General Terms and Conditions
§ 1 Basis of Contract
The contract between the parties shall exclusively be formed on the basis of these General Terms and Conditions. Differing terms and conditions of the Customer are hereby explicitly rejected by Karlsruher Glastechnisches Werk Schieder GmbH (Contractor).
The following conditions shall also apply to future contractual relationships between the parties, even if they are not explicitly agreed again.
§ 2 Offers/Prices
The offers contained in the Contractor’s brochures are without engagement and non-binding. Individually prepared offers shall remain valid for 30 days, if a different written agreement has not been concluded.
The price lists that are respectively valid on the day of delivery shall apply, to the extent that nothing different has been explicitly agreed in writing. The prices are stated in euro, plus the respective valid statutory VAT. Duties, packaging, shipping costs, postage, insurance and other ancillary costs are not included in the price. The prices shall always be stated ex factory, to the extent that a different agreement has not been made in writing.
§ 3 Delivery
Delivery dates, delivery deadlines, or delivery times shall only be binding if these are explicitly confirmed by the Contractor in writing. Partial deliveries are permitted, as long as an important reason exists for these and they are reasonable for the Customer. In the case of force majeure and other events for which the Contractor is not responsible (e.g. export, war, strike, lockout, official intervention, operational disruption, illness, etc.), the delivery periods shall be extended for the duration of the impediment. This shall also apply if such events occur with the upstream supplier and this prevents the delivery.
§ 4 Payment Conditions
If no other payment condition has been agreed in writing, invoices shall be payable within 10 days of the invoice date, with 2% cash discount, or within 30 days net.
Repair invoices shall be immediately due for payment without deductions.
§ 5 Shipping/Transfer of Risk
In the absence of other agreements, the Contractor shall choose the packaging, shipping route and type of shipping.
With the handover of the subject matter of the contract to the person carrying out the transportation, the risk of accidental loss shall be transferred to the buyer.
During transportation, the goods shall be insured at the request of the Customer, at his expense.
§ 6 Transfer of Ownership
The ownership of the delivered goods shall only transfer to the Customer, when all claims by the Contractor against the Customer are fulfilled. The Customer shall be obligated to point out the circumstance that the goods are subject to the Contractor’s reservation of ownership, in the event of third party access (pledging, right of retention or similar). In case of anti-contractual conduct by the Customer, the Contractor shall be entitled to take back the goods at his expense. This shall always apply pursuant to §13 Par.3 Consumer Credit Act, as withdrawal from the contract. The Customer shall be obligated to properly store the goods that are subject to reservation and to insure them against theft, breakage, fire, water and other damage, at his expense.
§ 7 Warranty
The warranty rights of the Customer shall require that he has properly fulfilled his inspection and complaint obligations pursuant to §§377,378. Rejected goods must not continue to be used, without our explicit consent.
If a defect exists, for which the Contractor is responsible, the Customer shall be entitled to demand rectification of defects or subsequent delivery, at his option, §439 III BGB (German Civil Code) shall remain unaffected.
If we should not be in a position of being able to rectify defects/provide subsequent delivery, particularly if this is delayed beyond adequate periods, for reasons that are our responsibility, or if the rectification of defects/subsequent delivery should otherwise fail, the Customer shall be entitled to withdraw from the contract or demand a corresponding reduction of the purchase price, at his option.
If nothing different should arise below, further claims of the Customer – regardless of the reasons – shall be excluded. We shall therefore not be held liable for damage that has not occurred to the delivery object; we shall particularly not be held liable for lost profit or other financial losses incurred by the Customer.
The above liability exemption shall not apply to losses due to injury to life, limb or health, which are due to a negligent infringement of duty by us. This shall furthermore not apply, if the cause of the loss is due to premeditation or gross negligence. This shall also not apply, if a characteristic that has been assured by us does not exist.
If we should be responsible for infringing a material contractual duty or a cardinal duty, the liability shall be limited to the typical, contractual loss, to the extent that premeditation or gross negligence do not exist, or liability does not exist for non-existence of an assured characteristic; furthermore, liability pursuant to Paragraph 4 is excluded.
The warranty period shall amount to 12 months, calculated from delivery. This period is a limitation period and shall also apply to compensation for consequential damage resulting from defects, if no claims are asserted from illegal acts. The reversal of the burden of proof by the Contractor shall not exist.
Withdrawal claims by the Customer against the Contractor shall only exist, if the ordering party has not formed an agreement with his buyer for defect claims beyond the statutory claims.
§ 8 Liability
Compensation liability that goes beyond that envisaged in §7 is excluded – regardless of the legal nature of the asserted claim.
The regulation pursuant to Par. 1 shall not apply to claims pursuant to §§1, 4 Product Liability Act. The same shall apply with culpable infeasibility. If the liability limitation pursuant to §7 Par. 6 applies, for producer liability claims pursuant to §823, we shall be obligated up to an amount of the cover sum.
If our liability is excluded or limited, this shall also apply to personal liability by our employees, representatives and vicarious agents.
§ 9 Secrecy, property rights
The Customer shall be obligated to maintain confidentiality regarding documents, prototypes, drawings and calculations, vis-à-vis third parties and not use them or allow them to be used for copying.
§ 10 Final provisions
Changes and supplements to the contract, as well as the rescission of the written form are to be recorded in writing.
If one or several of the above terms and conditions should be or become invalid, the validity of the remaining provisions shall not be affected. The parties agree that Karlsruhe shall be the legal jurisdiction for all disputes arising from this contractual relationship.
As of 08.2007