Terms and conditions of sale, delivery and payment
For all legal transactions with us, the following terms of sale, delivery and payment apply exclusively. Conditions of the buyer which contradict our conditions are not binding for us, unless we expressly accept these conditions in writing.
2. Written form
All agreements must be in writing. Additional agreements and other conditions are only valid if they have been confirmed by us in writing.
Written and oral orders are only binding for us if we have accepted them with a written “order confirmation”.
a) Our prices are ex works Plattenhardt, Germany, strictly net, unless otherwise agreed. The statutory value added tax to be paid by the purchaser is not included; we charge the VAT rate valid at the time of delivery.
b) If the purchase price is fixed in a foreign currency and a change in currency parity occurs between the conclusion of the purchase and payment, we shall be entitled to at least the amount corresponding to the purchase price in German currency at the time of conclusion of the contract.
5. Delivery time
a) The delivery time stated by us is approximate. It begins with the day of issue of the order confirmation. Delivery is the day of loading or, if we do not ship ourselves, the day of readiness for shipment.
b) Within the delivery period we are entitled to make partial deliveries.
6. Delivery quantity, weight determination
a) We are entitled to exceed or fall short of the agreed delivery quantity by 2%. The delivery price does not change as a result.
(b) If the quantity is marked with “approx.” or “and the like”, the buyer may not object to under- or overweights of up to 5%. The price depends on the quantity delivered.
c) Custom-made products will be reconciled to the desired quantity if possible. In this case, over- or underweights of more than 5% are permitted. The price depends on the quantity delivered.
7. Right of withdrawal in case of force majeure
In case of natural disasters, riots, official measures, transport disruptions, strikes, lock-outs, operational disruptions, both in our jurisdiction and in the jurisdiction of our suppliers, we chave the right to withdraw from the contract in whole or in part or execute it at another time, without the purchaser having the right to make any claims against us.
8. Transport risk
When the goods leave our factory, regardless of whether the transport is carried out by forwarding agent, rail or self-collection vehicle and in the case of freight-free delivery, the transport and all other risks are transferred to the buyer. This also applies to transport with our own vehicles, unless we are grossly at fault in the selection of the driver or the provision of the vehicle.
9. Notice of defects
a) Complaints can only be considered by us if they are made within 8 days after receipt of the delivery by the buyer.
b) If the reduced value is not higher than 5% of the value of the goods, the buyer is only entitled to a reduction of the purchase price. In this case, however, we are also entitled to take back the goods and to immediately deliver a replacement at the agreed prices and conditions. We shall bear any expenses incurred in this connection.
c) If the reduced value is higher than 5%, we are entitled to clarify within a period of 3 business days after receipt of the notification of the reduced value whether we will immediately make a replacement delivery. If we do not make use of this right within this period, the buyer can aa) take over the goods with deduction of the reduced value or bb) demand cancellation of the contract. If the buyer demands cancellation of the contract, we are entitled to immediately deliver a replacement at the agreed prices and conditions.
d) Further claims of the buyer, in particular for direct or indirect damages, are excluded.
In the event of a notification of defects, we are entitled to have a subsequent sampling of the delivered goods carried out by a sworn certified metal sampler within 10 days. Both parties are entitled to be present at the sampling or to be represented. Sampling and analysis shall be carried out in accordance with the latest edition of EN ISO 11125.
11. Exclusion of claims for damages
Claims of the buyer for compensation for direct or indirect damage, regardless of the legal basis, are excluded, unless we have caused the damage intentionally or through gross negligence.
12. Retention of title
a) We retain title to the delivered goods until the purchase price has been paid in full, including all ancillary claims arising from all our transactions with the buyer.
b) The buyer is obliged to store the goods belonging to us in separate, appropriately marked batches.
c) The goods shall be insured against fire and other damages in the usual manner.
d) Disposal of the delivered goods outside the ordinary course of business, e.g.pledging or transfer of ownership by way of chattel mortgage is prohibited for the buyer until our total claim has been fulfilled.
e) The purchaser must inform us immediately of any seizure of our goods.
f) The buyer is entitled to resell the goods in the ordinary course of business after full payment and to deliver them to his buyer. All claims which the buyer acquires from the resale or transfer of the delivered goods to third parties are, as long as we have claims against the buyer, assigned to us in advance to secure our claims. We are entitled at any time to demand a list of the goods delivered under retention of title and the claims arising from the resale. The list must contain the address of the third-party purchaser, the amount of the purchase price and the date of the purchase transaction.
13. Use of the delivered goods
a) Unless otherwise agreed, the goods may only be used in the buyer’s business. This does not apply to dealers.
b) Non-contractual use of the goods entitles us to claim damages or to withdraw from the contract.
14. Terms of payment
a) Payment must be made within 30 days of receipt of the goods. If the invoice is issued later, payment is due 30 days after receipt of the invoice. Cheques and bills of exchange are only accepted subject to encashment or discounting. In the case of payment by bill of exchange, costs for discounting and collection shall be borne by the buyer.
b) If the buyer is in default of payment, we can demand interest on arrears as we would have to pay if we had taken out a bank loan. Furthermore, we are entitled to withhold further deliveries.
c) If changes occur in the buyer’s circumstances which affect his creditworthiness, we are entitled to demand that the buyer provide security for our claims.
15. Prohibition of assignment
The buyer may only assign the rights from the contract with our written consent.
16. Customer advisory service
We provide customer advisory services free of charge, unless otherwise agreed. The advice given is not binding and we exclude any liability for it.
17. Place of performance, place of jurisdiction and applicable law
Place of performance and place of jurisdiction is – as far as legally permissible – Stuttgart. Unless otherwise agreed, the statutory provisions of the Federal Republic of Germany shall apply exclusively, excluding the uniform international law on sales.
18. Partial invalidity
Should any provision of these Terms and Conditions of Sale, Delivery and Payment or any other contractual provision be invalid, the remaining Terms and Conditions of Sale, Delivery and Payment and the remaining contractual provisions shall remain in effect. In this case, the buyer and we undertake to replace the invalid provision by a provision which is equivalent in its economic result.