1.1 Oral offers shall not be binding. We shall be bound by our written offers for 4 weeks from the date of making the offer. If an order is placed on the basis of such an offer after this period has expired, we shall be entitled but under no obligation to accept it without any changes within a period of four weeks; as for the rest, we shall have the right to refuse the order wholly or partly. If we do not issue a statement within the period referred to above, the order is deemed to have been completely refused.
1.2 The documents and papers belonging to the order, such as images, drawings, weight specifications and dimensions, shall be approximate values, unless they have explicitly been stated as binding. We shall reserve the ownership and copyrights in all cost estimates, drawings and other documents; they must not be made available to third parties and must be returned should the contract not materialize. Plans and design specifications we have explicitly marked as confidential shall be kept under lock and key by the customer and must not be disclosed to third parties, also not after the goods have been delivered.
2.1 Price agreements and the prices shown on the invoice shall exclusively be in the statutory currency of the Federal Republic of Germany, i.e. in Euro. Payments remitted from abroad or from countries not belonging to the Euro zone shall therefore only be credited with the amount received by us in the German currency. Differences arising from the exchange rate and all other costs caused by the exchange shall be borne by the customer.
2.2 All prices shall be quoted net ex works, or ex warehouse, when being dispatched from a distribution center, with the statutory sales tax (VAT) being added. Our invoicing shall be based on the number of units or on the weight established by us; possible deviations therefrom can only be taken into account, if the customer can prove their existence. All additional costs, such as for the packaging, the dispatch, the shipment, the transport insurance, the customs and suchlike, shall be borne by the customer.
2.3 Invoices shall be payable net within 30 days after the invoice date. The invoice date is deemed to be the date shown on the invoice concerned. If the invoice covers largely services, especially repairs, a payment target of 8 days net shall apply to the entire amount, including possible spare parts invoiced. The term “days“ comprises all weekdays including Sunday.
2.4 If the customer has claims against us, we shall also have the right of retention with regard to our own claims, irrespective of, whether due already or not, and even then, if these claims do not concern the same business. Inasmuch, a current account relationship also applies to the execution of the right of retention which covers all mutual claims. If the customer defaults on a payment despite being warned accordingly, or if circumstances occur that clearly reduce his creditworthiness, all our other possible claims shall become due immediately, if deliveries have already been made, and a payment target shall no longer apply in such cases. However, this shall not apply, if the customer is not responsible for the default of payment. We shall also be entitled to retain further (partial) deliveries until goods already delivered have been paid. If claims arising from orders are contractually justified but not due yet, since the delivery has not be made, we shall be entitled to demand under these conditions that these claims are immediately secured to the full extent. If bankruptcy proceedings are opened over the customer’s assets, Article 41 et seq. of the [German] Insolvency Code shall apply. It has been agreed that these regulations shall also apply, if the insolvency proceedings are dismissed and, especially, if payments are suspended, although an insolvency application has not been filed. Setting off customer claims against counter claims shall only be admissible, if the customer claims have either been legally established, or if we have explicitly acknowledged them in writing, or if a current account relationship exists which we have confirmed in writing.
2.5 Interest on arrears shall become due as soon as the default occurs. The rate of interest applying in such case shall conform to the one our company’s bank charges for current account credits, at least however 9 percent points above the relevant basic rate of interest. This amount shall be charged as contractual interest from its due date. The customer can prove that a lower interest or none at all has accrued.
2.6 We shall basically be under no obligation whatsoever to issue or accept bills of exchange. Checks will be credited on condition that the payment is received on our account at the value shown; as a matter of principle, bills of exchange shall only be accepted on condition of their discountability. Should a bill of exchange not be honored, the amount shall be debited with retrospective effect from the day it was credited.
2.7 Changes to orders of any kind, both regarding the design and other conditions of the order required by the customer after the order has been confirmed, shall be made at the customer’s expense. Any costs incurred by such changes shall either be invoiced separately or by increasing the unit price.
A contract shall only become effective, after the customer has received the written order confirmation. The content of the contract shall exclusively be determined by the content of this written order confirmation as well as, where applicable, by documents referring to the order confirmation and named in it explicitly as binding. Verbal arrangements whatever kind and content shall not be binding and require their written confirmation; this written form requirement is indispensable, be it expressed or implied. Conditions of business, conditions of purchase or other general contract terms of the customer shall only become an integral part of the contract, if and to the extent expressly acknowledged by us in writing in the order confirmation, and they are hereby explicitly contradicted. These General Terms and Conditions shall exclusively be applicable to the performance of the contract or an amendment based on this contract.
4.1 Deliveries shall always be made ex works or ex warehouse. Partial deliveries shall be admissible; they shall be treated as independent deliveries and can be separately invoiced. Unless something else has been agreed, the goods shall be packed at our own discretion and to the best of our knowledge, with the type of dispatch also being determined by us. Another type of packaging or dispatch can be agreed at the customer’s request, which shall be agreed in writing well in time before the shipping order is placed with the forwarder. In such case too, all packaging and shipping costs shall be exclusively borne by the customer and we shall be under no obligation in this connection to point out the higher prices of the type of packaging or dispatch requested by the customer, even if the extra costs are considerable.
4.2 Once the goods have been handed over to the forwarder, the freight carrier or any other person commissioned to dispatch the goods, i.e. when the goods leave the works or the warehouse at the latest, the risk shall pass to the customer. This shall also apply, if a cargo insurance or any other insurance has been taken out for the goods by us on the basis of a written agreement only and always in the name and at the expense of the customer.
4.3 Delivery periods stated in offers are deemed to be neither precise nor binding. The delivery periods stated in the order confirmation shall be more precise inasmuch as a deviation of up to one month is possible, unless a binding delivery period has been agreed, with the day or the calendar week being stated. However, even if a binding deadline for the delivery has been agreed, with a day or a calendar week being stated, it can only be met, if the customer has obtained and submitted all documents, papers, permits and releases required to execute the order, if he has performed all his other duties of cooperation right in time and if the agreed down payments have been received as scheduled. The duties of cooperation include especially the delivery or provision of parts or equipment for which the customer is responsible. If such obligations on the part of the customer are not performed right in time or not at all, the promised delivery periods shall no longer be binding on our part; in the event of the customer delaying his performance of duties, the delivery period shall be shifted to a reasonable extent in accordance with the delay. The deadline of the delivery is deemed to have been met, if, by that time, the risk has passed as stipulated in this sub-section or if the customer has been notified in writing that the goods are ready for dispatch. Goods being notified as ready for dispatch shall be immediately called for by the customer. If the customer fails to do, we shall be entitled to store the goods at his expense and risk, also with third parties, and to invoice them as being delivered ex works. However, we shall also be entitled, at our own discretion, to withdraw from the contract or to claim damages on the ground of nonperformance (Articles 281 & 323 of the [German] Civil Code [BGB]), after having set a reasonable grace period with a threat of refusal. This shall also apply, if the deadline for the delivery is postponed for reasons that fall within the customer‘s risk sphere and if he does not notify us one (1) month before the delivery deadline, at the latest. In the case of orders for continuous delivery, or orders on call, we shall be entitled to group and deliver the goods according to type and volume, or to report them as ready for dispatch, if the customer does not immediately group and call up the goods himself.
4.4 Claims of the customer of any kind against us on the ground of delayed delivery shall be excluded. This shall not apply, if we are responsible for the delay ourselves and if we or our vicarious agents (Article 278 BGB) have acted with intent or gross negligence, if major contractual duties have been violated or if we are liable for injuries to life, limb and health in the case of such delay, as long as a deadline for the delivery has been fixed. The above exclusion shall not apply, either, if we have warranted the quality of the goods, their successful performance, or the acceptance of a procurement risk or liability commitments required by law, especially by the Product Liability Act. As long as no definite and binding deadline for the delivery has been agreed in accordance with sub-section 4.3 hereof, we shall only accept any liability under these circumstances, if the customer has set us a reasonable grace period in writing prior to it and if we are responsible for not meeting this deadline due to willful intent or gross negligence. The liability for consequential damage shall always be excluded, unless the customer has explicitly pointed out to us the kind and extent of the impending damage in writing when setting the grace period, or when the binding deadline for the delivery was agreed, at the latest. In such case, our liability shall be limited to the kind and extent of the damage in accordance with this notice.
4.5 Delivery periods can be extended to a reasonable extent in the case of labor disputes, especially strikes and lockouts, and when unforeseeable obstructions occur which are not our fault and which are beyond our control, thus affecting the completion or dispatch of the goods. The customer shall be immediately notified in such cases about the expected duration of the delay. This shall also apply, if such circumstances occur at the suppliers, from whom we receive material. We might also be entitled to cancel our delivery obligations, wholly or partly, if such circumstances exist. Nor shall we be responsible for the above circumstances, if they occur during an existing delay of a delivery. The request for a grace period as referred to above shall also apply in cases, where the customer might have already set a grace period.
5.1 We shall be liable for defects affecting the goods delivered in accordance with the following rules, with any further claims being excluded: As a matter of principle, our liability for defects shall only cover the possible technical standard at the time of producing the item purchased, irrespective of, whether it was possible to satisfy certain requirements, or to achieve certain physical parameters, at the time of placing the order or whether this only turned out while the order was executed. We shall be under no obligation to point out certain doubts or impossibilities in this respect, neither when accepting the order nor when delivering the purchased item(s).
5.2 The liability period for defects amounts to one (1) year from the date of accepting the goods but not to more than 14 months from the date the risk has passed, unless the acceptance of the goods is delayed for reasons for which the party placing the order is not responsible. The customer‘s right to assert claims for defects shall initially and exclusively be limited to supplementary performance, i.e. all those parts will be repaired or delivered again free of charge that are verifiably unusable, or the functioning of which is or has been considerably impaired, due to circumstances occurring before the risk passed. Our duty of liability also requires that any such defects occur under the contractually specified operating conditions which must have been duly observed and under conditions specified for the intended use. If the party placing the orders or third parties carry out improper modifications, repairs or interventions of any kind, our liability for defects shall be forfeited, which also applies to defects that are caused by the installation of faulty parts provided by the customer, unless the customer can prove that the defect concerned has not occurred in connection with such activities and/or parts provided or installed. If the supplementary performance together with the transport, the disassembly and the re-assembly results in unreasonably excessive costs in relation to the value of the item concerned, the customer’s claims for defects shall be restricted to the withdrawal from contract or the reduction of the purchase price.
5.3 Any defects identified shall immediately be reported to us in writing. The party placing the order shall give us the opportunity and time, as mutually agreed, to make corrections and the replacement deliveries which are necessary from our point of view, so as to enable us to rectify existing defects, as otherwise we can be exempt from the liability for defects. This restriction shall not apply in the case of a willful or grossly negligent violation of duty, a violation of major contractual duties, injuries to life, limb and health, in the case of delay if a binding deadline for the delivery has been fixed, in the case of warranting the quality of the goods, their successful performance or accepting a procurement risk or liability commitments required by law, especially by the Product Liability Act. The party placing the order shall have the right to rectify the defect itself, or have it rectified by third parties, and to demand the reimbursement of the necessary costs incurred in urgent cases only, when the operational safety is at risk and when an unreasonably large damage is to be prevented, in which case we have to be notified without any delay, or when we have delayed the rectification of the defect and a grace period has also expired. Unless something else has been agreed individually, the party placing the order and/or the third parties concerned shall forfeit their right to bring claims for defects, if visible and identifiable defects are not reported within 2 months after the risk has passed, which shall not affect the liability for hidden defects.
5.4 Of the direct costs incurred by repairs or replacement deliveries we shall assume – provided the complaint is justified – the costs of the necessary spare parts, including their shipment, as well as the reasonable costs of the disassembly and re-assembly. It shall be at our discretion to decide, whether the work is carried out at the location of the defective goods either by our own personnel or by personnel of the party placing the order at our expense, or whether the defective goods are to be returned to us at our expense. If the goods are to be returned to us, we shall assume the costs for the most inexpensive shipment both ways under the given circumstances. All other costs not considered to be direct ones shall be borne by the party placing the order. This regulation shall apply only on condition that the goods which are subject of the complaint are located at the place of destination, where they have been delivered by us. If we cannot identify such place (because the customer might have arranged the dispatch and the shipment himself), the goods are deemed to have been put up within the Federal Republic of Germany, unless something else has explicitly been agreed. If the goods have been moved on from the first place of destination, of which we know, or if they have been moved out of the Federal Republic of Germany without our knowledge, we shall always only assume the costs in a case of being liable for a defect that would have been incurred had the goods been put up at the initial place of destination or within the Federal Republic of Germany; all extra costs shall be borne by the customer. If work is to be done in the course of rectifying the defect that can only be carried out by our own personnel, we can demand, at our own discretion, that the traveling expenses incurred for the extra journey of the personnel are either advanced or that the rejected goods are brought back to the initial place of destination on the territory of the Federal Republic of Germany. If, in such case, the defect(s) is/are rectified by other (i.e. third-party) personnel on site, we shall not be under the obligation to bear the costs incurred by this different location.
5.5 Any subsequent improvement work or the installation of spare parts shall basically not give rise to a new liability period for defects; our liability for defects shall therefore be limited to the originally supplied goods. The existing liability period for defects shall be suspended for the duration of the subsequent improvement, and replaced parts shall always become our property. All further claims, especially a claim for being compensated for damage that has not been inflicted to the delivered item itself and/or that third parties have suffered, shall be excluded. This exclusion of liability shall not apply to willful or grossly negligent violations of duty, a violation of major contractual duties, to injuries to life, limb and health, in the event of a delay, if a binding deadline for the delivery has been fixed, in the case of warranting the quality of the goods or their successful performance, or in the case of accepting a procurement risk or liability commitments required by law, especially by the Product Liability Act. Except in cases of willful intent or injuries to the life, limb and health, the liability shall be limited to € 500 000.
If the performance expected from us becomes impossible, the general statutory regulations shall apply. If we are responsible for the impossibilities ourselves, or if we refuse the performance of the contract without any valid reason, the party placing the order can withdraw from the contract, with any further claims being excluded. This exclusion of further claims shall not apply, if the proprietor or the statutory representatives of our company are found to have acted with intent or gross negligence. If we are then under the duty of paying damages, the amount shall be limited to the actual loss suffered which must be proved, or to the lost profit which was foreseeable for us as being typical of the contract as a possible consequence of a contract violation when the contract was concluded by taking into account all other circumstances known to us or made known to us. This limitation of liability shall not apply in the case of a willful or grossly negligent violation of duty, a violation of major contractual duties, to injuries to life, limb and health, in the event of a delay, if a binding deadline for the delivery has been fixed, in the case of warranting the quality of the goods or their successful performance, or in the case of accepting a procurement risk or liability commitments required by law, especially by the Product Liability Act.
7.1 We shall reserve the right of ownership in the delivered goods until our claims arising from the business relationship are fully settled, even if the purchase price for particularly defined goods has already been paid. In the case of a current account, the goods subject to retention of title are used as a security for our outstanding balance. If our open claims are oversecured by more than 50 %, based on the market value of the goods that are subject to retention of title, the party placing the order can demand the discharge of the delivered goods from those that are subject to retention of title until the security no longer exceeds 50 %. The goods longest subject to retention of title shall always be released first. If goods from us are subject to retention of title, we shall leave them to the buyer on loan, so that they can be used.
7.2 In the course of proper business operations, the buyer shall be entitled to re-sell or process the delivered goods that are subject to retention of title. However, he shall hereby assign the claims against third parties to us that accrue to him as a result of re-selling or processing these goods. If the goods that are subject to retention of title are sold by the buyer together with other goods not supplied by us, without or after having been processed, the assignment of the claim arising therefrom shall apply to the value of our goods that are subject to retention of title. If the buyer performs his duty of payment, he shall be entitled to collect the amount arising from the assigned claim. The buyer shall, at our request, provide exact information about the claims that have been generated as a result of the delivered goods‘ further use, and he shall also inform the recipient of the goods about the assignment of his claims to us, if requested to do so.
7.3 In the case of garnishments or other interventions on the part of third parties, the customer shall inform us immediately and without any undue delay in writing or text form, so that we can bring action pursuant to Article 771 of the [German] Code of Civil Procedure (ZPO). If the third party is unable repay us the court fees and the out-of-court expenses for the legal action pursuant to Article 771 ZPO, the customer shall be liable for the loss incurred. The buyer shall immediately inform us by sending us a copy of the documents concerned about a garnishment or any other interference with our goods that are subject to retention of title, or about claims assigned to us arising from the re-selling or processing of these goods by third parties.
7.4 If the legal effectiveness of the retention of title under a foreign jurisdiction depends on a registration or on the compliance with formal requirements, the customer shall inform us about any such regulations without being specifically asked to do so. Failing to do so, we shall be entitled to withdraw from the contract and demand damages for the lost profit.
If the customer fails to accept the ordered goods, wholly or partly, in spite of a written warning and if he is responsible for the reason to do so, the full purchase price shall nevertheless become due for payment from the time when the risk was transferred as stipulated in these General Terms and Conditions. However, we shall be entitled to sell or utilize the ordered goods elsewhere at their best after setting a reasonable grace period with a relevant warning which has to be repeated in the form a second or later reminder. In such case, the party placing the order shall pay damages on the ground of non-performance which amount to a flat rate of 15 % of the contracted purchase price, unless we can prove that the actual damage is even higher or the party placing the order can prove that the actual damage is lower. As regards the claim for the purchase price which becomes due at the time of passing the risk, the party placing the order cannot argue that it finally decided to refuse acceptance and only needs to pay damages for this reason; according to this provision, our claim for performance shall, in fact, only be reduced to a mere claim for damages once the ordered goods have actually been sold or utilized elsewhere.
9.1 All tools, items of equipment, drawings and other auxiliaries required to perform the contract shall remain our property, unless they have explicitly been designated in the order confirmation as belonging to the scope of delivery.
9.2 If orders are executed on the basis of drawings, templates, patterns, samples or other specifications provided by the customer, the latter shall assume full liability, should we impair industrial property rights or other third-party rights when executing the order. We shall be under no obligation to make inquiries or to obtain information with regard to such third-party rights. The customer shall indemnify us at our written request from any such third-party claims.
9.3 If orders are executed on the basis of the customer’s specifications in accordance with sub-section 9.2 above and if these specifications establish industrial property rights and/or copyrights of the customer, these rights or the rights of use resulting therefrom shall remain with the customer. On the other hand, all industrial property rights and the entire know-how from executing the order shall exclusively be our own.
9.4 We are owners of numerous patents and possess, in addition to that, extensive know-how for the development and production of slip rings and systems using slip rings. Once the order has been paid in full, we shall grant the customer a non-exclusive right, unlimited in time and space, for the intended use of the ordered item concerned. Any transfer of industrial property rights and/or know-how beyond this right granted shall be excluded.
9.5 To the best of our knowledge, no patents or any other third-party industrial property rights will be impaired, when we perform the services as ordered. However, should third-party patents or industrial property rights be impaired and should third parties bring claims for injunctive relief and/or damages against the customer, we shall be under the obligation to fully indemnify the customer from such claims, while any other claims on the part of the customer, especially claims for damages, shall be excluded. This limitation shall not apply in the case of a willful or grossly negligent violation of duty, a violation of major contractual duties, injuries to life, limb and health, in the case of delay if a binding deadline for the delivery has been fixed, in the case of warranting the quality of the goods or their successful performance, or accepting a procurement risk or liability commitments required by law, especially by the Product Liability Act.
10.1 We shall not be liable for the suitability of the delivered goods for the intended application or use, unless this is, according to the content of the written order confirmation, a major part of the contract. We shall only be liable for consultation errors or for mistakes made in the process of performing minor obligations, e.g. when our personnel or our vicarious agents carry out assembly work or when they provide training for the personnel of the party placing the order, in cases of willful intent or gross negligence. We shall only assume liability for tortious acts of our employees on the basis of Article 831 BGB and if so, only in cases of willful intent or gross negligence. Apart from cases of willful intent or gross negligence, any possible punitive damages shall be limited to the actual loss suffered by, or to the lost profits of, the party placing the order, which was foreseeable for us as a possible consequence of a violation of duties at the time of concluding the contract by taking into account all other circumstances known to us. This limitation of liability shall not apply in the case of a willful or grossly negligent violation of duty, a violation of major contractual duties, injuries to life, limb and health, in the case of delay if a binding deadline for the delivery has been fixed, in the case of warranting the quality of the goods or their successful performance, or accepting a procurement risk or liability commitments required by law, especially by the Product Liability Act.
10.2 The liability for any kind of indirect damage and consequential loss, i.e. especially damage not affecting the delivered goods as such, shall be excluded, unless certain characteristics or properties of the delivered goods have been warranted in writing for just the purpose to cover the party placing the order against the risk of consequential damage; the onus to prove the existence of such a specific assurance shall lie with the party placing the order. This exclusion of liability shall not apply in the case of a willful or grossly negligent violation of duty, a violation of major contractual duties, injuries to life, limb and health, in the case of delay if a binding deadline for the delivery has been fixed, in the case of warranting the quality of the goods or their successful performance, or accepting a procurement risk or liability commitments required by law, especially by the Product Liability Act. Except in the case of willful intent and/or injuries to life, limb and health, the liability shall be limited to € 500 000. Irrespective of the above exclusion of liability for consequential damage, we usually maintain an insurance at our expense that covers consequential damage, although the insurance is generally not valid in the USA and Canada. However, our customers have generally no legal claim that this insurance will be taken out and maintained nor that the insurance will cover the damage. If, however, this insurance covers consequential damage, the customer shall be entitled to the full benefits received from the insurance, but up to the amount of the actual damage only and by taking into account our obligation to pay damages.
10.3 Contractual limitations of liability shall be ineffective, if they interfere with statutory claims based on the Product Liability Act. The contracting parties are fully aware of this fact which does not result in the annulment or ineffectiveness of the contractual provisions nor of these General Terms and Conditions.
Impact of regulations of the foreign trade law on the contract and its performance/de-claration of commitment to comply with the export control law/reservation clause for concluding the contract and its performance.
11.1 We hereby point out that the transfer/export of goods (including software and technology) for the purpose of performing the contract will be subject to the European and German foreign trade law and that the delivery may be subject to restrictions and bans under the export control law. The applicable legal regulations are especially the EC Regulation in its currently valid version (Dual Use Regulation) and its attachments, the Foreign Trade and Payments Act (AWG), the Foreign Trade Regulation (AWV) and the German Export List. Moreover, there are European and national embargo directives against certain countries and persons, to which no deliveries must be made at all or where deliveries require prior approval. Goods produced in the US, goods containing 10 or 25 % of US goods and goods from US-controlled companies can be subject to the US-(re-)export law, in addition to the above named laws and provisions.
11.2 The buyer (party placing the order, recipient) shall acknowledge and comply with the European and German export control provisions as well as the US-(re-)export provisions, if the transfer/export of the goods comes under US laws. The buyer (party placing the order, recipient) shall ensure in particular that the goods are neither directly nor indirectly used in any way in connection with the development, the production, the handling, the operation, the maintenance, the storage, the location, the identification or the dissemination of chemical, biological or nuclear weapons and their carrier systems, unless he is in possession of the required permits. He shall also undertake not to make the goods available, neither directly nor indirectly, for the military end-use in a weapon embargo country in accordance with the EC Regulation in the currently valid version or to a country of the country list K or of the currently valid export guidelines of the Federal Republic of Germany, unless he is in possession of the required permits. The buyer shall also undertake to ensure that the goods are not made available, neither directly nor indirectly, for civil nuclear use in the countries listed in Article 5d, sub-section 1, AWV, unless he is in possession of the required permits. Nor shall the buyer (party placing the order, recipient) sell, export, re-export, deliver or pass on the delivered goods, neither directly nor indirectly, to persons, companies, institutions, organizations or countries, or to make such goods available in any other way, if this would violate European, German and/or US-(re-)export provisions. In the event of re-selling/passing on the delivered goods, the buyer (party placing the order, recipient) shall inform his customer about the relevant provisions of the export control law and to pass on the obligations arising therefrom to this customer. The vendor can demand that the buyer (party placing the order, recipient) issues so-called end-use certificates to enable him to prove and document the final destination and the end use of these goods. The buyer (party placing the order, recipient) hereby acknowledges that the legal regulations referred to in sub-section 1 hereof are subject to continuous modifications and amendments and that they apply to the contract in their currently valid version. The buyer (party placing the order, recipient) shall make inquiries about the applicable regulations himself and he is responsible for complying with them.
11.3 The buyer (party placing the order, recipient) shall be fully liable towards the vendor for any damage the vendor suffers as a result of the buyer‘s culpable non-compliance with the European, German and US-(re-)export provisions.
11.4 Offers (contract, order confirmation) and the performance of contract shall be subject to the proviso that the export or transfer license which may be required will be issued by the competent authorities and that no other legal obstacles exist due to regulations under the export control law which the vendor in his capacity as exporter or transferor or one of our suppliers must observe. If the vendor cannot perform the contract with the buyer (party placing the order, recipient) during the term of the contract due to European, German and/or US-(re-)export provisions, he shall not be liable for any damage that may arise therefrom.
11.5 The buyer (party placing the order, recipient) shall provide all and any information, documents and papers required for the export, transfer and/or import. He shall also immediately apply for the permits & licenses he needs to obtain, after the order has been placed and/or after he has received from us all necessary information, documents and papers. If the buyer (party placing the order, recipient) fails to provide the above information right in time or not at all, or if he fails to apply for the relevant permit(s) and license(s) right in time or not at all, the binding nature of the delivery deadline shall become ineffective. If the buyer is responsible for this violation of duty, he shall be fully liable for the resultant damage or loss (storage costs, loss of the goods etc.). If the buyer (party placing the order, recipient) fails to perform this duty despite being warned by us to do so, section 8 of these General Terms and Conditions shall apply accordingly.
12.1 Modifications to the scope of contract as set forth in the order confirmation shall only become effective if being agreed in writing.
12.2 Our offers and order confirmations shall always be made on condition that the customer’s credit rating is positive.
12.3 Should the contract and/or these General Terms and Conditions as well as the documents and technical specifications have been translated, the German version shall always prevail. The contractual relationship of the contracting parties is always governed by German law, while the provisions of the United Nations Convention on Contracts for the International Sale of Goods (CISG) shall explicitly be excluded.
12.4 The place of jurisdiction for all disputes arising from the contractual relationship and its performance shall be Munich I, provided the contracting parties are registered traders; this shall also apply to proceedings about checks and bills of exchange.