VA-MARINE HANDEL GmbH
General Terms and Conditions:
[German Version]
1. Orders
We accept and execute all orders exclusively under the following terms and conditions. All kinds of special agreements are considered binding only in case
they have been confirmed by us in writing. When placing orders these terms and conditions are considered binding for the course of business with us. Offers
are always subject to change. Articles offered ex stock and their delivery facilities are subject to prior sale.
2. Prices
Pricing is done in EUROS according to the valid prices as per day of delivery. In case pricing is done in another currency, the official EUROS exchange rate
of this currency is imperative as per day of delivery. The stated prices do not include VAT. Except when otherwise stipulated the prices are quoted ex domicile
of the supplier.
3. Packaging
Except when otherwise stipulated packaging costs are passed on to the buyer. Packaging material is not taken back.
4. Delivery
Goods will be delivered at buyer's risk. This does also apply for deliveries free of carriage charges ex domicile of the supplier, so that damages that may arise
on the forwarding route are at the expense of the buyer. In case the dispatch of the goods is delayed at the request of the buyer, the risk will be borne by the
buyer for the entire period of delay right from the day of readiness for dispatch. Insurance is only taken out at buyer's request and expense. In the event of
circumstances that rule out or overly complicate the production or delivery of sold goods, inclusive of acts of God, regulatory actions, operating troubles,
strikes, traffic obstructions etc., the supplier is released from delivery obligations. The supplier is not obliged to deliver the quantities that account for
this period at a later stage. In consequence of the above-mentioned events the supplier is entitled to withdraw from the contract without liability for damages.
The supplier will determine both mode of dispatch and carrier to the place of delivery. If the buyer specifies other transport arrangements, any extra costs will
be for buyer's account. Because the recipient has to claim transport damages, we recommend to accept any delivered parcel showing signs of external damage only
under reserve of all claims against the transport company.
5. Delivery Period
Although we always strive to keep delivery periods as agreed, all information is non-binding. Partial deliveries are permitted. Each partial delivery is considered
a particular contract. Delivery periods shall begin no sooner than all documents of the buyer have been received. They are deemed to be kept when the consignment
is ready for dispatch within the agreed period and the buyer received notice. The buyer cannot claim damages in case of delayed delivery. In all individual cases
of delayed delivery, even in case an allotted period of grace expired, the buyer is not entitled to withdraw from the contract.
6. Letter of Complaint/ Notification of Defect
Notifications of defects are only considered in case these defects are claimed against the supplier in writing immediately after delivery, but by 8 days at the
latest. The reconsignment of faulty goods to the supplier is at buyer's expense. Price reductions are not permitted. If the claims are justified, it is at our own
option to compensate in the form of either goods of the same type and quantity, or a credit note of the charged value. Thus the supplier is only liable for any
possibly occurring defects maximally up to the amount of the invoice value of goods. Further indemnity requirements are excluded. The supplier cannot be held
liable for whether or not the delivered goods are appropriate for the intended purposes of the buyer. All dimensions, weights, drawings and photos are only to
be considered approximate and non-binding. Incidentally, the warranty period of the supplier is either limited or extended by the authoritative provisions of
the manufacturer of the sold goods. In case of warranty affairs, the warranty regulations of the manufacturer will apply.
7. Payment
Except when otherwise stipulated payment is due in full within 8 days after invoice date. Invoice date is deemed to be the day of delivery. In case of partial
deliveries the supplier is entitled to charge invoices for partial deliveries. If payment is not received by the due date (within 8 days), interest payable from
the due date (from day 9) will be added at the rate of 7%, and from the date of the reminder late interest will be added at the rate of plus 5% of the respective
German Central Bank discount rate. We reserve the right of asserting further claims. Discount charges, note tax and late interest are to be paid instantly. Charges
accelerated to collection and discount charges are at buyer's expense. The supplier assumes no liability for showing, protesting, informing and reverting the note
in sufficient time in case of dishonour.
8. Delay of Payment
If the buyer is in default, stopped payments or there are facts that are to be considered equal to stoppage of payments, the supplier is entitled to demand prepayment
or a security deposit under reservation of all his other rights. He is also entitled to wholly or partly withdraw any time from all running contracts with the buyer
or claim damages due to default. In case the pecuniary circumstances take a turn for the worse, the supplier is entitled to demand a security deposit or, if it is
refused, to withdraw from the contract. The same applies in case of unfavourable information on the buyer.
9. Reservation of Proprietary Rights
The property in the delivered goods belongs to the supplier until the purchase price and all past or future deliveries of goods within this business tie inclusive
of all service charges (in case of payment by cheque or note until cheque payment or payment of note) are paid in full. Until then the buyer is not allowed to put
the goods in pledge as security with third parties. In case the buyer processes or reshapes the goods, the supplier is considered manufacturer in terms of $ 950 BGB
(German Civil Code) and acquires the ownership of the intermediate or final goods. The buyer is only custodian. He is entitled to sell the good or the make produced
from it in a proper selling process.He will assign all claims against third parties arising from resale or any other cause in law to the supplier as a hedge. This
does also apply for processed goods. While the buyer meets his payment obligation towards the supplier in due form, he is entitled to collect receivables on account
of the supplier. The supplier is entitled to inform and instruct the third parties that have to be disclosed to him upon request. The buyer has to inform the supplier
immediately on possible access of third parties to either the goods delivered under conditional sale or assigned claims. The title to goods is also effective as far
as the carrier is concerned, who receives the goods on buyer's request or at the instance of the supplier. The goods under conditional sale are to be handled with
care and to be insured against fire and water damage.Insurance claims arising in the event of damage are to be assigned to us. If the security resulting from
conditional sale exceeds the claim to be secured by 25%, the supplier will release deliveries paid in full at his own option.
10. Discount
Each discount granted to the buyer expires, if the supplier is forced to institute legal dunning proceedings or to bring suit owing to amounts due. The same applies,
if the buyer has become a bankrupt or seeks a compromise.
11. Acceptance of Returned Goods
We cannot take back or exchange hard and fast sold goods.
12. Value Clause
If the economic value ratio of service and service in return should change (e.g. subject to changes of currency ratios), the final prices shall be changed / adjusted
in case the goods are not yet delivered, or both parties shall be entitled to withdraw from the contract.
13. Falling and Rising Prices
If a change in prices occurs within the term of this contract, the new prices will be applied to the quantities not yet bought and for the period of time the supplier
works with these prices. The same applies analogously for the terms and conditions of delivery and payment.
14. Transfer of Agreement
The buyer is only entitled to assign his rights arising from this contract to third parties with the consent of the supplier.
15. Place of Performance and Place of Jurisdiction
Place of performance for deliveries and payments as well as sole place of jurisdiction is Wolfratshausen/ Germany. The law of the Federal Republic of Germany applies
exclusively to all legal relationships resulting from the delivery. Wolfratshausen will also be place of performance and place of jurisdiction for all legal liabilities
related to notes and cheques.
16. Subsidiary Agreements and Liability
Subsidiary agreements are only effective, if they have been agreed in writing. Should the agreement or any of its individual clauses be modified or become ineffective,
the rest of the agreement remains in effect nonetheless.
In case of any misunderstanding the german version will be the right!