General Business conditions
1. General provisions
Our deliveries are exclusively subject to
the conditions set forth herein which shall
be deemed to be explicitly accepted by the
purchaser. No conditions which may appear
on the purchaser‘s order shall be binding on
us, even without our express contra diction.
2. Quotations and orders
Our quotations are not binding on us. This
applies also to information contained in
price lists, leaflets etc.. Delivery dates stated
in our quotations or given to the purchaser
by any other means are approximate, and
we endeavour to keep to them. Delays in
delivery shall give no right to claims, unless we
have explicitly confirmed such delivery dates
and an adequate period of grace granted to
us has expired. Orders shall only be binding
on us when they are explicitly confirmed in
writing, regardless of the form in which they
have been placed with us. Furthermore the
characteristics of our samples cannot be
regarded as guaranteed characteristics.
3. Prices
Prices shall be valid only when confirmed by
us in writing. They are exclusive of VAT at the
current rate and incidentals such as postage
and packing, freight, insurance etc.. If delive-
ry is made more than 4 months after the date
of order, we shall be entitled to invoice the pri-
ce valid at the date of despatch, even though
different prices were initially confirmed. The
price valid at the date of despatch shall also
apply if the order was confirmed without
prices. When an order on call is placed,
partial deliveries shall be invoiced at the price
valid at the date of despatch. Any request by
the purchaser for subsequent modifications
shall give us the right to amend prices.
4. Conditions of payment
Payment of the invoice amount shall
be come due following receipt of the invoice.
Payments made within 14 days of the date of
invoice give the right to a 2% cash discount.
Payments 30 days after the date of invoice
shall be made without any deduction. If the
purchaser is in default with any payment, we
are entitled to claim interest for such default at
the normal rate for current accounts. If greater
damage can be demonstrated to have been
caused by the delay, we are entitled to request
compensation for such damage.
5. Set-off, right to retention
Only uncontested or legally binding counter-
claims may be offset against our invoices.
Any right to a retention to be exercised by
the purchaser in connection with our claims is
explicitly excluded.
6. Delivery
Delivery of our goods is explicitly made on
behalf of and at the risk of the purchaser.
The risk shall pass on to the purchaser when
the ordered goods leave our premises. The
same applies if goods are collected in our
premises after notification of their readi-ness.
We decide at our discretion on the most
economical delivery method without as-
suming any liability for the chosen means of
delivery.
7. Specially manufactured goods
Components made according to a sample
or a drawing or by special request must be
taken over and paid for, unless they have
a defect we are answerable for and which
makes the components completely unfit for
the purchaser‘s purposes. If their fitness for
the purchaser‘s pur poses is only reduced,
the purchaser may request a reduction of
payment but the contract shall not be
cancelled.
8. Quantities
We are entitled to supply quantities which
are above or below the ordered quantities by
up to 10%. Such deviations are usual in this
trade and the deliveries are deemed as being
in compliance with the contract. If delivery
quantities fall below the ordered quantities
there shall be no right to subsequent delivery
of the missing quantity.
9. Reservation of proprietary rights
9.1. All goods supplied shall remain our
property until all of our claims resulting
from the contract have been paid in full.
The purchaser is entitled to dispose of the
purchased goods in the ordinary course
of business transactions. Reservation of
proprietary rights also applies to products
resulting from processing, mixing up or
combining our goods with goods of third
parties, in which case we are considered as
manufacturers. In the case where our goods
are processed, mixed up or combined with
goods of third parties, and the proprietary
rights of such third parties remain in force,
we are entitled to co-ownership according
to the proportion of the amount invoiced for
such processed goods. Such right to
coownership shall be safeguarded by the
purchaser.
9.2. The purchaser shall transfer to us, as a
security, his claims against third parties
resulting from the re-sale of our goods in
full or in the proportion of our co-ownership
(see subparagraph 9.1). He is entitled to
collect the amount of such claims on our
behalf until revoked or until cessation of
his payments made to us. The purchaser is
not entitled to assign these claims to third
parties.
9.3. The purchaser is not entitled to mortgage
or transfer the goods which are subject to
reservation by way of security.
9.4. The purchaser shall advise us immediately
at any seizure of our goods or of any
infringement of our rights by third parties.
9.5. In case of a default in payment or a
deterioration in the financial situation, we
are entitled to request immediate handing
over of the goods which are subject to
reservation. Any time limited claims shall
immediately become due.
9.6. If the value of the securities exceeds our
claims by more than 20%, securities to a
corresponding amount will be released by
us on request at our discretion.
10. Warranty
10.1. We expressly point out that all information
and data is given to the best of our
knowledge and belief. The user is solely
responsible for the proper use of our
products and he should check their
suitability for the intended application.
Fischer Elektronik do not assume any
warranty, whether expressed or implied, for
the suitability, function or merchantibility of
their products in specific or general appli-
cations, and they cannot be held liable for
accidental or consequential damage due to
non-observance of the above.
10.2. Claims for defects can only be
considered if the purchaser has complied
with his obligation to check and put for-
ward a complaint as per § 377 HGB.
10.3. If goods have a defect attributable to us,
we are obliged to provide subsequent
fulfilment, excluding the purchaser‘s right
to withdraw from the contract or to reduce
the purchase price (abatement), unless we
are entitled to refuse subsequent fulfilment
by virtue of legal provisions. The purchaser
shall grant us an adequate period of
grace for subsequent fulfilment. Subsequent
fulfilment may at our discretion be an
elimination of the defect (rectification) or the
supply of new products.
10.4. If rectification of the defect has failed, the
purchaser shall be entitled to request a
reduction in the purchase price (abatement)
or to withdraw from the contract. Rectifica-
tion shall be deemed to have failed after the
second vain attempt, unless further attempts
are reasonable in view of the object of the
contract and can be reasonably imposed on
the purchaser.
10.5. The purchaser‘s right to put forward further
claims for damages shall remain unaffected
by this.
10.6. The purchaser‘s warranty claims shall
come under the limitation of time which is
12 months from the delivery of the goods to
the purchaser, unless we have fraudulently
concealed the defect. In this case, the legal
provisions shall apply.
10.7 The purchaser‘s claims for damages shall
come under the limitation of time which is
12 months from the delivery of the goods.
This does not apply if the threat to life,
bodily injury or injury to health is
imputable to us, our legal representatives
or other vicarious agents, or if we or our
legal representatives have been grossly
negligent, or if our vicarious agents have
acted deliberately.
11. Withdrawal
When delivery in accordance with the
contract is not possible for reasons beyond
our control, we are entitled to withdraw from
the contract. Such withdrawal shall not en title
the purchaser to assert any right against us.
12. Place of performance, place of venue,
applicable law
12.1. The place of performance and the place of
venue for deliveries and payments and for
any litigation arising between us and the
purchaser shall be the headquarters of our
company.
12.2. The relations between the parties to the
contract shall be exclusively governed by
the law of the Federal Republic of Germany.
The application of the UN Conventions on
contracts for the international sale of goods
is excluded.
If any provision herein is or will become invalid,
such provision shall not affect the validity of the
remaining provisions. The invalid provision shall
be replaced by a valid provision which shall meet
as closely as possible the legal and commercial
purpose of the original one.
As at: 1. 1. 2014