GENERAL TERMS AND CONDITIONS
General terms and conditions for Fritz JOBST e.K. - Technische Werkstätten, Albert-Einstein-Str. 4, 73529 Schwäbisch Gmünd
Our terms and conditions apply; we do not recognise any conflicting conditions or conditions which differ from our terms and conditions from the buyer unless we have expressly agreed to their validity in writing. Our terms and conditions also apply if we carry out delivery to the customer without reservation with knowledge of conflicting conditions or conditions which differ from our terms and conditions from the buyer. Our general terms and conditions shall prevail, including for all future dealings with the buyer. It is agreed that German law shall apply, to the exclusion of the provisions of the United Nations Convention on Contracts Pertaining to the International Sale of Goods (CISG dated 11 April 1980 in the respective up-to-date version)
Quotes shall be non-binding and subject to change until order confirmation. As a rule, order acceptance shall occur after 4 weeks at the latest. All additional agreements, assurances and amendments, even by means of individual agreement which shall prevail in accordance with 305 b of the BGB [German Civil Code] shall be made in writing. Order confirmation from us must be in writing in order to apply.
We retain the ownership and copyright for all drawings, samples, cost estimates and documents produced by us. They may not be made available to third parties or used for your own production and must be returned to us immediately and at your cost upon request or if the order is not placed with us.
We will generally deliver within 6 weeks from order acceptance. Production impediments or impediments for our suppliers which lead to operational disruptions as a result of force majeure, strikes or a lack of raw material shall entitle us to postpone the delivery deadline until the impediments are eliminated. The same shall apply for the blockage of railway lines, delayed rail freight or late collection by the transport company. A delivery delay shall only be deemed to exist if the 6-week delivery deadline is exceeded or, insofar as there are impediments to delivery, once the production and delivery impediments specified in clause 2 have been eliminated. Damages caused by delay or other statutory rights may only be claimed by our contract partners after elimination of existing production or delivery impediments. If the delivery date is delayed for longer than 3 months then the buyer shall have a right of withdrawal.
Our deliveries are made ex works. Damages and losses in transit should be reported to the transport company immediately. We refer expressly to our instructions for what to do in the event of damage, affixed to each delivery item, with which the buyer shall ensure compliance for proper damage assessment and settlement. We reserve the right to select the form of shipping. Shipping is carried out at the customer's risk, even where free delivery is assured or transportation is performed by our vehicles.
The buyer must submit any complaints in writing immediately in accordance with §377 of the HGB [German Commercial Code] and within 8 days of receipt of the goods at the latest. In the event that there is a material defect in accordance with §434 of the BGB [German Civil Code] upon transfer of risk, we will take the purchased item and either supply a defect-free purchased item or eliminate the defect, according to our choice. If neither replacement nor repair is possible or would incur disproportionate costs, the buyer shall be entitled to a reduction of the purchase price in accordance with the legal regulations or to withdraw from the contract. The buyer is only authorised to carry out their own repairs with our express approval. Product returns may only occur with our consent. Our liability for third party products shall be limited to the transfer of any liability claims to which we are entitled against the supplier of the third party products.
Compensation for damages instead of delivery is excluded in the event of slightly negligent behaviour by the seller or its agents. The same applies for consequential damages. This exclusion shall not apply for cases of slight negligence if this negligence pertains to the seller's essential obligations which jeopardises the purpose of the contract. This limitation of liability also does not apply for gross negligence or wilful misconduct by the seller or its agents. The seller shall be liable for bodily harm, such as loss of life, physical injuries or damage to health in accordance with §309 No. 7 a of the BGB [German Civil Code] even in the even of slight negligence. The same shall apply in the event of acceptance of a guarantee
In order to prevent damage, the buy undertakes to carry out installation of the purchased object as delivered in accordance with the enclosed installation instructions and to observe the warning affixed to the purchased object.
Colour differences in subsequent deliveries shall not entitle the buyer to the submission of complaints and are not considered to be a defect. We reserve the right to make technical improvements at any time.
If labour or material costs increase after conclusion of the contract, we shall be entitled to adjust our prices. If the customer does not agree to the increase, we may withdraw from the contract.
Payment must occur as agreed to the exclusion of any offsetting and withholding, unless the request for offsetting is uncontested or has been determined by a court of law. Our invoices shall be payable: 30 days after receipt of the invoice in cash without deductions. We will give a discount of 2% for payments within 8 days as from the invoice date, but not for payments by bill of exchange. We may return bills of exchange and cheques at any time without stating a reason and demand immediate payment regardless of the validity of the bill of exchange/cheque. The minimum net invoice amount is €20. For deliveries under €20 we will invoice a small quantity surcharge of €10.
We shall retain ownership of all good delivered by us until such time as full payment of the purchase price is received. If the buyer fails to fulfil its contractual obligations, in particular in the event of default on payment, we shall be entitled to withdraw from the contract and demand the return of the delivered goods; the buyer shall be required to return the object of purchase. The buyer shall be required to inform us in the event of seizures or other interventions by third parties so that we can safeguard the right to the purchased object. The buyer shall be entitled to resell the purchased object delivered in the ordinary course of business. It shall hereby transfer to us all claims to the amount of the invoice value for our claim or according to the value of the reserved goods supplied which accrue to it as a result of resale to a third party. We shall accept the transfer. Following the transfer, the buyer shall be authorised to collect the claim. We retain the right to collect the claim ourselves if the buyer does not duly fulfil its payment obligations and falls into arrears. Upon request by the buyer, we undertake to release the securities to which we are entitled insofar as the value exceeds the claims to be secured by more than 20%.
In the event of non-acceptance of goody orders, deterioration of the buyer's financial standing or if payable invoices are not paid on the due date, we shall be entitled, after issuance of a formal warning and a grace period, to withdraw from the contract or to claim damages if the legal conditions for this are met. In the event of a return of goods with carriage paid (after prior consultation), we shall submit an invoice for 5% on the value of the goods as a storage fee.
In the event of default on payment by the buyer, we shall be entitled to charge default on arrears at a rate of 5% p.a. above the European Central Bank's base interest rate. All payments shall be applied first to the costs, then to the interest and finally to the principal sum.
In the event of deterioration of the buyer's financial situation or an uncertain financial situation becoming know, we shall be entitled to demand cash payment before delivery. If the buyer falls into arrears on the payment or it does not deposit a cheque or bill of exchange in a timely manner, the entirety of the outstanding claim shall become payable.
If the buyer remains behind schedule with the acceptance of goods or the provision of the delivery address for longer than 8 days following a reminder or if firmly agreed orders are not called up, we shall be entitled to claim for damages or withdraw from the contract without granting an additional grace period. In the event of default on payment, we may prohibit the use of the items delivered. We shall be entitled to take possession of these at any time without prejudice to our claims, whereby the customer waives the right to objection on the grounds of unlawful entry. We may sell, rework or publicly auction the items. Any profit which exceeds our claim shall be paid to the customer following deduction of all costs incurred.
Our goods may not be delivered or sold in the North American region (USA, Canada), even by third parties.
The place of fulfilment and place of jurisdiction for delivery and payment is Schwäbisch Gmünd.
As of 06/2011