GTC - Si Us Instruments
15701
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GTC

1. Gene­ral

1.1 The­se terms of sale, deli­very and pay­ment app­ly to all sales and other legal tran­sac­tions with our cus­to­mers. The customer’s purcha­sing con­di­ti­ons are not bin­ding for us.

 

1.2 The cus­to­mer is bound to his order for a peri­od of four weeks. The con­tract is only con­clu­ded with our order confirmation.

 

1.3 If our order con­fir­ma­ti­on is not objec­ted to in wri­ting wit­hin one week, it shall be deemed to be the con­tent of the con­tract. The same app­lies in the event that the order is ship­ped to the cus­to­mer. After han­ding over the goods lis­ted in the order con­fir­ma­ti­on to the car­ri­er (Sped., DHL, DPD o. a.), this is con­si­de­red from express con­sent of the customer.

 

1.4 Ver­bal col­la­te­ral agree­ments are invalid.

2. Ship­ping

2.1 The goods are deli­ve­r­ed at the expen­se and risk of the buy­er, unless other­wi­se agreed. The risk shall pass to the cus­to­mer when the goods are han­ded over to the car­ri­er etc.. In the absence of any other writ­ten agree­ment, we shall char­ge any cos­ts for instal­la­ti­on, assem­bly and com­mis­sio­ning separately.

 

2.2 Agreed deli­very assu­mes that the approach road is pas­sa­ble by hea­vy truck.

 

2.3 The goods shall also be deemed to have been deli­ve­r­ed if they are not cal­led off immedia­te­ly on the deli­very date after noti­fi­ca­ti­on of rea­di­ness for dis­patch; in this case we shall be enti­t­led to store the goods at our customer’s expen­se or to sell them on the open mar­ket after set­ting a rea­son­ab­le grace peri­od. Howe­ver, such sale shall not con­sti­tu­te a rescis­si­on of the con­tract; the pro­ceeds of the sale shall merely be set off against the purcha­se pri­ce owed.

 

2.4 For­ce majeu­re and other unfo­re­see­ab­le events or events bey­ond our con­trol, such as labor dis­pu­tes, sov­er­eign mea­su­res, traf­fic dis­rup­ti­ons, inter­rup­ti­on of ener­gy sup­ply and the like, as well as traf­fic acci­dents for which we or our sup­pliers are not respon­si­ble (slight negli­gence shall not be con­si­de­red as dama­ging in this case) shall release us from our obli­ga­ti­on to deli­ver for the dura­ti­on of their effect, even if they have occur­red at our sup­plier or its upstream sup­plier, but in any case only to the extent that we can pro­ve to the cus­to­mer that the­se events are the cau­se of the dis­rup­ti­on in per­for­mance. If deli­very beco­mes impos­si­ble as a result of the afo­re­men­tio­ned events, our obli­ga­ti­on to deli­ver shall lap­se under the same conditions.

 

2.5 The goods shall be packa­ged as is cus­to­ma­ry in the indus­try; pack­a­ging shall be char­ged at cost pri­ce. Pack­a­ging mate­ri­al will only be taken back or reim­bur­sed if this has been agreed in writing.

 

2.6 The goods shall be insu­red against dama­ge in tran­sit, loss in tran­sit or bre­aka­ge at the writ­ten request of the cus­to­mer and then at his expen­se and for his account. Extern­al­ly visi­ble trans­port dama­ge must be repor­ted immedia­te­ly upon rece­i­pt of the goods and their natu­re and extent must be com­mu­ni­ca­ted in wri­ting without delay.

 

2.7 All announ­ced and agreed deli­very dates and deli­very peri­ods are appro­xi­ma­te. Tran­sac­tions for deli­very by a fixed date are excluded.

Par­ti­al deli­ve­ries and par­ti­al invoi­cing are permissible.

 

2.8 In the case of con­tracts for work and ser­vices, invoi­cing shall take place after com­ple­ti­on accord­ing to the ser­vices actual­ly ren­de­red. For ser­vices ren­de­red by the direc­tor, the full fee shall be paid even without the signing of director’s confirmations.

3. Noti­ce of defects/warranty

3.1 We gua­ran­tee that the goods are in pro­per con­di­ti­on and have the usu­al pro­per­ties; we are only liable for spe­cial pro­per­ties if the­se have been pro­mi­sed in writing.

 

3.2 For goods that are desi­gna­ted as lower qua­li­ty, e.g. “second choice”, “remai­ning stock”, the war­ran­ty is accord­in­gly limi­ted to the pro­per­ties that are to be expec­ted accord­ing to the spe­cial mar­king of the goods.

 

3.3 No gua­ran­tee can be given for devia­ti­ons in color shades due to pro­duc­tion and material.

 

3.4 Deli­ve­r­ed goods are to be inspec­ted by the cus­to­mer immedia­te­ly, and any defects found are to be repor­ted immedia­te­ly, other­wi­se exclu­ding all claims for com­pen­sa­ti­on by the cus­to­mer who is not a con­su­mer wit­hin the mea­ning of the KSchG (con­su­mer pro­tec­tion law).

 

3.5 Exami­na­ti­on of the goods merely by sam­pling shall not be deemed a pro­per inspection.

 

3.6

The war­ran­ty peri­od for mova­ble goods for con­su­mers wit­hin the mea­ning of the KSchG is two years from deli­very, other­wi­se 6 mon­ths, but for machi­nes and equip­ment a maxi­mum of 300 ope­ra­ting hours. Reme­dy of defects will not take place. The bur­den of pro­of that a defect for which we are respon­si­ble exis­ted at the time of deli­very lies exclu­si­ve­ly with the cus­to­mer. The war­ran­ty peri­od shall not be exten­ded due to rec­ti­fi­ca­ti­on of defects.

4. Pro­duct lia­bi­li­ty and lia­bi­li­ty for damages

4.1 We shall be liable for dama­ges for which we are respon­si­ble wit­hin the scope of pro­duct lia­bi­li­ty as well as for dama­ges for which we are respon­si­ble wit­hin the scope of the rele­vant sta­tu­to­ry pro­vi­si­ons, wher­eby we shall be liable exclu­si­ve­ly for dama­ges cau­sed inten­tio­nal­ly or by gross negli­gence. The bur­den of pro­of for the exis­tence of this form of fault lies with the customer.

 

4.2. We are not liable for the cor­rect­ness of infor­ma­ti­on on hand­ling, ope­ra­ti­on or ope­ra­ti­on, inso­far as such infor­ma­ti­on is con­tai­ned in brochu­res, tech­ni­cal descrip­ti­ons or other inst­ruc­tions; the­se are the respon­si­bi­li­ty of the manu­fac­tu­rer. We shall also not be sub­ject to any fur­ther obli­ga­ti­ons to pro­vi­de infor­ma­ti­on, in par­ti­cu­lar with regard to sto­rage, main­ten­an­ce, instal­la­ti­on or other hand­ling. We are under no obli­ga­ti­on to inspect goods not manu­fac­tu­red by us in the event of purcha­se or resale.

 

4.3 In any case, claims for dama­ges shall only inclu­de the pure cos­ts of reme­dy­ing the dama­ge, but not con­se­quen­ti­al dama­ges, loss of pro­fit or the like. All claims for dama­ges and any recour­se claims against us shall be asser­ted in court wit­hin 6 mon­ths, other­wi­se they shall expire.

5. Pay­ment

5.1 Our invoices are due for pay­ment immedia­te­ly, unless other­wi­se agreed. In the event of delay­ed pay­ment, any agreed dis­counts shall be deemed forfeited.

 

5.2 The clai­ming of dis­counts gran­ted pre­sup­po­ses that all claims to which we are enti­t­led and which are alrea­dy due have been settle

 

5.3 Checks and bills of exchan­ge shall only be accep­ted on account of pay­ment; bill tax, dis­count, pro­test and collec­tion char­ges shall be bor­ne by the cus­to­mer. We do not assu­me any lia­bi­li­ty for the time­ly pre­sen­ta­ti­on and protesting.

 

5.4 Our employees are only aut­ho­ri­zed to accept pay­ments with express, writ­ten aut­ho­ri­ty to collect.

 

5.5 Inco­m­ing pay­ments shall be credi­ted against the oldest claim in each case.

 

5.6 The cus­to­mer is not enti­t­led to with­hold pay­ments for any rea­son whatsoever or to decla­re a set-off against our claims. Inso­far as the cus­to­mer should be enti­t­led to a right of reten­ti­on with regard to our remu­ne­ra­ti­on in the event of a deli­very or ser­vice, this shall be limi­ted to the amount of the cover capi­tal of the rea­son­ab­le impro­ve­ment costs.

 

5.7 In the event of default in pay­ment, we shall be enti­t­led to char­ge default inte­rest in the amount of 12% p.a., without pre­ju­di­ce to fur­ther claims. Howe­ver, we shall in any case be enti­t­led to demand hig­her bank inte­rest char­ged to us.

 

5.8 In the event of default on the part of the cus­to­mer, we shall be enti­t­led to demand immedia­te pay­ment of the ent­i­re out­stan­ding debt and, in par­ti­cu­lar, to revo­ke any pay­ment terms gran­ted; we shall also be enti­t­led to this right if, after con­clu­si­on of the con­tract, we beco­me awa­re of unfa­vor­able cir­cum­s­tan­ces con­cer­ning the customer’s sol­ven­cy or eco­no­mic situation.

 

5.9 In the event of default in pay­ment or accep­t­ance by the cus­to­mer des­pi­te the gran­ting of an 8‑day grace peri­od, we shall be enti­t­led, without pre­ju­di­ce to our other rights (in par­ti­cu­lar tho­se pur­suant to 2.3), to take back the goods that are our pro­per­ty without this being equi­va­lent to a with­dra­wal from the con­tract or; to with­draw from the con­tract in who­le or in part while safe­guar­ding our rights, in par­ti­cu­lar to com­pen­sa­ti­on for dama­ges due to non-per­for­mance. We shall be enti­t­led to claim eit­her thir­ty per­cent of the agreed order sum without pro­of of dama­ge or com­pen­sa­ti­on for the dama­ge actual­ly incurred.

6. Reten­ti­on of title

6.1 The deli­ve­r­ed goods remain, until full pay­ment of all obli­ga­ti­ons of the cus­to­mer, in our pro­per­ty. In the event of default by the cus­to­mer, we may demand the return of the items owned by us and collect them from the cus­to­mer or a third par­ty, wher­eby the cus­to­mer wai­ves the right to assert a right of reten­ti­on, for wha­te­ver rea­son. The cus­to­mer shall bear the cos­ts of the return, which shall not con­sti­tu­te a with­dra­wal from the contract.

 

6.2 The cus­to­mer shall be enti­t­led to sell goods sub­ject to our reser­va­ti­on of tit­le in the cour­se of dai­ly busi­ness; the cus­to­mer shall be pro­hi­bi­ted from trans­fer­ring or pled­ging such goods by way of secu­ri­ty, as well as from any other dis­po­si­ti­ons not in line with dai­ly busi­ness. If a third par­ty exe­cu­tes or other­wi­se sei­zes goods that are still sub­ject to our reten­ti­on of tit­le, the cus­to­mer shall noti­fy us immedia­te­ly; the cus­to­mer shall reim­bur­se us for any cos­ts incur­red by us in enfor­cing our claims.

 

6.3 Our owners­hip shall also not be lost in the event of pro­ces­sing or tre­at­ment of the goods to which we retain tit­le; in this case, it shall be deemed agreed that we shall be enti­t­led to an ali­quot co-owners­hip share in the item crea­ted by pro­ces­sing or treatment.

7. Place of performance

The place of per­for­mance for all mutu­al claims is the loca­ti­on of our regis­tered office.

8. Place of jurisdiction

for all dis­pu­tes is Ber­lin or the regis­tered office of Si Us Instru­ments GmbH. Ger­man law is exclu­si­ve­ly app­li­ca­ble, with the excep­ti­on of the UN Con­ven­ti­on on Con­tracts for the Inter­na­tio­nal Sale of Goods.

 

8.1. In the event of the inva­li­di­ty of one or more pro­vi­si­ons of this con­tract, the rema­in­der of the con­tract shall remain in full for­ce and effect. The inva­lid pro­vi­si­on shall be deemed to be repla­ced by a legal­ly per­mis­si­ble pro­vi­si­on which comes as clo­se as pos­si­ble to the eco­no­mic pur­po­se of this provision.

 

8.2. The con­trac­ting par­ty agrees that we may store and pro­cess its data — to the extent necessa­ry for busi­ness and per­mis­si­ble under the Data Pro­tec­tion Act.

 

Si Us Instru­ments GmbH, Max-Planck-Str. 3, 12489 Berlin

Last updated: Febru­ar 2015