General Terms And Conditions
1st validity of these conditions
The following conditions apply to the business relations to the customer under exclusion of all other business conditions with the customer. Agreements which will change these conditions or complete them, supplementary agreements as well as conditions of the customer are only effective if they are confirmed by us in writing. Sales representatives and agents are not allowed to grant or receive obligatory statements in our name.
2nd offers, documents
Our offers are without engagement. Technical details in leaflets, catalogues, printed matters, advertisements, circulars and price lists correspond to the stand at the time of printing them and are only approximate. The documents, which belong to our offer, do not guarantee the composition or durability of our performances. They are only for the information of the customer and may not be passed on to third parties.
3rd applications (orders)
Every application is definite for the customer. We are only engaged by our written confirmation. If the customer is, however, a non-merchant, the application is regarded as assumed if we do not decline the acceptance within 20 days.
4th prices and payment
All our prices are ex work Rüthen. Package, postage, freight and insurance are not included! We reserve the right to correct the prices according to § 313 BGB in case that the customer has got permanent contractual obligations if single cast factors are changing until we will change our performances. If this happens the price will change according to the changed cost factors. The prices at all contracts can be changed after an expiry of 4 months. Deliveries have to be paid purely net on our account within 14 days (the credit note is authoritative). Debtor’s agents, sales representatives, adviser and sales agents do not have any authority for collection and deferment agreements. The customer is neither allowed to hold on payment due to counter-claims, which are not based on the contract, nor to make compensation with denied or not yet legally based demands.
Non payment or circumstances which relies to a decrease of the terms of delivery and payment as well as to the financial standing of the customer causes immediately the maturity of all our demands. Incoming bills of exchange will no longer be accepted after this drastically step! In addition we are authorized to deliver only against payment in advance as well as to cancel the contract after appropriately extension of the contract. Further more we are allowed to require compensation. Place of performance for payments are the bank institutions listed in our invoice.
Smaller orders are charged with the following surcharges:
Orders smaller than EUR 50,00 = EUR 10,00 surcharge; Orders from EUR 50,01 until EUR 100,00 = EUR 7,50 surcharge.
Special constructions of our goods are allowed to have a quantity deviation, which is to 10 % on every delivery.
6th reservation of title
We reserve the property of the delivered goods until the customer has paid the product. However, in business relationships the customer receives the property of the goods as soon as all claims against him are settled. A possible processing is made for us by the customer. We acquire a co-ownership share at a height of the value of the goods if there is any further processing or connection with other goods. In case that the customer is a reseller it is allowed to sell the product by turnover businesses. All other disposals are forbidden to the reseller! The customer hands over the demands of the reselling in height of the invoice value of the reservation product on us. The customer is authorized to collect all the demands given up. The customer has to show the assignment to his debtors on our desire. This authorisation of the reservation products and to collect the demands given up is invalid in case that the terms of payment are not maintained, non payment is made as well as draft and check protest. In such cases we are authorized to take the reservation product into our possession. The customer bears the costs arising from this occurrence.Every forthcoming and performed access of third parties to the reservation goods or to the demands given up has to be made immediately by the customer. The customer bears all costs of interventions. If the value of the securities given us exceeds our demands by more than 20 %, we are obliged to release the mentioned securities on desire of the customer.
7th delivery dates, delay in delivery
In case that we are prevented to deliver by unpredictable or due to circumstances beyond our control, which are inevitable at reasonable care, on time, the delivery time will be extended adequately. New appointments have to be made mutual. The delivery time starts with the dispatch of our written confirmation, however not before the agreed receiving of payment in advance, not before collection of all documents required for handling of the order, not before clarification of all technical details. The customer is obliged to execute all the above-mentioned preconditions in order to assure an execution of the business on schedule. The delivery dates agreed are regarded as adhered if we acknowledged the readiness for rendering the service.
8th dispatch, danger transition
If the goods leave our premises every possible danger has to been taken over by the customer at the latest. This condition is also valid if the transportation is carried out with our own means of transportation.
If the delivery is delayed by circumstances beyond our control every possible danger has to be charged to the customer from the day of the readiness of dispatch. In case that the customer is not prepared to receive the consignment after readiness of dispatch immediately we are able to store the goods, if possible, on the risk of the customer. This storage does not release the customer from his financial obligation which starts with the time of providing the goods.
9th examination and claims of the goods
The customer has to examine the consignment immediately. Any Errors or defects of the goods has to be declaimed in writing 14 day after receiving the goods or delivery to the premises at the latest. If the customer does not complain about the product delivery and payment are regarded as approved. Hidden errors have to be reported 14 days after the discovery at the latest.
10th guarantee, liability for faulty goods
The period of warranty is 12 months. If the delivery/performance is unsatisfactory, the customer has the right for an improvement or a substitute delivery. We are authorized to refuse the improvement or the substitute delivery if it is connected with excessively high costs. If the error could not be removed by a second improvement, the customer can cancel the order or ask for a reduction in price and compensation, according to paragraph 11. The claims from liability for faulty goods expire if the customer does not grant us the necessary time and opportunity to eliminate the errors in the content of the normal business time (8 AM to 5 PM).The guarantee is invalid if defects appear from interventions of persons, who are not authorized by us. The guarantee mentioned will only be performed on the scale and in the height as if the product would be delivered to the domicile or to the premises of the customer. As far as the charges increases by the fact that the bought product is delivered to another place, the customer has to carry these additional costs.
11th other claims for compensation
Other claims for compensation of the customer against us and our debtor’s agents are excluded, especially a claim to a replacement of damages which have not been arisen at the products themselves. This is invalid in cases of the firm intention, the grossnegligence of the product or the lack of the promised quality. The mentioned clause appears as well as in cases in which products, which are used privately, will be adhered due to an error on the delivered product for persons or property damage, according to the product liability law.
12th clause of validity
In case that one single regulation of these conditions is or will get invalid the other agreements remain as effective ones.
13th place of jurisdiction, applicable law
Our place of jurisdiction is Arnsberg. The right of the Federal Republic of Germany is valid under the exclusion of the convention of the United Nations about the international purchasing of goods.
E.S.B. Engineering System Bau GmbH