General Terms and Conditions
For business partners of 4WEB-Automation GmbH.
General Terms and Conditions
- General
- Conclusion of Contract
- Delivery
- Retention of Title
- Price
- Payment
- Transfer of Risk
- Warranty for Defects
- Obligation to Return
- Liability Standard
- Exclusion of Liability
- Export Transactions
- Place of Performance
- Place of Jurisdiction
- Applicable Law
- Written Form
- Scope of Application
1. General
The contractual partner of 4WEB-Automation submits to the following GTC for the entire business relationship.
The GTC of 4WEB-Automation apply exclusively to the entire business relationship.
The terms and conditions of the contractual partner of 4WEB-Automation are not recognized.
2. Conclusion of Contract
2.1 Offers from 4WEB-Automation are non-binding unless they are expressly designated as binding. In particular, they are subject to self-delivery, stock availability, and prior sale.
2.1.1 The contract with 4WEB-Automation is concluded by written order confirmation or by delivery of the goods. Text form (fax, email, etc.) is sufficient to comply with the written form requirement.
2.1.2 With regard to non-merchants, where the inclusion of these GTC is required under § 305 BGB (German Civil Code), the written order confirmation combined with the GTC constitutes a new offer by 4WEB-Automation. If no response is received within seven days, acceptance of the goods is seen as confirmation of the willingness to accept. Receipt of a declaration of acceptance is waived, § 151 BGB.
2.2 Errors in telephone or electronic transmission are at the expense of the party using the transmission device (e.g., the caller).
2.3 4WEB-Automation reserves all rights to cost estimates, diagrams, drawings, technical representations, and explanations. They may not be reproduced or made known to third parties without the prior written consent of 4WEB-Automation.
2.4 The customer is obliged to provide truthful information upon registration. If the customer’s data changes, in particular name, address, email address, telephone number, or bank details, the customer is obliged to communicate this change immediately. If they fail to provide this information or provide false data from the outset, 4WEB-Automation reserves the right to withdraw or claim damages. Withdrawal will be declared in writing. The written form is also preserved by sending an email. The customer must ensure that the email address provided by them is reachable from the time of provision and that receipt of email messages is not excluded due to forwarding, deactivation, or overflowing of the email account.
3. Delivery
3.1 The delivery period does not begin before the provision of the documents, permits, and releases necessary for the execution of the contract and receipt of an agreed down payment by the customer.
3.2 Unforeseen delivery obstacles (e.g., labor disputes, delayed self-delivery) for which 4WEB-Automation is not responsible entitle 4WEB-Automation to extend the delivery period for the duration of the disruption, but by no more than eight weeks.
3.3 In addition, 4WEB-Automation reserves a right of withdrawal if 4WEB-Automation is not supplied or not supplied in time despite having concluded a congruent covering transaction.
4. Retention of Title
4.1 The goods remain the property of 4WEB-Automation until full payment. The retention of title extends to the satisfaction of all claims arising from the business relationship; this also applies to claims arising in the future before the transfer of ownership. The reserved goods therefore secure the respective balance. The customer assigns their claims from resale including VAT as well as the consideration for the rights and claims securing the resale to 4WEB-Automation in advance. In the event of resale with own or third-party items, the assignment shall only take place in the amount of 4WEB-Automation’s purchase price claim.
4.2 The customer is authorized to resell in the ordinary course of business. They may neither pledge the delivered item nor assign it as security. Rights of third parties that could seize the reserved goods must be notified to 4WEB-Automation before delivery.
4.3 The further processing of delivered goods is carried out for 4WEB-Automation as processor, without any liabilities arising for them from this. In particular, this provision does not constitute an order. The retention of title continues in the described scope (extended and prolonged) on the reworked item.
4.4 The customer remains entitled to assert claims from resale against third parties in their own name. This collection authorization expires upon the customer’s default.
4.5 The customer must immediately notify 4WEB-Automation of any third-party access to the reserved goods, including assigned claims. Damages resulting from the violation of the duty of notification, e.g., due to delayed or omitted third-party objection action, shall be borne by the customer.
4.6 4WEB-Automation undertakes to release the securities as soon as their realizable value exceeds the open claims of 4WEB-Automation by more than 10%.
5. Price
5.1 In dealings with non-merchants, 4WEB-Automation charges the agreed price, provided that the delivery date is not more than four months after the order.
5.2 In dealings with merchants, 4WEB-Automation charges the last list price. The same applies in dealings with non-merchants if the delivery date is more than four months after the order. In the absence of a list price, the price used in advertisements at that time applies (cf. item 5.3).
5.3 The non-commercial contractual partner of 4WEB-Automation has a right of withdrawal in the cases of item 5.2 if they prove that the average market price on the day of delivery is exceeded by a rate of more than 20%.
5.4 Price agreements with non-merchants include VAT, price agreements with merchants exclude VAT. All prices apply ex warehouse without packaging, transport, and insurance.
5.5 Prices are fundamentally in EUR even without special addition. In foreign transactions, the currency that was the subject of the contract negotiation is used as a basis.
6. Payment
6.1 Invoices are due immediately upon receipt of the goods.
6.1.1 We only accept bank transfers and will deliver if necessary only after receipt of a down payment.
6.1.2 The crediting of amounts in the transfer and direct debit procedure does not lead to payment. Rather, payment only occurs when the credit on 4WEB-Automation’s accounts has become final and irrevocable. Until then, the retention of title (item 4) continues in full. This also applies to payments by bill of exchange and check.
6.2 Deductions are not permitted unless they have been expressly agreed with 4WEB-Automation. Conflicting trade customs are excluded. Offsetting with counterclaims is only permitted for undisputed claims.
6.3 Incoming payments are credited against all due claims in the order in which they arose. The right of the contractual partner to make unilateral repayment determinations is excluded for the entire contractual relationship.
6.4 If a claim according to items 6.1 – 6.3 remains open five days after default occurs, 4WEB-Automation charges default interest in the amount of eight percentage points above the base interest rate.
6.5 Default occurs upon reminder, but at the latest on the 30th day after due date and receipt of an invoice or equivalent payment schedule.
6.6 Without prejudice to item 6.4, 4WEB-Automation is free to prove a higher, and the contractual partner a lower damage caused by delay.
6.7 All claims of 4WEB-Automation become due in full and any deferral ends if one of the following cases occurs: The customer defaults on the fulfillment of a liability, bill or check protests become known (regardless of whether against third parties), the customer stops their payments, is over-indebted, or insolvency proceedings are opened over their assets or the opening is rejected for lack of assets.
6.8 In cases of item 6.7, 4WEB-Automation has a right of choice between withdrawal, damages, claim for advance payment, or provision of suitable securities. Subject to deviating individual agreements, only a bank guarantee comes into consideration as suitable security.
7. Transfer of Risk
7.1 Regardless of the place of performance, the statutory rules on sale by dispatch always apply to deliveries from 4WEB-Automation. The risk is borne by the contractual partner from handover to a suitable transport person. The agreement of carriage-free delivery in individual cases does not change this.
7.2 Returns travel at the customer’s risk, unless they exercise a statutory warranty right for defects.
8. Warranty for Defects
8.1 The limitation period for the statutory warranty for material defects is limited by 4WEB-Automation to one year.
8.2 Deliveries must be inspected immediately upon receipt. Obvious defects must be reported immediately. If this obligation is missed, the warranty for them is excluded.
8.2.1 Damage to the packaging or the delivery item must be reported to the carrier and confirmed by them. In addition, the damage must be reported to 4WEB-Automation. Damage not immediately recognizable must be reported immediately upon discovery.
8.2.2 Non-, late, incorrect, excess, and short deliveries must also be reported immediately.
8.3 4WEB-Automation has the right to initially rework or deliver a replacement twice in the event of defects (subsequent performance). If subsequent performance fails, the customer may reduce the price or rescind the contract.
8.4 The warranty expires if changes are made to the goods by the customer or third parties or if the goods were treated improperly, unless the customer proves that the defect is not based on this.
9. Obligation to Return
4WEB-Automation is not obliged to take back packaging material if the customer does not request this upon delivery.
10. Liability Standard
4WEB-Automation is only liable for intent and gross negligence. For slight negligence, 4WEB-Automation is only liable in the event of a breach of a material contractual obligation (cardinal obligation) as well as for damages resulting from injury to life, body, or health.
11. Exclusion of Liability
Except in cases of intent and gross negligence, liability is limited to the damage typically foreseeable at the time of conclusion of the contract. Liability for indirect damages, consequential damages caused by defects, and lost profit is excluded, unless 4WEB-Automation is guilty of intent or gross negligence.
12. Export Transactions
Legal transactions that are not internal market transactions within the meaning of the VAT Act are considered export transactions. We are entitled to charge flat-rate processing fees for additional effort in processing (customs, foreign exchange management) for export transactions.
13. Place of Performance
The place of performance for all claims arising from the contract is the registered office of 4WEB-Automation.
14. Place of Jurisdiction
The place of jurisdiction for all disputes is Kempten.
15. Applicable Law
German law applies, excluding the UN Convention on Contracts for the International Sale of Goods.
16. Written Form
Side agreements are only effective if confirmed in writing. This also applies to the waiver of the written form requirement.
17. Scope of Application
These GTC apply only to entrepreneurs.
The business relationship is outside the online shop.
Status: 01.09.2018
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