§ 1 General Information – Scope of Application
  1. Our conditions of purchase are apply exclusively; we do not recognize supplier conditions that are contrary to or deviate from our conditions unless we have expressly agreed to them in writing. Our conditions of purchase apply even if we accept the supplier’s delivery without reservations while being aware of supplier conditions that are contrary to or deviate from our conditions of purchase.
  2. All agreements between us and the supplier for the purpose of carrying out this contract are to be made in writing in this contract.
  3. Our conditions of purchase apply only vis-à-vis businesses as per § 310 sect. 4 BGB (German Civil Code).
§ 2 Tender – Tender Documents
  1. The supplier agrees to accept our order within a period of 2 weeks.
  2. We retain the property rights and copyrights for images, drawings, calculations, and other documents; they made not be made available to third parties without our express written permission. They are to be used exclusively for production on the basis of our order; after completion of the order, they are to be returned to us unsolicited. They are to be kept confidential from third parties; insofar the arrangement of § 9 sect. (4) also applies.
§ 3 Prices – Conditions of Payment
  1. The price indicated in the order is binding. In the absence of a differing written agreement, the price includes delivery “free domicile” including packaging. Return of packaging requires a separate agreement.
  2. The price includes the applicable value added tax.
  3. We can handle invoices only if they – in accordance with the guidelines in our order – include the order number indicated there; the supplier is liable for all consequences arising from non-compliance with this obligation unless he can prove that he is not responsible.
  4. If no other written agreement has been made we pay the purchase price with a 2% discount within 14 days of delivery and receipt of invoice or net within 30 days of receipt of invoice.
  5. We are entitled to set-off and retention to the extent allowed by law.
§ 4 Delivery time
  1. The delivery time indicated in the order is binding.
  2. The supplier agrees to inform us promptly in writing if conditions arise or become apparent to him that indicate that the agreed delivery time cannot be complied with.
  3. In the event of delayed delivery, we are entitled to claims allowed by law. In particular, we are entitled to demand compensation instead of delivery and cancellation after the fruitless expiry of a reasonable period. If we demand compensation, the supplier has the right to prove to us that he is not responsible for the breach of agreement.
§ 5 Transfer of Risk – Documents
  1. Delivery is to be made free domicile unless another written agreement has been reached.
  2. The supplier is obligated to indicate our exact order number on all shipping documents and bills of lading; if he neglects to do so, we shall not be responsible for any delays in handling.
§ 6 Examination for Defects – Liability for Defects
  1. We are obligated to examine the goods for any deviations of quality or quantity within a reasonable period; a complaint is considered timely if it reaches the supplier within 5 working days of receipt of goods, or in the event of hidden defects, within 5 working days of discovery.
  2. We are entitled to the full extent of legally allowable claims for defects; in any case we are entitled to demand correction of defects or delivery of a new article from the supplier at our discretion. We expressly reserve the right to compensation, in particular to compensation instead of delivery.
  3. We are entitled to correct defects ourselves at the supplier’s expense in case of pending danger or particular urgency.
  4. The statute of limitations is 36 months beginning with the transfer of risk.
§ 7 Product Liability – Indemnity – Liability Insurance
  1. If the supplier is responsible for a product defect, he is obligated to indemnify us from compensation claims from third parties at first request, insofar as the cause stems from his domain and organization and he himself is liable to third parties.
  2. Within the scope of his liability for damages in the sense of sect. (1), the supplier is also obligated to refund any expenses as per §§ 683, 670 BGB or §§ 830, 840, 426 BGB that arise in connection with a recall campaign we conduct. We will inform the supplier – as far as possible and reasonable – of the contents and extent of recall measures to be made and give him the opportunity to state his position. Other claims allowed by law remain unaffected.
  3. The supplier agrees to maintain product liability insurance coverage of € 10 million – lump sum – per case of personal damage/material damage; if we are entitled to other claims for compensation, they remain unaffected.
§ 8 Property rights
  1. The supplier shall ensure that no third party rights within the Federal Republic of Germany are violated in connection with his delivery.
  2. If a third party makes a claim against us in this respect, the supplier is obligated to indemnify us from these claims at first request; we are not entitled to reach any agreements with the third party without permission of the supplier, in particular to reach a settlement.
  3. The supplier’s obligation to indemnify us extends to all expenses that we incur due to or in connection with claims made by a third party.
  4. The statute of limitations is ten years beginning with the signing of the contract.
§ 9 Retention of Title – Provision – Tools – Confidentiality
  1. If we order parts from the supplier, we retain the title to them. Any processing or converting done by the supplier is on our behalf. If our retained goods are processed with third party objects not belonging to us, we acquire the joint ownership of the new object proportionate to the value of our object (purchase price plus VAT) to the other objects processed at the time of processing.
  2. If the article provided by us is inseparably combined with other objects not belonging to us, we acquire joint ownership of the new object proportionate to the value of the retained goods (purchase price plus VAT) to the other objects combined with it at the time they are combined. If combining is done in such a way that the supplier’s object is considered the main object, it shall be considered agreed that the supplier transfers proportional ownership to us; the supplier holds sole ownership or joint ownership for us.
  3. We retain ownership of tools; the supplier is obligated to use the tools solely for manufacturing the goods we ordered. The supplier is obligated to insure our tools at new value against fire damage, water damage, and theft at his own expense. The supplier now cedes all rights to compensation from this insurance to us; we hereby accept this cession of rights. The supplier is obligated to carry out the necessary servicing and inspection of our tools as well as maintenance and repairs at his own expense. He must inform us of any breakdowns promptly; if he negligently fails to do so, our rights to compensation shall not be affected.
  4. The supplier is obligated to maintain strict confidence of all images, drawings, calculations, and other documents and information he receives. They may be revealed to third parties only with our express permission. The confidentiality clause applies even after the end of the contract; it expires when and if the production know-how in the images, drawings, calculations, and other documents becomes general knowledge.
  5. If the security rights due us as per sect. (1) and/or (2) exceed the purchase price of all our not yet paid for retained goods by more than 10%, we are obligated to release the security rights of our choice at the supplier’s request.
§ 10 Venue – Place of Fulfilment
  1. If the supplier is a businessman, our company seat of Iserlohn is the venue; however, we are entitled to press a suit against the supplier at a court of his residence.
  2. If the order does not specify otherwise, our company seat is the place of fulfillment.
Cookies make it easier for us to provide you with our services. With the usage of our services you permit us to use cookies.