General Terms of business
The following conditions shall apply to all our future contracts (unless expressly stated verbal, by phone or fax negotiations) about deliveries and other services. Deviations of these conditions, verbal collateral agreements and additional modifications of the contract are only applied by a written confirmation.
Terms of purchase of the customer have no validity. This also applies, if we do not expressly contradict deviant conditions of the customer. At the latest with the order or acceptance of our goods and services our general terms of business are accepted. If a provision of the terms of business is provided ineffective in whole or in part, the contracting parties will replace this term, coming commercially as close as possible to that which was intended when the contract was concluded.
Offers made by NTG are not binding. Images, drawings and all technical details in brochures are usual in the industry. They are only binding if expressly stated in the contract. We reserve the right for technical and design modifications even after conclusion of the contract.
Cost estimate, drawings and other documents remain our property and are protected by copyright, and not accessible vis-a-vis third parties.
All prices are net, ex works, excluding packing. Ancillary costs (such as freight and insurance) are to be charged to the customer.
4. Terms of Payment
Our invoices are due immediately without discount deduction, as long as nothing else has been specified. Payments are also due if reworks will become necessary.
If the customer is behind schedule with payment he has to pay interest without reminder from the time of agreed due date, amounting to the lawful rate, however eight percent about the actual discount rate.
We are free to supply the orders depending on the payment of due debt.
5. Reservation of Ownership
Delivered goods remain in the ownership of NTG until they have been paid completely and also for future claims for what reason ever. This is also valid for payments paid to specially named claims.
6. Time of Delivery
Delivery and supply periods and dates are binding on us only when we have expressly agreed these in writing. A period has been observed when we make the subject of the contract or of supply available, before expiry of the period.
The delivery or supply period is extended appropriately in case of serious interruption, strike, delayed or fault supplies, natural phenomenon for which we cannot be held responsible. This also applies if such circumstances occur at our supplies.
The customer is responsible to set an appropriate period of grace of at least 14 days for carrying out the delivery. The customer has the right to withdraw from the contract, if the goods are not supplied within the given deadline. Assignment of claims is excluded in case of non-performance or delayed satisfaction of claim as well as consequential damages.
7. Passing of Risk
If not expressly agreed in writing our supply are "ex works". Insurance against damages is part of the customer. Claims of transport are immediately to direct to the carrier after receipt of the supply.
Should dispatch be delayed by the customer or reasons for which NTG is not responsible, the risk shall pass to the customer on the customer being advised of readiness for dispatch of the consignment.
From this time we are entitled to demand payment. The supply is for account and risk of the customer.
The customer is obliged to inspect the product for defects immediately after it has been made available. The customer has to notify us in writing of any apparent defect and in any case at the latest of 8 days after the product has been made available. Later claims are not deemed to have occured.
Partial deliveries and partial supplies are permissible.
NTG is granting a general warranty of 3 month beginning with the transfer of the goods to the customer. Is the dispatch delayed, for which we are not responsible, the warranty expires latest 3 month after notifying the readiness for dispatch. The time of passing of risk is conclusive for the delivery as agreed upon. NTG is to inform about faults immediately in writing.
We are liable for all parts that can be proved faulty or useless caused by inferior material, incorrect design or poor workmanship up to the expiring day of warranty. NTG will repair these parts immediately or send spare parts ex works at the disposal of the customer. Warranted qualities are only those named expressly in the order confirmation or technical information. Warranty expires latest at the time provided in the warranty. In case an acceptance test between the customer and NTG is agreed to the warranty is deemed to be fullfilled if the qualities concerned for the test are furnished proof.
The customer is entitled to immediate repair if the warranted qualities are not or only partly fullfilled. The customer has to grant NTG the necessary time for repair. The customer is entitled to reduce the price appropriately if repair succeeded not or only partly. Is the defect serious and it cannot be repaired within appropriate time, and deliveries or service are not only in considerable reduced measure usable the customer has the right to refuse the acceptance of the defect parts, or if a part delivery is economically unreasonable to withdraw from the contract.
NTG is only obliged to reimburse the amounts of the parts affected by the rescission. Excluded from the warranty are damages because of bad materials, faulty design or inadequate performance. Excluded are for example damages caused by improper work of third parties, project planning, operation and maintenance; by not consideration of our guidelines for operation and maintenance and force majeure (i.e. storm). Excluded are especially corrosion damages (for example by chemical or electro-chemical influences etc.), damages by unsuited operating materials and damages by overstress. Also excluded of the warranty are parts showing a natural sign of wear.
For outside products, which are essential part of the subject of delivery, our warranty is limited to the assignment of claims.
10. Exclusion of Liability
The customer has no rights besides expressly cited in item 9 because of shortage of material, design or completion, as well as missing warranted qualities. Particularly excluded are all not expressly cited claims for damages, reduction and cancellation of the contract or recission. In no case the customer is entitled to deliver replacement of damages, not caused at the article to be supplied (such as costs for the statement of the cause of damage and reports, loss of production, loss of use, loss of orders, lost profit as well as other direct or indirect damages).
Exclusion is valid for all cases of violation of contract and all claims of the customer for legal reasons. It is lso valid for a violation of ancillary duties (unsatisfied advice etc.).
11. Place of performance and jurisdiction
Place of performance is Gelnhausen