GENERAL TERMS AND CONDITIONS OF Schnitzelmaster GmbH

(herinafter called the “supplier”) 

I. Offer

r The documentation associated with the offer as well as illustrations, drawings, weights, measures and performance are only approximates if they are not exactly defined. The supplier reserves the copyright and property right to quotations, drawings and other documents; third parties must not be granted access to these documents.


II. Scope of Supply

The basis for the scope of supply is the written order acknowledgement of the supplier. If there is no order acknowledgement the offer is the basis for the scope of supply. Side agreements and amendments require the written confirmation of the supplier. Deliveries, services and offers are effected only on the basis of theses terms and conditions. Amendments and side agreements to these terms and conditions as well as differing terms and conditions of the buyer are explicitly contradicted. Amendments require the written confirmation of the supplier.


III. Price and Payment

The price includes the legal value added tax (VAT); the delivery includes packaging and free delivery for lack of special regulations. The payment is due upon invoice receipt. Discounts and other payment methods require a special agreement. A default in payment occurs when the invoice is due and the supplier sends a dunning letter, at the latest 30 days after the due date of an invoice or an equivalent payment request. A charge-up against the purchase price claim of the supplier is only acceptable for unquestioned or legally binding claims. This is also true for a right of retention on the whole or part of the purchase price.


IV. Delivery Date

The delivery date starts with sending the order acknowledgement. The delivery date is maintained when the device has left the site of the supplier by the end of the delivery date. The delivery date is extended adequately at the occurrence of unforseen events that are beyond the control of the supplier and influence the completion or delivery of goods. This is also true for subcontractors. The supplier shall not be responsible for the aforesaid events and conditions if they occur in the course of an actual late delivery. The delivery date shall be maintained under the presupposition that the buyer fulfils the obligations of the contract.


V. Passing the Risk

With shipment of the product the risk passes to the buyer, even if the supplier bears the costs of packaging, shipping and free delivery.


VI. Reservation of Ownership

The supplier reserves the right of ownership to all supplied goods until complete payment. The buyer is not entitled to mortgage or transfer the supplied goods as security; the buyer must advise the supplier without delay of all garnishments, attachments or third party dispositions. If the buyer acts contrary to contract, in particular in case of late payment, the supplier is entitled to take back the goods and the buyer is obliged to give them back. Taking back the goods shall not constitute a withdrawal from the contract. In case of resale the following applies: The buyer is entitled to resell the goods if this transaction occurs within the ordinary course of business. The buyer assigns his claims to the extent of the agreed purchase price plus VAT to the supplier. The buyer is entitled to collect the assigned claims. The supplier´s authority to collect the claims shall not be affected hereby. The supplier shall not collect the claims as long as the buyer fulfils his payment obligations. In case of late payment the supplier may demand that the buyer discloses the assigned claims and their debtors, gives all information required for collection, hands over the related documents and informs the debtors about the assignment. The supplier is obliged to release the securities to which he is entitled on request of the buyer if the value of the claims is more than 20%.


VII. Warranty

The supplier is liable for defects in his products as follows:

• The supplier may at his own discretion remedy replace or repair free of charge all parts, which prove to be defective before passing the risk. The buyer shall inform the supplier without delay of the defects in writing. The replaced parts shall become the property of the supplier.
• The supplier is not liable for defects that occur on the following grounds:
• Inappropriate or improper use, incorrect assembly, startup oder other activities by the buyer or third parties, normal wear and tear, incorrect handling or negligence, unsuitable material, unsuitable resources or electrical effects, inasmuch as the defects cannot be attributed to the supplier.
• The buyer shall give the supplier the required time and opportunity to repair or replace the defective parts, otherwise the supplier is not obliged to repair or replace the parts. The supplier may decide on his own discretion which steps are to be taken. Only in extreme cases i.e. when the operational safety is at risk or in order to prevent serious damages - whereby the buyer shall inform the supplier without delay- or in case the supplier is late in repairing the defects the buyer shall be entitled to repair the defects himself or through a third party and to have the supplier bear the repair costs.
• The supplier bears all costs required for the purpose of repairing the defective product, in particular travel, labour and material costs.
  If the supplier fails to repair oder replace defective parts the buyer is entitled to reduce the purchase price or to cancel the contract.
  

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