(Contractor/Trader)
General business-, delivery- and payment conditions
of the ratiotec GmbH & Co. KG

 

§1 Validity of the terms and conditions

Based on this general terms and conditions a contract is concluded between the customer and ratiotec GmbH & Co. KG, represented by the managing director Manuel Schneider, Max-Keith-Str. 66, 45136 Essen, registered with the commercial register of the local court of Essen under HRA 8299, VAT-ID: DE 229 630 111, in the following stated as ratiotec.

§2 Contracting parties

Ratiotec adresses their range of products exclusively to entrepreneurs within the meaning of §14 of the German Civil Code, to freelancers, public corporations as well as associations.

Should ratiotec acknowledge any information about the customer not being an entrepreneuer according to §2 section one of this general terms and conditions, ratiotec reserves the right to declare the withdraw from the contract within a reasonable period of time.

§3 Offer and conclusion to contract

Together with the order invoice the customer issues a non-binding offer to conclude a contract. The acceptance of the offer can be either made by the delivery of the ordered goods or via mailing of the order confirmation. Initially, you will receive a confirmation of receipt of your mail to the e-mail adress you have specified (order confirmation). The purchase contract though is not concluded until the reception of an order confirmation by mail or with the deilvery of the purchased goods.

§4 Product-related information

Regarding the in the onlineshop contained images, drawings and in further descriptions indicated capabilites, also regarding the dimensions, colours, constructions, shapes and further modifications, owing to which the use pertaining to the purpose stated in the contract agreement is not limited in any way, ratiotec explicitly reserves customary or small deviations, without the customer deriving any claims from it. Images, drawings, dimensions, weight measurements and technical data and specifications only represent the subject matter of the contract and are not an assurance of the properties.

§5 Prices

Prices are „ex works“, i. e. excluding freight, packaging, insurance, import, assembly, instruction and sales tax.

§6 Transfer of Risk and Delivery

Delivery is „ex works“, i.e. exclusively to our delivery conditions. Partial deliveries are permitted, unless the contrary is agreed. Delivered items are tob e accepted by the customer, even if they contain insignificant cause for complaint. The delivery of the contractual object is on account and on risk of the client, unless something else is agreed. The risk shall pass tothe customer when the delivery item is handed over to the party responsible for transport (e.g. postal services, railway services, carrier) for loading.

Transport damages have to be reported immediately on receipt of goods, not later than the third day after delivery, to the transport leader and sender. Later complaints can not be considered, due to our rules on insurance.

If the shipment, delivery or collection is delayed at customer’s option or for reasons within his or her responsibility, the risk of delay passes to the buyer. However ratiotec is obligated to obtain the insurances at the request and costs of the customer, which he demands.

§7 Payment

Extended payment deadlines are are only granted from ratiotec after a positive credit screening. Payments by bill of exchange require the agreement of ratiotec. Bills of exchange or cheques are only be accepted upon explicit agreement and only as a conditional payment and under reservation of the redemption. Discounts or other expenses shall be borne by the customer. As an alternative, the client can give a valid direct debit mandate to ratiotec. The collection of the debit note takes place ten days after invoice date. Should the tenth day after invoice not be a banking day, the collection takes place to the next banking day. The time limit for the preannouncement (Pre-Notification) shall be reduced to 5 days. The customer assures, to maintain adequate funds in the account. Costs, which derive from non-payment or return of the debit note shall be borne by the buyer, as long as the non-payment or return of the debit note is not caused by ratiotec.

From the first day when the invoice was due the purchaser is in default, even without specific warning. Weshall be entitled to charge, either interest at the rate of 9% above the respective discount rate of the German Central Bank or interests in the amount of the interest rate charged to us for making use of overdrafts on our current account, plus VAT at the standard rate, respectively.

If the buyer has got behind schedule with the payment of an invoice, the costs of the use of debt collection agencies (e.g. project fees and comissions) and has to be payed by the debtor. The buyer is only authorised to hold back or compensate payments or part payments, which derive from this general terms and conditions or others, if the relevant counterclaims have been legally established or are undisputed.

 

§8 Warranty and warranty conditions

Ratiotec will give customers a two-years warranty on all products.

On notification of claims under the warranty, the customer must present the original invoice or the receipt issued from the distributor or a similar confirmation. Teh serial number on the device has to be legible.

It is within the discretion of ratiotec, whether the warranty is provided by reparation or device replacement of the damaged device. Further claims are excluded.

Warranty repairs have to be executed by ratiotec authorized retailersand workshops. Repairs, which are executed from different retailers or workshops result in a loss of reimbursement of expenses, as such occasioned repairs and damages of the devices, are not covered by the warranty.

For devices, which are mainly operated in different countries than originally intended, possible modifications need to be made, to adjust the devices to technical or saftey-related standards of the different countries. Such modifications are not caused by defects in materials or workmanship and are not covered by the warranty. The costs for further modifications and thereby resulted damages are not covered by the warranty.

The warranty does not include:

Regular inspections, maintenanceand repair or exchange of parts due to normal signs of wear and tear, arsising notably from pollution;

Transport costs and travel expenses and costs arising through assembly and dismantling oft he devices;

Misuse of the device as well as incorrect installation;

Damages, occuring from struck of lightning, water, fire, by force majeure, warfare, wrong voltages, insufficient ventilation and other exceptional circumstances that cannot be attributed to ratiotec.

The warranty is product-related and can be occupied from each person, who legally purchased the device in between the warranty time.

As legally permissible, claims for defects are excluded. Only those rights specified under the preceding warranty are available to the customer. No guarantee can be undertaken for the authentification of banknotes by our electronic authentification devices. Statements such as „100% reliable counterfeit detection“ or „100% reliable counterfeit verification“ to products on our website as well as in our catalogue, data sheets and other presentations relate to the latest counterfeit money test by the European Central Bank, which has been conducted with the device. Damaged banknotes are excluded from checking. There is no warranty for the authentification from other devices for the counterfeit detection. Liability can only be accepted, as far as liability is caused by gross negligence or premeditation.

§9 Reservation of proprietary rights

Until all outstanding accounts receivable have completely been settled, the delivered goods remain property of the seller. The customer shall maintain ownership or co-ownership free of charge on our behalf. Goods remaining in the ownership of the seller are named in the following reserved goods.

The purchaser shall be entitled to process and sell the reserved goods within ordinary course of business, provided that the buyer is not in default of payments. Attachements of security assignments of the reserved goods are illegitimate. By way of security, the purchaser already now assigns to the supplier accounts receivable arising from reselling, subletting or some other legal basis in respect of goods under reservation of title.

If the reserved goods are sold together with third-party goods for one total price, the assignment only covers the claim in the amount of the cost of goods supplied by the vendor. The buyer is entitled to collect the monies due. This autorisation shall end as soon as the buyer fails to meet his payment obligations as agreed.

If the value of the securing means exceeds the claim to be secured by more than 20%, the vendor shall be obligated to release the exceeding amount.

§10 Security services

Insofar as facts about the person or the business circumstances of the customer that make the performance oft he contract and in particular the timely fulfillment of our claims appear to be at risk become known to us after conclusion of the contact, we are entitled to demand payment in advance or security or to withdraw from the contract. We are also entitled to hold back or refuse the fulfillment of the order until prepayments or securites are provided.

§11 Liability

The vendor bears liability according to the statutory provisions, subject to the following: In the event of death, physical injury or injury to health he accepts liability for every culpable action;  for other breaches of obligationsby the vendor or his vicarious agents, the vendor accepts liability for intent and gross negligence and, in the event of breaches of significant contractual obligations, for simple negligence as well. In the event of a merely negligent breach of obligation by the vendor or his vicarious agents, the liability of the vendor is limited to the forseeable damages which might typically occur under the contract. Any other contractual and tortious claims of the purchaser shall be excluded. In particular, the seller is not liable for damage which has not occured to the delivered object itself and for loss of profit or other damages to assets of the customer, unless the vendor or his vicarious agents act with intent or gross negligence. In case of breach of pre-contractual liability or in case of fulfillment barriers existing at the time of entering into contract (§331 II, 331a BGB) our liability for damage is limited to negative concern.

§12 Claims & rights of the business partners

Claims and rights of the business partners can only be granted to third parties with explicit, written consent.

§13 Place of fulfillment, applicable law, legal venue

The place of fulfillment and legal venue for all claims – as far as our customer are registered traders – is Essen. It is agreed on the law of the Federal Republic of Germany. The application of the standard international law of sales is excluded. This also applies, if the purchasers seat of administrative is not within the Federal Republic of Germany.

§14 Contract retention

Should one part of the contract be of no effect for whatever reason, the remaining terms and conditions of the contract shall remain valid. The parties undertake to agree on an acceptable and economically equivalent provision, which will replace the invaild one. If permitted to do so by law, a term which is as close as possible to the invalid term in its effect will be considered as applicable.

§15 Invalidity of former terms and conditions

Any previous terms and conditions shall be deemed invalid and replaced by these terms and conditions.

Essen, december 2014