1. The following terms of business shall apply for every order. Other terms of business shall
only be binding for us if we recognise them in writing.
2. Orders and oral agreements require our written confirmation to be binding.
3. Our offers are subject to alteration, unless they are specifically declared binding.
Statements of expected costs are not binding. The prices are to be understood ex works
without packaging.
4. We reserve the right to change prices proportionally if after closing an agreement the
costs of materials, personnel and/or the rate of exchange change.
5. If an order is cancelled by the Orderer or Hirer, which requires our consent, Our actual
costs but at least 25 % of the net order value shall be paid to us.
6. We reserve our exclusive rights and claims to any drafts, tracings, pictures, drawings,
tables, circuit diagrams and any other production documents of our wares that may be
sent or shown to any Orderer or potential Orderer. Such drafts, tracings, pictures, drawings,
tables, circuit diagrams and any other production documents may not be given, shown to
or otherwise brought to the knowledge of any third party without our express prior written
consent. They are to be returned at any time if so requested by us.,
1. We endeavour to meet delivery and performance dates; however, we are entitled to
reasonably extend such deadlines, especially when there are delays such as for prior
order clarification with the Customer as well as for such arising while processing an
order. Information on delivery dates refer to the shipment of the goods from the works or
respectively to the preparedness to accept and are hence subject to alteration if nothing
else is expressly written.
2. Force majeur and other events for which we are not at fault that may keep the order from
being carried out smoothly and in particular a delay of our supplier’s deliveries, strikes,
scarcity of energy or materials entitle us to extend the delivery or to rescind the agreement
in whole or part without giving rise to claims on the part of the Customer. This shall also
apply if said events occur at a time when we are already in default of delivery.
3. Partial deliveries shall be allowable for us at the terms of the entire order. Partial invoices
are also possible.
4. For repair work we are also entitled to repair such defects as are not noticeable until after
beginning work. Instead of repairing we may also deliver objects of equivalent value in
exchange. Replaced parts will not be returned.
5. Without previously informing the Customer we are also entitled to have service or
maintenance orders carried out by other firms.
1. Shipping is done at the customer’s expense and risk and, unless otherwise directed,
transport insurance will only be closed at the Customer’s express wish and expense,
except when at our discretion deemed essential. Even when transported by us, transport
insurance may be necessary.
2. We assume no responsibility for the cheapest shipping.
3. We reserve the right to ship from another place in the Federal Republic of Germany by our
choice and not from the place of fulfilment as defined in section XI.
1. Complaints about incomplete or false shipments or recognisable defects must be reported
in writing and without delay and within 15 days of receipt of the goods at the latest.
Other defects are to be reported immediately upon discovery. When reporting defects
their correction free of cost must also be requested.
2. If complaints or defects are not reported promptly warranty claims are excluded. For
prompt reports we shall only be responsible for replacement or respectively for warranty
as set out in section V.
3. Work performed generally requires a formal acceptance as is to be requested from the
customer. The acceptance shall be presumed as effected 10 days after completion and
3 days after commissioning the work performed.
1. We warrant all assured characteristics and a lack of defects corresponding to the respective
state of technology. Changes in construction or design that we generally perform on
goods before delivery shall not be deemed a cause for complaint.
2. The warranty period begins with the shipment of goods and generally lasts 6 months.
Goods produced by other suppliers are excepted from this and have a shorter period of
warranty such as disc drives (warranty period 90 days), objectives, head wheels etc. for
which the warranty periods of the producers shall apply. We assume no warranty for
used equipment unless expressly agreed upon in writing.
3. Type of Warranty
a) The warranty includes either repair or replacement of the defective product as we choose.
Replaced parts become our property,
b) The defective product is to be sent to us for repair or to a repair service shop in the area
recognised by us. The transport costs to and from there shall be at the Customer’s
expense. Transport insurance as in III,1.
4. There shall be no claim for cancellation or price reduction unless we are unable to repair
the defect.
5. Warranty responsibility shall cease when the object delivered is changed by someone else
or by the installation of parts of other origin unless the defect was not in any way caused
by the change. It also ceases if installation and maintenance instructions are not followed.
6. Normal wear and tear and damage due to improper treatment is excluded from the
warranty. Data security in any data storage is the customer’s responsibility. In particular
we are not liable for changes in condition or function of our products due to improper
storage or climatic or other influences. The warranty does not include such defects due to
defective design or materials that the Customer has prescribed despite previously being
warned against.
7. The period of warranty is not extended or renewed by repair or delivery of a replacement.
8. For difficulties resulting from the stipulations of business legal protection for resale or the
use of our products or the goods sold by us, we reject responsibility and in particular
claims for compensation.
To the extent that there are no provisions included in these business terms, there shall be
no other Customer’s claims for compensation, in particular such for default on contractual
fringe rights and default of negotiation duties, except as compulsory by law.
1. The goods supplied by us may not be exported to other countries than the Common
Market in an uninstalled state without our written permission.
2. In case of a violation of this, we are entitled to cancel current orders besides claiming
damage compensation.
1. We reserve title to the delivered goods until complete payment of all claims due to us
from the business relationship regardless of legal basis.
2. The Customer is entitled to process our products or their connection with other products
within the scope of his regular business. To secure our claims we gain joint title to the
objects generated by processing our products with other products according to number 1
above which the customer transfers as a stipulation of purchase. The Customer will keep the
objects subject to our joint title free of charge. The portion of the joint title corresponds to the
value of our product in comparison with the value of the object arising from the processing.
3. Resale within the scope of regular business requires our written approval. If granted this
approval becomes void in the event of cessation of payment on the part of customer. As
a condition of sale the Customer transfers to us all claims arising to him including peripheral
rights. The transferred rights serve as security for all claims defined under No. 1. The
Customer is entitled to collect the transferred claims as long as we have not revoked this
empowerment. The right to collect also expires without express revocation if the Customer
ceases to make payments. At our request the Customer shall promptly inform us to
whom the goods have been sold and which claims are still open from the sale as well as
issue us a notarised statements of the transfer at his own expense.
4. The Customer shall not be entitled to any other disposition of the property under our
reserved title or joint title or of the Claims transferred to us. The Customer shall immediately
inform us of liens and other infringements of the objects under our sole or joint title.
5. We shall at any time be entitled to request hand-over of the goods belonging to us if the
Customer falls in default of payment to us or if there is an essential worsening of liquidity.
If we avail ourselves of this right our right to rescind the contract shall only be deemed as
exercised if expressly so declared, except as compulsorily required by law.
6. If the value of the securities for us exceeds our claims by as total of more than 20 % we will
at the Customer’s request waive such a corresponding share of the securities as we choose.
7. If the reservations of title as above No. 1 to 6 should be invalid in a foreign state the
Customer is obligated to co-operate in all measures to achieve equivalent security for us
as above in numbers 1 to 6, in particular to make any statement necessary.
1. Unless otherwise agreed upon the Orderer owes payment in German marks (DM) (beginning
with the introduction of Euro in Euro(EUR)) for deliveries and services even if the invoices
show amounts in foreign exchange. Foreign exchange in the form of transfers, cheques,
bills of exchange etc. shall be credited to the amount in DM we get for the amount of
foreign exchange.
2. Payments are to be made according to the terms of payment agreed upon. Service
invoices shall always be due immediately upon receipt. In the absence of specific
agreements the opening of a certified divisible irrevocable documentary letter of credit
shall be payable in DM at a major bank in the Fed. Rep. Of Germany at least 90 days
before the delivery date agreed upon and 30 days after order confirmation - depending
upon the delivery time.
3. Payments will be credited against the oldest invoice due.
4. If the Customer is in default of payment or his solvency seriously worsens we may demand
immediate payment of all claims, even such as have been granted a longer period for
payment. This shall also apply when we have accepted cheques or bills of exchange.
Under such circumstances we demand advance payment or security for all current orders.
Claims based on § 326 BGB remain in effect.
5. In case of default of payment and without preclusion of other rights we may claim interest
to the amount of 4½% above the respective discount rate of the German Federal Bank.
The hirer shall be liable according to the general terms for liability if the equipment is
damaged or if he is otherwise in default of obligations. In particular the hirer shall return the
equipment in the same condition as he received it. The hirer’s liability shall also cover
peripheral damage like the costs of appraisal, loss of value, lost rental revenues etc.
XI. Invoicing Rates, Law Applying, Court of venue
Clearance rates, expenses, etc. are to be inferred from the valid price lists
1. Place of fulfilment and court of venue is Munich, Federal Republic of Germany.
2. We shall also be entitled to enter litigation at the court which is competent for the seat of
business of the Customer.
3. The law of the Federal Republic of Germany shall apply for the delivery and service
relationship.