Terms and conditions
As at: 16/10/2022
1. General
The following conditions apply to all of our offers, sales and deliveries. With placement of an order, the customer agrees to all conditions in full. Other conditions are only valid when previously agreed to and confirmed in writing by us. The amendment of certain conditions will have no effect on those remaining. We are not committed to the buyer’s conditions of sale, even when we do not explicitly contradict them. Rights and obligations stated in the contract of purchase may not be transferred to other persons without our consent. Until contrary agreement, all conditions are applicable in relation to current and future business endeavours, including existing business relations, to which these conditions have no particular relevance.
2. Offers
Offers are always, even when of no particular agreement, subject to confirmation. Our prices and the amount owed by the customer after the order has been executed depend on the general development of prices or values for goods and services on the market that directly affect our cost price for the execution of the order (such as in particular wage agreements or changes in material prices). Changes (increases or decreases) in such preliminary costs are passed on to the customer to the extent that they affect our prices as cost elements. We will provide the customer with proof of this upon request.
3. Orders
Orders are only considered as accepted when they have been confirmed by us. In the case of the delivery taking place without previous confirmation, the invoice is also considered as confirmation of order. Cancellations of orders will only be possible, if the customer bears the fees for restocking (maximum purchase price) and a processing fee of 20 €.
4. Fees
Our fees are subject to change and are applicable from point of the delivery centre, excluding packaging, legal sales tax, postage, freight, other logistic expenses, insurance, customs and assembly. In the case of an increase in price calculation between confirmation and delivery, due to wages, raw material prices, freight, taxes, customs or any other matters, or in the case of any new such burdens occurring, means we are entitled, within legal rights, to increase costs. For calculation, the number of units are authorised by us. Please note that full payment amount of the invoice has to be received to our account without deduction of any fees. All bank charges are to be borne by you, otherwise the delivery can be withheld. We reserve to list bank fees separately in the invoice.
5. Delivery
The delivery time agreed upon for each single commission is reserved. The delivery period is considered honoured when the dispatcher service is informed within reasonable time, but the dispatch cannot take place for reasons which are no fault of ours. Delivery in part may not be rejected by the buyer. Obligation to comply with the agreed upon delivery deadline can only be fulfilled provided production proceeds to plan. Unforeseeable situations with us and our dispatchers, and consequences following extreme force, operating disorders, strike, lock-out, government actions, lack of raw and relief materials at the time of manufacture, entitles us to annul delivery obligations either in part, or in full. Failure to comply with confirmed delivery dates can in no way lead to compensation claims or the cancellation of orders. We have the right to carry out a late delivery of the goods lacking but are by no means obligated. Claims for compensation due to late or non-fulfilment are excluded. All risk is carried over to the buyer either at the point of warehouse departure or upon report to the dispatchers. Unless otherwise specified, the means of transport and route chosen are done so to the best of discretion and without any liability for the most cost effective and fastest freight. The delivery takes place at risk of the client, inclusive Franco-deliveries and in the case of proprietor’s reserve. The packaging is carried out at our discretion unless otherwise agreed upon. We reserve the right to over or under deliver up to 10% of the ordered amount when dealing with articles not in stock.
Delivery times are non-binding. Agreed delivery times begin when our order confirmation is sent, but not before we have received the documents, approvals, releases to be provided by the customer and an agreed down payment. The delivery period is met if the delivery item has left the factory by the end of the period or readiness for dispatch has been notified. The delivery period is extended appropriately in the event of unforeseeable circumstances that make delivery difficult, including force majeure, insofar as we are not responsible for these circumstances.
6. Claims of discrepancy or defective goods
Rebuke against weight, quantity, quality or performance of products may, as long as they are not covered by our Conditions of Sale and Delivery, be made in writing to us, as soon as noticed and no later than eight days after delivery of the items to the desired destination. Deficiencies which by thorough examination cannot be found within this time frame are to be reported as soon as discovered.
7. Warranty
The supplier is liable in the case of an incomplete delivery, to which the absence of specifically confirmed items belongs, with the exception of the following claims:
7.1. All parts, which are proven faulty within six months of delivery and within reasonable discretion, due to faulty design, poor construction materials or poor performance and are likely to be hazardous, can be improved or replaced by the supplier. The supplier is to be notified in written form as soon as such defects are noticed. Replaced parts remain property of the dispatcher. If the delivery is delayed through no fault of the supplier, liability is dropped at the latest 12 months after the passing of risk. In the case of significant foreign products, the dispatcher’s liability is confined to that of liability assigned by the dispatcher of the foreign product.
7.2. The customer’s right to make claims on defective items loses force as of the complaint submission made within 6 months, but at the earliest with the expiration of the warranty.
7.3. There will be no liability for damage caused by subsequent reasons: Inadequate or improper use, faulty assembly, natural wear and tear, misuse or negligent treatment of inappropriate operating materials. Exchange materials, poor construction, chemical or electrical influences, as long as they are no fault of the supplier.
7.4. The customer is obligated to allow the supplier with a reasonable time frame to make necessary improvements and deliveries, which will be agreed upon between both parties. If this agreement is not honoured by the customer, so the supplier is freed of all liability concerned.
7.5. In the case of a valid claim, the supplier covers any extra costs involved in the repair, improvement or delivery of spare parts, including cost of units replaced and postage and shipping. In all other cases the customer carries the costs.
7.6. The warranty on spare parts and repairs is valid for three months, and runs, at least, until the end of warranty of the original stock.
7.7. In the case of changes or repairs made by the buyer or third party, without prior approval of the supplier, supplier liability for the resulting circumstances will be annulled.
7.8. Other buyer claims, particularly those concerning replacement of damaged stock, which are not related to the item in question, are excluded by law.
8. Operational recommendation
Application, usage and processing of the stock concerned remain the sole responsibility of the buyer. Technical and operational advice on behalf of the supplier, whether in spoken or written form and in relation to any possible third party, is only valid as a non-binding reference and does in no way exempt the buyer from his responsibility to examine the suitability of the product.
9. Retention of title
Ownership is only then passed on to the buyer when he has fulfilled all liabilities in the existing business relationship. The reception of bills or cheques is only valid as payment; therefore full ownership of the item in question is completely handed over then with the final payments of debt to the supplier. In case of the delivered goods or parts of the goods being built into another object, the new object is co-owned by value-ratio as previously agreed, and the rights of ownership are in no way impaired. The buyer is entitled to change or dispose of the delivered goods within a normal trade situation, whilst the goods in question are still under retention of ownership. On the other hand, he may not mortgage or secure the goods. In the case of resale or further amendment of the goods, the buyer is required to hand over all rights to the third debtor, and indemnify the amount of indebtedness owing to us. All proceeds collected and owed to us are to be delivered immediately. At our request, the buyer is obligated to reveal the second buyer and relevant information required in order for us to enforce our legal rights. The buyer is obligated to inform us of any impairment of our rights due to a third party. In the event that the second buyer does not pay cash immediately, the buyer must retain ownership of the goods.
10. Payment
Our invoices are paid within the agreed payment terms for free to our paying agent, from the date of the invoice. For each customer of EURO Maschinen und Geräte / Daniel Frey is a credit check performed. Accordingly, the payment terms for each customer of EURO Maschinen und Geräte / Daniel Frey determined individually. The EURO Maschinen und Geräte / Daniel Frey reserve the right to change the existing payment terms at any time. The purchase price will due immediately if the buyer is at us with other open claims in payment, or if we become known the uncertainty of his financial situation by filing for bankruptcy, judicial or extrajudicial settlement request, bills or checks protest, execution or failure of a guarantor or other events in accordance with § 321 BGB.
In such cases, we are entitled to complete outstanding deliveries against advanced payment only, or to refrain from completion. Payment with bill of exchange requires special agreement. Bills of exchange and cheques will only be accepted as reservation and are considered valid cash payment as of time of redemption only. Costs are to be paid in cash upon completion of the task. When the 30 day period is exceeded, late payment interest will automatically apply, at the usual bank credit interest rate and without previous notice. The buyer is not entitled to withhold payment due to counter-claims, nor may he offset against this.
11. Location and Jurisdiction
The location for deliveries and payment is Paderborn. Jurisdiction for all contractual disputes is Paderborn.
12. Waver and Forbearance
Even in the case of possible legal ineffectiveness, parts of the conditions stated in both this document the contract of purchase and delivery, are in their own right, binding.
