- Validity of the general terms and conditions
These General Terms and Conditions of Business and Delivery shall apply to all contracts concluded between the Company and the Purchaser as well as to all other agreements made within the scope of the business relationship. General terms and conditions of the Customer shall expressly not become part of the contract, even if they are not expressly contradicted by the Company. In the event that the Customer does not wish to accept the following general terms and conditions of business and delivery, he must notify the Company of this in writing in advance.
- Terms of payment and prices
All invoices of the company are payable within ten days from the date of invoice. The date of receipt of payment by the company is decisive. In case of default, the company is entitled to withhold further deliveries and services. In the event of default in payment by the Customer, the Company shall be entitled to charge interest at a rate of 5% above the base interest rate applicable at the time. All prices are exclusive of the respective statutory value added tax. The company is entitled to make partial deliveries.
- Delivery and shipping
All offers are subject to change. Delivery only while stocks last. Alle von der Firma genannten Liefertermine sind unverbindliche Liefertermine, es sei denn, dass ein Liefertermin ausdrücklich schriftlich bindend vereinbart wird. If the Purchaser demands changes or additions to the order after the order has been placed or if other circumstances occur which make it impossible for the Company to meet the delivery date, although the Company is not responsible for these circumstances, the delivery date shall be postponed by a reasonable period of time. If the Company is prevented from timely fulfillment of the contract, e.g. due to procurement, manufacturing or delivery disruptions at the Company or at its suppliers, the general principles of law shall apply with the proviso that the Customer may set a grace period of six weeks after the expiration of one month. If non-compliance with a binding delivery date is demonstrably due to mobilization, war, riot, strike or lockout or other circumstances for which the Company is not responsible according to general principles of law, the delivery period shall be extended accordingly. The Customer may withdraw from the contract if it grants the Company a reasonable grace period after the extended deadline has expired. The withdrawal must be made in writing if the company does not fulfill within the grace period. If it becomes impossible for the Company to fulfill the contract in whole or in part for the aforementioned reasons, the Company shall be released from its obligation to deliver. The costs of shipping and transport insurance are generally to be borne by the customer, whereby the choice of shipping route and method is at the discretion of the company. The customer is obliged to inspect the goods immediately upon arrival and to report any visible transport damage as well as any damage to the packaging to the company in writing without delay. The same applies to hidden damages. If the Company loses its claims against the insurance company or the subcontractor due to the omission of this obligation, the Customer shall be liable for all costs resulting from this breach of obligation. The risk is transferred to the customer as soon as the goods leave the factory or the warehouse of the company.
- Reservation of ownership
Delivered hardware shall remain the property of the Company until full payment of all claims of the Company arising from the business relationship with the Customer in principal and incidental matters. The Client is obliged to properly insure the items under the Company’s retention of title (i.e. theft, fire, water and low-voltage insurance) and to provide the Company with evidence of such insurance upon request. In the event of damage, the Customer’s insurance claim shall be deemed assigned to the Company. The customer is not authorized to dispose of the items subject to retention of title. In the event of seizure or attachment, the Customer shall immediately notify the Company in writing and shall immediately inform third parties of the Company’s retention of title in a suitable form. In the event that the Customer nevertheless sells the delivery items and the Company should approve this, the Customer shall assign to the Company all claims against its customers already upon conclusion of the contract. The Customer shall be obliged to provide the Company with all information required to assert these rights and to perform the necessary acts of cooperation. Limitation of liability The Company shall be liable for intent and gross negligence in accordance with the statutory provisions. In case of slight negligence, the Company shall only be liable if an essential contractual obligation (cardinal obligation) is violated or a case of default or impossibility exists. In the event of liability arising from slight negligence, this liability shall be limited to such damages as are foreseeable or typical. Liability for the absence of guaranteed characteristics, for fraudulent intent, for personal injury, defects of title, under the Product Liability Act and the Federal Data Protection Act shall remain unaffected. In the event of a claim against the Company under warranty or liability, contributory negligence on the part of the Customer shall be taken into account appropriately, in particular in the event of insufficient error messages or insufficient data backup. Inadequate data protection shall be deemed to exist in particular if the customer has failed to take precautions against external influences, in particular against computer viruses and other phenomena that may endanger individual data or an entire data stock, by means of appropriate, state-of-the-art security measures.
- Hardware warranty
The Company warrants that the goods are not defective in any way that would remove or diminish their value or fitness for their ordinary use or use as required by the contract. The Company and the Customer agree that statements and descriptions of both the hardware and the software contained in the manual and / or the price list do not constitute an assurance of certain properties. The warranty period is twelve months and begins on the day of delivery. The Customer shall immediately notify the Company in writing of any defects occurring during the warranty period. If the customer is a merchant, the provisions of § 377 of the German Commercial Code (HGB) on the duty to inspect and give notice of defects under commercial law shall apply in addition, even if instruction in the operation of the system has not been provided. The warranty does not cover the elimination of defects caused by normal wear and tear, external influences or operating errors. The warranty does not apply if the customer without the consent of the company without the consent of the company, changes devices, elements or additional third parties without the consent of the Company, unless the Customer can fully prove that the that the defects still in question have not been caused, either in whole or in part, by such caused in whole or in part by such alterations and that the defect removal of the defect is not impeded by the modification. If the notice of defects proves to be justified, the Customer shall set the Company a reasonable deadline for subsequent performance. The Customer shall inform the Company which type of subsequent performance – improvement of the delivered item or delivery of a new, defect-free item – it desires. However, the Company shall be entitled to refuse the chosen supplementary performance if this can only be carried out at disproportionate cost to it and if the other type of supplementary performance would not entail any significant disadvantages for the Customer. The Company may also refuse subsequent performance altogether if it is only feasible at disproportionate cost to the Company. The Company shall be entitled to two attempts within the period set by the Customer to carry out subsequent performance for the same or directly related defect. After the second failed attempt at subsequent performance, the customer may withdraw from the contract or reduce the purchase price. The right of withdrawal or reduction may already be exercised after the first unsuccessful attempt at subsequent performance if a second attempt within the set period is unreasonable for the customer. If subsequent performance has been refused under the conditions set out above, the customer shall be entitled to the right of reduction or withdrawal immediately. Withdrawal due to an insignificant defect is excluded. Incompatibilities between hardware and accessories only entitle to conversion if a defect of the delivered hardware can be determined and no accessories of other manufacturers are usable. If the Customer has made a claim against the Company for warranty and it turns out that either there is no defect or that the claimed defect does not oblige the Company to provide warranty, the Customer shall, if he is responsible for the Company’s claim due to gross negligence or intent, reimburse all expenses incurred by the Company. The delivery of an operating manual in English is permissible if the subject matter of the contract has not yet been fully localized for the respective market. The same applies if the subject matter of the contract is generally only available in English.
General installation conditions
- Diese Bedingungen gelten für alle Installationsleistungen, die wir übernehmen, auch bei Inbetriebnahmen, Vornahme von Reparaturen und Installationen.
- In addition, our General Terms and Conditions shall apply in the respective valid version, which the customer shall receive upon request.
- Further agreements are only binding for us if they have been concluded with us in writing. Die Techniker sind nicht berechtigt, für uns rechtsverbindliche Erklärungen abzugeben.
Price and payment conditions
- Our services are charged at the applicable rates for installation services – at cost, the material used according to the applicable spare parts price list. An all-inclusive price must be expressly agreed separately. Travel times are not included in our prices, they are shown separately in our offer and/or in the order confirmation. For services which are to be provided by us only 3 months after the conclusion of the contract, price increases shall occur if in the meantime wage, salary and material price increases have taken place which lead to an increase in our installation and trigger rates. If our new price lists are already available at this time, the prices set forth therein shall apply.
- All taxes, fees and other charges in connection with our services, including those outside the Federal Republic of Germany, shall be borne by the customer. If we are directly charged with taxes, fees or other charges by the authorities in the customer’s country in the performance of these services, these shall be borne by the customer.
- If, in the case of work outside the Federal Republic of Germany, taxes, fees and other charges are incurred in connection with our services which are not payable within the Federal Republic of Germany, these shall be borne by the customer; if claims are made against us directly, the customer shall indemnify us against these charges.
- Offsetting against our claims is only permissible if the counterclaim is undisputed or has been legally established.
- When accepting orders, we assume the solvency and the creditworthiness customary in business transactions. If, after acceptance of an order, there is a significant deterioration in the financial circumstances of the customer which endangers our claim to payment, we shall be entitled to withhold our performance until payment has been made or sufficient security has been provided by the customer.
- Payments are to be made without deduction within 10 days of receipt of the invoice.
- Our prices are net prices to which the value added tax applicable at the time of performance of the services is added.
Cooperation of the customer
- The customer shall support our installation personnel in the performance of the work to the extent necessary at its own expense and shall ensure that the work commissioned to us can be performed without hindrance and without risk and without interruption. The Purchaser shall take all measures necessary for the protection of persons and property at the workplace.
- The customer shall inform our installation personnel about safety regulations existing in his company, insofar as these are of importance for the execution of the work. He will inform us immediately of any violations of such safety regulations by our personnel.
Technical assistance of the purchaser
The Purchaser is obliged to provide assistance at its own expense, in particular to:
- Provision of the necessary and suitable auxiliary and skilled personnel in the number and for the time required for the performance until acceptance has taken place. The qualifications of the skilled workers, e.g. electricians, electronics engineers, etc., shall depend on the type and scope of the work to be performed during the execution of our service. The auxiliary and skilled personnel shall follow the instructions of our personnel. We assume no liability for the activities of these auxiliary and specialist personnel.
- Provision of heating, operating power, water, electrical power, compressed air including lighting of the work sites and the necessary connections in the immediate area of the installation site, as well as the customer’s operating workshop for the execution of minor work.
- Provision of suitable rooms for the proper storage of our equipment or other parts required for the performance.
- Transporting the parts to be assembled or other parts required for the service from the storage or unloading site to the workplace, protecting the workplace and materials from harmful influences of any kind; cleaning the workplace; in accordance with accident prevention regulations.
- Provision of suitable lockable recreation rooms and work rooms (with heating, lighting, washing facilities, sanitary facilities) and first aid for our staff.
- Provision of the materials and performance of all other acts necessary for the adjustment of the delivery item and for the performance of a contractually stipulated test.
- The Purchaser’s assistance must ensure that the work can be started immediately upon arrival of our installation personnel and carried out without delay until acceptance by the Purchaser. Insofar as special plans or instructions are required from us, we shall make these available to the customer in good time.
- Our offer is based on the assumption that our work can be carried out without interference from the customer’s production operations.
- If the customer does not fulfill his obligations, we shall be entitled to stop our work after the expiry of a reasonable grace period to be granted to him. In this case, our entire claim shall become due for payment less any expenses saved. If the customer also fails to comply with a second grace period, we shall no longer be obliged to perform.
Emergency service, multiple arrivals, provision of equipment.
- At the express request of the purchaser, we will provide an emergency service. A service hotline is available to the customer on working days. In this case, the customer shall bear all costs for working and travel hours, travel costs as well as surcharges and allowances in addition to the costs incurred.
- If the customer has to be visited several times for reasons for which he is responsible, he shall bear all costs incurred thereby; travel times shall be charged as working times. If non-standard spare or plant parts can only be repaired after an additional journey has been made, the customer shall bear the costs arising therefrom.
- If the customer does not comply with his obligation to cooperate or to provide technical assistance, we may perform these services ourselves without being obliged to do so; the costs incurred as a result shall be borne by the customer.
- All information about the installation period is basically non-binding.
- If, by way of exception, an installation period is designated as binding, it shall be deemed to have been complied with if, by the time it expires, the installation is ready for acceptance by the Purchaser or, in the case of a contractually stipulated trial run, for its performance.
- If the start, performance or completion of the installation is delayed due to the occurrence of circumstances for which we are not responsible, a reasonable extension of the installation period shall take effect. Any costs incurred due to the delay shall be borne by the Purchaser. Point 2.2 of these installation conditions applies accordingly.
- The purchaser may only claim damages as a result of delay if we are guilty of gross negligence or intent. The proven damage will be compensated up to the amount of 0.5% of the gross order amount per week, but not more than 5% of the gross order amount. Any further compensation for damages is excluded.
- Assembly on machines, apparatus and the like not supplied by us shall only be permitted to the fitter provided by us with our express written approval. Warranty claims against us for the performance of services on such products shall be excluded.
- If, in an individual case, the delivery and/or commissioning of used equipment and/or its accessories is required, our express written approval must be obtained before the work is commenced. We do not assume any warranty for the equipment or the installation services provided.
- The risk during the provision of the installation services shall be borne by the Customer.
- If the equipment provided by us is damaged in the course of the installation work at the customer’s premises or if they are lost through no fault of our own, the customer shall be obliged to compensate for such damage.
- The customer is obliged to accept our services when our services have been completed and any contractually stipulated testing of the services provided has taken place. Acceptance shall take place immediately after completion of the work; in the case of work that has taken only hours or a few days, notification on the same day shall suffice as a sufficient request for acceptance, otherwise one day before. Longer acceptance periods must be agreed separately in writing. If the customer fails to meet an acceptance date duly specified to him, the work shall be deemed to have been accepted. Our liability for recognizable defects shall cease upon acceptance or assumed acceptance, unless the Purchaser has expressly reserved the right to assert this in writing upon acceptance.
- The warranty for services rendered by us and material used shall be governed by these terms and conditions. Further claims are excluded.
- The customer must notify us immediately in writing of any detectable or ascertained defect, otherwise our warranty obligation shall lapse.
- The warranty period for our services is 6 months from acceptance, assuming single-shift operation. In two-shift or multi-shift operation, our warranty period is reduced accordingly. For wear parts, the warranty period is shortened to the usual useful life. Our warranty does not apply if the purchaser has carried out modifications or repair work on the service provided without our approval or if there are operating errors, unless the purchaser proves that his conduct was not the cause of the errors that occurred.
- Only in urgent cases of danger to operational safety and to avert disproportionately large damage shall the Purchaser have the right to have the defect remedied itself if it could no longer reach us in good time.
- If we also culpably allow a reasonable period of grace granted to us for the rectification of the defect to expire fruitlessly, the customer shall have the right to reduce the purchase price. If in these cases the customer proves that the service provided by us is no longer of any interest to him, he shall be entitled to withdraw from the contract.
- The Purchaser’s claims against us are conclusively regulated in these Terms and Conditions and the supplementary applicable GTCs. Further claims of the purchaser are excluded; this applies in particular to claims for damages, irrespective of the legal basis on which they are based.
Place of performance, place of jurisdiction, general provisions
- Our terms and conditions apply.