GENERAL TERMS & CONDITIONS
1. Scope
These general terms and conditions apply to the business relationship between 3D Werkstätte für Metallverarbeitung GmbH & Co. KG and commercial customers. They apply to all information related to this business relationship, in particular in brochures, price lists and advertisements. Any conflicting general terms and conditions of the customer are expressly contradicted. The unconditional delivery of goods, the provision of services or the acceptance of payments by 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG does not imply recognition of deviating provisions.
2. Conclusion of the contract
All offers are non-binding until the order is accepted in writing by 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG. If the order of the customer deviates from the offer of the 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG, a contract is only concluded with confirmation in text form (§ 126 b BGB) by the 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG.
3. Prices and shipping costs
3.1 Unless otherwise stated in the order confirmation, the prices of 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG apply ex works.
3.2 The contractually agreed prices relate exclusively to the contractually agreed scope of services. The 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG is entitled to separately invoice additional services that are carried out at the request of the customer.
3.3 The costs for packaging, insurance, freight, customs duties, duties and sales tax are not included in the prices of 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG, costs for installation and assembly are calculated according to expenditure, unless otherwise agreed.
4. Payment terms
4.1 The invoices from 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG are due for payment after receipt of the invoice.
4.2 Bills of exchange and checks are only accepted on account of performance.
4.3 The purchaser is only entitled to a right of set-off with regard to legally established or undisputed counterclaims.
5. Delivery
5.1 Agreements on binding or non-binding delivery dates or periods must be made in writing to be effective.
5.2 If events occur for which 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG is not responsible and which make delivery significantly more difficult, the agreed delivery time is extended by the period of time that the event lasts.
5.3 The 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG is entitled to make partial deliveries. There are no additional shipping costs for subsequent deliveries.
5.4 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG is only bound to comply with a delivery obligation if the customer fulfills his contractual obligations in a timely and proper manner.
6. Acceptance, default
6.1 The risk of accidental loss or accidental deterioration is transferred to the customer when the goods are handed over to the freight forwarder or sender. If an acceptance has to take place, this is decisive for the transfer of risk. It must be carried out immediately on the agreed acceptance date, alternatively after notification of readiness for acceptance by 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG.
6.2 The acceptance of the goods manufactured by the 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG takes place in their facility in Asslar. She will immediately notify the completion of the goods by fax. If the customer requests the shipment of the goods without prior acceptance, the acceptance shall be deemed to have taken place when the goods are handed over to the forwarding agent / carrier.
6.3 The customer may not refuse acceptance in the event of a minor defect. If the shipment or acceptance is delayed or does not take place due to circumstances for which 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG is not responsible, the risk shall pass to the customer on the day of notification of readiness for shipment or acceptance.
6.4 If the customer defaults on accepting the ordered goods, 3D Werkstätte für Metallverarbeitung GmbH & Co.KG is entitled, after setting a reasonable grace period, to withdraw from the contract and to claim damages or to claim damages for non-performance. There is no need to set a grace period if the customer seriously or finally refuses acceptance or is obviously unable to pay the purchase price within this period.
7. Retention of title / copyrights
7.1 The 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG reserves ownership of the ordered goods until all claims from the contractual relationship have been met.
7.2 If the customer breaches the contract, 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG is entitled to take back the goods. Taking back or seizing the reserved item does not constitute a withdrawal from the contract. In the event of seizures or other interventions by third parties, the customer must immediately notify 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG in writing.
7.3 In the event that the goods are processed or remodeled by the customer, the retention of title extends to the entire new item. In the case of processing, mixing or combining with third-party items, the customer is obliged to provide 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG with proportional co-ownership.
7.4 The 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG undertakes to release the securities to which it is entitled at the request of the customer insofar as the value of the securities exceeds the claims to be secured by more than 20%.
7.5 The customer is entitled to resell the goods subject to retention of title within the framework of an orderly business operation. In such a case, he undertakes to agree a retention of title with his customer if the customer does not sell the full purchase price in advance or step by step against delivery of the purchased item. The customer already now assigns his claims from a resale to the 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG. He undertakes to provide the 3D Werkstätte für Metallverarbeitung GmbH & Co.KG with all information necessary to prosecute these claims at their request. The customer is only entitled to assert claims from the resale as long as he properly fulfills his obligations towards 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG.
7.6 The 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG has the exclusive property rights and copyrights to all cost estimates, drafts, drawings and calculations that are made available to the customer in the context of the business relationship. The purchaser is prohibited from making use of these documents, in particular by duplicating or passing them on to third parties, without the consent of 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG.
8. Confidentiality
The customer undertakes to keep confidential information of 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG that becomes known in the context of the business relationship secret, and in particular not to pass it on to third parties.
9. Liability for defects
9.1 The customer cannot assert any claims due to defects in the services if the value or the suitability of the service is only insignificantly reduced.
9.2 Insofar as the service is defective and the customer complains in good time in accordance with Section 377 of the German Commercial Code (HGB), 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG is obliged to either deliver or improve (subsequent performance) at its option. The customer has to grant a reasonable period of time for subsequent performance.
9.3 The purchaser can only demand reimbursement for the expenses incurred as a result of the supplementary performance, provided these do not increase due to the subsequent transfer of the goods to a place other than the original place of performance, unless the connection corresponds to the intended use of the goods.
9.4 If the supplementary performance fails, the customer is entitled to reduce the remuneration or to withdraw from the contract. Withdrawal is only permissible after prior express written warning with a renewed period of grace.
9.5 Insignificant, reasonable deviations in the dimensions and designs (color and structure) of the components, especially in the case of repeat orders, do not constitute defects, provided that they are due to the nature of the materials used and are customary.
10. Liability for damages
10.1 The 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG and its vicarious agents are fully liable for injury to life, body or health.
10.2 In the event of a breach of essential contractual obligations (so-called cardinal obligations) that are only based on simple negligence, the 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG and its vicarious agents are limited to the replacement of the typically foreseeable damage.
10.3 Otherwise, the 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG and its vicarious agents are only liable for intent and gross negligence.
10.4 This exclusion of liability also extends to unforeseeable, typically non-occurring damage resulting from breaches of contract. The liability according to mandatory legal provisions (e.g. according to the product liability law) remains unaffected.
11. Release from Liability
11.1 Insofar as the client provides materials to be installed by us, 3D Werkstätte für Metallverarbeitung GmbH & Co.KG is released from any liability for quality, quantity and suitability with regard to these materials.
11.2 The quality and quantity control of these materials is the responsibility of the client. Upon his written request, the 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG will inform him of the receipt of the materials by fax in order to enable him to check it immediately.
11.3 Unless otherwise agreed, the 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG is entitled to install the materials even without an inspection at the end of the working day following the notification.
12. Statute of Limitations
The statute of limitations for claims due to defects or for damages is one year. This does not apply to the extent that longer periods are prescribed in accordance with §§ 438 Paragraph 1 No. 2 (buildings and items for buildings), 479 Paragraph 1 (right of recourse) and 634 a Paragraph 1 No. 2 (construction defects) BGB, and in cases more deliberate or grossly negligent injury to life, body or health or in the case of claims for damages under the Product Liability Act.
13. Other
13.1 The place of performance is the registered office of 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG.
13.2 German law applies to the exclusion of the UN sales law.
13.3 If both parties are merchants, the exclusive place of jurisdiction for all disputes in connection with the business relationship is the headquarters of 3D-Werkstätte für Metallverarbeitung GmbH & Co.KG.
13.4 Should individual provisions of these conditions be or become ineffective, this shall not affect the validity of the remaining provisions. The parties undertake to mutually replace such an invalid provision with an effective one that comes as close as possible to the economic or legal meaning and purpose of the invalid provision.
13.5 Changes or additions to these General Terms and Conditions must be made in writing. The formal requirement also applies to the cancellation of the written form.