General Conditions of Purchase
1. Validity of The Purchase Conditions
These terms and conditions of purchase apply to all business transactions with the supplier, even if they are not mentioned in subsequent contracts. They also apply if the supplier, in particular when accepting the order or in the order confirmation, refers to its own terms and conditions, unless we have expressly agreed to this. If we do not comment on deviating conditions of the supplier, these are rejected. The confirmation or execution of our order is considered approval of these conditions of purchase.
2. Second Order
Only our written order or order confirmation is decisive for the scope and content of the contractual services. The supplier must issue an order confirmation no later than two weeks after receipt of our order, which expressly states the price and delivery date. The agreement of deviations from our order requires our express written confirmation. Verbal collateral agreements are only effective if they are expressly confirmed by us in writing. Changes or additions to the contract must be made in writing.
3. Order Confirmation, Delivery Note & Invoice
The supplier must issue an order confirmation no later than two weeks after receipt of our order, which expressly states the price and delivery date. The supplier has to issue delivery notes twice, send them to us directly and attach them to the shipment. It must contain our order number. The bill is to be issued in triplicate. The respective status of the order must be stated on the invoice. The description of the delivered goods must exactly match the one used in the order. It must contain the delivery note number, the sign or number on the goods or their packaging, the number of items invoiced, gross and net weight, the date of the order and our order number. Invoices for partial deliveries or delivery on call may only be submitted with the respective individual delivery at the earliest.
4. Transport, Transfer of Risk & Packaging
Delivery will be made to our factory in Oberstenfeld free of charge at the supplier’s expense. If, in exceptional cases, we have to carry the freight, the supplier must choose the mode of transport stipulated by us, otherwise the mode of transport and delivery that is cheapest for us. Delivery is at the risk of the supplier if we do not have the goods picked up by us. The risk only passes to us upon proper delivery of the goods at the place of destination. The shipping address for freight is 70806 Kornwestheim and for express goods 71672 Marbach am Neckar. The packaging is included in the price. If exceptionally agreed otherwise, the packaging must be calculated at cost price. When returning goods, at least 2/3 of the calculated value must be credited.
5. Delivery Time
The agreed delivery times are binding. They start from the date of the order. Within the delivery period the goods must be received in our factory in Oberstenfeld. If delays are expected, the supplier must inform us of this immediately in writing. If the supplier is in arrears, we can choose to either fulfill the contract and compensate for the damage caused by the delay or, after setting a reasonable grace period, either withdraw from the contract or demand compensation for non-performance. If the supplier is in default, we have the right to demand a contractual penalty in the amount of 0.5% of the order value per week started, up to a maximum of 5% of the order value. By requesting the contractual penalty, further rights, in particular claims for damages, are not excluded. The contractual penalty is to be counted against our claim for damages.We are not obliged to accept before the expiry of the delivery date.
6. Delivery in Part Quantities & On Call
The supplier is not entitled to fulfill orders in partial deliveries. If delivery in partial quantities or on call has been agreed, we can withdraw from the contract without setting a grace period if the supplier defaults on a partial delivery or a partial delivery is defective. We reserve the right to further claims for damages.
Unless there is a special agreement, payment will be made after the goods and the invoice have been received in full. We pay invoices within 30 days with a 3% discount or net within 90 days of receipt of the invoice.
The warranty period is 12 months from the transfer of risk. Notifications of defects are timely, if we indicate externally recognizable lack within 2 weeks after receipt of the commodity, hidden defects within 2 weeks after discovery. After coordination with the supplier or in urgent cases of operational safety or impending disproportionately high damage or if the supplier is in arrears with the remedy of the defect, we have the right to have the defect remedied at the supplier’s expense or by third parties. We will inform the supplier immediately in these cases. In any case, we can rectify minor defects or have them rectified immediately at the supplier’s expense. We will report the type and scope of these defects and the repair work carried out to the supplier at his request. Suppliers of machines, vehicles and other objects with spare parts need to supply us with original spare parts, original accessories and tools even after the warranty period has expired, as long as the delivery item is in operation with us. The prices may not be increased because the supplier has given up series production of the delivery item. We can not refer to the use of a customer service provided by the supplier.
9. Third Party Property Rights
The supplier is liable without fault for the delivered objects and their use not violating third party property rights.
Strikes, lockouts, unpredictable operational disruptions or restrictions and similar events that make the fulfillment of the contract impossible or unreasonable for us are considered to be force majeure and release us from the obligation for timely acceptance for the duration of their existence. The same applies to sales increases for our products. If these obstacles last for more than four months, we have the right to withdraw from the contract.
11. Drawings & Models
Drawings, samples and models that we have given to the supplier remain our property and may not be used for other purposes or made available to third parties. You are unsolicited after completion of our request or order to return.
12. Place of Performance, Jurisdiction & Choice of Law
The place of performance and exclusive place of jurisdiction for all disputes arising from or in connection with supply contracts, bills of exchange or checks is Oberstenfeld. We have the right to sue at the supplier’s location. The legal relationship between us and the contractor is subject to the law of the Federal Republic of Germany.