Datasheet

258
General sales and delivery conditions
1. APPLICATION
All sales of the seller’s products are made
according to the following conditions which have
preference to any stipulations laid down in the
buyer’s order/ acceptance, including buyer’s
general conditions, unless otherwise stated in a
written agreement, and in that case with an exact
indication of the points from which these sales
and delivery conditions are deviating.
2. QUOTATION AND ORDER
CONFIRMATION
Quotations made by the seller are open for 30
days from the date of the offer, unless otherwise
specified.
3. PRODUCT INFORMATION
Information and Technical data on seller’s
products stated in catalogues, leaflets and other
written material are only to be considered as
approxIMDte and not binding on seller, unless a
written agreement explicitly states otherwise.
All drawings and technical specifications handed
over to buyer prior to or after entering into an
agreement remain seller’s property. No material
must be used or copied by the buyer without
the seller’s written permission, neither must it
be reproduced, handed over nor brought to the
knowledge of a third party for another purpose
than the performance of the agreement made.
Failing an agreement, all documentation handed
over should be returned to seller, and also in that
case no copying or general use of the material
can be made, nor must it be brought to the
knowledge of a third party.
The seller is not responsible for the buyer’s
selection of the product, including compatibility
of the product, its use and results, unless the
contract explicitly refers to these.
The seller undertakes no responsibility for the
buyer’s selection of potential supplementary
equipment and service requested for use with
the product as well as application and results of
same.
The seller reserves the right to modify his
products without notice as far as such
modifications do not cause major restrictions of
the applications.
4. PRICE ALTERATIONS
The seller reserves the right to alter prices in case
of major changes of rates of exchange, increased
prices for raw materials, political events or other
conditions which the seller cannot control, unless
a written agreement states that the seller is not
entitled to make such reservation.
5. PASSING THE RISK
The risk for the product is passed upon delivery,
unless otherwise agreed in writing.
Such agreements are made in accordance with
Incoterms 90 terminology.
6. TIME OF DELIVERY; DELAYS
The agreed time of delivery is only approx imdte
and subject to full approval of the contents of the
agreement, for instance accepted drawings.
The seller is never responsible for delays, unless
such delays are owing to gross negligence on his
part. The seller is never responsible for operational
losses, loss of profit, loss on goods kept in stock,
loss caused by delayed building activities or other
contract work or any other direct or indirect loss or
direct or indirect costs caused by delayed
deliveries.
If delays should occur, and if, at the buyer’s
request, the seller cannot state a delivery
period, the buyer has the right to cancel the
order and demand reimbursement of potential
(pre)payment, provided that the products have
not been made especially to the customer’s
specifications.
Above statement defines the seller’s maximum
responsibility in relation to delays.
7. PAYMENT, RETENTION OF
OWNERSHIP UNTIL PAYMENT IS MADE
The seller reserves for himself the right of
ownership until the agreed price has been paid.
In that case it is the buyer’s duty to take out an
insurance on the goods against any damage from
the date of the passing of the risk until the agreed
price has been paid. The insurance should cover
full and new value of the goods in question.
Until close to the date of delivery, the seller has
a right to demand, and the customer is bound to
give a banker’s guarantee payable on demand
in an acknowledged bank for the total purchase
sum including costs and outlays. As far as
mounting and servicing is concerned, the seller
is justified to demand at any time, and the buyer
is liable to give a banker’s guarantee payable on
demand in an acknowledged bank for the agreed
payment or partial payment, including costs and
outlays, if any.
For delivery of products that should form part of
another product, the seller is entitled to demand
at any time, and the buyer is liable to give a
banker’s guarantee payable on demand in an
acknowledged bank for an amount
corresponding to the purchase sum for the parts
entered at the time in question, but not yet
paid. If the buyer does not give such a banker’s
guarantee on request, the seller is entitled to
consider the agreement(s) non-fulfilled, wholly or
partly, and the seller is entitled to claim delivery
of products that have not been used and not
paid. The buyer is thus unable to work with or
otherwise use such products.
Payment has to be made at the time stated in the
quotation or the order confirmation. If the buyer
does not pay in due time, the seller reserves for
himself the right to charge 2% interest on late
payments for each new month. The same interest
is charged if a respite has been granted. The
buyer is not entitled to keep back payments or to
set off against asserted claims that have not been
accepted by the seller. If the buyer does not want
to receive the lot at the time agreed, he is obliged
to pay as if delivery had been made according to
the agreement.
8. PACKING
Disposable packing has been included in the
price and will not be refunded in case of a
possible returning.
Multi-way packing will be charged and credited to
the customer in case of prompt and safe return,
carriage-paid.
The buyer shall reimburse the seller for any costs
or charges for which the seller becomes legally
liable in respect of the removal and disposal of
packaging materials.
9. TOOLS
Applied tools which have been debited to the
buyer wholly or in part, according to agreement,
remain in the seller’s warehouse, but are not
delivered. The seller takes care of the proper
maintenance of these tools. If such tools are not
used for 3 years, the seller is no longer bound to
keep and maintain them.
No liability rests with the seller for tools lent by
the buyer, if they have not been used for 2 years
and not been demanded by then.
10. PROPERTY/INCORPOREAL
RIGHTS
The buyer does not acquire property and/or
inventor’s rights / other incorporeal rights to any
computer programmes used for the product, nor
any drawings, design, technical solutions etc.
whether individually made for the buyer on his
account or not, since the buyer is only entitled to
use such material in relation to the agreed
application of the product.
11. RESPONSIBILITY FOR VIOLATION
OF PATENT AND OTHER
INCORPOREAL RIGHTS
If there should be a risk, or if it is asserted that
the product infringes a patent or another
incorporeal right, the buyer accepts that, at his
own option, the seller is either allowed by the
proper party to continued use or he changes or
replaces the product, so that it no longer gives
rise to an infringement.
If none of these alternatives can be achieved
on terms that the seller finds reasonable, he
can claim that the buyer refrains from using the
product against an allowance from the seller
corresponding to the value of the product after
depreciation with equal amounts every year
compared to the technical and economical life of
the product.
The size of such an allowance is not dependent
on the question whether the product is integrated
into another product or a building etc., and it
is not influenced by the loss which it and / or
discontinuance of use might cause the buyer.
In case of resale of the product, the buyer is liable
to include an identical stipulation in the
agreement between buyer and buyer’s customer,
including instruct the customer to include an
identical stipulation for the customer’s possible
resale.
The seller’s maximum responsibilities as to any
potential infringement of the patent or another
incorporeal right are defined above.