Delivery conditions
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Delivery scope and obligations
All the articles are delivered are manufactured according to the rules of the Union of German Electric Engineers, if they are to be taken into account. Should another instructions be taken as a basis of the delivery, it shall be agreed in writing. It is the buyer's responsibility to become familiar with the main instructions and provision. Should the buyer ignore the explanations, which are sufficient in all respects, or provide the supplier with insufficiently clear description of the operating conditions where the delivered products will be used of processed, the buyer shall be responsible for consequences of such omissions. The supplier shall provide the buyer with the test certificates or extracts from them on the latter's request. The buyer is responsible for fulfilling the obligations set forth in the above certificates. The main document regarding the scope of delivery is the written confirmation of the order by the supplier. The documents included in the scope of proposal, such as figures, drawings, dimensions and weight are normative ones is they are determined unambiguously to be binding. The cost estimates, drawings and other documents constitute the property of the supplier who is also the owner of the copyright. They shall not be accessible to third persons.
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Terms of delivery
The term of delivery shall begin not earlier than on the day of confirming the order. Should there be counter-questions, the term of delivery shall begin on the day of agreement of the details of technical implementation between the buyer and the supplier and, should the agreement on the prepayment be achieved, the the term of delivery shall begin on the day of arrival of this prepayment. The terms of delivery shall be only binding, should they be clearly confirmed as such by the supplier in writing. The term of delivery shall be considered as kept, should the ordered goods leave the plant within the agreed term, or the message on the readiness of these goods for shipment be sent to the buyer. It is valid with the reservation of conditions of unforeseen obstacles regardless of that should they occur at the supplier's works or at its subcontractor's facility, namely: force-majeure circumstances, mobilization, war, mass riot, strike, rebellion, labour lockout, industrial accidents, manufacturing defect in major components and other obstacles having arisen without the supplier's guilt in manufacturing the major items of delivery, delay during the transportation or delay of delivery of the raw and structural materials having arisen in the absence of the supplier's guilt. Should such obstacles arise, the term of delivery shall be extended commensurably. Should such obstacles arise, the supplier shall be entitled to cancel the delivery obligations, even if it has delayed the delivery. In case of delay of the delivery, the customer shall not be entitled to cancel the placed order or claim damages. In case of delay of the delivery, the buyer's pretensions arising from § 326, item 2 of the Civil Code are completely excluded. The delivery in instalments is allowed. The customer shall accept the delivered goods, even if they contain minor defects.
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Packaging, dispatch, transfer of risk:
In case of sale inside the country, the packaging shall be calculated at the prime cost and shall not be resumed, it shall be provided in accordance with the existing commercial practice. The transportation mode and route is to be chosen by the supplier at the latter's discretion. The risk of breakdown, theft, fire, etc. shall be transferred to the customer once the goods leave the works, even the delivery with the freight carriage paid is agreed. The risk shall be also transferred to the customer after 10 days from the date of sending the notification of the readiness of the goods for dispatch. The transport insurance shall be only provided at the special wish of the customer and at the latter's cost.
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Responsibility for defects
Provided that the agreed payment conditions have been met and the customer has not undertaken unauthorized modifications or repair works, the supplier shall be responsible for the defects in the delivered goods including also the lack of guaranteed properties in accordance with the following positions of this paragraph; provided, however that all other pretensions shall be excluded regardless of the legal ground, on which they are based (breach of the contract and/or responsibility for indirect damage, direct damage, etc.). The release from the responsibility shall be cancelled, should the supplier use the insurance coverage and the insurance company is ready to solve the dispute. Any claims as to absence of parts may be only accepted should the supplier be notified about their absence within 10 days from the date of receiving the goods. As determined by the supplier, all the component parts shall be repaired free of charge or the delivery of new parts shall be ensured for replacing the parts failed within 6 months from the risk transfer date due to material or workmanship defects or poor-quality design that shall be confirmed by the buyer. The supplier shall be informed on the detection of defects in writing. The replaced parts are constitute the supplier's property. The responsibility for defects shall not cover the natural wear and tear and/or damages caused by improper or negligent maintenance, overloading, use of improper operating materials or use of the goods under unacceptable production conditions of mechanical, thermal, chemical or electrical nature or by exposure to moisture without the supplier's guilt. Any modifications and repairs, which are deemed as necessary by the supplier, shall be made properly and in compliance with the instructions; making the same by the customer itself or third parties is strictly prohibited. Should the customer make any modifications or performs repair by itself or with engaging third persons, the supplier shall assume no responsibility for the consequences. The supplier shall not compensate for expenses born due to such works. In case of undertaken modifications and/or delivery of spare parts, the warranty shall be neither renewed nor prolonged. In case of delivery from third-party manufacturers, the supplier's responsibility for defects shall be limited to the scope and time of the third-party supplier's responsibility. In these cases, the supplier may release itself from the responsibility by assignment of its claims belonging rightfully to it in respect of the supplier of the third-part product. Our warranty excludes definitely all the expenses born in connection with dismantling and mounting the rejected parts including the transport charges.
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Prices and payment conditions
Unless otherwise provided, the factory prices (without VAT) shall be applied; such prices shall not include the packaging, freight, export and installation. The supplier shall reserve the right of commensurable price adjustment, should the prices for materials or third-party's articles, or wages and salaries of the workers and employees be changed. The invoices shall be issued, as a rule, in euros (€). Unless otherwise agreed, the payment shall be effected by cash deposit to the cashier's department after 30 days or to the supplier's pay office immediately upon receiving the delivered goods or notification about their readiness for shipment. Any delay of payments due to any customer's counter-claims or offset. In case of delay of payment provided such delay does not require the formal delay and other rights are respected, the fine at the rate of 1.25% shall be charged at the beginning of every month of the delay.
Should the customer's property be subject to bankruptcy proceedings or conciliation procedure be begun, or the customer have stopped the payments, or application for amicable settlement or moratorium be filed, or deeds of protest take place, or levying of execution of a judgement in relation to the customer be instituted, or invoices for any deliveries be issued, or overdue invoices exist, or the information on the customer's property status, which does not longer cover the credit guarantee be distributed, the supplier shall have the right to demand the agreed payments to be made in cash, the right of ownership in relation to the goods delivered and the right to return these goods and make free use of them as well as, at its discretion, to withdraw from the contract without setting the period of grace. The supplier reserves the right for receiving the compensation for the damages born. In these cases, any prolongation and customer's claims for damages shall be excluded. The supplier's claim for immediate settlement in cash with cancelling all the agreed terms of payment shall be laid irrespective of whether the bills, the date of expiration of which has not yet come, are valid. The supplier is entitled to demand the prepayment for the deliveries, which have not yet been made, from the customer. Until all the sums demanded by the supplier from the customer are made, all the goods remains the supplier's property. In this case, the customer's claims arising from the resale of the goods with the seller's right of ownership reserved shall be transferred to the supplier irrespective of whether the goods are sold with reserving the seller's right of ownership prior or after processing and to one or more buyers. Should the customer sell the goods with the seller's right of ownership reserved together with the goods not belonging to the supplier, it shall only obtain the part of the amount of sale which was received for the goods with the reserved right of ownership at the moment of transaction for assignment of these goods. Should the goods with the reserved right of ownership be sold after processing together with other goods not belonging to the seller, the seller shall obtain the amount corresponding to the value of the goods with the reserved right of ownership at the moment of processing. Should the goods with the reserved supplier's right of ownership be used by the customer for fulfilling the contract for performing the work with the manufacturer's material, the claim arising from the contract for performing the work with the manufacturer's material in the same amount shall be transferred to the supplier in the same manner as determined in the three preceding claims for repayment of debts. The customer has the right to satisfaction of the claim from the resale. This authority does not affect the supplier's authorities for satisfying the claim transferred to the latter by itself. The supplier will not exercise this right as long as the customer meets faithfully the payment conditions and until the supplier's claims are endangered. On the supplier's demand, the customer shall notify the debtors about the assigned claim and assignment of the obligations. Either pledging the property or transferring the pledged property to the creditor are prohibited. The customer shall insure the delivery subject prior to payment of the claim for repaying the debts from the damage caused by fire or water.
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Should the customer accept the quantities less than those provided by the contract, the following price increments shall be applied
For the instruments with the standard length of leads the quotations of our list shall be valid while for the designs with elongated leads, the extra charge shall be applied, if the quantity to be acquired is 5 articles or more. Should the quantity be less than 5 units, the one-time cost sharing to the amount of 17.90 € shall be charged for production and technical reasons. Should the orders be small and their value be less than 76.00 €, the handling charges to the amount of 17.90 € shall be charged. Since our programme of deliveries is very rich, this amount, most probably, can be easily exceeded in case of placing the orders through open tendering procedure.
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Validity of the delivery conditions
Should one or more of these general conditions of delivery become void, other provisions remain valid and legally binding. Additional agreements shall be valid should they be fixed in writing. These conditions of the transaction shall be also valid, should they contradict the customer's purchasing conditions. The customer's transaction conditions shall never be applied. Should these general conditions of delivery lack some provisions, they shall be supplemented with the "General conditions of delivery of the products and services of the electrical engineering industry".
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Place of execution and jurisdiction:
The place of execution for both the customer and supplier is Wisbaden, the place of jurisdiction is Wisbaden; the commercial director is Carsten Ott.
