The following conditions are valid exclusively unless the parties have agreed other conditions in writing; conditions of customer are expressly excluded.
2. Delivery Scale
2.1 Kind and quantity of the performance by SLCR will exclusively be made in accordance with the written confirmation of order by SLCR. Any alterations and supplementations of the order will only become effective when accepted in writing by SLCR.
2.2 SLCR reserves the copyright of its offer and appropriate drawings and other documents. These documents may neither be duplicated nor handed over to a third party. Nothing during performance of the contract may be construed as a license in favour of the customer.
3. Delivery period
Delivery period is stipulated by SLCR according to the estimated efficiency and is subject to unforeseen circumstances and difficulties, no matter if they occur at SLCR or its sub-deliverers, such as force majeure, non-execution of official delivery authorisation, strikes, sabotage, through no fault of SLCR delayed delivery of material, restriction of energy supply. Such events will prolong the delivery period accordingly.
4.1 As soon as SLCR has made the performance the customer is obliged to accept the goods and give a written statement (e.g. acceptance report).
4.2 If such statement will not be made within 15 days after supply of performance or notification of readiness of despatch the acceptance is considered to be effected.
5. Passing of Risk
The risk in the delivery goods shall pass from SLCR to the customer when delivered to the forwarding agent or carrier or the person responsible for the consignment. The customer has to take out insurance from that point in time.
Warranty is made in accordance with customer specifications with exclusion of further claims as follows:
6.1 SLCR has the right to replace of repair goods, free of charge, which become defective within 6 months after acceptance due to faulty construction, bad material or defective execution. A survey report of incurred faults has to be transmitted in writing to SLCR immediately. Defective goods will become the property of SLCR.
6.2 Further claims of recission, reduction and compensation are excluded. In particular SLCR is not liable for consequential damage, lost profit and other indirect damages.
6.3. The warranty expires immediately, if the system ids used for other purposes than specified or will be operated by non instructed personnel. The warranty expires if the system is not maintained according to SLCR manual or if non slcr spare parts are used.
6.3 Replaced or repaired, however defective goods may be replaced or repaired to the same extent as under 6.1
6.4 SLCR is not liable for use or consequences of misuse of the goods.
7. Third Party Rights
SLCR indemnifies the customer for claims arising from third party property rights which already existed at conclusion of contract. As far as SLCR follows customer’s instructions and guidelines SLCR is not liable.
Prices stipulated in confirmation of order are - unless varied in writing - ex works exclusive package, freight and insurance.
9. Conditions of Payment
In case of delay in payment without particular notification of failure SLCR is entitled - subject to further legal consequences - to invoice 3% interest p.a. above the actual discount rate of the Deutsche Bundesbank and furthermore interrupt performance and postpone the delivery until payment is made.
10.1 SLCR reserves the title to the delivery goods until the customer has fulfilled his obligations under the contract.
10.2 In case a third party seizes hold of the delivery goods the customer has to inform SLCR immediately and confirm the reservation of title to the third party.
10.3 As long as the title is reserved the customer is obliged to insure the delivery goods against fire, water and damage.
In case SLCR is unable to fulfil its obligations under the contract in a whole or in a part the parties are entitled to withdraw partly or fully from the contract. All further claims are excluded.
12. Compensation for Damage
Further compensation for damage against. SLCR or persons employed in performing the obligations arising from breach of contract, culpa in contrahendo and tort are limited by the compensation of third party insurance of SLCR.
13. Place of Fulfilment, Applicable Law
13.1 Place of fulfilment for all obligations is Düren.
13.2 The contract is subject to German law.
All disputes arising in connection with the contract or its validity will finally be settled under the Rules of Conciliations and Arbitration of the „Schiedsordnung der Deutschen Institution für Schiedsgerichtsbarkeit e.V. (DIS)“. Court of arbitration is also entitled to verdict about the validity of this arbitration clause.