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General terms and conditions of sale and delivery of
"Rodiing GmbH"
Rodland 19 51580 Reichshof-Erdingen
Hereinafter called "Rodiing GmbH" as of: 03/2014
I. General
1. The following general terms and conditions of sale and delivery (AVLB) apply exclusively to the terms and conditions between Rodiing GmbH and our customers. Contradicting or deviating terms and conditions only apply if they have been expressly confirmed by us in writing. These terms and conditions of sale and delivery also apply if Rodiing GmbH unconditionally carries out the delivery to the purchaser, knowing that the terms and conditions of the purchaser contradict or differ from its own terms and conditions.
2. By placing an order or accepting services, the customer acknowledges the validity of our general terms and conditions not only for the business concerned, but also for all future business.
3. The faulty transmission of telegraphic, telex or telephone orders and instructions is at the risk of the buyer.
4. Changes to the provisions contained in these AVLB and / or the contract must be made in writing.
II. Offer and order confirmation
1. Our offers are subject to change. The properties specified in the service description comprehensively and conclusively determine the properties of the delivery item.
2. Orders, contracts, contract changes or contract supplements and all other agreements or declarations, including the assurance of properties, are only binding for us if we have expressly confirmed them in writing.
3. Rodiing GmbH is no longer bound by the offer prices after a period of four weeks from the date of the offer. The prices on which the offers are based are exclusive of VAT.
4. LACOTEC GmbH reserves title and copyright to the offer documents, in particular illustrations, drawings, calculations and other documents. They may not be made accessible to third parties.
III. Prices
1. Unless otherwise stated in the order confirmation, deliveries are always made “ex works” at the prices stated in the order confirmation (plus the statutory value added tax applicable on the day of invoicing).
2. All additional costs, such as Unless otherwise agreed, loading, packaging, transport, installation, installation and assembly are at the expense of the customer.
3.If events occur after the conclusion of the contract, which make our production or shipping costs more expensive, in particular by increasing our purchase prices or by increasing wages as a result of the wage and salary tariff that applies to us, Rodiing GmbH is entitled to corresponding price increases ,
IV. Terms of payment
1. Payments are to be made without any deductions immediately after delivery or invoicing. The customer is in default without further explanation from Rodiing GmbH 10 days after the due date, unless he has paid. In the case of a contract for the delivery of machines and systems, 1/3 of the agreed purchase price must be paid when ordering, another 1/3 within 7 days after notification of readiness for dispatch and the last 1/3 within 7 days after the invoice date.
2. The deduction of cash discount requires a separate express agreement.
3. In the event of defects, the customer is not entitled to a right of retention, unless the delivery is obviously defective or the customer is obviously entitled to refuse to accept the delivery. In such a case, the customer is only entitled to withhold payment insofar as the amount withheld is proportionate to the defects and the anticipated costs of supplementary performance (in particular rectification of the defect). The customer is not entitled to assert claims and rights due to defects if the customer has not made payments due and the amount due is in a reasonable relation to the value of the delivery or work that is subject to defects.
V. Delivery / delivery time / delay
1. Rodiing GmbH is liable in the event of a delay in performance in the event of intent or gross negligence within the framework of the statutory provisions. In the event of gross negligence, our liability is limited to the contractually typical, foreseeable damage; this does not apply to liability for injury to life, limb or health.
2. Due to delays in delivery that are not based on intent or gross negligence on the part of Rodiing GmbH, the customer cannot assert any claims. This applies in particular to delays in delivery due to force majeure. In these cases, the agreed delivery date or delivery period is postponed according to the duration of the obstacle to delivery.
3. Rodiing GmbH is only responsible for the timely procurement of your deliveries / services insofar as it receives the necessary deliveries and other services (hereinafter referred to collectively as "deliveries") in good time by concluding appropriate contracts with suppliers or subcontractors. We will inform the customer in good time about the unavailability or timely availability of the supplies.
4. Delivery periods and delivery dates are only binding if they are expressly agreed in writing in the offer. Rodiing GmbH is not bound to the delivery date or the delivery period if the customer does not meet his obligations (payment of discounts, provision of required documents etc.) in good time.
5. Delivery periods begin at the earliest on the day on which the contract was concluded in writing. The beginning requires clarification of all technical questions.
6. In the event of subsequent changes requested by the customer, Rodiing GmbH is released from observing the delivery date or delivery period.
7. If the customer defaults on acceptance or if he violates existing obligations to cooperate, Rodiing GmbH is entitled to claim the damage incurred, including the additional expenses. In this case, when purchasing our products, the risk of loss or accidental deterioration of the purchased item passes to the customer at the point in time when he is in default of acceptance. In addition, we are entitled to set the customer a reasonable acceptance period and to withdraw from the contract after their fruitless expiry and to demand compensation instead of the service.
8. For all deliveries, the risk of transport is transferred to the customer as soon as the goods have left our factory, regardless of who bears the freight costs.
9. If the shipment is delayed due to circumstances for which Rodiing GmbH is not responsible, the risk passes to the buyer from the day the goods are ready for shipment. Shipments of goods will only be insured by us at the express request of the customer and then at his expense.
VI. Retention of title
1. The delivery item remains the property of Rodiing GmbH until all claims against the customer arising from the business relationship have been fulfilled. In the event of breaches of duty on the part of the customer, in particular delay in payment, we are entitled to demand the surrender of the delivery item and to withdraw from the contract without setting a deadline; the customer is obliged to surrender the delivery item.
2. If the delivery item is inseparably mixed or combined with other items not belonging to Rodiing GmbH, the property or co-ownership of the customer in the new item passes to us as soon as it arises, provided we do not acquire co-ownership but lose our property.
3. All claims of the customer from a resale of goods in which we have ownership or co-ownership (reserved goods) are transferred to us with the conclusion of the sale transaction in the amount of the invoice value of our goods (including VAT), regardless of whether the Goods are sold to one or more customers.
4. Costs for maintenance and inspection work are also to be borne by the customer during the retention of title, even if they are carried out by Rodiing GmbH.
VII. Warranty for defects
1. The Rodiing GmbH guarantees according to the legal regulations that the new product is free from material and manufacturing defects, unless another regulation is made subsequently.
2. Assurances with regard to the properties of the product can only be given by the management of Rodiing GmbH. They must be in writing and must be explicitly marked as an assurance.
3. Warranty rights of the customer only exist if the customer examines the delivery item immediately after delivery and notifies us of recognizable defects immediately. If a defect becomes apparent later, this must also be reported to Rodiing GmbH immediately. Otherwise, the delivery item is also considered approved in view of the defect.
4. Claims for defects do not exist if there is only an insignificant deviation from the agreed quality or if the usability is negligibly impaired.
5. Rodiing GmbH is entitled to choose between rectification of defects and subsequent delivery.
6. The customer bears the expenses required for the purpose of supplementary performance insofar as they increase due to the fact that the deliveries or services are moved to a location other than the customer's branch office, unless the shipment corresponds to the intended use.
7. Claims for damages by the customer against Rodiing GmbH only exist under the conditions of section
8. Further claims by the customer, for whatever legal reason, are excluded. Rodiing GmbH is therefore not liable for any damage that has occurred to the delivery item itself, in particular for loss of profit or other financial loss at the customer. This exemption from liability does not apply if the cause of the damage is based on intent or gross negligence.
VIII. Claims for damages
1. Except in cases of intent and gross negligence on our part or a representative or vicarious agent, Rodiing GmbH is only liable according to the Product Liability Act, because of injury to life, limb or health or because of culpable violation of essential contractual obligations. The claim for damages for the violation of essential contractual obligations is, however, limited to the contract-typical, foreseeable damage if none of the exceptional cases listed in sentence 1 of this paragraph exists.
IX. limitation
1. The limitation period for claims and rights due to defects in the delivery - for whatever legal reason - is 1 year. However, this does not apply in the cases of Section 438 (1) No. 1 BGB, Section 438 (1) No. 2 BGB, Section 479 (1) BGB or Section 634a (1) No. 2 BGB. The periods mentioned in the previous sentence are subject to the statutory limitation period.
2. The limitation periods according to paragraph 1 also apply to all claims for damages against Rodiing GmbH that are related to a defect - regardless of the legal basis of the claim. Insofar as there are claims for damages of any kind against Rodiing GmbH that are not related to a defect, the limitation period of paragraph 1 sentence 1 applies to them.
3. The limitation periods according to paragraph 1 and paragraph 2 do not apply:
a) in the case of intent.
b) if Rodiing GmbH has maliciously concealed a defect. If Rodiing GmbH has maliciously concealed a defect, the statutory limitation periods apply instead of the periods specified in paragraph 1.
c) in cases of injury to life, limb or health or freedom, claims under the Product Liability Act, grossly negligent breach of duty or violation of essential contractual obligations.
4. The limitation period begins with all claims upon delivery. If the customer owes the acceptance of the item according to the contract, the limitation period begins with the acceptance.
5. Unless otherwise stipulated, the statutory provisions on the start of the limitation period, the expiry date, the suspension and the new start of the deadlines remain unaffected.
X. Prohibition of assignment
1. The assignment of claims by the customer against Rodiing GmbH is only permitted with the written consent of Rodiing GmbH.
XI. final provisions
1. Applicable law is the national law of the Federal Republic of Germany excluding the UN sales law.
2. If the customer is a businessman, the place of business of Rodiing GmbH is the place of jurisdiction. However, we are also entitled to assert our claims at the place of jurisdiction for the customer.
3. Unless otherwise stated in the order confirmation, the place of business of Rodiing GmbH is the place of performance.
4. Should individual provisions be or become wholly or partially ineffective, this does not affect the validity of the remaining provisions.