Terms and Conditions
The terms and conditions of nobatec GmbH
- In these terms and conditions the company nobatec GmbH is always referred to as “Supplier / Supplier”, even when it is providing Services on behalf of clients. The contractor of nobatec GmbH is in accordance with the following conditions always “customer / customer”. The nobatec GmbH supplied by the business or only worked on behalf of the subject is always referred to as “Merchandise”.
- The terms and conditions between the supplier and the purchaser based on the following general terms and conditions are based, unless other agreements are made in writing.
- The Allgeimeinen terms and conditions also apply to all future orders of the customer even if the supplier is not limited thereto in each case refers.
- Conditions of purchase are committed not in principle, even if there is no objection from us.
- The offers of the supplier, including the delivery specifications are subject to change.
- Unless otherwise agreed, the prices indicated are valid from suppliers (in euros) ex works, exclusive of VAT. The purchaser will be billed separately – suitable packaging and the shipping and freight costs, including transport insurance.
- The part of the offer, such as drawings, illustrations, samples and technical specifications are approximate only, unless they are expressly designated as binding. The offers, designs and drawings may third parties, including competitors, will not be made available and not used for tendering purposes. If the contract is not awarded to the supplier that the offers, drawings and other documents must be returned upon request. The provider reserves the right to ask for specifically requested by the ordering patterns, sketches, designs and other project documents a Entgeld, even if the order is not granted.
- The provider is not obliged to check to him or her sketches, models, shapes and trademark infringement on the intellectual property rights of third parties. Therefore, patent and / or utility violations are the responsibility of the purchaser. If the provider put in claim for such reasons, the customer is obliged to indemnify or reimburse the costs of a claim by a third due to a violation of law it.
- The order is binding upon the written order confirmation of the supplier, ie delivery and / or delivery times ect. or be established through recognition, without exception, written confirmation of the contract execution. This also applies to all mediated by employees of the suppliers of these contracts or declarations. Commitments or side agreements, which are binding only if confirmed in writing by the supplier. Complaints or requests for changes must give the buyer within 8 business days of the supplier in writing.
- The rates in effect at the conclusion of the contract price list of the Supplier or agreed in individual cases and confirmed in writing by the supplier prices are calculated.
- Mentioned in the order confirmation shall apply to the underlying reason for the wishes and instructions of the customer order data. Subsequently incurred by the purchaser caused changes or additions to additional costs will be invoiced by the supplier.
- The delivery time begins on the day on which the order in technical terms is finally resolved and all agreed from raw materials provided by the customer or a third party is done. This includes the payment of an agreed deposit.
- Events of force majeure shall entitle the Supplier, even within a delay, postpone delivery for the duration of the impediment plus a reasonable start-up period or to withdraw from the unfulfilled part of the contract in whole or in part. The supplier will inform the customer immediately of the occurrence of a case of force majeure. To force majeure include malfunctions such as: fire, raw material and energy shortages, strikes, lockouts and obstruction of roads and this irrespective of whether these circumstances occur at the supplier, a supplier or its sub-supplier.
- Changes in the execution, which prove to be technically necessary and taking into account the interests of the suppliers are reasonable for the customer, are reserved.
- Delivery from the supplier’s works – at the expense and risk of the purchaser.
- Any danger with the readiness for dispatch of the goods or of the notification by the Supplier to the Purchaser, and the accidental loss or accidental damage to the delivered goods, if the Supplier has contractually assumed the delivery and discharge of the goods delivered.
- The dispatch of goods / goods are generally at the expense and risk of the purchaser, even if free delivery has been agreed. When damage or incomplete deliveries of fact finding is carried out with the carrier immediately upon receipt.
- Call orders are executed as part of the production facilities. Call dates are agreed, the supplier may demand payment after the deadline of the amounts provided, without having previously informed the customer set. Shall not take timely the retrieved / quantity provided from, the supplier can they store at the expense and risk of the purchaser and at the latest after one year storage (counting from order date) require the payment of not yet accepted quantity released and the goods even without prompting Customer supply.
- Excess or short deliveries (number of + / – 10%) within the usual limits are agreed. Partial deliveries are permissible.
Terms of payment
- Unless otherwise agreed, the Supplier’s invoices within 30 calendar days shall be paid without any deduction. For payments made within 8 calendar days cash, by check or wire transfer, a discount of 2% will be given. About each corresponding to a separate agreement due or installment payments are to be paid immediately without any deduction by the purchaser.
- All payments must be made by the supplier Supervisor who has a special pass for collection only directly to the supplier or to a.
- Exchange and checks are only accepted and subject to the usual. Discount charges and costs shall be payable on demand without deduction by the purchaser.
- The supplier reserves the right to ask for objects from 5000.00 EUR value of the contract a deposit of 50%. The final payment will be due upon delivery readiness / acceptance.
- Failure to comply with the terms of payment such as: payment difficulties by significant deterioration in economic conditions, payment or opening of settlement and / or bankruptcy proceedings or other reasons do not release from the obligation to pay. Circumstances that are known to the supplier after the contract and give rise to reasonable doubts as to the solvency of the customer, have the immediate payment of all claims of the supplier to follow, regardless of accepted exchange payments or a decision taken installment contract. The supplier is also entitled in this case to withdraw from the contract and demand compensation for the loss he has incurred therefrom, unless the customer pays in advance or satisfactory security. With proven, willful unwillingness of the purchaser liable with his personal assets until full settlement of all claims.
- The purchaser may only offset against the claims of the supplier with counter spells, if they are undisputed or legally binding.
- In late payment interest at the rate of interest on the overdraft facility in the amount of at least 5 percentage points are calculated on the base rate of the Deutsche Bundesbank. The buyer is entitled to prove that the damage is not higher than 5 percentage points above the base rate. The seller is entitled to prove that a higher damage – these can be invoked. Furthermore, all dunning and collection costs are to be replaced.
Retention of title
- All the goods of the supplier until full payment / settlement of all / any of his claims from the current business relationship including future receivables from simultaneous or subsequent contracts, property of the supplier. This also applies if payments on specific claims are made.
- When an account is retained property serves as security for the outstanding balance of the supplier.
- All used for the production of the delivery item by the supplier’s own business objects, especially special equipment (tools, devices, etc.) remain the property of the supplier.
- Of drawings, plans and other documents to be produced from this Supplier reserves the right to property and copyrights. The Purchaser shall make these documents to third parties only with the prior approval of the suppliers available.
- The purchaser is entitled to use the delivery item in the ordinary course of business to resell, use or process.
- The buyer is entitled to resell / use or process the reserved goods in the ordinary course of business, under the condition that he passes on the ownership title of the supplier to its customers. Security transfers or pledges are not being allowed. Interventions or actions of third parties relating to the retention of title suppliers, this show immediately. The Purchaser shall carry out at his own cost all urgent measures that are necessary to safeguard the rights of the supplier. He now assigns his claims arising from the resale of the reserved goods are resold without or after processing. It is prohibited to the purchaser, with its customer to come to agreements which exclude or impair the rights of the suppliers in any way.
- To collect the receivables assigned to the supplier the customer remains entitled to assignment. However, the supplier retains the right to self-collect the debt especially in the event of default by the purchaser. At the request of the supplier the customer must announce, make all information necessary for collection, hand over the relevant documents and notify the debtors of the assignment, the assigned claims and their debt.
- The purchaser shall in the case of resale, the fact to the purchaser incurred claims up to the amount and to secure the respective claim of the supplier assigned claims, but not for assignment to third parties, entitled, as long as the supplier of this authorization is not due to late payment or for any other breach of contract behavior of the customer cancels. At the request of the Supplier, the Purchaser shall provide information on the stock of outstanding claims and the supplier to grant access to the relevant business records.
- In default of payment the supplier after the withdrawal of the threat still under his retention of title or the seizure of the goods delivered by the supplier does not constitute withdrawal from the contract, unless the Hire Purchase Act applies.
Defect liability / warranty
- If the Purchaser, upon proper investigation are apparent defects of the delivered goods, including any shortages to the supplier in writing without delay but within at least 1 week after receipt of the goods at destination. The customer who is not a merchant, has notified in writing of obvious defects latest within 2 weeks after delivery. The same shall apply after the announcement of hidden defects. He loses his warranty rights for all those shortcomings, which he did not timely notify the supplier in writing contrary to the above conditions.
- For non-identifiable, later occurring material defects, the supplier shall not be liable.
- The supplier is not liable under warranty if the defect is due solely to the errors made by the Purchaser, in particular drawings or other incorrect information provided by the customer, unless the errors were obvious to the supplier.
- If the supplier is responsible for converting or processing or repair of tools or other items by the purchaser or the purchaser shall in any way even the material to the aforementioned Services, so is not responsible for the material behavior, especially taken in curing it was because the supplier or its employees is intent or gross negligence imputable.
- Case of justified complaints, the supplier is entitled to choose to repair / rectification or replacement. In this case the purchaser shall give the supplier to allow a reasonable period and opportunity to repair or replacement option, otherwise the supplier of any warranty and warranty obligations exempt. Proposes a three-time attempt at repair or a three-time replacement fails or is in some cases even the first or further repair or replacement for the buyer unreasonable, it may a reasonable reduction in price (reduction) or cancellation of the contract and acc. § § 463, 480, Section 2, 635 BGB, damages for non-performance. The purchaser may claim damages in lieu or in addition to performance only and only require the supplier if the customer has given a three-time rectification. Further warranty claims are excluded negligence of the Supplier or its agents in the case of simple (easy), especially compensation claims, especially claims for damages that are not caused to the goods themselves (consequential damages).
- In a warranty case, the supplier assumes the expenses of repairing the defect.
- For the liability of the Supplier for damage caused outside of the delivery item to the legal property of the purchaser consequential damage of the supplier or its agents is excluded for simple or ordinary negligence. This does not apply if a lack of warranted characteristics of the delivery item just was intended to protect the purchaser against this consequential damage.
- The supplier is not liable for damages caused by a culpable breach of care obligations and other contractual obligations, in particular in breach of advisory duties, incorrect instructions for the operation and maintenance of the Plant and in breach of duty in the HIDE negotiations if he or his agents only slight negligence to negligence. This applies even if the buyer’s damages claim to respect the rule of law, the supplier only if essential contractual obligations (“Obligations”) were violated, even by object just to protect other legal interests of the customer.
- The supplier is liable in cases of intent or gross negligence of the Supplier or any representative or agent pursuant to the statutory provisions. The claim for damages for breach of fundamental contractual obligations is limited even in cases of gross negligence on the vertragstypischvorsehbaren damage. Any further liability shall be excluded.
- The liability for damages caused by the delivery to legal property of the customer, such as: at their stuff is completely excluded. This does not apply in cases of intent or gross negligence or based on liability for injury of life, body or health.
- The provision of the preceding paragraphs 5 and 6 Extend to damages in addition to performance and damages in lieu of performance, for whatever legal reason, including because of defects, breach of obligations under the obligation or from unlawful acts. They also apply to the claim for reimbursement of expenses.
- The warranty is excluded if the delivered goods have been made to the purchaser or later an unauthorized third party suppliers from interference.
- The purchase price on the exercise of the retention or offsetting with counterclaims against the supplier is not permitted.
Place of performance and jurisdiction
- Fulfillment for deliveries is the location of the supplier. Jurisdiction where the law does not provide otherwise, the seat of the supplier or Constance for any and all disputes arising from the contractual relationship (if the customer is a merchant). In the event that the domicile or habitual residence of the purchaser at the time the complaint is unknown, as far as the event that the customer has moved his domicile or habitual residence outside the jurisdiction of the law of contract, the jurisdiction is basically that of the supplier.
- All legal relationships between the supplier and the purchaser takes only the law of the Federal Republic of Germany. The application of the Uniform Law on the International Sale of Goods and the Law on the purchase of such contracts according to the Hague Convention of 01.07.1964.
- If clauses / provisions of these Terms and Conditions or a provision be invalid in the context of individual contractual agreement or, as a result the validity of the remaining provisions / other provisions or other terms or agreements shall not be affected.