Purchase Conditions of Antonics GmbH
1. Field of Application
For orders, order confirmations and contracts of Antonics GmbH for products and services apply these purchasing conditions; we do not recognize contrary or deviating from our Terms and Conditions of the supplier, unless we have expressly agreed to their validity before in writing.
All agreements made between us and the supplier in performance of contracts and orders for supplies and services are set forth in writing. Other agreements are valid only if they are in writing. The legal validity of an order, assignment or contract the supplier is obliged to confirm receipt of our order or commission within three working days. If our order or commission be not duly confirmed, so we always have the right to refuse acceptance of the delivery and performance of this order .
Our terms and conditions also apply to our future orders and the conclusion of contracts with suppliers, without a further reference to these conditions.
Our conditions of purchase apply only to contractors according to § 14 BGB.
2. Prices and Terms of Payment
Agreed prices are binding. They apply, unless otherwise agreed, for delivery FOB to the agreed delivery address (CPT) according to Incoterms 2010 including VAT. Invoices are to be sent to our office in 16727 Velten, Ameisenweg 5. This can only be processed if they are provided with our business logo and our order number; for any consequences arising due to non-compliance with this obligation responsible is the supplier.
Payment shall be made, unless otherwise agreed, within 30 days net from delivery and receipt of invoice.
The supplier without our prior written consent, which shall not be unreasonably denied, is not entitled to assign claims or have them collected by third parties.
3. Transport and Packaging
The supplier must ensure that the quality of the supplies will not be affected by suitable packaging for storage and transport to us or to the beneficiary of us as part of its quality management. As a result, he will deliver the goods exclusively in transport and packaging that meet these requirements. If applicable, a packing instruction must be defined. For "free" deliveries the supplier shall ensure that the products are delivered by us or our beneficiary in an appropriate and safe way.
4. Delivery, transfer of risk
Agreed delivery dates are binding for the supplier. If there is a delay in delivery or if such a delay becomes apparent, we must be informed immediately in writing, stating the reasons.
Unless otherwise agreed, the time of the transfer of risk is decisive for compliance with the delivery date. Unless otherwise agreed, the risk is only transferred to us after the goods have been handed over to the first carrier in accordance with the agreed shipping address carriage paid clause (CPT-Incoterms 2010).
In the event of a delay in delivery, we are entitled to statutory claims. In particular, we are entitled to demand damages instead of performance after a reasonable period of time has expired without result.
If we demand damages, the supplier has the right to prove that he is not responsible for the breach of duty.
The contractual conditions are decisive for the content, type and scope of the deliveries, in particular for quality, dimensions and quantities. Unless further requirements have been agreed, the services must be of commercial quality and, insofar as DIN, VDE, VDI or equivalent standards exist, in accordance with these. If the aforementioned standards are not relevant or are superseded by more specific standards, the more specific standards shall take precedence. In any case, the deliveries must be made and equipped in such a way that on the day of delivery they comply with the statutory and public-law provisions applicable at the agreed place of performance, in particular those of the Device Safety Act and the EC Machinery Directive and those relating to accident prevention.
6. Identification and traceability of products
All delivered parts must be clearly marked according to the specifications (if defined) and with the date of manufacture. This does not apply if other markings have been expressly agreed in writing.
In the event of an error detected by us, a conclusion must be possible in order to be able to limit the quantity of defective parts and the starting material.The supplier will inform us about his labeling system in such a way that we can make our own determinations to the extent necessary. Changes to the labeling must be documented in the parts history and are only possible with our prior approval.
7. Quality check at Antonics
With regard to the quality assurance obligations assumed by the supplier, the inspection and notification obligations incumbent on us in accordance with § 377 HGB are reduced. When the goods are accepted, there is regularly only an identity and quantity check as well as a check for transport damage in the form of an assessment of the packaging of the delivered products. In addition, depending on the result of the general quality assessment, we also carry out quality-related sample incoming inspections at regular intervals.
For this reason, the supplier must provide suitable documentation of the test characteristics resulting from the technical documents and the supplier's processes for all deliveries, which we will verify by means of random samples.
We are entitled to the statutory claims for defects in full; Irrespective of this, we are entitled to demand that the supplier rectify the defect or deliver new goods, at our discretion.
The expenses of removing or delivering new goods including all ancillary costs, e.g. The supplier bears freight, dismantling and reassembly costs.
The right to compensation, in particular the right to compensation in lieu of performance, remains expressly reserved.
The limitation period is 24 months, calculated from the transfer of risk.
9. Product Liability
If the supplier is responsible for product damage, he is obliged to indemnify us from claims for damages by third parties upon first request if the cause lies within his sphere of control and organization and he is himself liable to third parties.
10. Copyright, Confidentiality
We reserve all property rights and copyrights to illustrations, drawings, calculations, samples, forms, models and other documents that the supplier has received from us; they may not be made accessible to third parties without our express written consent. They are to be used expressly for the order placed and may only be reproduced with our express consent. Upon request, but at the latest after the order has been processed, they must be returned to us without being asked.
11. Disposal according to the Electrical and Electronic Equipment Act
The supplier assumes the obligation to properly dispose of delivered goods that fall under the Electrical and Electronic Equipment Act after the end of use by our customers and/or their other customers at the supplier's own expense in accordance with the statutory provisions.
The supplier releases us from the obligations according to Section 10, paragraph II of the Electrical and Electronic Equipment Act (manufacturer's obligation to take back) and related third-party claims.
Our claim for acceptance/release by the supplier does not become statute-barred before the expiry of two years after the final end of use of the device. This period begins at the earliest when we receive written notification from the customer and/or his customers about the end of use.
12. Jurisdiction - Place of Performance - Applicable Law
If the supplier is a merchant, the place of jurisdiction for disputes is Oranienburg or, in the case of higher amounts in dispute, Neuruppin as agreed.
We are also entitled to sue the supplier at his general place of jurisdiction if no action has already been taken.
Unless otherwise agreed, our company headquarters in Velten is the place of performance for payments and the place of transfer of risk for deliveries.
The law of the Federal Republic of Germany applies to all legal relationships between the supplier and us, excluding the United Nations Convention of April 11, 1980 on contracts for the international sale of goods.