a) The following terms and conditions apply to all our offers and signed contracts, including consulting and other contractual services, unless otherwise agreed in writing. The buyer.s general terms and conditions do not apply here and are herewith excluded. The validity of these terms and conditions for delivery and payment is not limited, as far as they are applicable. Should any doubt arise, the additional terms will take precedence.
b) Our offers are subject to change. Our order confirmations or letters of confirmation determine the contents of the contract. Verbal and telephonic explanations by our representatives and employees are effective only when confirmed in writing.
c) Illustrations, drawings, weight specifications, quantities, descriptions, etc. for quotations, price lists and general printed matter are prepared according to the best of our knowledge. Unless expressly designated as binding, these are to be regarded only as approximations. We reserve ownership and copyright on all quotations, drawings and other printed matter. These are not to be made accessible to third parties.
a) Deliveries are made exclusively on our Conditions of Supply and Payment. Delivery dates indicated are kept to as far as possible but are not binding.
b) We are entitled to make partial deliveries without prior notice. Returns require our express prior consent in writing.
c) Liability for loss through dereliction of duty is excluded save where due to grossly negligent omissions by a legal representative or assistant of the vendor. This does not apply to death, bodily injury or impaired health and to the vendor’s cardinal duties. Liability is limited to losses directly affecting the purchaser typical with transactions of the kind in question. Liability for losses attributable to delay and/or frustration on the part of sub-suppliers is excluded. In the event of a delay in delivery, the purchaser undertakes to allow an extension initially of at least 6 weeks.
d) Changes of design, shape or color remain reserved during the delivery period provided the functioning of the subject matter of purchase is not changed and the alteration is reasonable vis-à-vis the purchaser. Changes for the purpose of technical progress may be made at any time and require no prior notice. e) In the case of supplies whose value as goods is less than € 500 net, there will be despatch charge which we reserve the right to invoice.
f) Supplies for testing are made free of charge only within the time limits indicated in the delivery note. At the end of this period, the vendor reserves its right to make a higher charge of 0.2% of the list selling price per day.
g) If the manufacture or delivery of the goods is prevented or delayed by act of God, war, riot, civil disorder, strike, lockout, labour dispute, fire accident, non-delivery of raw materials or any other contingency, beyond the control of the company, the company shall be under no liability for any loss or damage thereby incurred or sustained by the buyer.
a) Goods are supplied and despatched at the purchaser’s expense and risk; the purchaser will bear all expenses incurred. The purchaser will further bear the risk of damage and/or loss of the consignment despatched after leaving the supplying establishment, even under agreements for carriage paid delivery. If the purchaser is to collect the goods himself, the risk is transferred to the purchaser on notification of readiness for delivery.
b) The route and methods of despatch are left to the vendor’s discretion unless agreed otherwise in writing.
c) Outer packaging used by us for despatch is subject to the Packaging Regulations. We shall take back only outer packaging which is returned to us free of charge. There can be no reduction on an invoice to cover proportionate recycling expenses incurred by the purchaser.
d) Customers are recommended to test and examine goods and exercise special care in cases where the storage and/or the use of the goods involves danger to persons and/or property.
a) Our prices strictly apply, unless agreed otherwise in writing, exworks at the supplying establishment, excluding value added tax/insurance/ freight/customs charges.
b) Payments must be made within 30 days following despatch date without any deduction. Service invoices are payable immediately following receipt of the invoice.
c) Payment by cheque is not accepted.
d) The vendor may demand payment in cash prior to delivery or a bank guarantee.
e) Payments become in arrears without obligation on the vendor to give a re-minder. If payment is delayed, interest will be charged on the arrears at 5% above the basic interest rate without prior reminder, provided the contractor can have disposal of the counter-value without loss. We are not obliged to make further deliveries of goods before payment of all prior supplies. The purchaser is not permitted to retain payments or make offsets against counterclaims unless they are undisputed, legally effective or awaiting a court’s decision.
f) If unfavorable information is received concerning the purchaser following conclusion of the contract that indicates a substantial deterioration in its income and asset situation (bankruptcy, composition, contractual assistance proceedings and issue of an affidavit) the vendor may, contrary to the arrangements made, either demand advance payment in cash or cancel the contract in its entirety without prior notice. In the latter case, the vendor is entitled to damages.
a) The goods supplied remain the vendor’s property until all claims against the purchaser are settled. Prior sale, pledging, transfer as security or disposals by barter are not permitted. Attachments made by a third party or other impairment of the vendor’s rights will be notified to us without delay. If the purchaser delays payment, the supplier may recover the goods without approaching a court. For this purpose, the supplier or its representative will be entitled to have access to the purchaser’s premises where the goods are located at any time.
a) The vendor assumes no guarantee that the goods offered or supplied by it are suitable for the purposes contemplated by the purchaser.
b) The vendor assumes a warranty for the goods supplied for a period of 12 months as from transfer of risk only insofar as warranty claims are vested in it against its suppliers. The warranty excludes breakage of glass and consumables.
c) If the purchaser accepts the goods despite awareness of a defect, he will have an entitlement under warranty only to the extent described in paragraphs (c) . (h) if he has made a written reservation on acceptance.
d) The purchaser undertakes to examine the goods without delay following receipt . provided this is possible in the circumstances . and to notify the vendor in writing without delay within 3 days of any defect or scarcity found. Should a defect emerge later, written notification will be made without delay following discovery. Complaints can be accepted regarding obvious defects only within 8 days following arrival of the goods at destination.
e) Warranty claims by the purchaser are limited to a right to repair. Should repairs prove unsuccessful; the purchaser will be entitled at his discretion to demand a replacement or a reduction in the purchase price or to cancel the purchase contract. All further claims of any kind whatever, especially claims in damages, are excluded. The vendor is entitled at its discretion to discharge its duties under warranty/guarantee by assigning its claims against its supplier to the purchaser.
f) Claims by the purchaser are statute-barred after 24 months following transfer of risk. The purchaser undertakes to examine the goods carefully on transfer and to notify any defects in writing immediately following discovery.
g) Defects in partial deliveries in no way entitle cancellation of the contract as a whole.
h) More far-reaching claims under warranty or guarantee or for other reasons are excluded.
i) All requests for repair or service should be confirmed by an official order. After exchange, repair or service the item will be returned carriage forward to the customer.
a) Analytical appliances supplied that are subject to §10AbsElektroG [Safety of Electrical Appliances Act] will be recovered at the purchaser’s expense on termination of use and disposed of under the legal provisions.
b) Should the purchaser fail contractually to oblige third parties to whom it passes on goods supplied to assume the disposal duty and to do so in turn, the purchaser undertakes to recover the goods on termination of use at its own expense and to dispose thereof as required by law.
c) The principal will bear any charges incurred for documents etc.
d) Düsseldorf is agreed as the exclusive place of jurisdiction and place of performance for obligations on both sides; this also applies to the disputation of cheques and/or bills of exchange and for the period of a reminder procedure.
e) German law applies