Terms & Conditions | FWA Waschanlagen & Maschinenbau GmbH

General terms and conditions of sale and delivery of FWA Waschanlagen & Maschinenbau GmbH

Scope
1. The following general terms and conditions of sale and delivery apply exclusively to all our sales and other deliveries and services. Any deviating conditions or counter-confirmations by the customer are only binding on us if and to the extent that we have expressly agreed to them in writing.
2. In particular, our silence on such deviating conditions does not count as recognition or approval. Deviating conditions or counter-confirmations by the customer are hereby expressly contradicted.
Quotation
1. The documents belonging to the quotation, such as illustrations, drawings, weight and dimensions are only relevant if they are expressly designated as binding.
Conclusion of contract and scope of delivery
1. Our written order confirmation is decisive for the scope of the delivery, in the case of an offer by us with a time commitment and timely acceptance of the offer, unless a timely order confirmation is available.
2. Subsidiary agreements and changes require our written confirmation.
Prices and Payment
1. In the absence of a special agreement, the prices apply ex works including loading but excluding packaging. Value added tax at the applicable statutory rate is added to the prices.
2. In the absence of a special agreement, payment is to be made without any deductions to our account, namely:
3. - 50% net upon receipt of the order confirmation
  - 40% net on notification that the main parts are ready for dispatch
  - Net (10%) balance due within 30 days thereafter
4. The withholding of payments or offsetting due to any counterclaims of the customer that we dispute are not permissible.
Delivery time
1. The delivery period begins when the order confirmation is sent, but not before the documents, approvals, releases to be obtained by the customer have been provided and before the agreed down payment has been received.
2. The delivery period is extended appropriately in the case of measures in the context of labor disputes, in particular strikes and lockouts, as well as the occurrence of unforeseen obstacles that are beyond our control. This also applies if these circumstances occur with subcontractors.
3. If we are in default of delivery, the customer can set a reasonable grace period and, after this has expired without success, demand compensation for the delay. It is 0.5% for each week of delay, but no more than 5% of the value of that part of the total delivery that cannot be used on time or in accordance with the contract as a result of the delay. Claims for damages due to delayed delivery and non-performance - for whatever reason - only exist in accordance with the provisions in Sections 9 and 10.
4. If shipping is delayed at the request of the customer, he will be charged 0.5%, but no more than 5%, of the value of the undelivered parts for each week, starting one month after notification of readiness for shipment.
5. Adherence to the delivery period presupposes the fulfillment of the contractual obligations of the customer.
Passing of Risk and Acceptance
1. Unless otherwise agreed, the risk passes to the customer at the latest when the delivery parts are dispatched, even if permitted partial deliveries are made or we have taken on other services, e.g. the shipping costs or delivery and installation.
2. Unless otherwise agreed, we deliver without assembly.
3. Delivered items are to be accepted by the customer without prejudice to the rights under Section 9, even if they have insignificant defects.
Retention of title
1. We reserve ownership of the delivery item until receipt of all payments from the delivery contract.
2. If the customer behaves in breach of contract, in particular in the event of default in payment, we are entitled to take back the goods after a reminder and the customer is obliged to surrender them.
3. The assertion of the retention of title as well as the seizure of the delivery item by us does not count as withdrawal from the contract.
Complaints
1. The customer must check the products delivered by us immediately.
2. Obvious defects - including the lack of guaranteed properties - must be reported in writing immediately, but no later than within 14 days after receipt of the goods, hidden defects immediately after their discovery, but no later than within 14 days.
3. If the customer fails to notify us in due form and time, the goods are deemed to have been approved.
4. We must be given the opportunity to determine the defect that has been the subject of a complaint. This applies in particular before the removal of parts that have been the subject of a complaint and before the start of any repair work.
Warranty, liability for defects in the delivery
1. We are liable as follows for defects in the delivery, which also include the lack of expressly guaranteed properties:
2. 1. All those parts are to be repaired or replaced free of charge at our discretion and our choice, which within 6 months of commissioning as a result of a circumstance before the transfer of risk, in particular due to faulty design, poor building materials or defective execution, are found to be unusable or in their usability more found to be significantly impaired. The discovery of such defects must be reported to us immediately in writing. Replaced parts become our property.
  2. If shipping, installation or commissioning is delayed through no fault of our own, liability shall expire no later than 12 months after the transfer of risk.
3. For essential third-party products, our liability is limited to the assignment of the liability claims that we are entitled to against the supplier of the third-party product.
4. The customer's right to assert claims for defects lapses in all cases 6 months from the time of the timely complaint, but no earlier than the expiry of the warranty period.
5. No guarantee is given for damage caused by the following reasons: unsuitable or improper use, faulty assembly or commissioning by the customer or third parties, for changes or repair work that the customer carries out improperly and without our consent, natural wear and tear, faulty or Negligent treatment, unsuitable equipment, replacement materials, defective construction work, unsuitable building ground, chemical, electrotechnical or electrical influences, unless they are attributable to our fault.
6. After agreement with us, the customer must give us the necessary time and opportunity to carry out all repairs and replacement deliveries that we deem necessary at our reasonable discretion, otherwise we are released from liability for defects. Only in urgent cases where operational safety is endangered and to prevent disproportionately large damage, with the FWA washing systems & Maschinenbau GmbH is to be informed immediately, or if we are in arrears with remedying the defect, the customer has the right to have the defect remedied himself or by third parties and have FWA Waschanlagen & Maschinenbau GmbH to demand reimbursement of the necessary costs.
7. Of the direct costs incurred by the repair or replacement delivery, we shall bear the costs of the replacement part including shipping and the reasonable costs of removal and installation, if this is reasonably required in the individual case - insofar as the complaint turns out to be justified can be, the costs of any necessary provision of workers. Apart from that, the customer covers the cost.
8. The warranty period for the replacement part and the repair is three months, but it runs at least until the original warranty period for the delivery item expires.
Exclusion and Limitation of Liability
1. For all claims for damages directed against us due to culpable breach of duty, regardless of the legal reason, in particular due to impossibility, delay, defective delivery, positive breach of contract, breach of duties during contract negotiations, tort, product liability, we are only liable in the case of slight negligence in one of the purposes of the contract dangerous violation of essential obligations. Otherwise, our liability for slight negligence is excluded.
2. In the case of liability according to 10.1 and liability without fault, in particular in the case of initial impossibility and defects of title, we are only liable for typical and foreseeable damage.
3. The buyer decides independently on the use of the goods or other services supplied by us. Unless we have confirmed in writing specific properties and suitability of the products for a contractually specified purpose, application advice is non-binding in any case.
4. We are not liable for any advice given or omitted that does not relate to the properties and usability of the delivered product. The exclusion of liability applies to the same extent in favor of our bodies, legal representatives, executive and non-executive employees and other vicarious agents.
5. The above liability regulations do not apply if claims are made against us under the Product Liability Act for defective products.
Retention of title
1. We reserve ownership of all goods delivered by us until all our claims from the business relationship with the customer, including future claims from contracts concluded later and including any rights of recourse or indemnification from bills of exchange and checks, have been settled. This also applies to a balance in our favor if individual or all of our claims are included in a current account (current account) and the balance is drawn.
2. The customer must insure the delivered goods adequately, in particular against theft and fire.
3. If the customer acts in breach of contract, in particular default in payment, we are entitled to take back all delivered goods. In this case, the customer is obliged to surrender.
Copyrights, drawings and other documents
1. Drawings, drafts and other documents that we provide to the customer when initiating or executing a contract are our intellectual property and may not be made available to third parties, duplicated or used for any purpose other than the agreed purpose without our express written consent.
2. We are entitled to demand the free surrender of the aforementioned documents - including any duplicates - if the customer no longer needs these documents and if we become aware of misuse of these documents. A right of retention on the part of the customer is excluded.
3. We undertake to keep plans, drawings, etc. designated as confidential by the customer secret and only make them accessible to third parties with the consent of the customer.
Place of jurisdiction
1. The Hanseatic City of Lüneburg is responsible for all disputes arising from the contractual relationship if the customer is a registered trader or a legal entity under public law.
2. In the event of a dispute, the German text of our general terms and conditions applies.

General assembly conditions of the FWA Waschanlagen & Maschinenbau GmbH

Scope
1. The following General Terms and Conditions of Installation apply exclusively to all our installations and other services.
2. Any deviating conditions or counter-confirmations by the customer are only binding on us if and to the extent that we have expressly agreed to them in writing. In particular, our silence on such deviating terms does not constitute acknowledgment or consent and are hereby expressly rejected.
Quotation
1. The documents belonging to the quotation, such as illustrations, drawings, weight and dimensions are only relevant if they are expressly designated as binding.
Conclusion of contract and scope of assembly
1. Our written order confirmation is decisive for the scope of the assembly, in the case of an offer from us with a time commitment and timely acceptance of the offer, unless there is a timely order confirmation. Subsidiary agreements and changes require our written confirmation.
Assembly price
1. The assembly will be billed according to the time calculation, unless a flat rate has been expressly agreed.
2. The assembly price does not include VAT, which is to be paid additionally at the legally applicable rate.
Installation period, transfer of risk
1. The assembly deadline is met if the assembly is ready for acceptance by the customer or, in the case of a contractually stipulated test, for its implementation by the end of the period.
2. If assembly is delayed due to measures and circumstances for which we are not responsible (e.g. labor disputes), the assembly period will be extended appropriately if this has a demonstrable significant influence on the completion of assembly.
3. If the customer incurs damage as a result of our delay, he is entitled to demand compensation for the delay to the exclusion of further claims; for each full week of delay, this amounts to 0.25% in total but no more than 5% of the assembly price for that part of the system to be assembled by us that cannot be used in time due to the delay.
4. If the customer grants us a reasonable grace period in the event of default with the express declaration that he will refuse to accept the assembly after this period has expired, and if the grace period is not observed, the customer is entitled to withdraw from the assembly agreement. There are no further claims.
5. If the assembly work has been lost or deteriorated prior to acceptance through no fault of our own, we are entitled to demand the assembly price less the expenses saved. The same applies to the impossibility of assembly through no fault of our own.
6. The customer can request that the installation service be repeated if and to the extent that this can be reasonably expected of us, in particular taking into account his other contractual obligations. A fee based on the contract price is to be paid to us for the repetition. Agreement on this must be confirmed in writing before execution.
Cooperation of the customer
1. The purchaser must support the assembly personnel in carrying out the assembly at his own expense.
2. He must take the special measures necessary to protect people and property at the assembly site. He must also inform our assembly manager about existing special safety regulations, insofar as these are of importance to our assembly staff.
Technical assistance from the customer
1. The customer is obliged to provide technical assistance at his own expense, in particular to:
2. Provision of the necessary suitable auxiliary workers (bricklayers, electricians, plumbers, locksmiths, handymen and specialists) in the number required for the assembly and for the required time. The assistants must follow the instructions of the assembly manager. We assume no liability for the assistants. If the assistants have caused a defect or damage due to instructions from our assembly manager, 10.1 applies.
3. Carrying out all earthwork, construction, bedding and concrete work.
4. Provision of the necessary devices and heavy tools (e.g. hoists, forklifts, cranes, compressors) as well as the necessary items and materials (e.g. documents, sealing material, lubricants, fuel, sling ropes, etc.).
5. Provision of heating (when installed in buildings), lighting, operating power, compressed air in sufficient quantity and quality, water including the necessary connections.
6. Provision of necessary, dry and lockable rooms for storing the tools of our assembly staff.
7. Transport of the assembly parts to the assembly site. Protection of the assembly site and materials from harmful influences of any kind. Cleaning of the assembly site.
8. Provision of suitable, theft-proof lounge and work rooms (with heating, lighting, washing facilities and sanitary facilities and first aid) for our assembly staff.
9. Provision of the materials and performance of all other actions that are necessary to adjust the delivery item and to carry out a contractually stipulated test (vehicles, drivers, equipment, etc.).
10. The customer's technical assistance must ensure that assembly can begin immediately upon arrival of the assembly personnel and can be carried out without delay until acceptance by the customer.
11. If special plans or instructions are required from us, we will make these available to the customer in good time.
12. If the customer does not meet his obligations, we are entitled, after notification, but not obliged, to carry out the actions incumbent on the customer in his place and at his expense. Otherwise our legal rights and claims remain unaffected.
Acceptance
1. The customer is obliged to accept the assembly as soon as he has been notified of its completion and any contractually provided testing of the assembled delivery item has taken place.
2. If the assembly proves to be not in accordance with the contract, we are obliged to remedy the defect at our expense. This does not apply if the defect is irrelevant to the interests of the customer or is based on a circumstance that is attributable to the customer. If there is an insignificant defect, the customer cannot refuse acceptance if we expressly recognize our obligation to remedy the defect.
3. If the acceptance is delayed through no fault of our own, the acceptance shall be deemed to have taken place two weeks after notification of the completion of the installation.
4. With acceptance, our liability for recognizable defects ceases unless the customer has reserved the right to assert a specific defect.
Warranty
1. After acceptance of the assembly, we are liable for defects in the assembly that occur within six months of acceptance, to the exclusion of all other claims by the customer in such a way that we have to remedy the defects.
2. The customer must notify us immediately of any defect that has been identified. His right to assert defects expires six months after the notification. The period for liability for defects is extended by the duration of the business interruption caused by the repair work if this interruption lasted longer than 7 working days.
3. Our liability does not exist if the defect is irrelevant to the interests of the customer or is based on a circumstance that can be attributed to the customer.
4. Our liability for the consequences arising from improper modifications or repair work carried out by the customer or third parties without our prior approval is waived.
5. Only in urgent cases of a threat to operational safety and to prevent disproportionately large damage, in which case we must be informed immediately, or if we are in default in remedying the defect, does the customer have the right to have the defect remedied himself or through third parties and to demand reimbursement of the necessary costs from us.
6. Of the direct costs arising from the repairs, we will bear the costs of the replacement part including shipping - insofar as the complaint turns out to be justified. We also bear the costs of removal and installation as well as the costs of providing the necessary fitters and assistants if this does not result in a disproportionate burden for us.
7. If we allow the reasonable grace period set for us to remedy the defect to elapse through our fault, the customer has a right to a price reduction. The customer's right to a reduction also exists in other cases where the remedy of the defect fails. The customer can only cancel the contract after notification if the installation is demonstrably of no interest to the customer despite the reduction.
Other liability of the installer, disclaimer
1. f an assembly part delivered by us is damaged during assembly through our fault, we have to either repair it at our expense or deliver a new one.
2. If, through our fault, the assembled object cannot be used by the customer in accordance with the contract as a result of omitted or incorrect execution of suggestions and advice given before or after the conclusion of the contract as well as other contractual ancillary obligations - in particular instructions for operation and maintenance of the assembled object - then further claims shall apply to the exclusion of others of the customer the provisions of the sections Warranty, Liability and Disclaimer accordingly.
3. In addition to the claims granted to him in these provisions, the customer cannot assert any claims for compensation against us, in particular no claims for damages, not even from non-contractual liability, or other rights due to any disadvantages associated with the assembly, regardless of the legal reason he has appeals. This disclaimer of liability does not apply in the event of intent, gross negligence on the part of the owner or managerial staff, or culpable violation of essential contractual obligations.
4. In the event of a culpable breach of essential contractual obligations, we shall only be liable - except in cases of intent and gross negligence on the part of the owner or executive employee - for the contractually typical, reasonably foreseeable damage.
5. Furthermore, the exclusion of liability does not apply in cases in which, according to the Product Liability Act, there is liability for errors in assembly for personal injury or property damage to privately used objects. It also does not apply in the absence of properties that are expressly guaranteed, if the purpose of the guarantee was to protect the customer against damage that did not occur on the assembled object itself.
Compensation by the customer
1. If our provided devices or tools are damaged at the assembly site through no fault of our own or if they are lost through no fault of ours, the customer is obliged to compensate for this damage. Damage due to normal wear and tear is not taken into account.
Place of jurisdiction
1. The Hanseatic City of Bremen is responsible for all disputes arising from the contractual relationship if the customer is a registered trader or a legal entity under public law.
2. In the event of a dispute, the German text of our general terms and conditions applies.