1. Area of application
The following terms and conditions excluselively apply to all orders, deliveries and services. Any deviating agreements and conflicting terms and conditions of delivery or business of our customers / suplliers require our written confirmation for their legal effectiveness.
2. Offers, cost estimates, prices:
Unless otherwise agreed, our offers are subject to change until a binding conclusion. They are based on the material prices, wages and other variable cost factors applicable on the date of the delivery of the offer.
Additional deliveries and services are subject to separate charges. Upon the execution of an order, if additional waiting times that are not attributable to us arise, or if there are particular labour difficulties in the operations of the customer, we shall be entitled to charge the additional costs that arise from this at the prices specified in the offer.
The offer prices that we quote are net prices, which are subject to the addition of the applicable statutory value-added tax.
We expressly reserve copyrights in all drawings, sketches and models. Duplicates or copies may be made only with our express written consent.
We reserve the right to charge for design work that is produced on request, if a contract has not yet been reached.
3. Obligations of the customer:
Upon the execution of an order outside of our business premises, our customer shall be obligated to provide for auxiliary assembly tools along with suitable personnel and equipment, such as cranes forklifts, etc. The lifting and placing of goods to be processed / packaged, along with their transport to and from the packaging site, are solely the responsibility of the customer. The customer shall be obligated to inform the contractor of all circumstances concerning the execution of the relevant order.
If it violates this obligation, the delivery delays and additional costs that arise from this shall be exclusively at its expense. The customer is responsible for the proper handling of parts that are particulary susceptible to corrosion. Furthermore, the customer is obligated to make known in writing the correct weight specifications and other special characteristics of the goods on a timely basis prior to the execution of the order. These include, in a particular, information on the centre of gravity and, for crane work, the notification of the attachment points. Any dangerous goods must be declared in writing with all of the necessary information. The customer must point out to us in writing any additional necessary and special handling of the goods to be packaged, such as special risks that arise from the requirements of the transport path, the transport method or any intended subsequent storage, including those with respect to environmental impacts. The information required for labelling must be transmitted to us in writing on a timely basis prior to the execution of the packaging order.
4. Payment terms
All payments are to be made without any deduction within a period of two weeks after the invoice dae, to a bank accunt that we have specified. If the customer is in delay with a payment, we shall be entitled to charge default interest for consumers in the amount of 5% (for all customers, 8%) above the base interest rate of the ECB.
The customer shall not be entitled to assert a right of retention or set off counterclaims with respect to our claims, to the extent that we have not expressly acknowledged them, or they are not established with legal effect. In the event of a delay in payment,we shall be entitled to make all payments arising from the business relationship immediately due, discontinue further deliveries, services or work and/or withdraw ( in whole or in part) from contracts with the customer.
5. Retention of title:
All goods or packaging that we have made and delivered shall remain our property until full payment. Our assertion of retention of title shall not constitute the withdrawal from the contract. Regarding the goods delivered to us for packaging and belonging to the customer, we shall have a right of lien and right of retention until all claims that are due or are not due arising from the business relationship have been satisfied. The right of lien and right of retention shall not go beyond the statutory right of lien and right of retention. In all other respects, the provision in the current version of Section 20.2 of the General German Freight Forwardin Terms and Conditions (ADSp) shall apply as a supplement.
6. Delivery dates, deadlines:
In principle, delivery dates and deadlines specified by the customer are not binding.
Delivery dates and deadlines must be adhered to only if there is an express written agreement.
However, liability shall be barred if we or other entities experience unforseen events, such as unforseen operational disturbances, strikes or delayed deliveries of packaging materials, despite proper and timely ordering.
The period for performance shall then be obligated to provide the customer with immediate notification of the beginning and endof such an event. If the deadline is delayed for reasons for which the customer is responsible, we shall be entitled to assert any additionl costs that arise from this. If we are in delay and the customer verifies to us that it has experienced losses as a result of this, it shall be entitled to demand compensation for delay, but this may not exceed 5% of the value of the delayed packaging.
7. Warranty and notice of defect:
We warrant the use of commercially available materials and raw materials, and the proper execution of the work. Any liability for the products made by the customer is barred. All work/services that we have carried out must be accepted by the customer immediately after conclusion. If the work/services are accepted without any objection, subsequent claims for defects that are already detectable upon acceptance may not be asserted. In any case of defective work/services, the customer shall have the right to, at our selection, a repair or a cost-free replacement delivery (supplementary performance). In such a case, we shall assume the expenses necessary for the purpose of supplementary performance (in particular transport, travel, labour and material costs).
If a repair or a replacement deliver has failed twice, the customer may, at its selection, demand a reduction in price or withdraw from the contract. A withdrawal is barred if the defectonly insignficantly reduces value or the fitness of the item.
For seaworty packaging, w shall be liable, under the condition of the verified proper transport along with the verified proper storage for the duration of transport and storage (detention period) of 12 months, for direct damages to the packaged goods, to the extent that such damages can verifiably be attributed to the defective design of the packaging.
The customer shall have the burden of proof. An extension of the detention period beyond 12 months shall require a written agreement.
A warranty for the quality of the item within the meaning of §443 of the German Civil Code "BGB" must be expressly assumed by us in writing, to the extent that this does not concern a sale of consumer goods.
We must be notified in writing of damages to the goods that we have packaged within a period of 8 days of unpacking. If the notification is delayed, the assertion of claims for the compensation for damages shall be barred. Our liability shall also be barred if a package produced by us is opened, modified, damaged, improperly stored or otherwise improperly handled, and it cannot be ruled out that damages arouse from this.
8. Limitation of compensation for damages:
For damages to packaging for which we are responsible, we shall be liable at a maximum up to the amount of the contract value of the packaging that has been charged or is still to be charged. For any incorrect labelling or neutralization of the packaging that we have caused, we shall be liable up to the amount charged or still to be charged for such services. For the culpable violation of other material contractual obligations within the meaning of §307, para. 2 of the BGB, we shall be liable, in cases of ordinary negligence, only for foreseeable damages that typically occur. Our liability shall be limited to an amount of €100,000.00 per event of loss or damage. Any higher liability requires a separate written agreement.
Our liability for damages arising from injuries to life, body or health, for claims under the German Product Liability Act, for express written warranties and in cases which we have acted with intent or gross negligence, shall remain unaffected.
For goods that we have stored temporarily, we shall not be liable for risks that are covered by a transport insurance policy, or that could have been corvered by such a policy or an insurance policy or a generl type going beyound this.
9. Burden of proof, period of limitations:
The burden of proof for the existence of a warranty or liability is incumbent on the customer. It is particulary obligated to secure any evidence in place, so that we have the opportunity to be persuaded of the validity of the asserted claim, according to grounds and amount.
All claims against us, including those arising under warranty, shall be time-barred in one year, to the extent that we have not acted with intent. The period of limitations shall commence with the maturity of the claim and, if necessary, the beneficiary's knowledge or the grossly negligent lack of knowledge of the damages that occured. Furthermore, the provisions of §199 paras. II to IV of the BGB shall apply.
10. Place of performance, legal venue and applicable law:
The exclusive place of performance is our company headquarters. To the extent that our customers are merchants within the meaning of the German Commercial Code, actions for any claim asserted against us must be exclusively raised with the court with jurisdiction for our company headquarters. This shall also apply to claim that we assert; however, we shall also be entitled to assert claims at any other statutory area of jurisdiction. The legal relationships with our customers are subject to the laws of the Federal Republic of Germany. The application of the United Nations Convention of 11 April 1980 on Contracts for the International Sale of Goods is expressly excluded.
11. Amendments, salvatory clause:
Any amendments to these terms and conditions of delivery and business, or any other contractual arrengement, must be in writing. If a part of these terms and conditions of delivery and business is invalid, this shall not affect the validity of the remaining provisions.