The following conditions of sale, delivery and payment apply to all quotes made by us and to all contracts concluded with us. Deviations herefrom as well as the acceptance of any business conditions stipulated by the buyer are subject to a written agreement.
2. Quotations and Orders
Quotations and orders are binding when confirmed in writing. Buyer may withdraw from the contract if Si-Mat fails to fulfill all its parts (e.g. quantity, specification, price, delivery date), and a settlement on an amendment or modification cannot be reached.
Delivery dates as stated by us are approximate ones. Delivery by installments is possible. We shall endeavour to adhere to delivery dates. In case we are unable to meet the time of delivery the buyer will grant us an adequate extension. Our failure to keep the final date of delivery will allow the buyer to cancel the order but is not entitled to further claims or compensations for late delivery.
4. Shipment and Take-Over of Goods
Delivery of the goods is carried out by a suitable forwarding agent selected by us. At the time the shipment is taken over by the carrier, all risks concerning the goods are passed over to the buyer. Place of performance for all our deliveries is Kaufering.
5. Property in the Goods
The goods sold remain the property of Si-Mat until completely paid.
6. Prices and Conditions of Payment
All prices are net values from warehouse excluding value added tax. Invoices are payable within 30 days after date of invoice without any deductions. The same payment conditions apply to partial deliveries. If the buyer is in default of payment, Si-Mat will charge interest at a rate of 2% above the current minimum lending rate of the German Federal Bank.
The buyer has to give us written notice on any defects in the goods within 21 days after receipt of the shipment. Before returning faulty goods to us, our explicit approval is required. Rejects will be closely examined and will only be acceptes if the complaint is verified by us. Defects not detectable when goods were checked have to be claimed immediately after being ascertained, but can only be accepted if such complaints are filed within 6 months after delivery date of goods. No warranty will apply if the defects were caused by the buyer due to alteration, impairment and other improper handling, or if goods were disposed of. A justified claim will be approved by us. In this case we grant either a reduction in price or provide a flawless replacement or refund the purchase price. Our warranty obligations are limited to the value of the delivered goods.
8. Acts of God
If delay or failure to deliver is caused by circumstances such as force majeure, acts of war and violence, judicial action, labor disputes and strikes, accident, fire, explosion, storm or other natural disaster, lack of fuels or raw materials, operating troubles, failure of suppliers to deliver, revocation of licences, or by any other occurrences beyond our control, Si-Mat cannot be held resposible. In this case it can be mutually agreed to cancel the delivery contract.
9. Marking of Goods
Alteration of the delivered goods to indicate the buyer or third parties to be the manufacturer or to give the impression of being a special product, is not permissible.
10. Place of Performance, Court of Jurisdiction and Applicable Law
Place of performance for both parties is the site of business of Si-Mat. Court of jurisdiction for all legal proceedings in conjunction with our sales and delivery transactions is Si-Mat`s seat of jurisdiction. If need be, we are authorized to litigate at the buyer`s court of jurisdiction abroad. All legal relations between Si-Mat and the buyer are governed by German law.
11. Partial Invalidity
If any clause of these terms and conditions of sale should prove invalid all other provisions shall remain valid and binding.