General terms of business and delivery

1.
Out tenders are non-binding. Purchase orders are binding only following our written order confirmation.

The illustrative data in our sales documents (drawings, illustrations, running texts) are to be understood as guiding values only.

Our prices are binding in the version valid at the time of contract conclusion and, that is, with the proviso that nothing to the contrary has been indicated, plus the respective legally required value added tax. Payments must be made immediately based on invoices issued. Insofar as noting else emerges from the purchase order confirmation, the purchase price is due without any deduction within eight days as of the date of the invoice.

Transport costs, travel costs and activating technicians are charged to the customer. Costs for the environmental disposal of samples and the like are charged to the customer.

If the payment deadline is exceeded, all legal consequences for delay in payment apply without any special notification.

We reserve the right in particular to charge interest in the amount of the respective interest rate of our house bank. Additionally, the entire balance is due immediately, regardless of any payment targets.

We are entitled to charge 5.00 € per notification.

2.
We will make every effort to adhere to the indicated delivery and service deadlines. These, however, are non-binding insofar as nothing else is expressly agreed upon. Our contractual obligations include the proviso of our having the correct, timely and complete delivery by our suppliers, and timely input of all documents, required approvals, services and releases, in particular the plans that are to be provided by the customer. If these prerequisites are not fulfilled, then the indicated delivery and service deadlines extend correspondingly. This does not apply if we, ourselves, are responsible for the delay. The verification of this rests with the customer. We are also entitled to withdraw from the contract.

If we are in arrears with a delivery or a service, the customer is entitled to withdraw from the contract only if he has set an appropriate grace period in advance.

Indemnification claims by the customer due to delayed delivery of goods or services by us exist only and exclusively if gross negligence or malice is attributable to us. Thereby, our obligation to indemnification is limited to replacement of damage that can typically arise for the customer. We are not liable for atypical damages, also not for damages that were not foreseeable and not for damages that could have been avoided by the customer.

The limitation of the obligation to indemnify does not apply in cases of injury to life, body or health.

Contractual penalties are, in any case, ruled out.

3.
It the customer, regardless of the reason, does not or does not properly accept the goods or service, then the purchase price becomes due for payment immediately. After setting a grace period of six work days, we are entitled to withdraw from the contract and/or to demand indemnification, including any added expenses. In this case, we are entitled either to claim the actual damages or, without verification, to invoice damage in the amount of 20% of the price set for the customer. In this case, the risk of incidental demise or incidental deterioration reverts to the customer at the time at which he went into default of acceptance.

4.
Place of fulfilment of delivery or service is the head office of our company. Upon shipment, risk reverts to the customer as soon as we have transferred the goods to the freight forwarder selected by us. This also applies to freight prepaid deliveries. If desired by the customer, the shipment can be insured at his cost.

Place of fulfilment for payments is Sonneberg.

5.
Offsetting and withholding are ruled out, unless the offset to claims is uncontested by us or established by law. Offsetting with other claims is ruled out. The customer can exercise a right of retention only if his counterclaim is based on the same contractual relationship.

6.
Goods remain our property until payment is complete. Resellers are entitled to further sale only upon the simultaneous assignment of their resulting claim to us and are authorized to collect the assigned claim unless revoked by us.

7.
In the case of defects in goods delivered by us or the services provided by us, the customer has an initial claim to follow-up fulfilment or follow-up improvement. If the follow-up fulfilment or follow-up repair fails or if we consider it unreasonable due to disproportionality of expected costs, the customer is entitled to withdraw from the contract or to reduce the purchase price.

Additional or further-reaching indemnification claims by the customer arise only if intent or gross negligence is attributable to us or to one of our vicarious agents, or if expressly warranted characteristics are absent. The limitation of the obligation to indemnify does not apply in cases of injury to life, body or health.

As is the case for any indemnification obligation, the claim by the customer is limited to replacement of damage that can typically arise for the customer. We are also not liable for atypical damage, including damage that was not foreseeable by us and including damage that could have been avoided by the customer.

8.
The customer is responsible for ensuring that rights of third parties transferred by them do not intervene as third party rights.

Any type of publication of measurement reports, test reports or expert opinions – including in the form of excerpts or in abbreviated form – requires our previous, written consent. This also applies to use for advertising purposes.

9.
The exclusive legal venue for all disputes is Sonnenberg or– for matters in the jurisdiction of the district court– Meiningen, if the contracting parties are merchants, juristic persons under public law or estates subject to public law.

German substantive law applies exclusively.

10.
Should individual provisions be unworkable or become so, this will not impact the remaining provisions.