General terms and conditions
§ 1
Offers shall always be subject to confirmation. A contract shall be formed only upon a written order confirmation. Oral, telegraphic or similar contracts are made value only by written confirmation.
§ 2
Unless agreed otherwise in a specific case, prices shall be quoted net “ex works” plus the respective applicable turnover tax and the costs for transport and dispatch.
The customer chooses the dispatch route. If ex works was not agreed upon, the customer shall pay the cost for delivery as well as any costs associated with the process of delivery in advance. Thereafter the customer is entitled to deduct these costs from the total bill.
The freight will be invoiced at the freight rates valid on the day of billing.
Any increase of freight charges resulting from subsequent changes made to the mode of dispatch, the shipping route, the destination [...] of the dispatch, or from similar circumstances having an effect on the freight charges shall be borne by the purchaser.
No reimbursement due to freight savings following a change of destination or other circumstances that have an effect on the freight costs will be made.
In the event that goods are held in storage at the exclusive disposal of the buyer or sold for manufacture without dispatch specifications (make-and-hold orders), the buyer is obliged to accept delivery within 6 weeks after placing the order. The cost for delivery insurance and other types of insurances for the goods shall be borne by the buyer.
§ 3
The risk is transferred to the buyer as soon as the goods leave the manufacturing site even if the cost of delivery is borne by us (free delivery).
§ 4
The period of delivery shall commence on the day of dispatch of a confirmation of order and shall be deemed met when the [...] goods have left the factory/warehouse unless fixed delivery deadlines have been set.
If the purchaser demands modifications to the order after confirmation of same, the period of delivery only starts with our confirmation of the modification.
§ 5
The goods must be inspected by the purchaser immediately after arrival at the place of destination and must be handled with the care of a prudent businessman.
The obligation to inspect is also valid when samples have been sent.
If no notification is made of the defect, there shall be no warranty obligations at any time.
The delivery of goods shall be deemed approved if the customer fails to send a notification of defects to us within 10 days of arrival for obvious defects or within 6 months of arrival at the destination in the event of hidden defects.
Hidden defects that cannot be found in immediate examination may only be asserted against us if the defect complaint is received within 3 months after the goods arrival.
In case the object of purchase is defective upon delivery, the customer has the right for a replacement in exchange with the defective good.
Any other guarantee claims of the purchaser do not apply.
§ 6
Any unforeseeable events and obstacles beyond our control which delay the supply or performance completely or partially such as force majeure (e.g. fire, floods, earth quakes), strikes, unpredictable interruption of operations, scarcity of raw materials, war, dispatch lock or similar circumstances which the supplier is not responsible for, entitle the supplier to prolong or cancel the delivery and service times for the time of the obstacle.
In such case the supplier shall also be entitled to withdraw from the contract fully or partially with immediate effect. Under these circumstances the customer is not entitled to claim for compensation.
§ 7
If a customer falls behind with the acceptance of the merchandise the supplier is entitled to withdraw from the contract after the expiry of a period of grace of 10 days and/or to request for compensation for non-compliance.
AAM med may, in any event without proving the loss actually incurred and without prejudice to the option to claim a higher actual loss, claim lump-sum compensation of 10% of the net order value.
As an alternative to this, the supplier is also entitled, after a reasonable period of grace, to deliver similar goods to the same conditions as agreed upon prior.
§ 8
Our invoices are due for payment without discount promptly after the invoice date and are payable net cash.
From the point of when the payment due date has been exceeded we shall be entitled, without further notification, to demand statutory interest for delayed payments of at least 2 % above the base rate of the German Central Bank.
§ 9
If the customer's credit worthiness deteriorates in the period between the receipt of order confirmation and delivery, or it becomes known to the seller afterwards, that there is concern about the credit worthiness of the customer, the seller may demand payment of all receivables at once, withhold outstanding deliveries or to withdraw from the contract completely.
The due dates agreed have to be kept even if claims under the warranty or in respect of goods defective upon delivery are made.
§ 10
The purchaser shall bear the risk of transmitting the invoice amount to us.
The supplier assumes no liability if exchange, cheques or other documents given in payment are presented timely or are rejected.
The purchaser carries the risk of transaction of the amount to be paid to the supplier or the authorized payment agency. The purchaser’s payment obligations are fulfilled when the full amount is credited to the supplier’s payment agency or bank account.
§ 11
The delivered merchandise remains our property until the payment of the agreed price is completed; including all debts ensuing from the business relation, future claims, and the redemption of bills of exchange and cheques has taken place.
The buyer is entitled, subject to revocation, to further sell the product in the ordinary course of business.
In the case of resale or processing, the buyer of the merchandise, which remains our property in the absence of due payment, shall transfer to us any resulting claims or surrogates.
The customer shall not be entitled to dispose of the reserved goods in any other way.
The Customer shall be authorized and obliged to collect receivables assigned to the Supplier as long as the Supplier does not expressly revoke such authorization.
The customer assumes liability for the goods we deliver and is obligated to store these with care and to adequately insure these against loss (theft, fire, etc.)
§ 12
The place of performance for all contractual or liabilities is Herbolzheim. The place for jurisdiction for all disputes shall always be Kenzingen.
§ 13
If individual provisions of these General Business and Delivery Conditions are invalid, this does not affect the other provisions
§ 14
Additionally the general business and delivery conditions of the electronics industry apply as long as no prior other regulation was established.
AAM GmbH