AGB

GENERAL TERMS AND CONDITIONS OF BUSINESS

 

The following terms and conditions apply to all offers and contracts made by Mers Technology GmbH, Nordstern-Park 23 in 52134 Herzogenrath with its customers as seller. We reserve the right to change the terms and conditions from time to time without notice. 

I. Formation of the Contract - Offer and Conclusion of the Contract

The Seller provides its goods and services on the basis of this contract. Contracts and orders are accepted and executed on the basis of the following terms and conditions. The buyer accepts these when placing the order. The buyer's general terms and conditions shall not apply, even if the buyer refers to such. The Seller's offers are non-binding and subject to change. Orders are accepted without engagement. The contract with the Buyer shall only be concluded upon receipt of the Seller's written order confirmation or upon dispatch of the goods or agreement of a performance date.

II. Prices 

1. The prices contained in our offers are subject to change. They are ex works, excluding packaging, cartage, postage, freight and value insurance. We charge packaging at cost price. Cost estimates for custom-made products, repairs and maintenance can only be given without obligation. If the anticipated actual expenditure exceeds the amounts stated in the cost estimate, we shall notify the customer immediately and obtain his further resolution.

 

2. The prices are based on the currency, exchange rate and purchasing conditions and the official regulations valid on the day of confirmation. The Seller reserves the right to adjust prices if these conditions have changed between the date of confirmation and the date of delivery. Prices are subject to a tolerance of +/- 2%. Design changes that mean an extension of the standard equipment entitle the seller to a corresponding price increase.

 

3. Price adjustments shall be notified to the buyer in writing and shall not entitle the customer to withdraw from the contract.

 

III. Delivery and dispatch

1. The seller shall take care of the packaging and handling of the object of purchase to the best of his knowledge and dutiful discretion, but without any responsibility, unless special instructions have been given by the buyer. 

 

2. Deliveries are made at the buyer's risk, even if carriage paid home delivery has been agreed. Delivered consignments are to be checked by the buyer for completeness and possible damage immediately upon receipt. Complaints due to delay, damage or loss are to be reported immediately to the forwarding agent or parcel service provider or the transport company and the seller.

 

3. Delivery dates are subject to change unless confirmed in writing. Even confirmed delivery dates shall be postponed accordingly if obstacles occur which the seller cannot avert despite due diligence.

4. If deliveries become impossible for the foreseeable future as a result of events or circumstances for which the seller is not responsible, the seller shall be entitled to withdraw from the contract without being liable for damages.

 

5. Delays in delivery for which the seller is not responsible, in particular pandemics and force majeure, shall not entitle the buyer to cancel the order or refuse delivery, nor to compensation for any direct or indirect damage caused by delay. The delivery deadline shall be deemed to have been met if, by the time it expires, the object of purchase has left the Seller's works or the manufacturer's works or the Buyer has been notified that it is ready for dispatch, except in the case of factory closures due to quarantine measures ordered by the authorities.

 

6. After checking the stock of goods, an approximate delivery date shall be agreed between the parties. If there are any delays, this will be communicated. 

 

7. The Seller shall deliver the subject matter of the contract against payment of the shipping costs. The buyer will be informed of the shipping costs when the order is confirmed. 

 

8. Special services which are determined within the scope of the pre-installation obligation (e.g. fixed date deliveries or the provision of special means of transport) may be subject to a charge. The customer will be informed of this separately. This may include, in particular, crane trucks or structural modifications or the dismantling of the equipment.

 

9. All required supply connections must be prepared by the customer. Details shall be determined within the scope of the pre-installation obligation. 

 

10. The seller reserves the right to make further technical developments to the equipment.

 

11. In the case of the purchase of equipment, the purchaser is obliged to ensure that the facilities and rooms required for the installation of the machines are made available in good time at his own expense. He shall provide the necessary auxiliary staff and equipment. Waiting times and additional costs of assembly due to insufficient preparation shall be borne by the purchaser. If technical aids (e.g. forklift truck, crane) are required to bring the machines to the customer's site, these additional costs shall be borne by the customer. The Seller shall provide the fitters at the agreed conditions (excluding auxiliary staff).

IV. Terms of payment

Our invoices are issued on the day of delivery or provision of the subject matter of the contract. The due date is determined by any payment schedule and the instructions given on the invoice. 

V. Default of payment 

In the event of default on the part of the customer, the statutory provisions pursuant to §§ 286, 287, 288 of the German Civil Code (BGB) shall apply and, in particular, the payment of default interest at the applicable rate (currently 5% above the base interest rate for consumers and 9% above the base interest rate for legal transactions in which a consumer is not involved).

 

VI. Retention of Title

1. The subject matter of the contract shall remain the property of the Seller until the purchase price has been paid in full. 

 

2. In the event of conduct by the customer in breach of contract, in particular in the event of default in payment, the seller shall be entitled to take back the delivery item; the customer shall be obliged to surrender it. Unless the provisions of the Consumer Credit Act apply, the taking back of the subject matter of the contract does not constitute a withdrawal from the contract unless this is expressly declared in writing. 

 

3. The seizure of the subject matter of the contract shall always constitute a withdrawal from the contract. In the event of seizure or other interventions by third parties, the buyer shall immediately notify us in writing so that legal action can be taken in accordance with § 771 of the German Code of Civil Procedure (ZPO). Insofar as the third party is not in a position to reimburse the court and out-of-court costs of an action pursuant to § 771 ZPO, the customer shall be liable for the loss incurred.

 

VIII. Notification of defects 

1. The buyer is obliged to inspect the item immediately after delivery or the service rendered immediately after completion and, if a defect becomes apparent, to notify the seller of this immediately in writing, i.e. within 7 days, and in detail. Otherwise, the item or service shall be deemed to have been approved and the client shall be excluded from any complaint, unless the defects were not recognisable during a proper and professional inspection. If acceptance tests are provided for and if these are not carried out within a reasonable period of time for reasons for which the seller is not responsible, the properties to be established by these tests shall be deemed to exist.

 

2. Complaints of any kind shall not entitle the customer to refuse acceptance of the delivery or service.

IX. Warranty and transfer of risk

1. The warranty period is 12 months after commissioning, but not more than 18 months after dispatch. This period may be extended by a further 12 months if a further agreement is made in writing between the parties to this contract. Oral agreements are invalid. 

 

2. The warranty does not apply to glass and wear parts and those damages which result from improper handling and operation of the equipment.

 

3. Benefit and risk shall pass to the buyer at the latest upon dispatch of the goods. If dispatch is delayed at the instigation of the buyer or for other reasons for which the seller is not responsible, the risk shall pass at the time originally scheduled for dispatch.

X. Limitation of liability 

Claims for damages against the Seller and its vicarious agents or assistants, in particular arising from impossibility of performance, breach of contract, culpa in contrahendo and tort, shall be excluded, except in cases of wilful misconduct or gross negligence. The mandatory provisions of the Product Liability Act shall remain reserved. No liability shall be assumed for consequential damage resulting from the use of the products.

XI. Place of performance and jurisdiction

The place of performance for delivery and payment is Herzogenrath.

Unless otherwise prescribed by law, the place of performance and jurisdiction for all mutual claims shall be Herzogenrath.