Terms and Conditions

AGB – Allgemeine Geschäftsbedingungen of Kremser GmbH 

§ 1 Validity

(1) All deliveries, services and offers from the seller are made exclusively based on these General Terms and Conditions of Delivery. These are part of all contracts on the basis of these General Terms and Conditions of Delivery. These are part of all contracts the seller concludes with his contractual partners (here in after also referred to as “customer”) any deliveries or services offered to him. They also apply to all future ones deliveries, services or offers to the customer, even if they are not repeated be agreed separately.
(2) Terms and conditions of the customer or third parties do not apply, even if the seller does not specifically object to their validity in individual cases. Even if the seller refers to a letter containing the terms and conditions of the customer or a third party contains or refers to such, this does not constitute agreement with the validity of those Terms and Conditions.

§ 2 Offer and conclusion of contract

(1) All offers from the seller are subject to change and non-binding unless they are are expressly marked as binding or have a specific acceptance period contain. The seller can accept orders or orders within fourteen days accept upon receipt.
(2) The only decisive factor for the legal relationship between the seller and the customer is the written purchase agreement, including these General Terms and Conditions of Delivery. This specifies all agreements between the contracting parties regarding the subject matter of the contract in full again. Verbal promises made by the seller before the conclusion of this contract are legal non-binding and oral agreements between the contracting parties are replaced by the written one contract replaced unless it expressly states that they are binding continue to apply.
(3) Additions and changes to the agreements made, including this one General delivery conditions must be in writing to be effective. With the seller's employees are not an exception to managing directors or authorized representatives entitled to make verbal agreements deviating from this. To preserve the written form telecommunication transmission is sufficient, in particular by fax or email, provided that a copy of the signed declaration is sent.
(4) Information from the seller regarding the subject of the delivery or service (e.g. weights, dimensions, usage values, load capacity, tolerances and technical data) as well as ours Representations of the same (e.g. drawings and illustrations) are only approximate decisive, unless the usability for the contractually intended purpose is one requires exact agreement. They are not guaranteed characteristics, but descriptions or labels of the delivery or performance. Customary deviations and deviations due to legal reasons Regulations are made or represent technical improvements, as well as the replacement of components with equivalent parts are permitted as long as they ensure their usability not affect the contractually intended purpose.
(5) The seller retains ownership or copyright to all of it submitted offers and cost estimates as well as the customer provided drawings, illustrations, calculations, brochures, catalogs, models, tools and other documents and aids. The customer is allowed to do this items neither as such nor as such without the express consent of the seller make the content available to third parties, disclose it, use it yourself or through third parties or reproduce. At the seller's request, he has these items in full possession to return it and to destroy any copies that may have been made by him are no longer needed in the normal course of business or when negotiations are taking place do not lead to the conclusion of a contract.

§ 3 Prices and payment

(1) The prices apply to the service and services listed in the order confirmations scope of delivery. Additional or special services will be charged separately. The prices are in EURO ex works plus packaging, statutory VAT, for export deliveries, customs duties as well as fees and other public charges.
(2) Insofar as the agreed prices are based on the seller's list prices and the If delivery is not to take place until more than four months after conclusion of the contract, the following apply delivery valid list prices of the seller (each less an agreed price). percentage or fixed discount).
(3) Invoice amounts must be paid within 30 days without any deductions, provided unless otherwise agreed in writing. Decisive for the date of payment is Receipt by seller. Checks are only considered payment after they have been cashed. He does it If the customer fails to pay by the due date, the outstanding amounts will be due from the due date 8% p.a. a. to pay interest; the assertion of higher interest and further damages in the event of the delay remains unaffected. The seller is entitled to charge reminder fees of 5 to claim euros.
(4) The offsetting of counterclaims by the customer or the retention of payments due to such claims are only permitted to the extent that the counterclaims are met are undisputed or pending.
(5) The seller is entitled to make outstanding deliveries or services only against to carry out or provide advance payment or security if required at the conclusion of the contract, circumstances become known that affect the creditworthiness of the person customers are able to significantly reduce and through which the payment of the open claims of the seller by the customer from the respective contractual relationship (including from other individual orders to which the same framework agreement applies). becomes.

§ 4 Delivery and delivery time

(1) Deliveries are made ex works.
(2) Deadlines and dates for deliveries and services announced by the seller always only apply approximately, unless there is expressly a fixed deadline or a fixed period Appointment has been confirmed or agreed. If shipping has been agreed, refer Delivery times and delivery dates are based on the time of handover to the freight forwarder, freight carriers or other third parties commissioned with the transport.
(3) Der Verkäufer kann – unbeschadet seiner Rechte aus Verzug des Kunden – vom Kunden an extension of delivery and service deadlines or a postponement of delivery and demand service dates around the period in which the customer fulfills his contractual agreement does not fulfill its obligations towards the seller.
(4) The seller is not liable for impossibility of delivery or for delays in delivery, if this is due to force majeure or other, at the time of conclusion of the contract unforeseeable events (e.g. operational disruptions of all kinds, difficulties in the material or energy procurement, transport delays, strikes, lawful lockouts, shortages of workers, energy or raw materials, difficulties in the obtaining necessary official approvals, official measures or the lack of, incorrect or timely delivery by suppliers)
were caused for which the seller is not responsible. If such events make delivery or service significantly more difficult or impossible for the seller and the hindrance is not only temporary, the seller is responsible for right to withdraw from the contract. In the event of incorrect self-delivery, the customer will be informed immediately if a delivery is no longer available. In case of obstacles if the duration is temporary, the delivery or service deadlines will be extended or postponed the delivery or service dates are the period of the hindrance plus one reasonable start-up period. If the customer is unable to accept the goods as a result of the delay if the delivery or service is unreasonable, he can do so immediately in writing
declaration to the seller to withdraw from the contract.
(5) The seller is only entitled to make partial deliveries if
• the partial delivery for the customer within the scope of the contractual purpose
is usable,
• delivery of the remaining ordered goods is ensured and
• This does not result in any significant additional effort or additional costs for the customer
arise (unless the seller agrees to cover these costs
ready).
(6) If the seller is in default with a delivery or service or is incurring one If delivery or service is impossible, regardless of the reason, the liability of the seller for damages in accordance with Section 8 of these General Terms and Conditions delivery conditions limited.

§ 5 Place of performance, shipping, packaging, transfer of risk, acceptance

(1) The place of fulfillment for all obligations arising from the contractual relationship is Stein, unless otherwise stated something else is determined. If the seller also owes the installation, the place of performance is the place where the installation has to take place.
(2) The shipping method and packaging are subject to the dutiful discretion of the seller.
(3) The risk passes at the latest when the delivery item is handed over (whereby the beginning of the loading process) to the forwarding agent, freight carrier or other person execution of the shipment is transferred to the customer by certain third parties. This also applies if if partial deliveries are made or the seller provides other services (e.g. shipping or installation). If shipping or handover is delayed as a result in the event of a circumstance caused by the customer, the risk arises from that day on the customer to which the delivery item is ready for dispatch and the seller indicated to the customer.
(4) Storage costs after transfer of risk are borne by the customer. When stored by the seller the storage costs are 0.25% of the invoice amount of the items to be stored deliverables per completed week. The assertion and proof additional or lower storage costs remain reserved.
(5) The shipment will only be sent by the seller at the express request of the customer its costs against theft, breakage, transport, fire and water damage or other insurable risks insured.

§ 6 Warranty, incoming goods inspection, material defects

(1) The warranty period is one year from delivery or, insofar as acceptance takes place is required from acceptance.
(2) The delivered items are to be delivered to the customer immediately after delivery to the third parties designated by him carefully according to type, quantity and quality investigate. Furthermore, the customer must ensure that the information provided by him, dimensions and other technical data for the manufacture and design of the tool, embossing tool or component holder for the intended purpose are sufficient and suitable. There will be no charge for any missing information provided by the customer warranty accepted.
(3) The items delivered are valid with regard to obvious defects or others defects that would have been recognizable through an immediate, careful inspection, as approved by the customer if not communicated to the seller within seven working days written notice of defects is received upon delivery. With regard to other defects, the following apply delivery items are deemed to have been approved by the customer if the seller is not notified of the defect within seven working days of the time at which the defect became apparent; was the defect for the customer under normal use occurred at an earlier point in time recognizable, however, this earlier point in time is decisive for the start of the complaint period. On at the seller's request, the delivery item complained about is to be delivered freight prepaid to send back to seller. If the complaint about defects is justified, the seller will reimburse the costs the cheapest shipping route; This does not apply if the costs increase because of the the delivery item is in a location other than the intended location of use.
(4) In the event of material defects in the items delivered, the seller is within his rights the choice to be made within a reasonable period of time is initially to repair or replace obliged and entitled. In the event of failure, i.e. impossibility, unreasonableness, refusal or unreasonable delay of repair or replacement delivery, the customer can withdraw from the contract or the purchase price reduce appropriately.
(5) If a defect is due to the fault of the seller, the customer can do so under the conditions specified in § 8 claim compensation under certain conditions.
(6) In the event of defects in components from other manufacturers, which the seller is responsible for under license law or actual reasons cannot be eliminated, the seller will do so at his own discretion its warranty claims against the manufacturers and suppliers for the account of claim or assign to the customer. Warranty claims against in the event of such defects, the seller is subject to the other conditions and in accordance with these General Terms and Conditions of Delivery only if the judicial decision enforcement of the above-mentioned claims against the manufacturer and supplier was unsuccessful or is hopeless, for example due to insolvency. During the the duration of the legal dispute is the statute of limitations for the relevant warranty claims
customers inhibited against the seller.
(7) The warranty is void if the customer does so without the consent of the seller the delivery item changes or has it changed by third parties and the defects are thereby eliminated impossible or unreasonably difficult. In any case, the customer has the any additional costs arising from the change will have to be borne to remedy the defect.
(8) A delivery of used items agreed with the customer in individual cases takes place under exclusion of any warranty for material defects.
(9) A warranty also does not apply if due to the reasons stated by the customer or missing information, dimensions and other technical data for production and execution of the tool, embossing tool or component holder in an operation customers are not possible. This is particularly true with regard to embossing tools desired print image and the desired design.

§ 7 Industrial property rights

(1) In accordance with this § 7, the seller guarantees that the delivery item is free of third party industrial property rights or copyrights. Each contractual partner will immediately notify the other contractual partner in writing if to him claims may be asserted due to the violation of such rights.
(2) In the event that the delivery item has an industrial property right or copyright of a third party, the seller will, at his own discretion and at his own expense modify or replace the delivery item in such a way that it no longer infringes the rights of third parties but the delivery item continues to fulfill the contractually agreed functions, or provide the customer with the right of use by concluding a license agreement. if he does not succeed in doing this within a reasonable period of time, the customer is entitled to to withdraw from the contract or to reduce the purchase price appropriately. Any
the customer's claims for damages are subject to the restrictions in Section 8 of this general delivery conditions.
(3) In the event of legal violations caused by products from other manufacturers supplied by the seller the seller, at his discretion, asserts his claims against the manufacturers and suppliers Claim the customer's invoice or assign it to the customer. Claims against the in these cases, sellers only exist in accordance with this Section 7 if the court enforcement of the above-mentioned claims against the manufacturers and upstream suppliers was unsuccessful or is hopeless, for example due to insolvency.
(4) The customer also guarantees that supplies provided by him (data, graphics, logos, etc.) are free from third-party industrial property rights or copyrights. Everyone the contractual partner will immediately notify the other contractual partner in writing, if claims are asserted against him due to the violation of such rights become. The provisions of Section 7 Paragraphs 2 and 3 therefore also apply to the seller who can withdraw from the contract in accordance with paragraphs 2 and 3.

§ 8 Liability for damages due to negligence

(1) The seller's liability for damages, regardless of the legal basis, in particular due to impossibility, delay, defective or incorrect delivery, breach of contract, breach of duty in contract negotiations and tort action is, insofar as fault is involved, in accordance with this § 8 restricted.
(2) The seller is not liable in the event of simple negligence on the part of its organs, statutory liability Representatives, employees or other vicarious agents, unless they are a violation of essential contractual obligations. The obligation is essential to the contract for the timely delivery and installation of the delivery item, its freedom from defects that affect its functionality or usability are more than insignificant as well as advice, protection and care obligations that the customer has should enable contractual use of the delivery item or protection life or limb of the customer's personnel or the protection of their property cause significant damage.
(3) To the extent that the seller is fundamentally liable for damages in accordance with Section 8 (2). this liability is limited to damages that the seller considered possible at the time the contract was concluded consequences of a breach of contract or which he has foreseen when applied should have foreseen this with due care. Indirect damage and consequential damages that are the result of defects in the delivery item are also only replaceable if such damage occurs when the product is used as intended delivery item are typically expected.
(4) In the event of liability for simple negligence, the seller's obligation to pay compensation is property damage and resulting further financial losses amount to an amount of limited to EUR 1,000,000.00 per case of damage, even if it involves an injury essential contractual obligations.
(5) The above liability exclusions and limitations apply to the same extent in favor of the bodies, legal representatives, employees and other vicarious agents of the seller.
(6) If the seller provides technical information or acts in an advisory capacity and this information or advice does not correspond to what is owed by him and contractually agreed If the scope of services is included, this is done free of charge and to the exclusion of any liability.
(7) The restrictions of this § 8 do not apply to the seller's liability intentional behavior, for guaranteed characteristics, for violation of the life, body or health or according to the product liability law.

§ 9 Retention of title

(1) The delivered products and tools remain until full payment has been made by everyone Claims that the seller is entitled to against the customer now or in the future including all current account balance claims arising from this contract property of the seller (reserved goods). Tools used for manufacturing and production and aids (vulcanizing tools, male molds, injection molds, production aids, programs and similar) which are partly or completely invoiced are not sold and remain with the seller. If the customer behaves in breach of contract - especially if he fails to pay what is owed If the payment claim has fallen into arrears - the seller has the right to take back reserved goods after a reasonable deadline has been set for performance became. If the seller takes back the reserved goods, this constitutes a withdrawal from the contract contract. The customer bears the transport costs incurred for the return. Also It constitutes a withdrawal from the contract if the seller seizes the reserved goods. He may use reserved goods taken back by the seller. The proceeds of the recovery will be offset against the amounts that the customer owes after the the seller has deducted an appropriate amount for the costs of disposal.
(2) The customer must treat the reserved goods with care. He has to do it at his own expense sufficiently insure at replacement value against fire, water and theft damage.
(3) In the event of seizure of the reserved goods by third parties or other interventions by third parties The customer must point out the property of the seller and must do so immediately notify in writing so that the seller can enforce his property rights. If the third party bears the legal costs incurred by the seller in this context or extrajudicial costs, the customer is liable for this.
(4) If the customer requests this, the seller is obliged to pay the amount to which he is entitled To release securities to the extent that their realizable value exceeds the value of the open securities claims against the customer exceeded by more than 10%. The seller is allowed to do so however, select the collateral to be released.

§ 10 Storage

Tools and aids used for manufacturing and production (vulcanizing tools, male molds, injection molds, production aids,
Programs and similar) are retained for five years.

§ 11 Final provisions

(1) Is the customer a merchant, a legal entity under public law or a special fund under public law or does it not have one in the Federal Republic of Germany general place of jurisdiction is the place of jurisdiction for all possible disputes arising from the Business relationship between the seller and the customer at the seller's discretion Stone or the customer's seat. In these cases, however, legal action against the seller is possible Stein exclusive place of jurisdiction. Mandatory legal provisions about exclusive places of jurisdiction remain unaffected by this regulation.
(2) The relationships between the seller and the customer are subject exclusively the law of the Federal Republic of Germany. The United Nations Convention on contracts for the international sale of goods of April 11, 1980 (CISG) does not apply.
(3) Insofar as there are gaps in the contract or these General Terms and Conditions of Delivery included, the legally effective regulations apply to fill these gaps as agreed, which the contractual partners meet in accordance with the economic objectives of the contract and the purpose of these General Terms and Conditions of Delivery if they were aware of the loophole.

Notice:

The customer acknowledges that the seller has data from the contractual relationship in accordance with Section 28 of the Federal Data Protection Act for the purpose of data processing reserves the right to pass on the data to third parties (e.g. to provide insurance.)