1. Scope of application
Deliveries, services and offers of the seller are made exclusively on the basis of these terms and conditions. At the latest with the acceptance of the goods or service, these terms shall be deemed accepted. The Buyer’s counter-confirmations referring to his terms of business are hereby rejected. Any deviations from these terms and conditions must be in writing. The offers of the seller are, also with respect to the prices, free and non-binding. Orders and orders require the written confirmation of the seller to be legally effective.
The price is stated in Euro plus VAT. Our prices are ex works of the seller, excluding freight, customs, postage, packaging and insurance costs.
3. Terms of payment
All payments must be made in Euro. Invoices are payable immediately without any deduction, unless otherwise agreed. A payment is only deemed to have taken place if the seller can dispose of the amount. The decision as to whether and to what extent bills of exchange or checks are accepted, the seller reserves the right. Acceptance is always made only for payment and does not include an agreement. Checks, as well as discount and exchange charges are at the expense of the buyer and are due immediately. If the payment conditions are not met, the purchaser declares his willingness to accept the bank interest and costs incurred by the seller. For the preparation of reminders, a fee of EUR 5.00 per reminder is charged from the second reminder. The buyer is entitled to offset only if the counterclaim is undisputed or legally established. If a substantial deterioration occurs in the purchaser’s assets or is subsequently known, then the seller is entitled to demand the entire residual debt or to demand advance and / or security payments.
Delivery dates or deadlines, which can be agreed bindingly or without obligation, require the written form. They are subject to the receipt of all documents required by the seller for the execution of the order. Delivery and performance delays due to force majeure and due to events which render the delivery considerably more difficult or impossible for the seller, the seller is not responsible. They entitle the seller to postpone the performance by the duration of the hindrance plus a reasonable start-up time or to withdraw from the contract in whole or in part because of the part not yet fulfilled. If the delivery time is extended or the seller is released from his obligation, the buyer can not derive any claims for damages from this. The seller is entitled to partial deliveries or partial services at any time.
5. Shipment and Transfer of Risk
The risk passes to the buyer as soon as the consignment has been handed over to the person carrying out the transport or has left the seller’s work for dispatch.
If the delivery item is defective or if it is not guaranteed or if it is damaged within the warranty period due to manufacturing or material defects, the seller will, at his choice, provide replacement or repair. Multiple repairs are allowed. If the seller’s operating or maintenance instructions are not followed, changes are made to the products, parts are replaced, or consumables are used which do not correspond to the original specifications, then any guarantee will be void if the buyer has made a correspondingly substantiated claim that one of these circumstances has caused the defect , Is not disproved. The statutory limitation period for warranty claims begins with the transfer of risk.
7. Limitation of liability
The seller is liable in full for damage caused by intentional or grossly negligent breaches of contract caused by himself or by a legal representative or by a vicarious agent. In the case of simply negligent breaches of contract, the seller is only liable if the contract is essential. Claims for damages are excluded insofar as the damage was not caused by intentional or grossly negligent behavior of the seller, a legal representative or a vicarious agent or by a breach of a duty essential to the performance of the contract. Liability is limited to the foreseeable damage at the time of signing the contract and covers at most the value of the contract object.
8. Changes to the design and / or software
The seller reserves the right to make changes to the design and the software belonging to the respective delivery item at any time without prior notice. However, the seller is not obliged to make such changes to products already delivered.
Drawings, concepts, illustrations and other technical documents and documents which are handed over to the buyer with an offer remain the property of the seller. If it does not come to the conclusion of the contract, they must be returned without delay. They may neither be duplicated nor made accessible to third parties. Any disassembling, decompilation or re-engineering of delivered hardware and / or software components constitutes a breach of the license agreement. Copies of the software may only be produced for backup purposes. In the event of a breach of the license agreement, a contractual penalty of 5 times the order value is due. This shall not affect the other rights of the Seller. All delivered products may only be used to the agreed extent and for the agreed purpose.
The Purchaser is solely responsible for compliance, obtaining and payment of any necessary permits for the operation and use of the purchased goods.
11. Reservation of title
We retain ownership of the goods delivered by us until the purchase price is paid. If the buyer is an entrepreneur or a merchant, we reserve the right to ownership of all goods delivered by us until the payment of our total requirements from the business relationship. In this case, the purchaser shall, in the event of the conclusion of the purchase contract, assign in full the sum of the claims due to him from the sale or any other legal ground against his customer with all additional rights.
12. Email collection
13. Place of Performance and Jurisdiction
The law of the Federal Republic of Germany applies to the entire legal relationship between the parties. The court of jurisdiction for all disputes is Siegburg.
In the case of translation, the original German version shall prevail and be legally binding.
Troisdorf (Germany), June 2017
Sonic Core GmbH