General Terms and Conditions
1. General Terms and Conditions of Contract Conclusion
Our offers are subject to change with regard to price, defects, delivery time and availability. Our commercial representatives do not have the authority to sign contracts. Declarations made to you shall only be considered as received only after forwarding to the management. In the case of mass production, an excess or short delivery of not more than 5% shall be deemed as agreed with regard to the nature of these orders, unless otherwise agreed. If we manufacture parts according to samples, drawings or other documents, we shall not be obligated to check possible violation of third-party property rights. We shall be exempted from any client’s claims for damages.
Intent or Gross Negligence We endeavor to respect the agreed delivery terms. However, if, contrary to expectations, we are unable to meet an agreed delivery deadline, the client must set us a reasonable period of grace. Further claims shall be excluded, unless they are based on willful or grossly negligent conduct.
3. Right to Rescind
Force majeure and unforeseeable events like strikes, export bans, failure of supplier, quotas and delivery obstacles of a similar nature shall entitle us to adjust the delivery obligation or to cancel the contract in whole or in part. The same shall apply to a reasonable assumption of the deterioration of the client’s financial circumstances.
4. Acceptance and Shipment
The acceptance shall generally be effected ex works. Shipment over merchants shall take place at the client’s risk If products have been damaged during shipping, the client must immediately take all measures for proper notification and damage assessment. When ordering a work composed of arguable parts, the purchaser shall be obligated to accept and pay for the parts of proper condition. We shall be allowed to remedy the parts of improper condition within a reasonable time.
5. Terms of Payment
Prices shall be calculated ex works and exclusive of packaging, plus the statutory value added tax. Invoicing shall take place regularly after shipment or when the goods are provided. Invoices for amounts under EUR 150.00 as well as for assemblies, repairs, molds and shares in tool costs shall be due immediately and without deductions. In the event of call orders or contracts without the acceptance date payment shall be generally made upon completion. Offsetting against our debt claims can only be exercised with an undisputed or legally binding claim. The contracting party shall only be entitled to exercise the right of retention against our claims insofar as it is based on the same contractual relationship.
6. Reservation of Proprietary Rights
All goods delivered by us shall remain our property until they have been paid for in full. The client shall be entitled to resell and process our reserved property. In the event of a sale, the client’s claims from the resale against the buyer shall be already assigned to us. In the event of a sale of goods we have co-ownership title to, the assignment of claims in the amount of the co-owner’s share shall apply. If the estimated value of the securities should exceed our claim by more than 50%, we shall release securities at our discretion at the client’s request. If the client machines or processes the reserved objects, we shall be considered as the manufacturer. If the client further processes, combines or blends the reserved goods with other goods, we shall acquire co-ownership of the new item in proportion of the invoice value of the reserved goods to the rest of the processed goods at the point in time of processing, combining or blending. In the event that the client should acquire sole ownership of the new item by processing, combining or blending, the parties shall agree that the client grants us co-ownership of the new item in proportion to the invoice value of the processed, combined or blended reserved goods and stores it free of charge.
Notifications of return must be sent to us in writing together with the respective order number and must be confirmed by us in writing. We will arrange for the goods to be collected at your premises by pick-up order by a parcel service or a forwarding agency. At the same time, this shall be our authorization of the take-back. Direct returns to us will only be accepted if they are delivered for free and in an original, flawless and unused condition. As a rule, processed goods are not taken back. The sender shall bear the costs for refused carriage forward shipments. The same shall apply to the costs for the storage or collection of the goods returned without authorization or damaged goods.
We shall be liable for intentional and gross negligence. We shall execute orders in accordance with all rules of professional knowledge. We provide usable and available information about the properties of the materials processed. Deviations within the permitted tolerances shall be deemed to be acceptable to the client. This shall apply in particular to material thicknesses and colors. Warranty claims of merchants can only be taken into account if we have been notified of underlying specific complaints in writing within 10 days of receipt of the goods. Otherwise, any warranty is excluded. In case of hidden defects, a specific complaint must be made and reported to us immediately. Warranty claims of non-merchants in case of obvious defects can only be taken into account if we have been notified of underlying specifically identified complaints in writing within two weeks after receipt of the goods. The time limit shall be deemed met if the notification is dispatched in time (postmark). In case of hidden defects, a specific complaint must be made and reported to us immediately. The warranty shall be limited to subsequent performance. The client has the right to reduce the price in case of failure of subsequent performance or, unless the object of the fault liability is construction work, to withdraw from the contract at its choice. We can also assume no liability if the work is carried out according to plans or other specifications provided by the client, and defects are caused by inaccuracy or obscurity of these documents. Warranty claims cannot be assigned to others.
9. Ineffectiveness of Terms and Conditions
Should any of the aforementioned clauses be ineffective, the remaining provisions shall remain in effect.
10. Place of Execution and Court of Jurisdiction
Place of execution and Court of jurisdiction is Offenburg. SM Kunststofftechnologie GmbH, Offenburg / Germany