| CompanyImpressionsProductsLocationsTeamContactLinks | Standard Purchasing Terms01. Scope of conditions Purchases shall be subject to the following conditions. By performing the order, the supplier acknowledges these conditions, even when his own delivery terms specify otherwise. Non-response on our behalf to the supplier’s conditions made available to us, or to so-called standard terms, does not imply acceptance of these conditions. Any lack of response by us to such order confirmations shall not be deemed to signify our approval thereof. Any digression from our order confirmation shall be regarded as non-acceptance of our order. Any delivery nevertheless made will be regarded as acceptance of our purchasing terms. Any agreements deviating from the conditions specified below shall be subject to our express, written approval. 02. Conclusion of contract, contract documents Our orders shall be confirmed in writing. Dates so confirmed are fixed. Any orders placed verbally or by telephone shall not be valid without our confirmation in writing, by facsimile or e-mail. 2.The supplier shall not levy any charge for his proposals. The supplier shall not levy any charge for his proposals. All tools, models, samples, drawings or other materials we may provide to the supplier shall remain our property and shall not be disclosed to third parties without our approval. The supplier shall treat all commercial and other information confidentially which is not in the public domain and has come to his attention through the business relationship with us. He shall further place all subsuppliers and / or subcontractors under the same obligation. This obligation shall also apply after termination of the mutual business relationship. We may demand changes to the items to be delivered even after signing of contract if the supplier can be expected to accommodate such changes. The effects of such requests on both parties, in particular, concerning any higher or lower cost and the delivery dates shall be adequately accounted for. 03. Prices, payments All prices are fixed prices including packaging and customs duties up to the agreed place of receipt. All invoices shall be issued in Euros as currency. A single copy of all invoices shall be sent to us including all supporting documents and data after the delivery. We shall pay all invoices due and payable by applying a 3% cash discount on the 15th or last day of any month, depending on the day the invoice was received. Invoices not subject to a cash discount will be paid on the 15th or last day of the second month after receipt of the invoice. We reserve the right to offset any claims of our subsidiaries and affiliated companies against any claims of the supplier. 04. Shipping, packaging, delivery dates Shipping notes, consignment notes, invoices and all correspondence shall be marked with our purchase order number as well as the type, quantity and weight of the goods. Packaging material shall be used only where necessary and must be taken back free of charge by the supplier in accordance with the German Packaging Regulation. The place of performance of the obligation to take the goods back shall be identical to the place of delivery. If, in exceptional cases, we are charged for the cost of packaging we may return this packaging to the supplier freight prepaid against payment of 2/3 of the value shown on the invoice. The supplier shall comply strictly with all agreed delivery periods and dates. We shall be entitled to cancel the contract and demand damages after expiry of a reasonable additional period of time granted. In the event of delayed deliveries, the supplier shall be liable in accordance with the law. The right to claim the agreed penalty in the event of a delayed delivery shall not be affected. If goods are delivered ahead of time, we shall be entitled to return the goods to the supplier. If we elect to proceed otherwise, the goods shall be stored on our premises at the supplier’s cost and risk until the agreed delivery date. Force majeure and labor disputes absolve the supplier and ourselves from performing our obligations. We shall immediately provide the necessary information and adjust our obligations to the new conditions insofar as reasonable. The supplier shall be subject to the same obligation. 05. Ownership, assignment of claims Reservation of ownership in favor of the supplier or third parties shall be excluded. The assignment of his claims by the supplier shall be subject to our approval. All material provided by us to the supplier under contract for the purpose of processing shall remain our property. Any combination, mixing or processing with other materials shall be performed exclusively on our behalf, we shall therefore acquire proportionate co-ownership of the new goods. Combination of our goods with other objects considered as principal items shall require our express, written approval. The supplier shall be liable towards us for the loss of or damage to our property. The supplier shall not offset any claims against our claims or claim any rights of retention unless his claims are undisputed or have been validly determined. 06. Complaint of defects and warranty The supplier shall render his performance without any default and ensure that it meets all contracted properties without being subject to defects which would exclude or reduce their fitness for their intended purpose or any other application presupposed by us when placing the order. In the event of any defective delivery, we shall be entitled to improve the goods at the supplier’s cost if we require quick use of the items delivered based on the individual circumstances of the case and where a correction by the supplier within the required time is not possible. We shall inform the supplier in writing (including telefax or e-mail) before we begin correction of the goods. Notice of defects shall be sent to the supplier in writing not later than 10 days after receipt of the goods or after any hidden defects have been discovered. The same applies to any items delivered which have been further processed. The warranty period shall be two years. The validity of longer statutory periods of time shall not be affected. The supplier shall deem us not liable for any product liability claims by third parties arising from defects for which he is responsible. 07. Miscellaneous The supplier shall not be entitled to subcontract the order or essential parts thereof to third parties without our written approval. The agreed place of delivery shall be the place of performance. The exclusive venue shall be Neustadt/Weinstrasse, Germany. The laws of the Federal Republic of Germany shall be applicable to the exclusion of the CISG (The United Nations Convention on Contracts for the International Sale of Goods). The purchasing terms were last amended on March 20, 2003. |
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