General terms and conditions
The GTC of Rudolf Zeitler GmbH
1. General remarks
Any kind of business relations are subject to the following conditions. We declare the conditions of the purchaser as correct. This applies to all future business proceedings, although we might not refer to each one in particular. Deviating regulations or agreements, especially additional oral agreements, require written conformation. A delivery or service on our part can not be seen as a agreement by the customer to the delivery conditions. We already refer to these points (by means of these GTC) in our offers and catalogs.
- Our offers, including specification of delivery times, are non-binding. Prices do not include sales tax. Unless agreed otherwise, prices are quoted in Euro, ex factory, without packaging,fright, postage, insurance and any additional delivery charges. The offers are valid for 90 days
- It is always the stated number of items, m² – or kilogram that are relevant for the indication of price; incorrectly stated subtotal- or sum totals are not of importance. This also applies to order acknowledgments and bills, as well as any other correspondences.
- If our offers include an exemplary sample this should only be regarded as a standard for technically correct execution. We do not warrant any suitability. As a general rule, the user is obliged to test the suitability for his designated purpose (e.g. laser, engraving, printing etc.) by means of exemplary samples. We expressly reserve the right color and surface variations for later delivery.
- Price are based on the respective initial costs. In the case of a price alteration, we reserved us the right to change the prices amounted to on the day of delivery.
- On principle, the stated prices do not include sampling.
- The data quoted in our product data sheets are not binding. No claims can be made.
3. Order and order conformation
- The order is binding until our written confirmation.
- The delivery times stated are always an approximate information. We do not warrant a compliance concerning delivery dates. The customer will only be informed about a delay, if the delay would cause a doubling in the days of delivery. The delivery time stated starts with the day the purchase was cleared in detail and (if agreed on in advance) a deposit or down payment has been paid. Delivery times refer to workdays, Saturdays and Sundays excluded.
- It is impossible to withdraw from an agreement or make claims for compensation due to exceeded delivery times. Events of force majore (operational disruptions, official measures, missing options for shipment, strikes, lock-outs or raw material shortage) authorize us to withdraw from the contact.
- For repeat orders the prices previously stated and confirmed in bills are not binding.
- We reserve us the right to make alterations and changes that are necessary due to technical circumstances and that we consider suitable in accordance with the customer's interests.
- We reserve us the right to produce make-and-hold-orders that are to be delivered on different dates simultaneously.
- If the delivery dates of two separate orders are further apart then 90 days, we have the right to deliver all orders entirely and charge and demand payment for all orders.
- If a deposit for an order was charged, the order will only become binding for us after this claim has been made. Only then we will proceed to execute the order, even if an order confirmation has already been given.
- If a customer wishes to make alterations on the entire order or just on specific items after the order conformation was given, we preserve us the right to completely withdraw from the contract. In that case the customer has no right to make claims for compensation. This also applies in case of possible deposits already being paid.
4. Delivery, inspection and approval
- Orders always happen at risk and charge of the customer. The customer bears the expenses for a possible transportation insurance. Possible damage to the packaging or transportation damage must be made obvious and declared to the carrier.
- All our deliveries have delivery notes enclosed. We do not send out separate dispatch notes.
Goods registered ready for shipment that are not claimed by the customer within 5 workdays will be stored at cost and risk of the customer.
- The delivery will be registered as faultless and accepted if the customer does not state otherwise within 5 workdays.
- In case of not being able to deliver an order we are entitled to charge the customer with all freight costs for transport and re-transport as well as the costs for the inspection and storage.
5. Terms and conditions of payment
- Bills are to be paid without deduction within 30 days after receiving the order. Payments within 10 days guarantee a 2% discount for early payment. Every bill is due max. 30 days after delivery. Discounts are only valid, if all prior claims are balanced. The invoice amount is always to be paid in EURO.
- The customer is not entitled to reduce an invoice or claim a right of retention for any kind of reason or to balance them with not rightfully determined claims made by us.
- A default in payment entails a 5% default interest. Besides that, we are entitled to demand substitution for further damage caused by delay (especially dunning – and collection expanses). The customer is obligated to make sure the payment is made on time.
- Items delivered by the customer can be held back from the business relation by us until all prior due claims have been balanced.
- If the terms and conditions of payment are not met by the customer or factors that raise questions about the solvency of the customer become known subsequently, all our claims toward the customer become invalid. In that case we reserve us the right to entirely withdraw from the contract and claim substitution for the damages caused, if the customer can not provide a deposit or sufficient reliability (bank guarantee).
- Changes are not accepted as a matter of principle.
- On principle,we are entitled to also prepare bills for partial deliveries and claim the
6. Defects, warranty and liability
- Defects need to be made clear to us in writing immediately; not later than 5 workdays after the order has arrived at the customer and before processing the material. Defects that are not found even after a careful inspection, need to be communicated to us in writing immediately after discovering them and before any kind of further processing or usage has happened or not later than the end of the warrant period. If a legitimate note of defects is given, we are entitled to choose whether to make amendments or to make a compensation delivery up to the amount of the order value. If we let a deadline that we set up for a compensation delivery pass, or if the new delivery is again not faultless, the customer has the right of a reduction or change of the contract. A period for the elimination of defects has to be at least as long as the amount of workdays stated in the order confirmation for the original order. The period starts on the day the defects were put down in written form and both parties agreed on the particular points of the defects.
- No further claims can be made. This applies in particular to claims for compensation of defects, that did not directly happen to the goods (consequential damages).
- Claims, that are not explicitly expressed in these terms and conditions (especially: compensation claims due to impossibility, delay, breach of contractual secondary obligations, default when concluding a contact or illicit acts) can not be made. This does not apply to cases where intent or gross negligence is verifiable.
- All claims against us, no matter on which legal basis, become statute barred at the latest one year after the transfer of risk to the customer, as long as no legal shorter limitation of action period is stated.
- Standard deviations in color, measurements or weight as well as a certain material tolerance are no defects and do not entitle to a notice of defects. It is possible that there are variations in the color of the material, in the entire order or repeat order due to different processing techniques. The measurements and weights stated in the brochure or order confirmation are approximate figures. The colors pictured or those in the samples can vary from the actual delivered goods. These variations are unavoidable deviations caused by the technical production and do not entitle to a notice of defects.
- As a rule, we only guarantee one good side to our product-meaning the front. This especially applies to our surface-treated and anodized materials. With the metallic surface so called combustion points due to electrical charging might occur (approx. 2 mm). They are not avoidable and do not entitle to a notice of defects.
- We do not warrant or take any responsibility for any alteration on the material in any regard due to the use of chemicals, disinfectant solution, thinners, ethanol or heat treatment.
- Defects on part of the order do not entitle to a reclamation of the entire order.
- If -in consequence of an unsatisfactory delivery by us- a more precise inspection than the usual receiving control is necessary, we will not bear the costs of said inspection.
7. Retention of title
- Delivered goods remain our property until all claims have been fully compensated. This also applies to payments which were provided for specifically described claims.
- The customer already assigns all claims resulting from the disposal of the products to us. We do accept this transfer. This specifically also applies to claims from contracts for services or project-services, at which provision a retention of title expires.
- By processing, mixing or connecting our property with other materials of the customer we automatically gain joint ownership of the new item. If our property expires in the cause of processing, mixing or connecting the customer already hands over the property rights of the new item.
- The customer is bound by contract to inform us about any planned provision of the goods and furthermore he is - in case of such provision - obliged to point out existing retention of titles to any third party.
- If the customer suffers from deterioration of assets he is obliged, regardless of any of our other rights, to return any items belonging to our company on request. Deterioration of assets means an application of a legal insolvency proceeding, the existence of a bill protest and the non-payment of cheques.
8. Place of performance, Place of jurisdiction, Effectiveness
Place of performance is the location of our company. Place of jurisdiction is Wundsiedel. HRB No. 679- district court Hof. Managing director: Frau Petra Zeitler-Conner. The business relations between us and our customers are only subject to the law of the Federal Republic of Germany. If individual clauses should become ineffective, the other regulations still apply. Changes principally require a written form.
Thierstein, January 2009.