These terms and conditions shall apply in addition to contractual relationships if the customer is an entrepreneur, a legal entity under public law or a special fund under public law.
The invalidity of individual provisions shall not affect the validity of the remaining provisions.
The delivery and service contract is only concluded with our written order confirmation.
A binding price shall only be determined by our written order confirmation and subject to the proviso that the data on which the order confirmation is based remain unchanged. Our prices are quoted ex works net in Euro plus the statutory value added tax applicable at the time of delivery, unless otherwise stated.
Packaging, postage, insurance and other shipping costs are not included and will be invoiced if required.
We are entitled to make partial deliveries.
The delivery times stated by us refer to the date of dispatch of the goods. They shall be deemed to have been complied with if the goods leave our works at this time or the readiness for delivery is notified to the customer.
Delivery periods shall only be binding if they have been agreed in writing. Otherwise, reasonable delivery periods shall apply.
If actions from the customer are necessary for the execution of the work or for the delivery, the delivery period shall begin when these actions are fully completed by the customer.
If the delivery period is exceeded, the customer shall grant a reasonable period of grace.
If the delivery period including the reasonable period of grace is not observed, we shall be liable exclusively for the invoice value of the goods or partial quantity of the goods which were not delivered on time, up to a maximum value of the negative interest.
Force majeure, operational disruptions and similar unforeseeable circumstances for which we are not accountable shall release us from complying withthe delivery periods for the duration of the operational disruption. In such cases, the customer shall, in particular, not be entitled to withdraw from the contract and/or claim damages.
The warranty period for new and used goods is one year. On the other hand, the statutory warranty period of two years shall apply to the assertion of claims for damages by the customer which are directed towards the compensation of bodily injury or damage to health or are based on gross negligence.
The customer shall inspect the goods immediately after delivery for defects. Defects must be reported to us in writing immediately after receipt of the goods. If obvious defects are not reported in time or not in the proper form, the warranty shall lapse in this respect.
We shall be entitled to effect subsequent performance at our discretion. This means that we reserve the right to decide whether to remedy the defect or to make a new delivery.
If subsequent performance fails, we shall be entitled to repeat subsequent performance. Even in the event of repeated subsequent performance, we reserve the right to choose between new delivery or rectification of defects.
The customer shall only be entitled to withdraw from the contract if the subsequent performance has repeatedly failed.
Irrespective of the terms of warranty and other special provisions contained in these clauses, the following shall apply in the event of a breach of duty on our part:
a The customer shall grant us a reasonable period of grace of not less than two weeks to remedy the breach of duty.
b The customer may only withdraw from the contract and/or claim damages after the unsuccessful expiry of the subsequent performance period.
c Claims for damages shall be excluded unless otherwise specified below:
(aa) Claims for damages by the customer with regard to liability for damages resulting from injury to life, body or health which are based on a negligent breach of duty on our part or an intentional or negligent breach of duty by a legal representative or subcontractor on our part are neither excluded nor limited.
(bb) The customer may only claim damages from us in cases of a grossly negligent breach of duty on our part or grossly negligent or intentional breach of duty by a legal representative or subcontractor as well as in cases of breach of essential contractual obligations. In the event of culpable breach of essential contractual obligations, we shall be liable only for reasonably foreseeable damage typical of the contract, except in cases of gross negligence or intent.
As a matter of principle, we shall not be liable for breaches of duty if these are in connection with prototypes, sample parts or work performed by us which have been produced on the basis of drawings, printing templates or samples checked by the customer and released by the customer as manufacturing documents. The same shall apply to the use of material provided by the customer, for which the customer shall be responsible for any obligation to inspect and the payment of any rights of third parties including licenses. However, we assume the obligation to inform the customer immediately - as far as recognisable - of any impossibility of the technical implementation of their requirements
Unless otherwise agreed, our invoices are due immediately and without deductions.
In the event of overdue payment, we shall be entitled to demand interest on arrears at a rate of 8% above the base rate of the Deutsche Bundesbank, whereby proof of higher damage caused by default shall be possible.
Bills of exchange shall not be accepted, cheques shall only be accepted on account of payment and subject to being credited.
If the customer is in default of payment, we shall be entitled to refuse further performance of the contract. If there is a considerable risk to the right of payment, we shall be entitled to demand advance payments or sufficient security. If the customer refuses advance payment or security, we may withdraw from the contract and claim damages.
The delivered goods shall remain our property until full payment of all our claims against the customer as of the invoice date.
In the event of processing or treatment of the reserved goods, we shall be entitled to (co-) ownership in the value of the condition of the reserved goods prior to processing or treatment of the resulting object. The reserved goods may only be sold in the ordinary course of business of the customer. If the customer resells the reserved goods, he automatically assigns the claim against the purchaser to us at the time of the sale. The customer must oblige the purchaser to make payment directly to us within the scope of the payment obligation resulting from the resale. Exceptions to this require prior written agreement between us and the purchaser.
Otherwise, dispositions of the reserved goods are inadmissible, in particular assignment by way of security or lien.
If execution is levied against the customer's assets and if the reserved goods are affected, we must be notified immediately in writing, stating all necessary data (enforcement authority, case reference number) and, if applicable, including any enforcement records.
Unless expressly agreed otherwise in writing, all copyrights and rights of use to our services including ideas and drafts shall remain with us and shall be subject to the German Copyright Act, even if the threshold of originality provided for in this Act has not been reached.
Insofar as rights of use are transferred to the customer, these are basically simple rights of use limited to the purpose of the contract without access rights to the software and without the right to change/edit.
The customer may only exercise the right of compensation against claims which are undisputed or have been legally established..
Claims arising from this contract may only be assigned by the customer with our consent.
Place of performance is Gaimersheim.
The law of the Federal Republic of Germany shall apply. Place of jurisdiction is Ingolstadt.