Company details

Terms of Delivery and Payment

1. Quotations. Our quotations are subject to change.

2. Conclusion of transactions. Delivery and service contracts are not binding until the order is confirmed by us in writing, respectively the delivery note is signed prior to handing over the goods at the dispatch warehouse. The terms of delivery are valid unless otherwise stated in the order confirmation. Our terms have priority over the terms of the purchaser. Acceptance of the quotation or the order confirmation by the purchaser by failing to object is considered as agreement. We reserve the right to make changes to the products in the interest of technical advancement.

3. Prices. Unless especially agreed, our prices are for goods of normal commercial quality, including packaging, ex-factory or ex-warehouse, plus VAT.

4. Delivery period. The delivery periods stated by us are valid from the factory. They are not binding. In the event of delivery being delayed by more than half as long again as the period stated in the confirmation - not including delays which are caused by events beyond our control - the purchaser is entitled to withdraw from the contract after allowing us a reasonable period of grace without result. The right to claim damages as a result of delay in delivery is limited to cases in which the violation of the contract is deliberate or as a result of gross negligence.

5. Payment. Payment is regarded as having been received when we have unlimited access to the full amount due. Unless other wise agreed, the terms of payment are as follows: Cash down-payment on credit from day of dispatch 8 days with 2% discount 30 days net Bills of exchange are not accepted. Cheques will only be accepted where punctual encashment according to the agreed conditions appears to be assured. We are not liable for punctual transportation, exhibition, protest, information and/or return shipment unless this results from a proven deliberate or grossly negligent violation of the contract. If the payment terms are not met or we are of the opinion that our claim is no longer sufficiently secure, we reserve the right to demand immediate cash payment – if necessary in advance – and, should the purchaser fail to comply, to withdraw from the contract.

6. Delay in payment. During periods of delay in payment the debtor bears all risks to our entire satisfaction. Interest on arrears will be charged at the rate of 5 percentage points above the base interest rate. We reserve the right to claim for further damages.

7. Reservation of title As is normal business practice, we reserve the right of ownership in respect of the goods supplied until such time as all claims under the business relationship with the purchaser have been met and ownership of the goods supplied is transferred to the purchaser. The purchaser is entitled to process, remodel or sell these reserved goods in the regular course of business. Claims deriving from the sale of these goods, which you are able to collect - subject to our revocation - are herewith assigned to us as a precautionary measure. Any working or processing of the goods which is subject to reservation of title shall at all times be carried out by the purchaser on our behalf as the manufacturer, however, without entailing any obligations for us. If the goods which are subject to reservation of title are inseparably mixed with other items not owned by us, we shall acquire joint ownership of the new product. If the value of the existing securities exceeds the secured claims in total by more than 25 per cent, we undertake, at your request, to release securities of our choice in this respect. Goods supplied under reservation of title must be appropriately stored and insured against normal risks. Any insurance claims are with immediate effect assigned to us. We have an extensive right to information regarding the content and form of all matters concerning changes in the reservation of title and assigned claims. At our request the purchaser is obliged to inform his buyer of any assignment to us.

8. Defects and warranty. Minor variations in size and design are not considered grounds for complaint. The materials processed need not be superior to average kind and quality. This also applies to the quality of processing itself. The purchaser must note any special requirements beyond this in the order, so that the manufacturer has the opportunity to cater to these special requirements. In the event of notice of defect which is justified we will, at our choice, revoke the contract, make improvements to the goods complained of or supply a replacement free of defect. We will bear all relevant costs. In the event that we fail to make improvements or supply a replacement the purchaser may demand reduction of the price or withdraw from the contract. Damages may only be claimed against us in cases of deliberate or grossly negligent breach of contract. In the case of damage during transit, the purchaser must, without delay, record the damage with the forwarder or the body responsible and inform us. The statutory periods of warranty apply.

9. Place of performance and transfer of risk. The place of performance for the delivery is the manufacturing plant. Upon loading the goods in the manufacturing plant or surrendering them to the forwarder the risk is, whatever the case, transferred to the purchaser. This also applies when the freight is paid in advance or reimbursed by us. Place of performance for the payment is the cash register in our company.

10. Copyright. All data, photographs, and diagrams enjoy copyright protection. Duplification or modification require prior written permission by the company. Any non-authorised processing reproduction, circulation or publication constitutes a breach of the said legal regulations and may lead to prosecution.

11. Place of jurisdiction. The place of jurisdiction is the Local Court of 92318 Neumarkt or the Regional Court of 90402 Nuremberg for all legal disputes, including any action relating to payment of bills of exchange or cheques, unless exclusive jurisdiction exists by law.

12. The law of the Federal Republic of Germany applies.

This is an English translation for information purposes only. For all legal purposes reference should be made to the German original.

Status 07/09 Hammerbacher GmbH