costs required for the repair or replacement if the complaint proves to be justified. If the costs increase because the goods – if the customer is the end user – are transported to a location other than the agreed delivery address or are used improperly, or – if the customer is a dealer – the goods are transported outside the EU or are used improperly, the additional costs shall be borne by the customer. Machines or machine parts that we exchange, repair, or replace under the warranty are not subject to a separate warranty. The warranty for replacements provided expires upon expiration of the warranty period for the originally delivered goods.
d) If the rectification of defects ultimately fails, the customer may, in accordance with statutory provisions, demand a reduction in the price or withdraw from the order in question. Withdrawal is excluded in the case of only an insignificant reduction in the value or suitability of the goods, as well as if the customer is in default of acceptance or is primarily responsible for the defect. The parties agree that, due to the complexity of the goods, more than two attempts at rectification may be necessary to rectify the defect.
e) As long as the customer has not notified us of withdrawal, we are entitled to fulfillment even after the expiry of the deadline set by the customer.
f) Any claims for damages or reimbursement of expenses by the customer are limited – except in cases of intent or gross negligence – to compensation for such damages or expenses that were typically foreseeable.
g) If it turns out that a warranty claim did not exist, the customer must pay for the services provided by us according to our general prices valid at the time the service was provided. Liability for defects does not apply to natural wear and tear, nor to damage resulting from improper handling or excessive use by the customer. Any modifications or repairs made by the customer or third parties without our prior written consent will void our liability unless the customer proves that the defect was not caused by the modification. The customer must grant us the necessary time and opportunity during normal business hours, free of charge, to carry out all modifications or repairs we deem necessary, as well as to supply spare parts, and, at our request, provide us with a reasonable number of assistants. Otherwise, we are released from the warranty obligation, and the customer is obligated to fully settle all outstanding claims. The customer is obligated to carry out repairs himself, to a reasonable extent, in accordance with our instructions.
h) If the customer defaults on payment obligations under this contract, this releases us from any warranty obligation for the duration of the default.
2. We are liable for material defects and defects of title in used goods as follows:
a) Unless otherwise agreed, we are only liable for material defects and defects of title in used goods in the event of intent or gross negligence, as well as for the fulfillment of any durability or condition guarantees granted by us.
In the event of unforeseen events or if it subsequently becomes impossible to execute the order, we reserve the right to withdraw from the contract in whole or in part. If, after conclusion of the purchase contract, we become aware that the customer is in financial difficulty, we may demand security for the consideration or withdraw from the contract, taking into account the expenses we have incurred.
Unless otherwise provided in these Terms and Conditions of Sale and Delivery, our liability for breaches of duty is limited as follows:
a) We are liable without limitation for intent and gross negligence on our part, our legal representatives or vicarious agents as well as for damages resulting from injury to life, body or health, as of February 1, 2021, which are based on a breach of duty for which we, our legal representatives or vicarious agents are responsible.
b) For other culpable breaches of material contractual obligations, we shall be liable in principle, regardless of the legal basis. Any statutory right of withdrawal of the customer remains unaffected; however, we shall otherwise be liable only to the amount of the typically foreseeable damage or expenses.
c) Otherwise, liability is excluded.
d) To the extent that we are liable under paragraph b), our liability is limited to the amount covered by our business liability insurance.
e) The above limitations of liability also apply to our employees.
f) The provisions of the Product Liability Act remain unaffected.
No verbal side agreements have been made. Changes to the contractual agreements are only valid if confirmed in writing.
The contract remains binding even if individual provisions are invalid. The invalid provision shall then be replaced or supplemented in such a way that its intended economic purpose is achieved.
The place of jurisdiction for all disputes arising from this contract is Limburg. Furthermore, we are entitled to sue the customer at his or her place of jurisdiction.
This contract is governed by the laws of the Federal Republic of Germany. The applicability of the UN Convention on Contracts for the International Sale of Goods is excluded.
Our terms and conditions of sale and delivery apply exclusively. We do not recognize any terms and conditions of the customer that conflict with or deviate from our terms and conditions of sale unless we have expressly agreed to their validity in writing. Our terms and conditions of sale also apply if we carry out the delivery to the customer without reservation despite being aware of the customer's terms and conditions that conflict with or deviate from our terms and conditions of sale.
All offers we make are non-binding and may be revoked by us at any time until the order confirmation is received by the purchaser.
Orders are only considered accepted after written order confirmation. Our written order confirmation is decisive for the scope and conditions of delivery. Deviations in the order confirmation from previously made agreements are considered approved if the customer does not object in writing within two business days of receipt. We reserve the right to deviate from the agreed scope of services due to changes in mandatory legal or technical standards. We will consider customer requests for changes to the content of the services to be provided after conclusion of the contract (e.g., conversion or expansion work) within the scope of our operational capacities and only against separate remuneration in accordance with our separate offer or our prices valid at the time the change requests are accepted.
We reserve ownership and copyright to any illustrations, drawings, or other documents received by the customer prior to the conclusion of the contract. They may not be made accessible to third parties. The customer requires our express written consent before passing them on to third parties. Unless expressly agreed otherwise, we are not obligated to verify the accuracy of the information and materials provided by the customer. For machines manufactured according to specifications, drawings, or sketches provided by the customer, we are not liable for any infringements of third-party intellectual property rights. If third parties assert claims against us in this regard, the customer must fully indemnify us against such claims.
Our prices do not include VAT. Unless otherwise agreed, the prices quoted are ex works, excluding packaging, transport, transport insurance, assembly, or commissioning. We reserve the right to charge the prices valid on the date of delivery if delivery is to take place later than four months after order confirmation. This applies in particular if material prices, wages, or other cost factors have increased since the conclusion of the contract, or if circumstances beyond our control make production or distribution more expensive.
Unless otherwise agreed, payment is to be made in cash without any deductions, namely: 1/3 of the delivery value upon ordering, 1/3 of the delivery value upon notification of readiness for shipment by us, and 1/3 30 days after the invoice date. Only cash payments and bank transfers are considered cash payments. If the customer defaults on payment, we are entitled to demand default interest at a rate of 3 percent per annum above the statutory default interest rate. If we are able to prove higher damages caused by the delay, we are entitled to claim these. The customer reserves the right to prove lower damages. In addition, if the customer defaults on payment, all claims, including deferred claims, become immediately due.
The customer is only entitled to rights of set-off or retention if his counterclaims have been legally established, are undisputed, or have been acknowledged by us. Furthermore, he is only entitled to exercise a right of retention to the extent that a counterclaim is based on the same contractual relationship.
The delivery period begins with the dispatch of the order confirmation. It is met if the delivery item has left the factory or readiness for dispatch has been communicated by the expiry of the delivery period. Changes to the scope of services agreed with the customer will result in the cancellation of agreed delivery dates and deadlines, unless otherwise agreed. Compliance with our delivery obligation presupposes the timely or proper fulfillment of the customer's obligations (e.g., timely receipt of agreed down payments, timely provision of documents, approvals, technical information regarding workpieces or workpiece samples to be provided by the customer). Our delivery period shall be extended appropriately if the customer fails to fulfill its obligations on time or properly or if unforeseen obstacles arise (as of February 1, 2021), regardless of whether they occur at our factory or at our subcontractors (e.g., operational disruptions, strikes, delays in the delivery of raw materials, etc.). We are not responsible for the aforementioned circumstances, even if they arise during an existing delay. Partial deliveries are permitted provided that complete units or independent individual components are delivered.
If it is contractually agreed that the delivery item is to be installed by us at a location specified by the customer, the following applies: All construction work (including energy supply) must be completed before installation begins to such an extent that installation can begin immediately after delivery and be carried out without interruption. The customer must provide a dry, well-lit and lockable room for the storage of machine parts, materials, tools, etc. For installation, the customer must provide, at its own expense, auxiliary personnel and other equipment and supplies required for installation and commissioning. The customer must reimburse the costs of travel and accommodation as well as the daily rates applicable at the time of installation for the employees deployed by us. Clause 8, Paragraph 2 applies accordingly to delays in installation.
In the event of delay due to simple negligence, our liability is limited to the damage typical for the contract and reasonably foreseeable for us, or to the typical contractual expenses incurred by the customer. These claims are further limited to 25% of the net delivery value. If delivery is delayed after the due date, the customer may set us a reasonable deadline for delivery; if this deadline expires without result, the customer is entitled to withdraw from the contract. As long as the customer has not notified us of withdrawal, we are entitled to fulfillment even after the deadline set by the customer has expired. The customer is obligated to immediately take all measures to mitigate the damage. Payment of any agreed contractual penalty shall be void if the customer defaults on an obligation incumbent upon him.
If the purchaser defaults on acceptance or if the production time is delayed because the purchaser fails to fulfill their obligations, or if shipping is delayed at the purchaser's request, the purchaser will be charged a flat rate of half a percent of the invoice amount for each week for storage costs. The purchaser is free to provide evidence of lower costs. The risk of accidental loss or accidental deterioration of the purchased item passes to the purchaser at the time the purchaser defaults on acceptance. Shipping is always at the purchaser's expense and risk ex works, even when deliveries are made using the company's own vehicles. Packaging is charged at cost. At the purchaser's request, we will insure the shipment against breakage, transport, fire, and water damage at the purchaser's expense.
The delivered goods remain our property until all our claims arising from the business relationship with the customer have been paid in full, including any future claims. If the value of the securities provided by the retention of title exceeds our secured claim by 20%, we will release the goods at the customer's request and at our discretion. Until full payment has been made, the goods may not be pledged or assigned as security without our consent. If they are resold, this may only be done subject to retention of title. Processing or transformation is always carried out for us as the manufacturer, but without obligation for us. If our co-ownership expires through combination, it is hereby agreed that the customer's (co-)ownership of the unified item shall pass to us pro rata in value. It is agreed that upon resale, all claims of the customer against its customers, in particular for payments of the purchase price, are assigned to us. The customer must notify us immediately if third parties wish to assert rights to the reserved goods, in particular if attachments occur. The customer shall bear the costs incurred by us for measures to remedy such interference, in particular for intervention proceedings, unless they can be recovered from the other party. The customer is obligated, upon our request, to send us a list of the goods subject to retention of title still in existence, their whereabouts, and the claims against third-party debtors, along with copies of the invoices. The assertion of the retention of title and the seizure of the delivery item by us shall not be considered a withdrawal from the contract.
1. We are liable for material and legal defects in newly manufactured goods as follows:
a) Unless otherwise provided below, we are liable for material and legal defects for a period of 12 months from the transfer of risk. Notwithstanding sentence 1, the statutory warranty period applies if there is a legal defect that consists in a third-party right in rem, based on which the return of the goods can be demanded. The statutory warranty period also applies in the case of intent and gross negligence, provided that we have fraudulently concealed a defect or have provided a durability or quality guarantee for the goods. Status: February 1, 2021
b) The purchaser must report obvious defects immediately, but no later than two weeks after delivery. Other defects must be reported immediately upon discovery. The notification must be made in writing and must include a comprehensible description of the defect. The warranty is void for defects not reported in a timely manner.
c) We are entitled, at our discretion, to remedy defects within a reasonable period of time by repair or by delivery of defect-free goods. We are entitled to make such modifications to the goods as become necessary due to defects, provided that the contractual performance is not altered more than insignificantly. The affected parts must be sent to us upon our request. We will bear the costs required for the repair or replacement if the complaint proves to be justified. If the costs increase because the goods – if the customer is the end user – are transported to a location other than the agreed delivery address or are used improperly, or – if the customer is a dealer – the goods are transported outside the EU or are used improperly, the additional costs shall be borne by the customer. Machines or machine parts that we exchange, repair, or replace under the warranty are not subject to a separate warranty. The warranty for replacements provided expires upon expiration of the warranty period for the originally delivered goods.
d) If the rectification of defects ultimately fails, the customer may, in accordance with statutory provisions, demand a reduction in the price or withdraw from the order in question. Withdrawal is excluded in the case of only an insignificant reduction in the value or suitability of the goods, as well as if the customer is in default of acceptance or is primarily responsible for the defect. The parties agree that, due to the complexity of the goods, more than two attempts at rectification may be necessary to rectify the defect.
e) As long as the customer has not notified us of withdrawal, we are entitled to fulfillment even after the expiry of the deadline set by the customer.
f) Any claims for damages or reimbursement of expenses by the customer are limited – except in cases of intent or gross negligence – to compensation for such damages or expenses that were typically foreseeable.
g) If it turns out that a warranty claim did not exist, the customer must pay for the services provided by us according to our general prices valid at the time the service was provided. Liability for defects does not apply to natural wear and tear, nor to damage resulting from improper handling or excessive use by the customer. Any modifications or repairs made by the customer or third parties without our prior written consent will void our liability unless the customer proves that the defect was not caused by the modification. The customer must grant us the necessary time and opportunity during normal business hours, free of charge, to carry out all modifications or repairs we deem necessary, as well as to supply spare parts, and, at our request, provide us with a reasonable number of assistants. Otherwise, we are released from the warranty obligation, and the customer is obligated to fully settle all outstanding claims. The customer is obligated to carry out repairs himself, to a reasonable extent, in accordance with our instructions.
h) If the customer defaults on payment obligations under this contract, this releases us from any warranty obligation for the duration of the default.
2. We are liable for material defects and defects of title in used goods as follows:
a) Unless otherwise agreed, we are only liable for material defects and defects of title in used goods in the event of intent or gross negligence, as well as for the fulfillment of any durability or condition guarantees granted by us.
In the event of unforeseen events or if it subsequently becomes impossible to execute the order, we reserve the right to withdraw from the contract in whole or in part. If, after conclusion of the purchase contract, we become aware that the customer is in financial difficulty, we may demand security for the consideration or withdraw from the contract, taking into account the expenses we have incurred.
Unless otherwise provided in these Terms and Conditions of Sale and Delivery, our liability for breaches of duty is limited as follows:
a) We are liable without limitation for intent and gross negligence on our part, our legal representatives or vicarious agents as well as for damages resulting from injury to life, body or health, as of February 1, 2021, which are based on a breach of duty for which we, our legal representatives or vicarious agents are responsible.
b) For other culpable breaches of material contractual obligations, we shall be liable in principle, regardless of the legal basis. Any statutory right of withdrawal of the customer remains unaffected; however, we shall otherwise be liable only to the amount of the typically foreseeable damage or expenses.
c) Otherwise, liability is excluded.
d) To the extent that we are liable under paragraph b), our liability is limited to the amount covered by our business liability insurance.
e) The above limitations of liability also apply to our employees.
f) The provisions of the Product Liability Act remain unaffected.
No verbal side agreements have been made. Changes to the contractual agreements are only valid if confirmed in writing.
The contract remains binding even if individual provisions are invalid. The invalid provision shall then be replaced or supplemented in such a way that its intended economic purpose is achieved.
The place of jurisdiction for all disputes arising from this contract is Limburg. Furthermore, we are entitled to sue the customer at his or her place of jurisdiction.
This contract is governed by the laws of the Federal Republic of Germany. The applicability of the UN Convention on Contracts for the International Sale of Goods is excluded.