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privacy statement
General terms of business

1. Area of validity
Our following terms of sale shall be exclusively applicable; we will not acknowledge any adverse provisions or any customer's provisions deviating from our GTCs, unless we accepted these other provisions expressly in writing.
Our terms of sale also reach, if we explain the delivery to the buyer in knowledge conflicting or from our terms of sale of divergent conditions of the buyer without reservation.
Our terms of sale are valid towards enterprisers in terms of section 14 German Civil Code. For the rest, our terms of sale are also valid in the export-import business.


2. Offers
Our offers are not-binding with regard to price, amount, term of delivery and possibility of delivery.
A sales contract is effective only sfter written confirmation. Otherwise a sales contract takes place at the latest with the delivery and invoicing at the terms of sale.
Our sales employees are not authorized to make verbal supplementary agreements or to give verbal assurances, which go beyond the contents of the written contract.
We reserve property and all copyrights resulting from the utilization rights at illustrations, drawings, calculations and other documents. These documents may not be made accessible to third parties.
This particularly applies to written documents which are marked as "confidential" The customer shall be required to receive our express consent in writing prior to passing on such documents to any third party.


3. Prices and payment conditions
Unless the contract provides otherwise, our prices are "ex works".
Our list prices are valid at the time of the order. We will announce the buyer changes of price before coming into force.
All payments are generally to be made to us. Our representatives or warehouse managers ar only entitled for collection, if they were expessly authorized by us in writing in the individual case.
Our invoices are due to payment in accordance with the respective agreements.
The buyer will be in default if he does not pay on schedule. Irrespective of this, the buyer is in default if he fails to make payment by a date specified in the calendar of by a time for payment specified in the contract.
The German legal regulation whereby a debtor is automatically considered to be in default thirty days after settlement date and receipt of the invoice remains in effect.
We can demand payment of interests on the outstanding amount of 8 percentage points of base interest rate fixed by the Federal Bank of Germany over the respective as well as a cost share of EUR 15. 00 per reminder subject to further-reaching claims at delay of the buyer. The debtor is entitled to furnish the proof that a largely damage did not result for us or in substantially smaller height or the reminder costs are lower.
Compensation rights are entitled to the buyer only if these are indisputable and are recognised by us.
The seller is authorized at delay in payment of the customer to hold subsequent orders or partial deliveries still lining up for the delivery back up to the complete settlement of our demands.
Our following standard payment agreements are valid provided that no separate terms of payment are agreed on: Payable within 10 days less 2. 0% discount or within 30 days net.


4. Securities on trade credit deliveries
a) The delivered products remains property of the seller up to the entire payment all, also in future of originating demands from the business connection with the buyer. With serious breaches of contract or with essential deterioration of his property relations the buyer is obliged without extension settlement or resignation explanation by request of the seller to return all reservation products located in his possession immediately on his costs to the warehouse of the seller.

b) Any work on or processing of the goods subject to retention of title is considered as being carried out on our behalf, without any obligations.
When combining, mixing, blending or processing of goods with other items in the category of resulting co-ownership of the new object is in relation to the invoice value of the goods to the value of the other goods used.
This also applies accordingly to the consuption of goods under reservation of title for production purposes.In the event that the customer acquires sole ownership of the new item, he grants the seller the co-ownership of the invoice value of the reservation product to the value of the new item already now proportionally.
The buyer agrees to keep the new item for the seller with the deligence of a prudent merchant.

c) Until revocation of this authorisation, the buyer may sell the goods owned or co-owned by us in the ordinary course of business, however they may not be pledged or used as security.
In the event of reselling goods under reservation of title, the full amount of purchase price claim is transferred as security to the seller until all claims of the seller from the delivery of goods are fully paid.
However, if the resale includes other items, possibly following processing such as combining, mixing, blending or processing, this assignment of future claims only applies in the amount of the invoice value of the relevant goods subject to retention of title.
If the reserved goods after combining, mixing, blending or processing are incorporated in the property of a third party, or the seller loses ownership in the goods due to other legal transactions of the buyer (e.g. with consumption to the performance of service or work achievement), then the claims from the legal transaction shall be transferred to the seller as a security in the amount of the invoice value of the reserved goods or our co-ownership share.

d) Regardless of the assignment acc. to section 4, the buyer will be entitled to collect the demand as long as the buyer meets its obligations to the seller and does not fall in financial decline.
The buyer has to confirm to the seller the cession by request in writing and to make to him the collection of the demand essential informations.

e) If the value of the securities acc. to section a) to c) assigned to the seller above exceeds our receivables arising from the business relation with the contracting party by a total of more than 20 %, the seller is obliged to reassign this amount to the buyer on demand.

f) If the goods subject to retention of title or the securities assigned to the seller acc. to section a) to c) are at risk due to compulsory execution measures by a third party or in any other way, the buyer will make known our rights in the matter and immediately inform us by handing over to the seller the necessary documents for the seller to intervene.


5. Copyright and related rights
Provided we deliver objects according to drawings or models, the buyer shall ensure that the production and delivery of the industrial property rights of third party are not infringed.
We have no obligation to carry out an examination in this respect.
The buyer is obliged to us for damages claims by third parties and us for any direct or indirect damages incurred by us due to the violation of any rights of third parties, to pay compensation.
Provided we deliver products under own label of a customer, it is obliged to observe the industrial property rights of third parties.


6. Delivery time / Mode of transport / Order quantities
Our delivery times are basically non-binding. Obligatory periods must be agreed upon expressly as such in writing.
If delivery should be interrupted either by force majeure, strikes, lock-outs, governmental acts or any other unforeseeable circumstances or operational disturbances and shortage of raw materials supplied by our subsuppliers, we are entitled to prolong the period of delivery by the duration of the obstruction and a reasonable period of subsequent delivery or cancel any part of the contract on the grounds of a non-fulfilled part if the fulfilment is no longer reasonable for us.
Should the hindrance last for longer than 3 months the buyer is justified after a reasonable settlement period of grace to withdraw from the contract with regard to the unfulfilled part of the contract.
We will inform the buyer in appropriate time about the afore-mentioned circumstances.
Without regulation of the buyer mode of shipment and transit period are selected after best discretion.
Whenever door deliveries have been agreed, we generally determine the carrier.
Partial deliveries are permitted.
Excess deliveries and/or lower quantities resulting from production and packaging are within the scope of the quality of the goods agreed and do not represent any material defects within the meaning of Sect. 434 of the German Civil Code.
Orders with a value of less than 150.00 EUR (net) can only be processed and delivered against payment of a supplementary handling charge of 25.00 EUR.


7. Compensation in delivery extension
Should the period of delivery be prolonged or are we exempted from its fulfilment due to the buyer's cancellation of contract, the buyer may not derive any claims for compensation from this.


8. Costs for devolution of risk and Packaging
Unless otherwise stated in the written confirmation of order, delivery ex factory shall be considered as agreed upon.
Goods which the buyer must collect ex factory are kept at the buyer's risk as from the date of the readiness for shipping notice. If the buyer fails to fulfil his duty of collection, he has to pay an adequate compensation for the storage.
Packing in accordance with our condition are included in the price. Special packing wishes or packing specifications of the buyer are charged for separately.
If the customer so requests, we will effect a transport insurance for the shipment; the charges connected with it will be borne by the customer.


9. Warranty
a) The warranty rights of the Buyer shall only be deemed to exist if he has satisfied the obligations in terms of examination and notification of defects in a proper manner in accordance with section 377 and 378 HGB (German Commercial Code).

b) The samples, which were submitted to the customer for examination on request, shall be authoritative for the quality and design of our products, and thus for the condition of our products as stated in section 434 of the German Civil Code.
The details provided by us in the Technical Data Sheets relating to product properties and the intended use of the product are based on our experience and laboratory examinations and the technical data received from our suppliers.
These details do not exempt the buyer from his own examination of the suitability of the product for the intended purpose, unless we have explicitly and declared the suitability for this purpose in writing.
A such declaration is issued by us under the reservation that all, for the other description of the state of our products and in addition essential informations properly are made to us by the buyer.
We are under no obligation to check insofar.
The state of technology at the time the order is accepted shall be authoritative for product characteristics.

c) In case of material defects in the items supplied the Seller is, without prejudice to any further compensation obligations, initially obliged and entitled to repair them or supply replacements according to his choice, which is to be made within an appropriate period.
If these measures fail, the buyer has the right to demand reduction of the purchase price or cancellation regarding the contract which is concerned by the defective delivery.
The defective goods have to be returned immediately to the seller.

d) Any objections, notwithstanding the shorter time limit for claims against the carrier, must be made to the Seller in writing immediately after the deficiencies have been ascertained, at the latest seven days after delivery and must be documented by submission of samples of the defective goods.
Technically unavoidable deviations or slight deviations in color, quality, dimensions, fittings that are customary in the industry are not deviations from the contractual condition of the delivered goods pursuant to section 434 of the German Civil Code and thus they shall not constitute a material defect.

e) The seller is liable according to the legal regulations, insofar the seller claims for damages in the event of violation of primary obligations.
At the violation of subsidiary duties, the Seller will be liable only for claim for damages, wich are based on willful intent or gross negligence of our representatives or persons employed by us in the performance of our obligations.

f) The seller generally clings in the context of obligations to pay damages only on in the case of the execution of the sales contract and the supply of the commodity typically and to foreseeable developing damage.

g) The warranty period shall be limited to 1 year if other periods have not been specified in special contractual agreements.


10. Salvatorian clause
In the event of individual provisions of this contract being or becoming ineffective, this shall not affect the validity of the contract as a whole.

The ineffective or unenforceable stipulation is to be replaced by an effective and enforceable regulation which reflects most closely the economic intention followed by the parties to the agreement by the ineffective or unenforceable stipulation.
The existing provisions apply accordingly in the event that the contract is shown to have omissions.


11. Place of jurisdiction and place of performance
Place of jurisdiction and place of performance is Schneverdingen (Germany).
Responsible either without regard to the amount in dispute is the Local Court and the Regional Court. However we are entitled to sue the buyer at his place of residence.
Unless arising otherwise from the confirmation of order, our registered offices shall be the place of fulfilment.
The contractual relationship shall be governed exclusively by German law, excluding the UN Convention on Contracts for the International Sale of Goods (CISG).


Stand: 01. Februar 2011
Harbort GmbH & Co. KG · P.O. Box 1247 · D-29635 Schneverdingen · Germany
Tel.: +49(0)5193-9852-0 · Fax: +49(0)5193-9852-282