General Terms and Conditions
of SR Präzision GmbH
Status September 2012
1. Acceptance of the General Terms and Conditions
Deliveries will be made only on the basis of the conditions below, which are considered as accepted in all parts with the placement of an order. The conditions of the customer shall not apply, unless we expressly agree to them. Such conditions can only be made content of the contract through written consent on our part.
The prices are in Euro excluding statutory VAT. Unless otherwise agreed, the prices of packaging, insurance and customs duties shall exclusively apply ex works. Unless otherwise agreed, prices are without obligation with the proviso that they will be charged according to the prices valid on the day of delivery. List prices are reference values down and open up approximate values that may deviate up or down which are calculated on the basis of estimated expenses, the accounting is done in accordance with the actual expenses.
3. Execution of an order
For our production and delivery the wording of our order confirmation is authoritative. If it contains errors or discrepancies with regard to the wishes of the customer, the customer is obliged to inform us immediately in writing. If any changes need to be carried out without any fault on our part, the buyer bears the costs incurred. Changes requested by the customer can only be considered binding if we confirm them in writing. If commenced orders are cancelled, the customer shall bear the costs hitherto incurred together with a flat rate surcharge of 10%. The customer is free to furnish proof of a lower damage. We reserve the right to claim for the costs against proof of a higher damage. The customer gives us the relevant 1:1 construction plans. We assume no performance and functional guarantee for mere tool designs that we have not made ourselves. If, upon placement of the order, the customer does not give us 1:1 drawings or give us any other notification in respect of their production, we shall produce these ourselves. The 1:1 drawings produced by us shall be deemed to be approved 3 weeks after being sent to the customer for approval, unless an express objection has been made. If blueprints or copies have to be produced for the 1:1 drawings, the cost of their production will be invoiced to the customer. The customer accepts production-related differences in quantities of 10 percent over the agreed amount.
4. Delivery times
The delivery times quoted shall in principle not commence until all information and drawings required for production are in our possession. Changes in the execution during the term of the contracts require a corresponding extension of the promised deadlines. The delivery times are quoted from 86911 Diessen am Ammersee and are pledged only barring unforeseen obstacles, such as force majeure, mobilization, war, riot, breakdown of equipment, strikes, etc. In the case of our own default, the buyer is entitled to set a reasonable grace period for performance of the contract and cancel the contract after this additional period of time has expired without results. He is not entitled to reject partial performance, claims for damages for non-performance or delay in performance are excluded. In the case of force majeure or similar events the customer has the right to demand an explanation from us as to whether we intend to withdraw from the order or to deliver within an appropriate period. If we fail to make a declaration, the buyer has the right to withdraw.
5. Shipping and transfer of risk
With the handover to the forwarding agent, carrier or shipper, at the latest when leaving the supplier’s works or our or another warehouse, the risk of accidental loss and accidental deterioration of the goods is transferred to the customer, also in the case of free delivery. Goods ready for dispatch must be called immediately. If not, we are entitled to store them at the expense and risk of the purchaser at our own discretion and to charge them as delivered ex works. Free delivery is always understood to only cover carriage paid to the indicated delivery address of the customer. If a mode of shipment is required which is more costly than the planned shipment, in particular express freight, express delivery, shipment by truck or the like, the purchaser shall bear the additional cost beyond the shipment provided for in the order confirmation if he asked for such a mode of shipment.
6. Guarantee and notice of defects
We provide a guarantee of flawless delivery for a period of six months from the shipping date. Excluded from this guarantee are all surface finishes such as e.g. varnishing, chrome plating, nickel plating, coatings, etc., both of the whole system and of individual parts. If we install third-party products, we only assume a guarantee for these parts insofar and to the same extent as our suppliers assume such a guarantee vis-à-vis us. In the case of contract work we are only liable up to the amount of the wage compensation, further claims are excluded. Liability shall be limited to gross negligence or willful misconduct. The customer must give written notice of defects immediately after receipt of the goods belonging to the company SR Präzision OHG. Defects which cannot be detected, even by a thorough examination, within this period or which become visible during the guarantee period must be reported immediately upon discovery to avoid loss of compensation claims.
The customer’s guarantee claim is time-barred within one month after being rejected by us. Defective goods can be returned to us in case of a failed repair and replacement made by goods in perfect condition. Instead, we can also replace the reduced value. Expenses which the buyer or a third party incurs to remove any deficiencies without our consent are not eligible for compensation. For additional costs which are incurred in connection with complaints, in particular assembly and disassembly costs and the like, no claims for compensation may be made against us. Nor can wages and travel expenses which the manufacturer has to lay out in order to clarify defects or to disassemble faulty deliveries be charged to us.
7. Terms of payment
Each order is subject to the terms of payment specified in our order confirmation or invoice. The discount period starts from the invoice date. Discounts are granted only to the specified percentage. In the case of a discount payment the payment must be made so that the amount paid is credited to our bank no later than at the end of the discount period. Offsetting the invoice amounts shall only be permitted on the basis of legally established counterclaims. Bills of exchange and cheques are not accepted for payment only in lieu of performance. Therefore credits for incoming bills of exchange and cheques are only subject to receipt of the amount. In the case of late payment interest shall be calculated at the rate of 5% above the respective discount rate of the European Central Bank. If, after order confirmation, we become aware of circumstances which call the credit worthiness of the buyer into doubt, we are entitled to make our delivery dependent on advance payment. If, on request, the buyer does not make an advance payment within the statutory period, so we are entitled to withdraw from the contract. At the time the contract is concluded claims for damages are reserved due to any fault of the buyer.
8. Retention of title
Until the final payment the delivered goods remain our property. The right of ownership is not even partly forfeited by the fact that a payment is made which corresponds to the purchase price of one or more pieces. It rather remains in force until all our claims with regard to each individual sold product have been settled in full. Until full payment of the purchase price the buyer undertakes not to dispose of the goods by sale, mortgage, lease or in other ways.
8.1. Extended retention of title
Resale clause: The buyer is authorized to resell our reserved goods in the ordinary course of business. The purchaser hereby assigns to us in advance all resulting claims against third parties, and in the amount of each invoice value (incl. VAT). Notwithstanding this transfer the purchaser remains authorized to collect the debt.
Processing clause: Processing and transformation of our goods by the buyer shall be effected exclusively for us. When processing is effected with other goods not belonging to us, we shall have co-ownership of the new item in proportion to the invoice value of our reserved goods to the other processed goods purchase price (at the time of processing).
9. Place of performance is 86911 Dießen am Ammersee
10. Place of jurisdiction is 86899 Landsberg am Lech.
SR Präzision GmbH
Lachener Straße 2
86911 Dießen am Ammersee