Terms and Conditions
1. Exclusive application of the conditions of sale, content of the contract
Our deliveries and services are based exclusively on these general terms and conditions of sale; even if we do not expressly contradict conflicting purchasing conditions.
2. Conclusion of contract / dispatch of commercial documents
Commercial documents such as offers, order confirmations, delivery notes and invoices are sent either in paper form by post or as an electronic document by
e-mail or fax. Commercial documents are clearly marked as such and provided with the name and contact details of the authorized employee.
Business documents created electronically by us are valid without a personal signature and justify the conclusion of a contract if acceptance without objection or objection
or rejection by the contractual partner. As proof of the acceptance or receipt of commercial documents that are sent by us by e-mail or fax,
proof of delivery of these documents is sufficient.
3.1 Our prices are exclusive of VAT at the statutory rate on the day of invoicing. These prices apply to delivery ex works. Costs for packaging, shipping and transport insurance will be invoiced additionally.
3.2 If no other written payment agreement has been made, the net prices shown plus the applicable value added tax apply to the services specified in our catalogs and price lists valid on the day of delivery. Catalogs and price lists can be viewed or requested from us.
3.3 Shipping, transport and insurance costs incurred for services that are carried out by third parties on behalf of AfM Technology GmbH will be billed to you in addition to the costs shown in the price list.
4. Payment terms
4.1 Our invoices are payable immediately after delivery and invoicing. For the timeliness of payments it is decisive that we can dispose of the credit without reservation; in the case of checks or bills of exchange, that the possibility of timely redemption and credit is given in the ordinary course of business. You are responsible for all expenses and costs associated with discounting and submitting checks and bills of exchange.
4.2 We are entitled to demand default interest from the due date without proof in the amount of 5% above the respective base rate of the European Central Bank, without prejudice to the possibility of claiming higher actual damage. Our other rights remain unaffected. You can only offset claims that are undisputed or have been legally established. If you are a merchant, you can only exercise a right of retention if you are entitled to legally binding or undisputed counterclaims from this contract.
4.3 If your financial circumstances deteriorate after the conclusion of the contract, we are entitled to refuse the performance incumbent on us until our claims have been settled or security has been provided for claims that are not yet due.
5. Delivery time
5.1 A delivery period is only deemed to have been agreed after we have confirmed it in writing. The delivery deadline is met if the goods have left our factory within the agreed delivery deadline or if you have been notified that they are ready for dispatch or if the result of our service has been communicated.
5.2 If the non-compliance with the delivery deadline is due to a labor dispute or other unforeseeable events that are not at fault, such as material or energy deficiencies, incorrect or late deliveries (despite careful selection of the suppliers) and the non-compliance could not be achieved even with the application of customary care and reasonable effort are prevented, the delivery period will be extended by the duration of the hindrance plus a reasonable start-up time. If you can prove that such an extension is unreasonable for you, you are entitled to withdraw from the contract insofar as it has not yet been fulfilled. There are no further claims.
5.3 If we are responsible for the failure to meet the deadline, you can withdraw from the contract after a reasonable grace period set in writing or - if you can prove that you have suffered damage as a result of the delay - compensation of a maximum of 0.5% of the price of the goods in arrears or performance for each full week of default, but in no case more than 5% of the value of the goods or performance as a whole. Claims for damages, regardless of whether they are based on a contract or a law, which go beyond this, are excluded. The above does not apply if liability is mandatory by law in cases of willful intent or gross negligence.
6. Shipping, insurance and transfer of risk
6.1 Unless otherwise agreed, we will choose the route and type of dispatch and send the goods to your headquarters at your expense.
6.2 We insure the goods against the usual transport risks from door to door.
6.3 The risk passes to you as soon as the goods have been handed over to the transport company or have left our factory or warehouse or upon receipt of notification of readiness for dispatch, if the dispatch is delayed for reasons for which we are not responsible.
6.4 Part deliveries are permitted.
7. Obligation to give notice of material defects and transport damage
Obvious material defects and transport damage, wrong deliveries and quantity deviations must be reported to us immediately in writing. Non-obvious material defects or damage must be reported to us in writing no later than 14 days after receipt of the goods.
8. Retention of title
The delivered goods remain our property until they have been paid for in full (goods subject to retention of title).
You are entitled to resell in the normal course of business, provided that you assign the claims from the resale, including all ancillary rights, to us as security in the amount of the amount you have charged. We revocably authorize you to collect the claims assigned to us for our account in your own name. This authorization to collect can be revoked if you fail to properly meet your payment obligations or if your financial situation deteriorates. Pledging and transfer by way of security are not permitted.
9. Warranty for material defects and defects of title
9.1 We provide a guarantee for material defects and defects of title to the exclusion of further claims - subject to (the provisions) No. 9 - as follows: If you notify us of such a defect within the warranty period, we are obliged to remedy the defect at our option in an appropriate manner To fix the period free of charge by repairing or delivering goods free of defects. If we are not able to do this, you are entitled to cancel the contract.
9.2 AfM is obliged to catch up or improve services that have not been fully and improperly performed free of charge. If AfM does not meet the above obligations to make up for it, to make improvements in time, you are entitled to set a reasonable grace period. If AfM culpably allows a grace period set by you to expire, you can either request a reduction in price or terminate the contract without notice. You are not entitled to any other or further warranty claims for our services.
9.3 Unless otherwise agreed, the warranty period is 12 months from the transfer of risk.
9.4 You must notify us immediately of any defects that occur and do everything possible to keep the damage to a minimum.
9.5 We are only obliged to remedy defects if you fulfill your contractual obligations. In particular, the agreed payments are to be made in accordance with the conditions, whereby you may only withhold payments to an extent that is reasonable in relation to the defects that have occurred.
9.6 We do not accept any liability for defects resulting from natural wear and tear (particularly in the case of wearing parts) or improper handling. We are not liable for defects caused by improper changes or repairs made by you or a third party.
9.7 The limitation periods for warranty claims are suspended by measures to remedy defects.
9.8 Further claims, regardless of whether they are based on a contract or the law, are excluded, in particular claims for compensation for damage that did not occur on the goods themselves (consequential damage caused by defects). This does not apply if liability is mandatory under the law.
9.9 For software, we guarantee that the software provided to you conforms to the program specifications, provided that the software has been installed on systems that have been technically approved by us in accordance with our guidelines.
9.9.1 Software defects are only those defects that can be reproduced at any time. We undertake to authorize software defects that not only negatively affect the contractual use by installing an improved software version or by providing instructions on how to remedy or bypass the effects of the defect, at our discretion and depending on the significance of the defect. Further claims, regardless of whether they are based on a contract or the law, are excluded, in particular claims for compensation for damage that did not occur to the goods themselves (consequential damage caused by a defect). This does not apply if liability is mandatory by law in cases of willful intent, gross negligence or the lack of guaranteed properties.
10. Rights to Software
10.1 You are granted a non-exclusive and non-transferable right of use for the internal operation of the goods for which the programs are supplied for programs and associated documentation and subsequent additions. Making them available to Dirtten requires our prior written consent. Apart from a backup copy, reproductions are not permitted. In addition, the training, instruction etc. of third parties with the software and the associated documentation is not permitted. We only provide source programs on the basis of a separate written agreement.
11. Liability and claims for damages
11.1 If the delivery item cannot be used by you in accordance with the contract due to our negligence or faulty execution of suggestions and advice given before or after the conclusion of the contract or due to the breach of other contractual secondary obligations - in particular instructions for the operation and maintenance of the delivery item - then this shall apply under exclusion further claims of the customer the regulations of No. 8, 9.2, 9.3 and 9.4 accordingly.
11.2 We are liable for damage that has not occurred to the delivery item itself
for whatever legal reasons - only
- in case of intent,
- in the event of gross negligence on the part of our organs or executive employees,
- in the event of culpable harm to life, body and health,
- in the case of defects that we have fraudulently concealed or have guaranteed their absence,
- in the event of defects in the delivery item, insofar as according to the Product Liability Act for personal
or property damage to privately used objects is liable.
11.3 In the event of culpable breach of essential contractual obligations, we are also liable in the event of gross negligence on the part of non-executive employees and in the event of slight negligence, in the latter case limited to the reasonably foreseeable damage typical of the contract.
11.4 In the case of delivery of software, we, our employees and vicarious agents are only liable for the loss or modification of data caused by program errors to the extent that would also be unavoidable if you carried out your data backup obligation at application-appropriate intervals, but at least daily , would have met.
11.5 Further claims are excluded.
12. Data storage and place of jurisdiction
12.1 In accordance with Section 33 BDSG, we would like to point out that we and, if applicable, the companies affiliated with us in the group of companies, store personal data related to our business relationship with you.
12.2 The place of jurisdiction is, at our option, Aalen or your company or residence.
12.3 The ineffectiveness of individual clauses does not affect the effectiveness of the other provisions. Invalid clauses are to be replaced by valid regulations that come closest to the economic purpose of the contract.
Status: January 2016