MEDIAN
KUNSTSTOFF SERVICE

GTC

§ 1 Scope of application

  1. The corporate purpose of MEDIAN Kunststoff Service GmbH includes consulting activities and services for engineering product developments in the field of plastics as well as support in applying for public project funds for the realization of development projects in the field of plastics.
  2. These Terms and Conditions of Sale apply exclusively to entrepreneurs, legal entities under public law or special funds under public law within the meaning of Section 310 (1) of the German Civil Code (BGB). We shall only recognize terms and conditions of the customer that conflict with or deviate from our terms and conditions of sale if we expressly agree to their validity in writing.
  3. These Terms and Conditions of Sale shall also apply to all future transactions with the Customer, insofar as these are legal transactions of a related nature.
  4. Individual agreements made with the Buyer in individual cases (including collateral agreements, supplements and amendments) shall in any case take precedence over these Terms and Conditions of Sale. Subject to proof to the contrary, a written contract or our written confirmation shall be decisive for the content of such agreements.

§ 2 Offer and conclusion of contract

If an order is to be regarded as an offer in accordance with § 145 BGB, we can accept it within two weeks.

§ 3 Documents provided

We reserve the property rights and copyrights to all documents provided to the customer in connection with the order placement – also in electronic form – such as calculations, drawings etc.. These documents may not be made accessible to third parties unless we give the customer our express written consent. If we do not accept the customer’s offer within the period specified in § 2, these documents must be returned to us immediately.

§ 4 Prices and payment

  1. The sales prices are agreed with MEDIAN Kunststoff Service GmbH on a project or order basis. Unless otherwise agreed in writing, our prices are ex works excluding packaging and plus VAT at the applicable rate. Packaging costs will be invoiced separately. Payment of the purchase price must be made exclusively to the business account specified in the corresponding invoice. The deduction of a cash discount is only permitted with a special written agreement.
  2. Unless otherwise agreed, the purchase price must be paid within 14 days of receipt of the invoice by the invoice recipient. Interest on arrears shall be charged at a rate of 8% p.a. above the respective prime rate. We reserve the right to claim higher damages for delay.
  3. Unless a fixed price agreement has been made, we reserve the right to make reasonable price changes due to changes in labor, material and distribution costs for deliveries made 3 months or more after conclusion of the contract.

§ 5 Rights of retention

The customer is only authorized to exercise a right of retention to the extent that his counterclaim is based on the same contractual relationship.

§ 6 Delivery time

  1. The commencement of the delivery period stated by us presupposes the timely and proper fulfillment of the customer’s obligations. The defense of non-performance of the contract remains reserved.
  2. If the customer is in default of acceptance or culpably violates other obligations to cooperate, we shall be entitled to demand compensation for the damage incurred by us in this respect, including any additional expenses. We reserve the right to assert further claims. If the above conditions are met, the risk of accidental loss or accidental deterioration of the purchased item shall pass to the customer at the point in time at which the customer is in default of acceptance or debtor’s delay.
  3. In the event of a delay in delivery not caused by us intentionally or through gross negligence, we shall be liable for each completed week of delay within the scope of a lump-sum compensation for delay amounting to 3% of the delivery value, but not more than 15% of the delivery value.
  4. Further statutory claims and rights of the customer due to a delay in delivery remain unaffected.

§ 7 Transfer of risk on shipment

If the goods (samples, data, etc.) are sent to the customer at the customer’s request, the risk of accidental loss or accidental deterioration of the goods shall pass to the customer upon dispatch to the customer, at the latest when the goods leave the factory/warehouse. This applies regardless of whether the goods are shipped from the place of performance or who bears the freight costs.

§ 8 Retention of title

  1. We reserve title to the delivered goods until all claims arising from the delivery contract have been paid in full. This shall also apply to all future deliveries, even if we do not always expressly refer to this. We are entitled to take back the purchased goods if the customer acts in breach of contract.
  2. The customer is obliged to treat the purchased item with care as long as ownership has not yet been transferred to him. In particular, he is obliged to insure them adequately at his own expense against theft, fire and water damage at replacement value. As long as ownership has not yet been transferred, the customer must inform us immediately in writing if the delivered item is seized or exposed to other interventions by third parties. If the third party is not in a position to reimburse us for the court and out-of-court costs of an action pursuant to § 771 ZPO, the customer shall be liable for the loss incurred by us.

§ 9 Warranty and notification of defects and recourse/manufacturer recourse

  1. Warranty rights of the purchaser presuppose that he has properly fulfilled his obligations to inspect and give notice of defects in accordance with § 377 HGB (German Commercial Code).
  2. Claims for defects shall become time-barred 12 months after delivery of the goods supplied by us to our customer. The statutory limitation period shall apply to claims for damages in cases of intent and gross negligence as well as in cases of injury to life, limb and health that are based on an intentional or negligent breach of duty by the user.
  3. If, despite all due care, the delivered goods have a defect that already existed at the time of the transfer of risk, we shall, at our discretion, either repair the goods or deliver replacement goods, subject to timely notification of defects. We must always be given the opportunity for subsequent performance within a reasonable period of time. Recourse claims remain unaffected by the above provision without restriction.
  4. If the subsequent performance fails, the customer may – without prejudice to any claims for damages – withdraw from the contract or reduce the remuneration.
  5. Claims for defects do not exist in the case of only insignificant deviations from the agreed quality, in the case of only insignificant impairment of usability, in the case of natural wear and tear or damage arising after the transfer of risk as a result of incorrect or negligent handling, excessive use, unsuitable equipment, defective construction work, unsuitable building ground or due to special external influences which are not provided for in the contract. If the customer or third parties carry out improper repair work or modifications, no claims for defects shall exist for these and the resulting consequences.
  6. Claims of the customer for expenses incurred for the purpose of subsequent performance, in particular transport, travel, labor and material costs, are excluded insofar as the expenses increase because the goods delivered by us have subsequently been moved to a location other than the customer’s branch office, unless the transfer corresponds to their intended use.
  7. Recourse claims of the purchaser against us shall only exist insofar as the purchaser has not made any agreements with his customer that go beyond the statutory mandatory claims for defects. Paragraph 6 also applies accordingly to the scope of the customer’s right of recourse against the supplier.

§ 10 Miscellaneous

  1. This contract and the entire legal relationship between the parties shall be governed by the laws of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods (CISG).
  2. The place of performance and exclusive place of jurisdiction for all disputes arising from this contract is our registered office in Hof (Saale), unless otherwise stated in the order confirmation.
  3. All agreements made between the parties for the purpose of executing this contract are set out in writing in this contract.
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