Terms and Conditions

These Terms and Conditions of Delivery apply only to customers who are business entities within the meaning of Section 310(1) of the German Civil Code (BGB).

(1) We are entitled to accept the order within two weeks of receiving it.

This acceptance may be made either in writing or by delivering the goods to the customer. The order confirmation issued by us alone determines the scope of the delivery. Any subsequent additions or amendments to the order require our express written confirmation to be effective.

(2) If the goods are ordered electronically, we will immediately confirm receipt of the order to the customer. This confirmation does not in and of itself constitute a binding acceptance of the order.

(3) We reserve all existing copyrights to documents, calculations, etc., provided by us. These documents and materials remain our property unless otherwise agreed. Disclosure to third parties is prohibited unless we have given our written consent.

(4) All terms and conditions of delivery contained in previous catalog editions are superseded by these General Terms and Conditions of Business (ALB).

(5) Our offers are subject to change without notice. We reserve the right to make minor deviations or deviations resulting from technical advances in the design, construction, and performance of our equipment compared to the information provided in our catalogs, brochures, or on our website.

(6) Partial deliveries are permitted. These are generally to be regarded as separate transactions.

(1) Our delivery period begins upon dispatch of the order confirmation to the customer. However, the start of the delivery period specified by us is generally contingent upon the clarification of all technical issues and the details of the order.

(2) Our obligation to deliver is also contingent upon the timely and proper fulfillment of the purchaser’s obligations (e.g., provision of documents, permits, approvals, etc., to be obtained by the purchaser).

(3) The delivery period is deemed to have been met if the goods have been shipped by the scheduled expiration date or if the customer has been notified in writing that the goods are ready for shipment. If installation and/or assembly of the delivered goods has been agreed upon between the parties, the delivery period is also deemed to have been met if the assembly or installation takes place within the specified period.

(4) If failure to meet the agreed delivery period is due to force majeure, e.g., war, natural disasters, etc., or events such as strikes, etc., the delivery period shall be extended accordingly.

(5) If the buyer is in default of acceptance, we are entitled to demand compensation for the damages we have incurred. We reserve the right to assert further claims. If compensation for damages is claimed in lieu of performance pursuant to § 281 of the German Civil Code (BGB), we are entitled to claim 20% of the sales price as compensation, regardless of the possibility of claiming higher damages. The buyer remains free to prove that the actual damage did not occur or is significantly lower than the aforementioned lump sum.

(1) Prices listed in price lists, catalogs, or on the Internet are subject to change. Fixed-price agreements must always be made in writing.

(2) Our prices are “ex works” or ex distribution warehouse (EXW D-57518 Alsdorf, INCOTERMS 2010) and do not include packaging, shipping, installation, commissioning, or other incidental costs (e.g., customs duties); which will be billed separately.

(3) Statutory value-added tax is not included in our prices; it will be shown separately on the invoice at the statutory rate.

4) The deduction of a cash discount requires a specific written agreement and is otherwise not permitted.

(5) The purchase price is payable net within 14 days of the invoice date, free at the payee’s location. Upon expiration of the respective deadline,

the purchaser shall be in default of payment. The statutory provisions regarding the consequences of default in payment shall apply. The same applies to

separately invoiced partial deliveries.

(6) If a delivery is not made until more than four months after our order confirmation, we are entitled to base the price on the current prices of the goods.

(7) The purchaser is entitled to rights of set-off or retention only if their counterclaims have been legally established, are undisputed, or have been acknowledged by us, and are based on the same contractual relationship.

(8) Our representatives and installers are authorized to collect payments only if they can present a corresponding written power of attorney.

(9) Bills of exchange will not be accepted. Checks are accepted only on account of payment in all cases.

5. Installation and Assembly

(1) Unless otherwise agreed in writing, the purchaser shall bear the costs incurred by us for installation, assembly, etc., of the delivery. In addition to the agreed compensation, the purchaser shall bear all necessary additional costs, such as travel expenses.

If necessary, the customer must provide the following in a timely manner:

• assistant personnel or additional skilled workers
• all items necessary for installation, delivery, and commissioning
• the necessary electricity or water, as well as adequate heating and lighting

The necessary connections to the point of use must be installed by a qualified contractor.

• Lockable rooms for storing materials, tools, etc.
• Appropriate break rooms and restroom facilities for our staff

The costs incurred in this regard shall be borne by the customer.

(2) Before our installation personnel begin work, the customer must, if necessary, provide information on the location of concealed electrical, gas, or water lines without being asked.

(3) If installation, setup, or commissioning is delayed due to circumstances beyond our control, the Customer shall bear the costs incurred by us as a result.

(4) Upon completion of the delivered item, the customer must accept the delivery within two weeks at our request. Otherwise, acceptance shall be deemed to have taken place. This also applies if the customer begins using the delivered item. A report on the acceptance shall be drawn up and signed by the purchaser.

(1) Unless otherwise specified in the order confirmation, delivery is “ex works” (EXW

D-57518 Alsdorf, INCOTERMS 2010). If shipment of the goods has been agreed upon between us and the purchaser, we are entitled to determine the method of shipment.

(2) The risk of accidental loss and accidental deterioration of the goods passes to the purchaser upon handover; in the case of a sale by shipment, the risk passes upon delivery of the goods to the carrier or to any other person designated to carry out the shipment.

(3) If the purchaser so desires, we will insure the shipment; the costs incurred in this regard shall be borne by the purchaser.

(1) The assertion of claims for defects is contingent upon the purchaser having fulfilled its inspection and notification obligations under § 377

of the German Commercial Code (HGB). In particular, the equipment must be checked for proper function prior to commissioning, and the measuring instruments must be checked for correct readings or adjusted as necessary. The instructions in the user manual must be followed in this regard.

(2) Standard commercial tolerances regarding dimensions, weight, etc., do not constitute a defect.

(3) Should the purchased item be defective, we will initially, at our discretion, provide either repair or replacement. If we choose to remedy the defect, we are obligated to bear all necessary expenses, in particular transportation, labor, and material costs. This does not apply if the ordered goods have been moved to a location other than the place of performance and the costs increase as a result.

(4) Should our attempt at subsequent performance fail, the customer may rescind the purchase contract or demand a price reduction. However, if the breach of contract is only minor, the customer has no right of rescission. This applies in particular to only insignificant deviations from the specified quality.

(5) If the buyer receives defective assembly instructions, we are only obligated to provide non-defective assembly instructions. This also applies if the defect in the assembly instructions prevents proper assembly.

(6) The warranty period is one year for both new and used goods. In addition, the statutory warranty period of two years applies to the purchaser’s claims for damages that are aimed at compensation for bodily injury or damage to health or that are based on gross negligence.

(7) An assignment of warranty claims is only possible with our prior written

consent.

(8) We do not provide the purchaser with any guarantees in the legal sense. Manufacturer’s warranties remain unaffected by this provision.

(1) We reserve title to the purchased goods until full payment has been made for all services under the contracts concluded with the purchaser.

(2) The purchaser is obligated to handle the delivered goods with due care at all times and to insure them at its own

expense against fire, water, and theft damage.

(3) We are entitled to take back the purchased goods should the buyer default on payment. However, this does not constitute a withdrawal from the contract. Once we have taken back the purchased goods, we are also entitled to sell them. The proceeds thereby obtained shall be applied toward the purchaser’s liabilities.

(4) In the event of the seized goods being subject to attachment, the buyer must notify us immediately in writing.

(5) The buyer is entitled to resell the purchased goods in the ordinary course of business; however, the buyer hereby assigns to us all claims in the amount of the invoice total (including VAT) arising from such resale.

(6) We reserve the right to collect the claim ourselves. However, we will only exercise this right if the purchaser fails to meet its payment obligations and falls into default. The same applies if a petition for the opening of insolvency proceedings has been filed against the purchaser’s assets.

(7) The purchaser assigns to us all claims arising from the combination of the purchased item with a

real property.

In the case of a trial delivery of equipment, unless otherwise agreed, the purchaser must pay the shipping costs, as well as the costs for packaging and insurance and for any loss of value that may have occurred. In addition, the purchaser is liable for any loss or damage to the delivered goods for the duration of the trial period. Any return of the goods must always be made in a thoroughly cleaned condition and with shipping insurance at the purchaser’s expense.

Liability arising from a breach of obligations under the Equipment and Product Safety Act is limited to products placed on the market after May 1, 2004. Furthermore, claims for damages are limited to damages caused by an intentional or grossly negligent breach of obligations. Liability is limited—to the extent permitted by law—to the value of the product.

(1) The place of jurisdiction is our registered office.

(2) The laws of the Federal Republic of Germany shall apply; the applicability of the UN Convention on Contracts for the International Sale of Goods is excluded. This also applies if the customer is a foreign national or has its place of business abroad.

(3) Unless otherwise specified in the order confirmation, our place of business is

the place of performance.

(4) Should any individual provisions of the contract with the customer, including these General Terms and Conditions, be or become invalid in whole or in part, this shall not affect the validity of the remaining provisions.