General All, including future deliveries is based on these terms and conditions. At the latest with the receipt of the goods or services these conditions are considered accepted. Opposing business or the buyer is only recognized if they are expressly agreed in writing. Collateral agreements and additions to the contract are invalid unless they have been confirmed in writing by PASO PRÄZISIONSMASCHINENBAU GMBH.
Quotation and contract Our quotations are non-committal and non-binding. A contract is only concluded when PASO PRÄZISIONSMASCHINENBAU GMBH confirms an order of the buyer verbally in writing. The same applies to additions changes or side agreements. PASO PRÄZISIONSMASCHINENBAU GMBH reserves the right to confirm the contract by means of the invoice. Dimensions illustrations and drawings etc. are not binding. Improvements or changes of the performance are permissible as far as they are reasonable for the buyer considering the interests of PASO PRÄZISIONSMASCHINENBAU GMBH. In the case of service and development contracts a written date and price commitment shall be deemed to be a non-binding guideline / target price and not a binding commitment as unforeseen changes in deadlines and prices may occur.
Prices All prices are plus packaging freight insurance transport plus the applicable value added tax on the day of delivery ex warehouse or direct delivery from German border or FOB German port of entry. For all services shipping by cash in advance, or cash on delivery expressly reserved. Unless otherwise agreed, PASO PRÄZISIONSMASCHINENBAU GMBH is bound to the prices contained in its offers for 15 days from the date of the offer. Decisive are the prices stated in the order confirmation of PASO PRÄZISIONSMASCHINENBAU GMBH. Additional services not included in the order confirmation will be charged separately. Unforeseeable changes in customs duties import / export charges, foreign exchange management, etc. entitle PASO PRÄZISIONSMASCHINENBAU GMBH to adjust prices.
Delivery time- and period of performance All delivery agreements must be in writing. Delivery periods begin with the date of the order confirmation by PASO PRÄZISIONSMASCHINENBAU GMBH. All delivery obligations are subject to our own timely delivery. Appropriate dispositions must be proven by PASO PRÄZISIONSMASCHINENBAU GMBH. Partial deliveries and partial services are permissible. In the case of delivery contracts, every partial delivery and partial service is deemed to be a separate completion. Delay in delivery occurs in case of force majeure as well as due to events that make the delivery considerably more difficult or impossible for the seller. These include breakdowns, force majeure and strikes, etc., regardless of whether they occur in your own company that of the supplier or subcontractor. In these cases, the buyer can not delay or damages due to non-performance. PASO PRÄZISIONSMASCHINENBAU GMBH is entitled in the event of your non-representative delays in delivery and performance to postpone the delivery or service for the duration of the hindrance plus a period of 2 months or because of the unfulfilled part of all or part of the contract. If the delivery or service delay lasts more than 2 months the buyer is entitled to withdraw from the contract for the part not yet fulfilled. If the delivery and service time are prolonged due to reasons for which PASO PRÄZISIONSMASCHINENBAU GMBH is not responsible; the buyer cannot derive any claims for damages from this. PASO PRÄZISIONSMASCHINENBAU GMBH may only invoke the aforementioned circumstances if it notifies the customer in writing without delay. At delay in delivery, for which PASO PRÄZISIONSMASCHINENBAU GMBH is responsible gives merchants the exclusive right to withdraw excluding any claims for damages.
Shipment and acceptance of risk All risks are transferred to the buyer as soon as the goods have been handed over to the person carrying out the transport or have left the warehouse of PASO PRÄZISIONSMASCHINENBAU GMBH for the purpose of dispatch. However, PASO PRÄZISIONSMASCHINENBAU GMBH insures the goods at the expense of the purchaser if he / she request the insurance of the goods in writing. For consignments to PASO PRÄZISIONSMASCHINENBAU GMBH the consignor bears the risk in particular the transport risk until the goods arrive at PASO PRÄZISIONSMASCHINENBAU GMBH as well as the entire transport costs.
Terms of payment Depending on the agreement the invoices are payable by prepayment cash, cash on delivery, cash on delivery clearing check, cash on delivery euro check or self-collection, unless otherwise agreed. If the payment term of more than 7 days is exceeded default interest will be charged at the current rate for current account. All payments are in principle credited to the oldest debt regardless of any other provisions of the buyer. If costs of recovery and interest have already arisen the payment will be credited first to the costs then to the interest and finally to the principal claim. The buyer is only entitled to set-off retention or reduction if the counterclaims have been legally established or are undisputed. Partial deliveries or partial services may be invoiced separately. A payment is only deemed to have been made when the claim amount has been credited to the bank account of PASO PRÄZISIONSMASCHINENBAU GMBH. The same applies to the redemption of checks. If the buyer does not meet his payment obligations, stops his payments or a bank does not redeem his check, PASO PRÄZISIONSMASCHINENBAU GMBH is entitled to immediately withdraw from the contract without special notice. In these cases, without any special requirements, all claims of PASO PRÄZISIONSMASCHINENBAU GMBH immediately and due in one amount. The same applies if PASO PRÄZISIONSMASCHINENBAU GMBH becomes aware of other circumstances that call into question the creditworthiness of the customer. If PASO PRÄZISIONSMASCHINENBAU GMBH retains the contract it is entitled to demand advance payments a bank guarantee or a security deposit. PASO PRÄZISIONSMASCHINENBAU GMBH has the right to exclude the purchaser in the contract from further supply even if corresponding supply contracts have been concluded. From the time of default, PASO PRÄZISIONSMASCHINENBAU GMBH is entitled to charge interest at the rate of interest on open-ended overdraft facilities calculated by the commercial banks. The buyer bears the entire collection any court u. Enforcement costs. PASO PRÄZISIONSMASCHINENBAU GMBH is entitled to assign its claims.
Retention of title PASO PRÄZISIONSMASCHINENBAU GMBH retains title to the delivered goods / services until complete payment of all claims arising from or arising from the business relationship with the buyer, regardless of the nature and legal grounds. In the case of a current account the reserved property shall be deemed to secure the balance claim or treat the goods delivered by PASO PRÄZISIONSMASCHINENBAU GMBH and still in their ownership on behalf of PASO PRÄZISIONSMASCHINENBAU GMBH without which liabilities for PASO PRÄZISIONSMASCHINENBAU GMBH may arise. In the case of incorporation into foreign goods by the purchaser, PASO PRÄZISIONSMASCHINENBAU GMBH becomes the co-owner of the new products in the proportion of the goods delivered by them to the foreign goods used. If the goods delivered by PASO PRÄZISIONSMASCHINENBAU GMBH are mixed or combined with other objects the buyer hereby assigns his ownership or co-ownership right to the mixed stock or the new object and stores it free of charge with the necessary care for PASO PRÄZISIONSMASCHINENBAU GMBH. The buyer is entitled to manage and sell the reserved goods in due course of business as long as he is not in default pledges and security assignments are inadmissible. For security reasons the purchaser hereby assigns all claims arising from the resale or other legal reason (insurance / tort) regarding the reserved goods (incl. all accounts receivable from current account) to PASO PRÄZISIONSMASCHINENBAU GMBH in full. PASO PRÄZISIONSMASCHINENBAU GMBH authorizes the buyer irrevocably to collect the claims assigned to them for their account in their own name. The direct debit authorization can only be revoked if the buyer has not fulfilled his payment obligations properly. If third parties access the reserved goods the buyer will point out the ownership of PASO PRÄZISIONSMASCHINENBAU GMBH and inform them immediately. The buyer has to ward off access by third parties.
Warranty The warranty period is 12 months for all products supplied by us. The period begins with the delivery date. If operational or currency recommendations of PASO PRÄZISIONSMASCHINENBAU GMBH is not followed changes have been made to the goods, parts have been replaced or consumables have been used which do not correspond to the original specifications any warranty is void. Warranty claims are not assignable. The purchaser must notify PASO PRÄZISIONSMASCHINENBAU GMBH in writing of any defects immediately but no later than within one week of becoming aware of the defects. After expiration of the deadline the PASO PRÄZISIONSMASCHINENBAU GMBH is exempt of the warranty. The buyer is obliged in case of a complaint that defective device or parts at their own expense and risk combined with a precise description of the fault with the model and serial number and a copy of the delivery note with which the goods were delivered to send the workshop of PASO PRÄZISIONSMASCHINENBAU GMBH. By replacing assemblies or entire devices no new warranty obligations come into force. Wear parts such as milling spindles etc. as well as the improper use storage and handling of equipment as well as foreign intervention and the opening of equipment has the consequence that warranty claims are excluded. The warranty is limited exclusively to the repair or replacement of the damaged delivery items. If in the context of the repair efforts by PASO PRÄZISIONSMASCHINENBAU GMBH the data stored on the devices to be repaired are lost this risk shall be borne by the client. Liability for normal wear and tear is excluded. Warranty claims against PASO PRÄZISIONSMASCHINENBAU GMBH are only available to the immediate purchaser and are not assignable. The above paragraphs contain only the warranty for the delivered goods and exclude other warranty claims of any kind.
Software Software insofar as programs are included in the scope of delivery the buyer is granted a simple right of use for them i. e. he may neither copy nor leave this to others for use. Multiple right of use requires a special written agreement. In the event of a breach of these rights of use the buyer is fully liable for the resulting damage.
Other claims For claims for damages from positive breach of contract, tort, organizational negligence, culpability at the conclusion of the contract PASO Präzisionsmaschinenbau GmbH is liable only if intent or gross negligence is the responsibility. Applicable law for these terms and conditions and the total legal relations between PASO Präzisionsmaschinenbau GmbH and the buyer are subject to the law of the Federal Republic of Germany as mandatory. Other national rights as well as the uniform international sales law are excluded. Insofar as the buyer is a registered trader within the meaning of the HGB, a legal entity under public law or a public special fund, Herzberg shall be the exclusive liability for all disputes arising directly or indirectly from the business relationship agreed. Should a provision in these terms and conditions or any other provision in the context of other agreements be ineffective this shall not affect the validity of all other provisions / agreements.
Place of jurisdiction Herzberg is exclusively agreed as the place of performance and place of jurisdiction for all disputes arising directly or indirectly from the business relationship.
Place of jurisdiction Herzberg is exclusively agreed as the place of performance and place of jurisdiction for all disputes arising directly or indirectly from the business relationship.
Export We point out that the export of the delivered goods may only be carried out with prior official approval. The Federal Office of Economics and Export Control (BAFA) give binding information on exports. PASO Präzisionsmaschinenbau GmbH is entitled to process the data relating to the business relationship via the seller no matter whether these originate from the buyer or from third parties within the meaning of the Federal Data Protection Act.
