|§ 1 General
§ 2 Offer and contract conclusion
- The following terms and conditions apply to all business between the ELECTRIC-SPECIAL Photronicsysteme GmbH and the customer insofar as it is for customers to entrepreneurs. Entrepreneurs in this sense are natural or legal persons or partnerships with legal personality, with whom a business relationship and who act in their commercial or independent professional activity.
- Orders will be processed on the following conditions, which apply to all offers. At the latest upon receipt of the goods or services, these terms and conditions are accepted. Conflicting conditions of the customer is already strictly prohibited. The following terms of sale apply even if the ELECTRIC-SPECIAL Photronicsysteme GmbH is aware of conflicting or deviating conditions of the customer's order without reservation.
- In the contracts, including these terms and conditions to all agreements that were reached between the ELECTRIC-SPECIAL Photronicsysteme GmbH and the customer are set down in writing.
- The offers of the ELECTRIC-SPECIAL Photronicsysteme GmbH are not binding, except that they have been expressly designated as binding.
- Developing cost estimates, drawings and other documents remain the ELECTRIC-SPECIAL Photronicsysteme GmbH property and copyright usage rights without limitation. You may be disclosed to third parties only after prior approval of the ELECTRIC-SPECIAL Photronicsysteme GmbH. To Drawings and other documents, if the order of the ELECTRIC-SPECIAL Photronicsysteme GmbH is not granted, it be returned immediately upon request.
§ 3 Delivery
- Delivery dates are only binding as those which are expressly agreed as such, other delivery terms are binding. Delivery periods begin with the order confirmation and agreement to be executed, under the condition of timely compliance with the agreed payment terms.
- If subsequent amendments to the contract, the term of the delivery period is suspended until the date of agreement on the implementation and if necessary extended to the different execution time required. The resulting costs are charged to the customer.
- The customer has to exceeding a non-binding delivery date or a deadline to ask the seller in writing to deliver within a reasonable time. The seller is liable for late delivery in accordance with statutory provisions if the delay in delivery by the seller based on a willful or grossly negligent breach of duty.
- Construction or design changes, variations in color and changes the scope of supply by the suppliers of the ELECTRIC-SPECIAL Photronicsysteme GmbH remain during the delivery period, provided the purchase is not significantly changed and the changes are reasonable for the buyer.
- The customer is not entitled to reject part deliveries if they are reasonable for him.
§ 4 Payment
- Payments are generally due immediately upon receipt of the pay bill in full without any deduction and free of charges due to the ELECTRIC-SPECIAL Photronicsysteme GmbH, unless stated in the order confirmation no other payment.
- The customer can only offset counterclaims that are not disputed by the ELECTRIC-SPECIAL Photronicsysteme GmbH or are legally enforceable. The client can not exercise a lien that is not based on the same contract.
- With delay of payment interest at 8% above the base rate of the European Central Bank's assets. The assertion of further damages is not excluded.
- The agreed prices are net prices. For other services the recipient is obligated to pay the foreign tax in addition to the competent tax office.
§ 5 Retention of title
- The delivered goods (reserved goods) until final payment property of the ELECTRIC-SPECIAL Photronicsysteme GmbH. In case of breach of contract by the customer, eg Default of payment may take back the ELECTRIC-SPECIAL Photronicsysteme GmbH for prior setting a reasonable time the reserved goods. If the ELECTRIC-SPECIAL Photronicsysteme GmbH take back the goods, will be deemed cancellation of the contract.
- In the case of working or processing must be made to resell the delivered goods by the customer only in the ordinary course of business, as long as the customer is not in default of payment. Among other dispositions e.g. Pledge, security transfer, etc., the customer is not entitled. Be processed by the ELECTRIC-SPECIAL Photronicsysteme GmbH delivered the goods with other goods, the customer assigns his ownership or joint ownership, as well as resulting from the processing of claims to third parties, from the ELECTRIC-SPECIAL Photronicsysteme GmbH. The ELECTRIC-SPECIAL Photronicsysteme GmbH hereby accepts the assignment. The customer is irrevocably authorized to collect on the ELECTRIC-SPECIAL Photronicsysteme GmbH assigned claims on their behalf. The authorization can be revoked at any time if the customer does not fulfill its payment obligations. The subject property is not affected by partial payments by third parties.
- The buyer is liable for the retention of title despite the loss and degradation of the delivered goods. The buyer has to treat the goods carefully and perform needed maintenance and inspection work at their own expense.
- The ELECTRIC-SPECIAL Photronicsysteme GmbH is obliged to release the securities accruing to the extent that the realized value of the securities exceeds the secured claims by more than 10%, with the right to choose the securities to be released to the ELECTRIC-SPECIAL Photronicsysteme GmbH.
§ 6 Shipping, packaging and transfer of risk
- Goods ordered by the customer is always sent to this at his expense. Shipping is at the best discretion of the ELECTRIC-SPECIAL Photronicsysteme GmbH selected shipping method. With the handover to the respective transport persons, the risk to the customer. The ELECTRIC-SPECIAL Photronicsysteme GmbH excludes from but at the expense of the customer a transport insurance, this is so even if freight-free delivery has been agreed.
- Packaging is done with utmost care. The standard packaging is charged at cost and will not be returned.
- Costs for the customer requires different rules, eg Express, special delivery, special packaging, etc. are generally paid by the customer, this also applies to freight-free deliveries.
§ 7 Installation
- The customer has to provide at his expense in time and power and water, including the necessary connections to the point of use, heating and general lighting.
- He also has its costs protective clothing and protective devices are due to special circumstances at the installation site and necessary for the contractor are not common in the industry.
- Before starting the installation of unsolicited customer has the necessary information about the location of concealed electric power, gas and water lines or similar facilities and the necessary structural information to provide.
- If the installation, assembly or commissioning is delayed by circumstances, particularly in the construction area without the ELECTRIC-SPECIAL Photronicsysteme GmbH is responsible this, the customer has to bear the reasonable costs of waiting time and additional travel of the assembly personnel.
- The assembly by the customer, the staff is working to certify to the best of the week. The customer is also obliged to pay the the installation or assembly personnel immediately on request a written certificate of completion of the installation or assembly.
- If the ELECTRIC-SPECIAL Photronicsysteme GmbH acquired the installation or assembly against individual calculation, the customer agreed with order rates for working and surcharges has overtime, night, Sunday and holiday pay for working under difficult conditions and for planning and monitoring . remunerate Preparation, travel, travel time and feedback are regarded as working time.
§ 8 Warranty
- The warranty period is 1 year. Case of gross negligence on the part of the ELECTRIC-SPECIAL Photronicsysteme GmbH is the statutory period of limitation, this also applies in the case of the ELECTRIC-SPECIAL Photronicsysteme GmbH to body or health, or loss of life of the customer. Liability under the Product Liability Act remains unaffected. The services or goods supplied are immediately on quality or quantity to investigate apparent defects within a period of 1 week from receipt of the goods in writing at the ELECTRIC-SPECIAL Photronicsysteme GmbH, otherwise the assertion of warranty claims is excluded. Latent defects within a period of 1 week from discovery.
- Belatedly reported defects are excluded from the warranty. The statutory provisions shorter warranty periods or shorter limitation periods for providing notice of defects remain unaffected.
- In the event of warranty claims of the customer are limited initially to the fact that he may require the ELECTRIC-SPECIAL Photronicsysteme GmbH, at its option, repair or replacement. The client is entitled to only the right to damages, the right to withdrawal or reduction, unless the repair or replacement has failed. With only minor defects, the customer has no right of withdrawal, however.
§ 9 of Risk, Acceptance
- For the case of assembly or installation, the risk on the date of acquisition in the operation of customers over this, as far as a trial run has agreed, after a successful trial operation. It is assumed here that the trial run or take over the operation of the customer is immediately adjacent to the ready installation or assembly.
- Formal acceptance of the benefits of ELECTRIC-SPECIAL Photronicsysteme GmbH has to take place only if a party to these demands. Minor defects do not entitle the customer to refuse acceptance.
- If the customer has the service or part of the power put into use, the acceptance is effective at the latest after the expiry of six working days after commencement of use is deemed to have agreed otherwise.
§ 10 Other claims for damages
- With slightly negligent breaches of duty, the liability of the ELECTRIC-SPECIAL Photronicsysteme GmbH to the foreseeable typical contractual damages.
- With slightly negligent breaches of non-contractual obligations by the ELECTRIC-SPECIAL Photronicsysteme GmbH or its agents, its violation by the execution of the contract is not jeopardized, not liable ELECTRIC-SPECIAL Photronicsysteme GmbH.
- The above limitations do not affect claims of the customer from product liability or warranty. Further limitations on liability do not apply to the ELECTRIC-SPECIAL Photronicsysteme GmbH bodily injury to health or loss of life of the customer.
§ 11 Place of Jurisdiction
- Jurisdiction, if the customer is a merchant in all disputes arising directly or indirectly disputes arising after the election ELECTRIC-SPECIAL Photronicsysteme GmbH in Oldenburg for their headquarters in the competent court.
- The contractual relationship is governed by German law, the application of the CISG is excluded.
§ 12 Final provisions
- If any of these provisions, for whatever reason, in whole or in part, be invalid, the validity of the remaining provisions shall not be affected. The fully or partially invalid provision shall be replaced by a provision that the business purpose of the invalid provision.