Legal information

1.      General provisions

1.1.   Our deliveries are made exclusively on the basis of the following terms and conditions.

1.2.   Deviations from these terms and conditions of delivery and payment are only valid if they have been expressly agreed in writing.

1.3.   Any deviating terms and conditions of purchase of the customer shall not be recognised. Rather, the order shall be deemed to constitute unconditional acceptance of these terms and conditions of delivery and payment.

1.4.   Claims of the customer may not be assigned without our consent.

1.5.   The contract shall remain valid even if individual provisions are invalid.

1.6.   German law shall apply exclusively to the contractual relationships.

2.      Offer and conclusion of contract

2.1.   With the exception of express firm offers, our offers are non-binding and subject to change.

2.2.   Orders and all other agreements, including those brokered by our representatives in Germany and abroad, are only accepted once they have been confirmed by us in writing. Similarly, additions, amendments or verbal side agreements require our written confirmation to be valid.

2.3.   The information and descriptions provided in our catalogues and brochures are only approximate. We reserve the right to make changes.
Dimensions, weights, illustrations and drawings are only binding for the execution if this is expressly confirmed in writing. Performance data can only be approximate. Obvious errors, printing, calculation, typing and calculation errors are not binding for us and do not give rise to any claim for performance.

2.4.   The customer assumes full liability for the validity of the documents to be supplied by him, such as drawings, gauges, samples or similar. Verbal information about dimensions, tolerances and the like must be confirmed in writing.

2.5.   We reserve the right of ownership and copyright to cost estimates, sketches, drawings and other documents. They may not be made accessible to third parties or used for other purposes, in particular for self-production, without our consent. Upon request, they must be returned to us immediately.

2.6.   Samples will only be supplied against payment.

3.       Scope of delivery

3.1.   Our written order confirmation shall be decisive for the scope of delivery.

3.2.   Protective devices shall be supplied to the extent agreed.

3.3.   For electronic accessories (motors, etc.), the regulations of the Association of German Electrical Engineers shall apply insofar as they relate to design and performance.

4.      Prices

4.1.   Our prices are quoted in German currency ex works Lüdenscheid, excluding packaging and VAT.

4.2.   Prices or surcharges for carriage paid, FOB, C & F, CIF, etc. delivery are non-binding and may increase in line with any tariff changes that may occur.

4.3.   The prices valid on the day of delivery shall be decisive.

4.4.   If unforeseeable changes become necessary due to new findings in order to fulfil the function, we shall be entitled to adjust the price accordingly.

5.       Terms of payment

5.1.   Unless otherwise specified in the order confirmation, the following terms of payment shall apply.

5.2.   Our invoices are payable without deduction within 30 days of the invoice date. We grant a 3% discount for payment within 10 days of the invoice date. For special machines, a different payment method shall be specified in writing.

5.3.   Payments shall be made without deduction in cash or free of charge to our paying agents.

5.4.   Cheques and bills of exchange shall only be accepted on account of payment, bills of exchange only by mutual agreement. The costs of discounting and collection shall be borne by the customer.

5.5.   In the event of late payment, interest at a rate of 2% above the respective discount rate of the Deutsche Bundesbank shall be charged without the need for a special reminder, subject to the assertion of further damages.
 5.6.   The withholding or reduction of payments due to complaints, pending warranty claims or offsetting against any counterclaims by the customer are excluded. Payments shall also be made if insignificant parts are missing but this does not render the use of the delivery impossible, or if reworking of the delivery proves necessary.

5.7.   If, after conclusion of the contract, the customer's financial or asset situation becomes known to be unfavourable, we shall be entitled to demand immediate payment or sufficient security.

5.8.   In the event of suspension of payments or bankruptcy of the customer, the purchase price claim shall become due in full immediately. At the same time, all planned discounts, bonuses, etc. shall be deemed forfeited, so that the customer shall pay the gross prices invoiced.

6.      Delivery time

6.1. The delivery time shall only commence once all prerequisites for the execution of the order have been met, in particular once all details of the execution have been clarified (including receipt of any requested plans or samples for the installation of the ordered machines and equipment) and both parties have agreed on all terms and conditions of the transaction. It refers to completion at the factory.

6.2.   Compliance with the delivery time is subject to the fulfilment of the customer's contractual obligations, in particular the agreed terms of payment.

6.3.   Unforeseen events, e.g. operational disruptions, strikes, lockouts, rejection of a part that cannot be replaced immediately in our own factory or at the subcontractor's, as well as delays on the part of the subcontractor or necessary changes due to new findings, shall extend the delivery period appropriately, even if they occur during a delay in delivery. The same shall apply if official or other approvals or documents from third parties required for the execution of deliveries are not received in good time, as well as in the event of subsequent changes to the order.

6.4.   Partial deliveries are permissible. The terms of payment in accordance with Section 5 apply accordingly.

6.5.   If we are otherwise in default, the customer may claim compensation of no more than 0.5% of the price of the outstanding delivery for each full month of delay, but in no case more than 5% of the value of the outstanding delivery. Other claims for compensation are excluded.

6.6.   If shipment is delayed at the request of the customer, we shall be entitled to charge the costs incurred for storage, beginning one month after notification of readiness for shipment. We charge at least 0.5% of the invoice amount for each month of storage at our factory. After the fruitless expiry of a one-month period, we may dispose of the goods elsewhere and deliver to the customer within a reasonably extended period.

7.      Transfer of risk

7.1.   The risk shall pass to the customer upon dispatch from the factory.

7.2.   If dispatch is delayed due to circumstances for which we are not responsible, the risk shall pass to the customer on the day the goods are ready for dispatch.

7.3.   Insurance against transport damage shall only be taken out at the request and expense of the customer.
 

8.      Packaging and dispatch

8.1.   The goods shall be packaged and dispatched in the customary manner at our discretion.

8.2.   Packaging shall be charged at cost price. A credit note for a maximum of 2/3 of the invoiced value shall only be issued for carriage-paid returns of packaging material in reusable condition and only with prior written approval.

8.3.   Unless otherwise specified, the choice of transport route and means of transport shall be made at our discretion without any liability for cheaper freight or shorter routes.

8.4.   If goods ready for dispatch cannot be delivered at the scheduled time due to circumstances beyond our control, they shall be stored by us or third parties at the customer's expense.

9.      Commissioning

9.1.   The costs incurred during commissioning for fitters' and daily allowances shall be borne by the customer, in particular for overtime, Sunday and public holiday work in accordance with German law. Travel and waiting time shall be considered working time.

9.2.   The costs for the outward and return journey as well as for the transport of tools and luggage shall be borne by the customer.

10.  Warranty; liability for defects in delivery
We shall be liable for defects in delivery, including the absence of expressly warranted characteristics, to the exclusion of further claims as follows:

10.1.        Parts which, when used for up to 40 hours per week within 6 months or 3 months in two-shift operation, since commissioning, can be proven to have become unusable or significantly impaired in their usability as a result of circumstances prior to the transfer of risk – in particular due to faulty design, poor materials or faulty workmanship – shall be repaired or replaced free of charge at our discretion. The replaced part shall be delivered carriage paid and shall become our property.

10.2.        Defects must be reported in writing without delay. If timely notification is not provided, the delivery shall be deemed to have been accepted in accordance with the contract.

10.3.        If dispatch, installation or commissioning is delayed due to circumstances beyond our control, liability shall expire no later than 18 months after the transfer of risk.

10.4. We accept no liability for delivery items that are subject to premature wear and tear due to their material properties or the nature of their use.
We shall not be liable for damage resulting from unsuitable or improper use, faulty assembly or commissioning by the customer or third parties, natural wear and tear, faulty or negligent handling, excessive strain, unsuitable operating materials, penetration of foreign bodies, defective work on deliveries from third parties or external influences.

10.5.        We shall only be liable for third-party products to the extent and for the period of time that the subcontractor has provided us with a warranty.

10.6.        The customer must give us the necessary time and opportunity to carry out repairs and replacement deliveries, otherwise we shall be released from liability for defects. The customer shall provide auxiliary personnel.

10.7.        Of the direct costs incurred by the repair or replacement delivery, we shall bear the costs of the replacement part ex works, provided that the complaint is justified. All other costs, including travel and assembly costs, shall be borne by the customer.
10.8. We shall not be obliged to remedy defects as long as the customer is in default with the fulfilment of his obligations, in particular his payment obligations.

10.9.        The warranty claim shall expire as soon as the customer or third parties commissioned by him carry out unauthorised modifications or repair work – including for commissioning – without our written consent.

10.10.    There shall be no claim for compensation for damage that has not occurred to the delivery item itself.

11.  Right of the customer to withdraw from the contract

11.1. The customer has a right of withdrawal if we have allowed a reasonable grace period set for us to remedy a defect for which we are responsible to elapse without result, if repair or the procurement of a suitable replacement part is impossible, or if we refuse to remedy a defect proven to us.

11.2. Any further claims by the customer are excluded, in particular claims for rescission, termination or reduction, as well as claims for compensation for damage that has not occurred to the delivery item itself.

12.  Supplier's right of withdrawal

12.1.   If, after conclusion of the contract, the customer's financial or asset situation becomes unfavourable, we may withdraw from the contract, charging for our expenses incurred to date.

12.2.   In the event that it subsequently transpires that we are unable to fulfil the contract, we shall also be entitled to withdraw from the contract in whole or in part.

12.3.   Claims for damages by the customer due to such withdrawal are excluded.

13.  Retention of title

13.1.   We retain title to the delivery item until all claims arising from the business relationship or other legal grounds between us and the customer have been settled in full.

13.2.   Insofar as the validity of this retention of title is subject to special conditions or formal requirements in the customer's country, the customer shall be obliged to ensure that these are fulfilled at its own expense.

13.3.   We shall be entitled to insure the delivery item against fire, water and other damage at the customer's expense, unless the customer can prove that he has taken out such insurance himself.

13.4.   The customer hereby assigns to us all claims against its customers arising from the resale, as well as all claims against insurance companies or other third parties arising in the event of damage to or loss of the goods delivered by us, in the amount of its outstanding debt at that time.

13.5.   The customer is obliged to notify us immediately of any access by third parties to the goods delivered under retention of title and to the rights assigned to us. If we take back the goods delivered by us under retention of title, this take-back shall only be deemed a withdrawal from the contract if we expressly notify the customer of this in writing.

14.  Place of performance and jurisdiction

14.1.   The place of performance for delivery and payment is our factory in Lüdenscheid.

14.2.   The place of jurisdiction for both parties is Lüdenscheid.

14.3.   We are also entitled to take legal action at another location in the event of disputes and legal actions arising.