1. general provisions
1.1
The following terms and conditions are the basis of all our offers, deliveries and services and
shall be deemed to have been agreed upon acceptance of the order by us. Supply contracts shall only be deemed to have been concluded if we
either confirm this or execute the order by sending the goods. For the scope of deliveries
or services (hereinafter: deliveries), the written declarations of both parties shall be authoritative. General
Terms and conditions of the contractual partner (hereinafter: customer) shall only apply insofar as we have expressly agreed to them.
have agreed to in writing. Our General Terms and Conditions shall also apply to all future
business relationships with the customer, even if they are not expressly agreed again.
1.2
To our cost estimates, our drawings and our other documents (hereinafter referred to as "Documents")
we reserve our property and copyright exploitation rights without restriction. The documents
may only be made accessible to third parties with our prior consent and, if the order is placed with us
is not issued shall be returned to us immediately upon request. Sentences 1 and 2 shall apply accordingly to the
property and copyright exploitation rights of the customer to its documents; however, these may not be assigned to such
made accessible to third parties to whom we have permissibly transferred deliveries, provided that the documents
of the customer are required for the execution of the delivery. If a contract is not concluded with regard to the
documents handed over to the customer in whole or in part and if the customer or a third party uses our documents
in whole or in part, the customer is obliged to pay us 10 % of our offer price of the respective
order plus statutory value added tax.
1.3
The customer shall have the non-exclusive right to use the standard software with the agreed
performance features in unchanged form on the agreed devices. The customer may without express
agreement, make two backup copies.
1.4
Partial deliveries are permitted, provided they are reasonable for the customer.
1.5
The customer is aware that, in the course of our business, the data necessary for order processing
recorded and processed. The customer consents to this and is deemed to have been notified within the meaning of the
Federal Data Protection Act.

2. Prices and terms of payment
2.1
Our prices are ex works plus transport and transport insurance costs as well as the statutory VAT.
sales tax. If the cost factors relevant for pricing (production materials, energy, etc.) change, the price of the goods is adjusted accordingly,
wages and salaries, etc.) in the period from the conclusion of the contract to the contractually stipulated date.
time of delivery, we are authorized to demand compensation for such cost increases from the customer in
to demand the agreement of new prices if the prices offered or confirmed are changed. If a
agreement is not reached, we are entitled to withdraw from the contract. In the event of a reduction in the quantities specified in sentence 2
cost factors, the customer is entitled to the following in corresponding application of the above provision
agreement of a corresponding price reduction and, in the absence of an agreement, the right to withdraw from the contract.
2.2
If we have taken over the installation or assembly and nothing else has been agreed, the customer shall bear the costs in addition to
the agreed remuneration shall include all necessary ancillary costs such as travel expenses, costs for the transportation of the
hand tools and personal luggage as well as releases.
2.3
Payments must be made by the customer within the payment period stated on the invoice, at the latest within
one month from the date of invoice. A discount deduction is only permitted if this was agreed when the order was placed.
or expressly noted on our invoice.
2.4
Unless otherwise agreed when the order is placed, the following shall apply to orders placed with us
Manufacture and supply of plant, equipment and machinery following terms of payment:
1/3 of the contract price due upon ordering,
1/3 of the contract price is due upon notification of readiness for shipment and
1/3 of the contract price due on delivery/takeover.
2.5
If the customer exceeds the payment deadline, we shall be entitled, subject to the assertion of further damages
entitled to demand default interest in the amount of 9 percentage points above the respective base interest rate, not
Merchants reserve the right to provide evidence of lower damages. If the customer fails to fulfill his
payment obligations in accordance with the contract or if he suspends his payments or if we receive other
If we become aware of circumstances that call the customer's creditworthiness into question, we shall be entitled, without prejudice to further
claims on our part, we are entitled to declare all our claims due immediately and to demand advance payments or
to demand security deposits.
2.6
The customer may only offset claims or assert a right of retention against claims that are
are undisputed or have been legally established.

3rd delivery
3.1
Compliance with agreed delivery deadlines requires the timely delivery of the goods in accordance with the contractual agreements.
Receipt of all documents to be supplied by the customer, the necessary approvals and releases,
in particular of plans and compliance with the agreed terms of payment and other obligations
by the customer. If these requirements are not met in good time, the deadlines shall be extended
reasonable. This shall not apply if we are responsible for the delay.
3.2
In the event that we are in default with our performance, the customer's damage caused by delay shall be limited to the
typical, foreseeable damage.
3.3
If dispatch or delivery is postponed at the customer's request by more than 1 month after notification of readiness for dispatch
If the delivery is delayed, we may charge him a storage fee of 0.5 % of the price of the goods for each month or part thereof.
delivery items, but no more than a total of 5 %, unless we can prove higher storage costs.
provide evidence. The customer may provide evidence that storage costs were not incurred at all or that
are significantly lower than the flat rate.
3.4
Unforeseeable events such as force majeure, delays in delivery or transportation or industrial disputes shall release
We shall be released from the obligation to deliver on time for the duration of such delays, unless we are responsible for them. Delivery periods
shall be extended by the duration of the disruption. If the disruption lasts longer than 6 months, both parties may withdraw from the
withdraw from the contract.

4. packaging and transfer of risk
4.1
Insofar as mandatory provisions of the Packaging Ordinance or other statutory provisions do not
If there are any reasons to the contrary, chemicals are shipped at our discretion either in disposable containers, which - whether
charged or uncharged - are neither taken back nor credited or in returnable containers.
4.2
Insofar as mandatory provisions of the Packaging Ordinance or other statutory provisions do not
If this is not the case for other deliveries, the packaging/containers required for shipment will be charged at
cost price and will neither be taken back nor credited.
4.3
The risk shall pass to the customer as follows, even in the case of carriage paid delivery:
a) For deliveries without installation or assembly, if they have been dispatched or collected. On
We will insure deliveries against the usual transportation risks at the customer's request and expense.
b) For deliveries with installation or assembly on the day of installation or, if agreed, after
flawless trial operation.
4.4
If, for reasons for which the customer is responsible, the delivery or transfer to the customer's own business
is delayed or the customer is in default of acceptance for other reasons, the risk shall pass to the customer.

5. Installation and assembly
Unless otherwise agreed in writing, the following provisions shall apply to installation and assembly:
5.1
The customer has to take over and provide in time at his own expense,
a) all earthworks, construction work and other ancillary work outside the industry, including the necessary specialist and
Auxiliary staff, building materials and tools,
b) the equipment and materials required for assembly and commissioning, such as scaffolding, lifting gear and
other devices, fuels and lubricants,
c) Energy and water at the point of use, including connections, heating and lighting,
d) at the assembly site for the storage of machine parts, equipment, materials, tools, etc,
sufficiently large, suitable, dry and lockable rooms and adequate working and storage space for the assembly personnel. 

recreation rooms, including sanitary facilities appropriate to the circumstances; otherwise, the customer is obliged to
protection of our property and the property of the installation personnel on the construction site.
would take to protect their own property,
e) Protective clothing and protective devices that are required due to special circumstances at the installation site.
5.2
Before starting the installation work, the customer must provide the necessary information about the location of concealed electricity, gas and water cables,
water pipes or similar installations as well as the necessary structural data without being requested to do so.
place.
5.3
Before starting the installation or assembly, the provisions required for the start of the work must have been made.
and objects are located at the installation or assembly site and all preparatory work is completed before the start of assembly.
have progressed to such an extent that the installation or assembly can be started as agreed and carried out without interruption.
can be carried out. Access routes and the installation or assembly site must be leveled and cleared.
5.4
If the installation, assembly or commissioning is delayed due to circumstances for which we are not responsible, the
customer shall reimburse to a reasonable extent the costs incurred by us or the installation personnel for waiting time and
additional travel required.
5.5
The customer shall inform us weekly of the duration of the working hours of the installation personnel and the completion of the installation,
The installation or commissioning must be certified immediately.
5.6
If we demand acceptance of the delivery after completion, the customer must accept it within the period set by us.
period, at the latest within one week. If this is not done, acceptance shall be deemed to have taken place. The
Acceptance shall also be deemed to have taken place if the delivery - if applicable after completion of an agreed test phase
- has been put into use.

6. warranty
6.1
In the case of chemicals and other consumables, we guarantee flawless quality and
composition of the delivered products, unless we give additional assurances or warranties in individual cases.
Guarantees. Obvious defects must be reported to us immediately, but at the latest within 10 days of receipt of the goods.
delivery and hidden defects in writing immediately after discovery of the defect.
6.2
If the delivered items are defective, the customer may, at his discretion, as subsequent performance
demand the delivery of a defect-free item or the rectification of the defect. Contrary to the provision in sentence 1
we have the right to choose if the underlying contractual relationship is subject to the law on contracts for work and services. To the
We must be given reasonable time and opportunity to remedy the defect. If we are denied this opportunity, we shall
shall be released from the warranty in this respect. The right to withdraw from the contract or reduce the purchase price or remuneration
is excluded without prejudice to provision 6.4. For the fulfillment of the warranty claims by us, the
customer to make the deliveries available at our plant at his own expense.
6.3
The customer reserves the right, in the event of failure of the supplementary performance or if we have both the
the subsequent improvement as well as the subsequent delivery or the subsequent performance is unreasonable, the purchase price or the
The customer shall have the right to reduce the remuneration or, at his discretion, to withdraw from the contract and claim damages. A
rectification shall be deemed to have failed after the second unsuccessful attempt, unless the nature of the rectification in particular indicates that it has failed.
of the item or the defect or the other circumstances.
6.4
The customer's warranty claims shall become time-barred one year after delivery of the item or acceptance of the work,
for electrical or electronic components, on the other hand, the limitation period is only 6 months. These periods
shall not apply if the law does not permit a shortening of the periods specified in §§ 438, 634 a BGB.
6.5
In the event of notices of defects, payments by the customer may be withheld to an extent that is reasonable.
is in proportion to the defects that have occurred.
6.6
The warranty does not cover natural wear and tear or damage that occurs after the transfer of risk as a result of
incorrect or negligent handling, excessive strain, unsuitable operating materials, defective
construction work, unsuitable building ground or due to special external influences. If the customer
or improper modifications or repair work carried out by third parties, these and the
no warranty for the resulting consequences.
We are liable within the scope of the contractual warranty for damages - except for damages resulting from the breach of the
life, body or health - only for willful intent and gross negligence, including willful intent and gross
negligence of our representatives and vicarious agents, unless otherwise stipulated below. The
Liability for simple or slight negligence is excluded, insofar as this does not involve a breach of a contractual obligation.
essential contractual obligation within the meaning of the case law of the Federal Court of Justice. Insofar as the aforementioned
exclusion of liability due to the breach of an essential contractual obligation does not apply, we are only liable for the
foreseeable damage typical for the contract. Further claims by the customer are excluded. The
The above limitations or exclusions of liability do not apply in the event of a breach of pre-contractual obligations.
Duty to provide information and clarification.
Our liability under the Product Liability Act remains unaffected.
Contractual penalties are not recognized.
6.7
Further warranty claims by the customer are excluded.

7 Industrial property rights and copyrights
7.1
Insofar as a third party claims infringement of an industrial property right or copyright (hereinafter referred to as
rights) by products supplied by us and used in accordance with the contract against the customer.
we shall be liable to our customer as follows:
a) The provision under 6.3 shall apply with the proviso that we are obliged, at the customer's discretion, to provide either a
to obtain the right of use for the product, to modify the product in such a way that the property right is no longer infringed
or to replace the product with a defect-free one. Otherwise, the provisions of 6.4, 6.6 and 6.7 shall apply
accordingly.
b) Our obligation to pay damages due to the delivery of a product that is subject to industrial property rights
The right to claim damages is excluded if the customer does not inform us immediately of the claims asserted by the third party.
in writing, acknowledges an infringement or does not provide us with all defensive measures and settlement negotiations.
remain reserved. If the customer suspends the use of the product for reasons of damage minimization or other important
reasons, he is obliged to point out to the third party that the cessation of use does not constitute a
acknowledgement of an infringement of property rights.
7.2
Claims by the customer are excluded insofar as he and not we are responsible for the infringement of property rights.
7.3
Claims of the customer are also excluded insofar as the infringement of property rights is caused by special specifications of the
customer, by an application not foreseeable by us or by the fact that the product has been damaged by the
customer or used together with products not supplied by us.
7.4
Further claims by the customer are excluded. This shall not apply in the event of a breach of pre-contractual information and clarification obligations.

8. Limitations of liability outside the liability for defects
We shall be liable for damages outside the scope of Section 6.6 - except for damages resulting from injury to life, limb or health.
health - likewise only in accordance with Section 6.6.
storage, we shall be liable in deviation from the provision in Clause 6.6, which applies in the event of a breach of a material contractual obligation.
The German Federal Court of Justice has ruled that liability is limited to typical contractual damages,
foreseeable damage, only in the amount of the material value of the damaged or destroyed item.
The above limitations or exclusions of liability shall also not apply in the event of a breach of
pre-contractual information and clarification obligations. Contractual penalties are also not imposed outside of the warranty.
recognized.

9. reservation of title
9.1
The objects of the deliveries (goods subject to retention of title) shall remain our property until the fulfillment of all our claims against the customer.
customer from the business relationship. Insofar as the value of all security interests that we
exceeds the amount of all secured claims by more than 20 %, we will, at the request of the customer
release a corresponding part of the security rights.
9.2
During the existence of the retention of title, the customer is not permitted to pledge or transfer ownership by way of security.
and resale is only permitted to resellers in the ordinary course of business and only under the
Condition permitted that the reseller receives payment from his customer at the latest when the goods are handed over
or makes the reservation that title shall not pass to the customer until the customer has fulfilled its
has met its payment obligations in full.
9.3
If the customer resells goods subject to retention of title, he hereby assigns to us his future claims from the resale.
resale against its customers with all ancillary rights - including any balance claims
by way of security, without the need for any further special declarations. If the goods subject to retention of title are
resold with other items without an individual price having been agreed for the goods subject to retention of title, the
The customer shall assign to us, with priority over the remaining claim, that part of the total claim which corresponds to the amount
invoiced price of the reserved goods.
9.4
If a legitimate interest is substantiated, the customer shall provide us with the information necessary to assert our rights against
to provide the customer with the necessary information and the necessary documents, insofar as they are in his possession.
are to be handed over.
9.5
Until revoked, the customer is authorized to collect the assigned claims from the resale. In case of
good cause, in particular in the event of default of payment, suspension of payment, opening of a
insolvency proceedings, protest of a bill of exchange or if there are comparable well-founded indications that a
insolvency of the customer, we are entitled to revoke the customer's authorization to collect.
Furthermore, in such cases we may, after prior warning of the disclosure of the assignment by way of security or the
realization of the assigned claims within a reasonable period of time, open the assignment by way of security
realize the assigned claims and the disclosure of the assignment by way of security by the customer.
to its customer.
9.6
The customer is permitted to process, transform or combine the reserved goods with other items.
combine. The processing, alteration or combination shall take place with effect for us. The customer shall keep the new
item for us with the diligence of a prudent businessman. The processed, transformed or combined item
shall be deemed to be reserved goods.
9.7
In the event of processing, transformation or combination with other items not belonging to us, we shall be entitled to co-ownership.
to the new item in the amount of the share resulting from the ratio of the value of the processed, transformed
or combined goods subject to retention of title to the value of the other processed goods at the time of processing,
transformation or combination. Insofar as the customer acquires sole ownership of the new item, we shall be
that he shall grant us co-ownership of the new product created by processing, transformation or combination.
the value of the processed, transformed or combined goods subject to retention of title in proportion to the other goods subject to retention of title.
processed, transformed or combined goods at the time of processing, transformation or combination
with the simultaneous promise to properly store the new item for us free of charge.
9.8
In the event that the new item is sold, the customer hereby assigns to us his claim arising from the resale.
against the customer with all ancillary rights by way of security, without any further special declarations being required.
is required. However, the assignment shall only apply to the amount corresponding to the value of the goods invoiced by us.
processed, transformed or combined goods subject to retention of title. The portion of the claim assigned to us is
with priority. The following applies with regard to the direct debit authorization and the conditions for its revocation
the provision under 9.5 applies accordingly.
9.9
In the event of seizure, confiscation or other dispositions or interventions by third parties, the customer shall immediately
to be notified.
10 Place of jurisdiction, place of performance
Insofar as the customer is a merchant, a legal entity under public law or a public law entity
special fund, the place of jurisdiction for both parties to the contract shall be our registered office,
unless it concerns warranty claims or claims in connection with the reversal of a contract.
contract.
The contractual relationship shall be governed by German law to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods.
on Contracts for the International Sale of Goods (CISG).
11. employees
The customer is not permitted to poach our employees if this is objectionable under competition law,
i.e. if this constitutes a violation of § 4 No. 10 UWG. Our customer shall bear the burden of proof that
there are no reprehensible circumstances in terms of competition law, in particular within the meaning of Section 4 No. 10 UWG.
If he does not succeed in providing this proof, he shall be obliged to pay us an appropriate contractual penalty, which
we can determine in accordance with Section 315 BGB. Judicial review of the contractual penalty for reasonableness
However, the customer is free to choose. The contractual penalty shall amount to at least half of the net monthly salary of the
for each month until the expiry of the notice period for ordinary termination by the employee.
12. severability clause
If individual provisions of the contract with the customer, including one of the aforementioned provisions
of these GTC be void, invalid or unenforceable for any reason, the validity of the remaining provisions shall remain unaffected.
provisions and the underlying contract remain unaffected.