Terms and Conditions (GTC)
Imprintec Material Testing Solutions, October 2014
§ 1. General; Scope
(1) For all contractual relationships established with Imprintec, the following terms and conditions apply exclusively.
(2) A validity of the terms and conditions of the client or a third party is expressly contradicted. Such agreements shall only be validly agreed if and insofar as the contractor expressly acknowledges them in writing for the respective conclusion of the contract.
(3) These terms and conditions apply only to entrepreneurs in the sense of § 14 BGB.
(4) These terms and conditions also apply to all future business with the client.
§ 2 Scope and execution of the order
(1) For the conclusion of the contract and its contents, only the written order confirmation as well as the contractual specification of Imprintec are decisive. All agreements and deviations from this require the written form.
(2) Imprintec is entitled to use subcontractors to fulfill the order.
(3) The client shall provide necessary information and required documents free of charge before executing the contractually agreed service.
(4) The client assures that his information is correct and complete. To check the accuracy and completeness of the information and documents provided, Imprintec is only obligated to the extent that this has been agreed in writing.
(5) If the client culpably violates his duties to cooperate, an agreed period for the provision of the services of Imprintec shall be extended by the period in which the client has not fulfilled his duty to co-operate.
§ 3 Terms of payment
(1) Unless otherwise specified, the indicated remuneration does not include VAT.
(2) The prices of Imprintec shall apply, unless otherwise stated in the order confirmation, “ex works”, excluding packaging; this will be charged separately.
(3) Unless otherwise stated in the offer or order confirmation from Imprintec, all invoices issued by Imprintec shall be payable without deductions within 14 days of the invoice date.
(4) Should the customer be in default of payment in whole or in part, Imprintec shall be entitled to charge interest of 8% p. a. above the base rate.
(5) The deduction of discount requires a separate written agreement.
(6) The customer can only set off against the claims of Imprintec with its own claims, as far as these are undisputed or legally established or recognized in writing by Imprintec.
§ 4 Warranty
(1) The warranty rights of the client presuppose that he has duly fulfilled his duties of inspection and complaint according to § 377 HGB.
(2) Insofar as Imprintec is responsible for the defect, Imprintec shall have the right to supplementary performance in the form of a remedy of the defect or a replacement delivery.
(3) If the supplementary performance fails, the customer is entitled to declare his resignation or demand a corresponding reduction of the purchase price (reduction).
(4) Unless otherwise stated below (paragraphs 5 and 6), further claims of the client are excluded, regardless of the legal grounds. In particular, Imprintec is therefore not liable for lost profits or other pecuniary losses of the client. Imprintec shall also not be liable for damages incurred by third parties, in particular third parties to whom the delivered product is passed on, unless otherwise agreed in writing.
(5) Insofar as the cause of the damage is based on intent or gross negligence, Imprintec shall be liable in accordance with the statutory provisions. This also applies if the client, because of the lack of a guaranteed condition of the item, seeks damages instead of performance.
(6) If Imprintec culpably violates a material contractual obligation, the liability is limited to the damage typical for the contract; otherwise it is excluded according to para. (4). An “essential” contractual obligation within the meaning of these GTC is always to be mentioned when Imprintec culpably violates intentions that the client can trust and also trust in its proper fulfillment because they shape the contract.
(7) The warranty period is 12 months, calculated from the transfer of risk.
§ 5 Total Liability
(1) Further liability for damages as provided for in § 4 para. (4) to para. (6) is excluded, regardless of the legal nature of the asserted claim.
(2) The regulation according to paragraph (1) does not apply to claims according to §§ 1, 4 Product Liability Act. It also does not apply if Imprintec is liable for a physical injury or damage to health for other legal reasons.
(3) Insofar as the limitation of liability according to § 4 para. (6) does not apply to claims arising from the producer’s liability pursuant to § 823 BGB due to property damage, the liability of Imprintec is limited to the indemnification of the insurance company. Insofar as this does not occur or does not occur in full, Imprintec shall be liable up to the amount of the cover.
(4) The provision under paragraph (1) shall also not apply in the event of initial inability or impossibility.
(5) Insofar as the liability of Imprintec is excluded or limited, this shall also apply to the personal liability of employees, employees, employees, representatives and vicarious agents of Imprintec.
§ 6 Copyright
(1) We reserve ownership of illustrations, drawings, calculations and other documents (hereinafter collectively referred to as “documents”). The services provided by Imprintec, in particular certificates, reports, reports and test reports (collectively referred to as “Services” in these Terms and Conditions), represent works i.S.d. § 2 Abs. 1 Nr. 7 UrhG and are therefore protected by copyright. Documents and services may not be made accessible to third parties, unless this is done with the prior written consent of Imprintec.
(2) Imprintec also retains the copyright after acceptance of all services rendered within the meaning of § 6 (1). The client may use services provided by Imprintec within the meaning of § 6 (1) including all calculations, facilities and other details only for the purpose for which they are determined as agreed.
(3) The customer is not entitled to remove or make unrecognizable copyright notices of Imprintec for services within the meaning of § 6 (1).
(4) Any transfer of the services referred to in § 6 (2) to third parties, in whole or in part, requires the prior written consent of Imprintec. The same applies to the translation into other languages.
(5) Publication of the services within the meaning of § 6 (1) by the client or third parties is only possible with the prior written consent of Imprintec.
(6) The procedure underlying the services as defined in § 6 (1) and the software used are the intellectual property of Imprintec. Any attempt at imitation is prohibited.
§ 7 Sample delivery and return
§ 7 Sample delivery (1) Sample delivery is at the expense and risk of the client. When shipped by the client, the specimen must be properly packed and labeled. The customer is obliged to attach all known hazard and handling instructions to the samples.and return
(2) If the client wishes to return the examination material after completion of the examination, he shall bear the costs incurred through packaging and shipping. Imprintec selects the shipping method. Shipping is always uninsured at the risk of the client.
(3) Sample material not returned by the client will be disposed of after 3 months without prior notice. Deviating regulations must be agreed in writing.
§ 8 Data Storage
Imprintec collects, processes and stores the customer’s order-related data only for the purpose of providing the agreed contractual content and always in compliance with the Federal Data Protection Act in its currently valid version.
§ 9 Final Provisions
(1) Should individual provisions of these General Terms and Conditions be or become wholly or partially invalid, the validity of the remaining provisions shall remain unaffected. In such a case, the parties are obliged to replace the ineffective provision in such a way that the commercially intended purpose is achieved in the legally permissible way in the best possible way; the same applies if during the term of the contract, a regulatory gap that needs to be filled in arises or is established.
(2) The exclusive place of jurisdiction is Bochum. Imprintec reserves the right, however, to sue the client at his registered office.
(3) The law of the Federal Republic of Germany shall apply, with the exception of the provisions of international private law and with the exception of the UN Sales Convention.
(4) Unless otherwise stated in the order confirmation, the place of business of Imprintec is the place of performance.