General Delivery Conditions
I. Scope of Delivery
1. Documents which form part of the offer such as illustrations, drawings and information on dimensions and weights are authoritative only in an approximate sense unless they have been expressly designat-ed to be binding. The seller retains proprietary rights and copyright rights in respect of cost estimates, drawings and other documents; these may not be made available to third parties. Drawings and docu-ments forming parts of offers must be returned upon request.
2. The scope of delivery shall be determined by the concurring written declarations of both parties. If a contract has been concluded in the absence of such declarations by both parties, the written confirma-tion of order by the seller shall be decisive; or, if no such confirmation has been given, the written order by the buyer shall be decisive.
Unless otherwise expressly agreed, prices apply ex works seller and exclude loading or packaging. Value added tax at the applicable statutory rate shall be added to the prices. Any duties or charges out-side the Federal Republic of Germany shall be borne by the buyer.
III. Payment Terms
1. Payments shall be made upon receipt of the invoice free of charges and without any deduction to the payment facility of the seller. Any agreements deviating from this arrangement must be in written form.
2. In the case of default of payment, the usual bank interest shall be calculated but at least 5 % above the base interest rate pursuant to § 1 of the Discount Rate Implementation Act dated June 9, 1998 (BGBl. I p. 1242) calculated as of the commencement date of default.
3. Retention of payments or offsetting against any counterclaims of the customer which are disputed by the seller are excluded.
IV. Delivery Period
1. The concurring written declarations of both parties shall be decisive as regards the delivery period. Delivery within the agreed period – which applies only in an approximate sense – is conditional on the timely provision of all documents which the buyer must supply and timely observance of the agreed terms of payment and other obligations. If these conditions are not fulfilled on time, the period will be reasonably extended. The time limit shall be considered to have been met if by its expiry the goods or-dered have left the seller’s works or if notification has been given of their readiness for dispatch.
2. The delivery period shall be reasonably extended in the case of circumstances as a result of labor dis-putes, in particular, strikes and lock-outs and in the event of unforeseen difficulties beyond the control of the seller insofar as such difficulties can be proved to have a material effect on the delivery of the goods ordered. The same shall apply when such circumstances affect the seller’s suppliers. The seller shall not be answerable for the above-mentioned circumstances even if they arise during a period of delay which has already come about. The seller will inform the buyer as soon as possible of the begin-ning and end of such difficulties.
3. If dispatch is delayed at the request of the buyer, the costs incurred as a result of storage will be charged to it as from one month after notification of readiness for dispatch with storage at the seller’s works but at least 1/2 % of the invoice amount per month commenced. However, the seller shall be en-titled to otherwise dispose of the goods ordered after a suitable period has been set and expired without effect.
V. Transfer of Risk and Acceptance
1. The risk shall be transferred to the buyer at the latest with the dispatch of the goods to the buyer also in the case of partial shipment or if the seller has undertaken to provide other services, e.g. payment of costs of shipment, delivery and installation. At the request and expense of the buyer, the seller will in-sure the consignment against risks of transport.
2. If dispatch is delayed by circumstances for which the buyer bears responsibility, the risk shall pass to the buyer as from the day of readiness for dispatch at the latest.
3. Partial-shipments shall be prohibited.
VI. Liability of the Seller
1. The buyer is aware that the dispatch concerns used machines. The buyer purchases the machines as inspected to the exclusion of all warranties of any kind.
2. The liability of the seller for essential products of other manufacturers shall be limited to the assignment of the liability claims which it has against the supplier of the other manufactured products. In particular, no liability shall be undertaken for damages which result from the following reasons: unsuitable or im-proper use, defective assembly or operation by the buyer or third parties, normal wear and tear, incor-rect or negligent use, unsuitable production equipment and facilities, replacement materials, inadequate building work, unsuitable building grounds, chemical, electric chemical or electrical influences, insofar as such are not attributed to have been the fault of the seller.
3. Seller shall not be liable for damages which result from alterations or maintenance work undertaken by the buyer or a third party without the prior consent of the seller.
4. Additional claims of the buyer, in particular, a claim for reimbursement of damages which did not occur on the dispatched goods themselves are excluded. This exemption from liability shall not apply with in-tentional wrongful conduct, gross negligence of the seller or management employees as well as with in-tentional breach of essential contract obligations. In the case of slight infringement of essential contract obligations, the seller shall be liable only for damages which would reasonably be foreseeable and are typical of contracts of this kind.
Furthermore the exclusion of liability shall not apply in cases in which the Product Liability Act defines a liability for bodily injuries or the property damages of privately used objects caused by defects of the dispatched goods. It shall also not apply to the absence of quality which is expressly assured if the as-surance had the specific purpose of securing the buyer against damages not occurring to the delivery products themselves.
VII. Safety Regulations
The machine is corresponding with the health and safety regulations valid at the time of first delivery. It is buyers responsibility to adapt the machine to the valid regulations of the local authorities for operation of the machine on site.
VIII. Retention of title
The seller reserves title to the goods until full payment has been received.
IX. Liability in Respect of Secondary Obligations
If, through the fault of the seller, the goods cannot be used in accordance with the contract as a result of failure to provide adequate instruction or advice or failure to fulfil other secondary contractual obliga-tions either before or after conclusion of the contract – in particular as regards instructions on the op-eration and maintenance of the goods ordered – the stipulations of Section VI shall apply as appropri-ate to the exclusion of further claims of the buyer.
X. General Provisions
1. Should a provision of these conditions or a provision within the framework of other agreements be or become invalid, such shall not affect the validity of the remaining provisions. The contractual partners shall be obligated to replace the invalid provision with a valid provision which comes closest to the eco-nomic effects of the invalid provision. Every amendment or supplement to the contract must be in writ-ing.
2. The law of the Federal Republic of Germany shall apply. The law on the international sale of goods is excluded.
3. Place of performance and jurisdiction for all claims is the location of the registered office of the seller. The seller is, however, entitled to institute legal action in courts at the registered office of the buyer.
POEM PreOwnedEnvelopeMachines GmbH