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I. AGREEMENT
- (1) We are bounded by the offers for 15 days. Content of the agreement is prepared in accordance with the content of order confirmation and becomes effective in compliance with general provisions and conditions upon order placement or delivery and acceptance by the ordering party. This condition is fully valid unless the party placing the order has additional conditions and the same are not objected by us. General Provisions and Conditions of our corporation are valid for all of our sales transactions and for
future trades. These provisions and conditions are valid for any commitments and especially any service contracts that we entered into.
- (2) Any additional service clauses or any amendment to the articles requires our written consent.
- (3) Documents and pictures transmitted as part of offers are for approximate measurement and weight data
purposes and therefore they are not binding. Ownership and copyrights of such documents belong to us.
The same may not be kept for disclosure to third persons and must be return to our corporation immediately
upon request.
(4) We have rights to reconstruct, design and make alterations on the appearance of products ordered when it is
technically required save such changes will not affect its functionality.
II. DELIVERY
- (1) The agreement is considered as fulfilled upon delivery of the product within the agreed delivery time and
dates and meeting liability transfer conditions. Unforeseen or inevitable events such as force majeure
conditions of war or war preparations, official instructions, chaos, delays on transport, or strikes relieves us
from our liabilities until such extraordinary conditions are over. In such cases the agreed delivery date is
postponed to a future date that may be more convenient. If such disturbances continues more than 3 months
then we have right to terminate the agreement partially or fully. In such cases we would duly inform the
ordering party before the same happens.
- (2) The party placing an order has right to terminate the agreement in case the contracted delivery time exceeds
1 month and an extension is obtained but the order cannot be delivered even after such extension.
- (3) Even if the ordered product is ready but not forwarded or the ordering party is not accepting the delivery,
then we have the right to get the product partially or wholly stored at the cost of the ordering party. We
have the right to terminate the agreement in case the product delivery is not received by the end of
extension period. As long as we maintain the ownership of a product we may decide to use it for other
purposes instead of withdrawing from the agreement or we may give an extension to the ordering party.
- (4) Even if the carrier might be our subsidiary, liability of the product passes unto the ordering party upon
delivery of the product to the carrier. In case the delivery is delayed or the product is sent with a delay due
to reasons out of our control, the liability passes unto the ordering party when the product is ready for
shipment. Although we try to meet the ordering party’s requests for packaging and shipment, in cases where such is
not possible or when the ordering party doesn’t have any request in this regard, we decide on shipment
method, transportation route, and packaging style.
- (5) Unless otherwise is stated in the agreement we have the authority to insure the shipment for transportation
damages. However we are not obliged to do so. The same conditions are also valid when the shipment
costs are accepted and they don affect clauses related to liability transfer.
- (6) We have the right to deliver orders partially.
- (7) We have right to deliver -/+ 10% of the ordered quantity of moulded parts that we manufactured for the
ordering party. Deliveries with surplus or deficient quantities are calculated based on the agreed unit
prices.
III. PRICES & PAYMENT METHODS
- (1) Prices settled on the date of order placement are the applicable prices. Legal VAT applicable on the quoted
prices is covered by the ordering party. Quoted prices are the ex-factory prices of ISERLOHN and do not
include freight.
- (2) Payments will be made in order placement, of invoice net in cash funds and without any deductions.
IV. WARRANTY
- (1) We hereby guarantee our liability for any defect or failure on the products and services provided by us
including any product features that are under warranty. Ordering party is responsible for investigating
whether any products sent to us for processing are suitable for their intended purposes and whether the
same could be utilized as planned after such products are formed in the instructed way. No warranty might
be applicable unless we guaranteed for conformity of any product. Warranty period expires in 6 months
upon delivery of the product. No warranty is given for used products.
- (2) Any products with evident defects should be informed to us in written form together with a letter of
complaint within 2 weeks of delivery. We reserve our right to allow a shorter period of time for the same
purposes. Any complaints regarding to hidden defects should be notified to us upon detection, provided
that such notification should be made within the warranty period.
- (3) Ordering party is responsible for returning any defective products or parts that are under warranty upon
request of the supplier. Repair/correction or resupply and reshipment of any defective products subject to
rightful complaint and any related costs thereunto are under our responsibility. Replaced parts become our
property.
- (4) Any repairs or treatments applied on the defective products without our information will annul the
warranty. Wear and tear due to normal operation and especially the consumables are out of the warranty.
In the same fashion, any failures due to faulty operation, excessive force applied on the parts, not making
timely maintenance, using inappropriate materials, unusual operating environment and similar conditions
are out of warranty coverage.
- (5) Upon correction of product or supply of spare parts warranty coverage continues as same as the original
parts.
- (6) The customer may claim discounts or terminate the agreement for defective product in case failure of the
part under warranty cannot be fixed or its repair is unsuccessful or a spare cannot be supplied.
- (7) In case a complaint for defective product is not valid, then the ordering party is liable to compensate all of
our relevant expenses.
- (8) Rights of the ordering party are limited to these provisions and conditions and any further rights or claims
are not valid regardless of having any legal basis.
V. INDUSTRIAL PATENT RIGHTS
- (1) If the ordering party encounters with a situation preventing him to use the product due to industrial patent
rights of third parties at the liability transfer phase, and if such product is represented by us, then we will, at
our discretion, supply the ordering party with an operating permit or replace the product with another one
having similar features. If such approach doesn’t work then the ordering party or we may terminate the
agreement. The ordering party is responsible to notify of the situation in case they are accused of violating
any industrial patent rights.
VI. PROTECTION OF OWNERSHIP RIGHTS
- (1) Ownership rights of the products sold by us or parts processed by us fully belong to us in case we might
have collectibles from the ordering party today or in the future. If open account method is applied, then all
the products in our possession will stay as our property until our collectibles are paid.
(2) Ordering party might get further processing of the product on our behalf without imposing any liability on
us. If a product that was sent long time ago go through a processing while under our ownership, then it
becomes a mutual property and we account for the difference above the sales price agreed with the ordering
party by adding it on the sales price of other products.
- (3) Ordering party gives us in advance the mutual ownership right on the new products derived by combining,
expanding or mixing the products obtained from us with other products. Ordering party will care and
protect our ownership rights and any products in which we have mutual ownership (preserved products) and
reasonably insure them as it is required customarily against any all kinds of risks. The ordering party will
appoint us as beneficiary on the insurance policy for the portion of products on which we have ownership
rights.
- (4) Ordering party is liable to provide us any information at any time related to the products under our
ownership or any rights transferred to us. Ordering party will immediately inform us about third parties
access and rights on these products and send us any relevant documents. Any costs arising out of legal
intervention in this regard covered by the ordering party.
- (5) Ordering party will do their best to provide another assurance of the same effect with the products sent to
countries where similar assurances of Federal Republic of Germany are not established related to the
ownership rights.
VII. LIABILITY
- (1) We accept liability for any losses of the ordering party due to any errors or serious negligence by our
associates. This clause is also valid for any losses due to any regulations or criminal activities regardless of
being part of the agreement or contrary to it. However this liability covers only the losses occurred due to
any materials that could not be supplied or their qualities not meeting the expectations and any other losses
in connection to the same. Other than these only the liabilities as stated above may be accepted.
- (2) For losses due to serious negligence compensation is made for cases known to.
both parties of the agreement as much as their projected values at the time of signing the agreement
Unless otherwise is notified to the ordering party for the jobs completed, no liability is accepted by us for
non conformity of any materials supplied by the ordering party or for replacing any such defective
materials.
VIII. LUMPSUM LOSS COMPENSATION
In case our legal compensation rights are formed as a result of provisions and conditions of this agreement or any regulations, 20% of the order value plus other expenses are claimed from the ordering party or the ordering party must prove that our loss is less than that. Our rights to utilize our rights to get compensated for our additional losses are reserved.
IX. TECHNICAL FEASIBILITY
Technical feasibility of orders accepted by us are in our discretion In another words, unless otherwise is agreed beforehand, the ordering party may not utilize any of their rights that might be for their interests in case any order cannot be fulfilled within the given technical capabilities of our corporation which we could not anticipate at the time of accepting the order.
X. LAST PROVISIONS
- (1) If any portion of these provisions and conditions are declared invalid, the such articles are replaced with
another article to serve the closest possible goal of the same.
- (2) Ordering party does not have any authority to transfer their rights arising out of the agreement.
- (3) Place of jurisdiction is the place where our corporate headquarters are in. However we reserve our right to
bring a case against the ordering party at any court of any location.
- (4) Federal Republic of Germany Laws are valid for this contract excluding International Homogeneous
Purchasing Laws and Homogeneous Trading Laws.