1. Contractual basis, offer, order
All of our deliveries and services, including consulting services, are exclusively rendered on the basis of these general terms and conditions of sale and delivery. Different terms and conditions of the customer only apply if we expressly acknowledge them in writing. They also have no effect if we have not contradicted them in individual cases. All offers are subject to change. In any case, all orders are only effective with a written confirmation. Verbal agreements or changes to the order require written confirmation. The basis for the execution of the contract are the agreed drawings, samples, descriptions, or similar documents. The customer must tolerate standard deviations in raw materials, sheet thickness and format as well as design-related deviations caused by the use of punching tools and other mechanical equipment. If no special type of execution has been agreed on, we can choose this ourselves. This also applies to the surface properties of the base material. All sheets are machine-straightened according to the current state of the art.
The prices are ex works plus applicable VAT, but exclude packing, freight costs, insurance and customs. Compliance with agreed prices presupposes that the positions on which the agreement is based remain unchanged. Subsequent extensions and changes that lead to additional expenditure must be paid for by the customer. We are entitled to increase the prices for deliveries or services that take place 4 months after conclusion of the contract or later if costs, advance deliveries or wages have changed, as long as we do not provide the delivery or service within the framework of permanent obligations.
3. Delivery time
Deadlines and dates for our deliveries and services are only binding if they have been mutually agreed upon. Compliance with this presupposes that the customer carries out all preparatory actions to be performed by him and that he fulfills his duties to cooperate. If he is in arrears with a service to be performed by him, the dates and deadlines are extended by the duration of this arrears. Subsequent changes or extensions to the subject matter of the contract lead to an appropriate adjustment of the delivery and service times. Force majeure, unpredictable production disruption as a result of strikes, operational restrictions, shutdowns or a lack of raw materials release the seller from his delivery promise during the duration of the disruption and do not lead to delay. Claims for damages for this reason are therefore excluded. If the disruptions last longer than 8 weeks continuously, each contracting party has the right to withdraw from the contract in whole or in part. In the event of delay, the customer must grant a reasonable grace period. As long as this has not passed unsuccessfully or was not necessary for other statutory reasons, he cannot procure a replacement and cannot withdraw from the contract. We are entitled to make partial deliveries as long as they are reasonable for the customer.
4. Delivery and packaging
Delivery takes place ex works at the expense and risk of the customer. Unless prepaid delivery has been agreed. Packaging material provided by us will be charged at the cheapest cost. Boxes and crates, insofar as they are returned within 4 weeks in usable condition, will be credited with 2/3 of the calculated value if the return is free of charges and obligations. Otherwise, one-way packaging is used.
5. Payments, late payments
Payments are to be made at the latest 10 days after the invoice date with a 2% discount or within 30 days from the invoice date, net. In the case of contractual work, payment must be made immediately after the invoice has been issued. No discount is granted for contractual work. We only accept bills of exchange on account of special agreement. The purchaser bears expenses and other costs incurred with the submission of bills of exchange. In the event of late payment, we are entitled to charge default interest at a rate of 8% above the base rate. We reserve the right to claim further damage. In particular, we reserve the right to claim those costs that we incur if we have to involve third parties to exercise our rights after the delay in payment has occurred.
6. Offsetting, right to refuse performance
The customer can only withhold payments or offset them against counterclaims if they are undisputedly ready for decision or legally binding. The customer may only assign claims against us to third parties with our prior written consent.
7. Wage labor
The material delivered to us is processed professionally. We cannot assume the risk of wage treatment. Wrong holes in contract work are not replaced. No replacement for any rejection goods despite proper treatment can be made.
The commercial grade and quality according to the tolerances and standards of the raw material manufacturers is decisive for the material of the delivery. The commercially available sizes are not specially cut according to DIN 1541, but are machine-oriented. All other dimensions are cut according to the cutting tolerances for perforated sheets according to DIN 24041 to 24043.
9. Retention of title
All deliveries are made with expressly extended retention of title. The delivered goods remain our property until full payment has been made. If the goods are delivered in an unprocessed or processed condition by the buyer to a third party in the ordinary course of business, our customer hereby assigns the claims from his purchase price to us in all cases up to the amount of our invoice amount.
10. Notice of defects, limitation period
The purchaser must examine our deliveries in the ordinary course of business immediately after delivery and notify any defects found in writing within 8 days of delivery at the latest. In the event of a justified notice of defects, we provide supplementary performance at our own decision by delivery of a replacement or rectification or new production. The customer must allow us a reasonable period of time, unless this is not necessary for legal reasons. If we cannot meet the supplementary performance within a reasonable period of time or if this fails, the customer has the right to demand a reduction in the remuneration or to withdraw from the contract if the breach of duty is not insignificant. If only parts of the delivery are defective, the other rights of the customer only relate to the defective part of the delivery, unless he can prove that the partial delivery is of no interest to him. If our processing instructions are not followed, the delivery is incorrectly assembled or put into operation by the customer or a third party, changes are made without coordination with us, parts are replaced or materials are used that do not correspond to the originals, the customer has no rights in the event of defects. If the customer himself or through third parties improperly changes or repairs the delivery, there are no claims for defects for these and the resulting consequences. The limitation period for claims for material defects is 12 months, unless longer periods are stipulated in accordance with sections 438 (1) no.2 BGB.
11. Place of performance, place of jurisdiction
The place of fulfillment for both contractual partners is our place of business. The place of jurisdiction for all disagreements from contracts with the customers is Nuremberg. The law of the Federal Republic of Germany applies.
ERNST MECK GmbH
Perforated sheets and metal sheet processing