1. Offers and order acceptance
1. All offers are non-binding. For offers made from “stock inventory”, we reserve the right to make prior sales to other parties.
2. We will retain sole ownership and copyright over offers, cost estimates, images, drawings, and other documents. Duplicating such documents or transmitting them to third parties is not permitted.
3. Orders will only be considered accepted once we have confirmed them in writing. We reserve the right to make changes, as long as these are reasonable for the purchaser. Oral agreements of any kind, including agreements by travelers and agents, will only be considered valid once we have confirmed them in writing.
4. By accepting the order confirmation, the ordering party agrees to the following conditions. Any conditions printed in its own order forms, letterhead, etc. or mentioned in correspondence will be considered revoked unless we have expressly confirmed them in writing..
5. Additional or reduced quantities are permitted for custom-made propits.
2. Data privacy
The object of data privacy regulations is personal data. Personal data includes individual details about personal or factual circumstances of an identified or identifiable natural person (a data subject) under Sec. 3 para. 1 of the Federal Data Protection Act.
Personal data includes:
- Mailing address
- Contact data such as telephone, fax, or e-mail, etc.
In general, it is not necessary to provide personal data to use our website. Therefore, in general it is not necessary to enter, transmit, or save personal data.
If you commission us to perform services for which personal data must be input, transmitted, and/or saved in the individual case, we collect, save, and use your data only to the extent that this is necessary to perform the service or carry out our contractual obligations. We will only use your e-mail address to send newsletters and propit information for our own purposes if you have expressly granted your consent for us to do so.
If personal data is collected in an individual case, we will not transmit your data to third parties without your express consent.
Please note that online data transmission (such as through e-mail communication) may be subject to gaps in security. There is no way to ensure seamless protection for your data against third parties access.
3. Special provisions
For propition according to customer drawings, samples, or other instructions from the customer, we accept no guarantee or liability for the functional capabilities of the propit or for any defects, insofar as these are related to the customer's instructions. The customer shall indemnify us against any third party claims, including claims resulting from propit liability, against us due to damages caused by the goods, unless we have caused these damages through gross negligence or intentional action.
4. Delivery times
1. Delivery terms begin on the date the order is confirmed, but not before all details of the order have been clarified.
They are considered fulfilled if the goods have left our factory by the end of the delivery term or if we have sent notification that they are ready to ship. Delivery terms shall be extended as appropriate, in consideration of our overall planning, if the purchaser does not fulfil its obligations towards us, makes changes to the order, or does not fulfil all of its obligations, such as providing required official certifications or permits or making payments. We must receive goods correctly and promptly in order to comply with set delivery terms. We will inform customers as soon as possible of any delays which occur.
If it is not possible to comply with delivery terms due to force majeure (war, strike, lockout, environmental damage, extraordinary weather, fire, accidents, etc.), labour disputes or other events outside of our control, the delivery term shall be extended appropriately. We will inform the purchaser of the start and end of such circumstances as soon as possible. The purchaser can withdraw from the agreement without notice if it is impossible for us to provide the entire service before the transfer of risk. The purchaser can furthermore withdraw from the agreement if it is impossible to provide part of the delivery for an order, and if they have a legitimate interest in rejecting a partial delivery. If this is not the case, the purchaser must pay the contractual price for the partial delivery. The same applies to our inability. Further claims, in particular claims for damages that do not affect the delivered goods themselves, are excluded unless they are based on gross negligence or intentional violation of duties by us or our legal representatives or agents, or unless they relate to damages from personal injury, death, or injury to health resulting from gross negligence by us or a grossly negligent or intentional violation of duties by our legal representative or agent. We are also entitled to withdraw from this agreement if circumstances outside of our responsibility make it impossible for us to perform our services for the foreseeable future. Deliveries shall be completed in accordance with delivery specifications or, if there are no delivery specifications, at our own discretion. All partial deliveries under a single order or contractual relationship shall be considered a single uniform transaction, even if the partial deliveries are charged.
2. If goods are ready to ship and the shipment or acceptance is delayed for reasons for which we are not responsible, risk shall be transferred to the customer when we send notification that the shipment is ready.
Our following General Conditions of Sale apply to our deliveries, and include passages intended to protect us against insolvency. We request your understanding. If there are deviations from these conditions, they will be mentioned specifically in offers and order confirmations.
3. Professional acceptance:
If goods are delivered with our delivery vehicles, the purchaser is obligated to provide sufficient personnel for unloading. At least one professional worker must accept the goods appropriately on behalf of the purchaser. If the purchaser has not provided any professional workers when the delivery vehicle arrives, we are entitled to unload goods without professional acceptance. The prices applicable on the delivery date will be charged, no matter whether they have been increased or lowered in the meantime. The purchaser is only entitled to withdraw from the agreement because prices change from the prices agreed when the contract was concluded if this condition was agreed to in the individual case.
5. Shipment and transportation
1. If not otherwise indicated in the order confirmation, a delivery ex works is agreed.
2. Shipment and transportation is completed at the risk of the ordering party, even if goods are to be delivered carriage paid. Risk shall be transferred to the ordering party once goods are handed over to an external freight carrier or unloaded from our delivery truck at the customer's location.
3. Packaging costs:
Our fittings require packaging to protect them against transport damage.
Costs for this packaging are not included in our prices, but are rather charged based on actual expenses:
"Packages up to 2 kg shipped weight 6.00 € "
"Packages up to 5 kg shipped weight 7.00 €"
"Packages up to 10 kg shipped weight 9.00 €"
"Packages up to 15 kg shipped weight 10.00 €"
"Packages up to 20 kg shipped weight 12.00 €"
"Packages up to 30 kg shipped weight 13.00 €"
"Packages up to 40 kg shipped weight 17.00 €"
Disposable pallets 15.00 €
Pit packaging set 15.00 €
Pallet exchange fee:
Euro flat pallets 8.00 €
Euro mesh box pallets 10.00 €
6. Dimensions and weights
All of our propits are subject to continuous ongoing development and therefore undergo design changes. Weights and dimensions, therefore, are only approximate and the images in the catalogue and offers are only non-binding examples.
7. Complaints and liability for defects
1. The obligations of Sec. 377 HGB (Commercial Code) apply, with the stipulation that the purchaser must submit written notification of all recognisable defects, missing quantities, or incorrect deliveries within 5 business days after delivery and in any case before processing and installation.
2. We will be liable for 12 months after delivery for all defects not immediately recognisable, notification of which must be submitted promptly after they are detected.
3. If complaints are legitimate and are submitted within the given terms in the sense of Sec. 434 para. 1 BGB (German Civil Code), we will replace or repair the goods at our own discretion. Replaced parts will be considered our property. The purchaser is only entitled to withdraw from the agreement or reduce payment if we determine that a repair or replacement cannot be provided or we do not comply with the deadline to do so. If the repair or replacement is not provided, or if assured properties are not fulfilled, the purchaser may demand a repition of compensation or may revoke the agreement.
4. Our purchasers may only have defects discovered rectified by their own recognised technicians if we have expressly agreed to this. In any case, we have the right to inspect any defects found on site. Further claims, in particular claims for damages that do not affect the delivered goods themselves, are excluded unless they are based on gross negligence or intentional violation of duties by us or our legal representatives or agents, or unless they relate to damages from personal injury, death, or injury to health resulting from gross negligence by us or a grossly negligent or intentional violation of duties by our legal representative or agent.
5. Assured properties must be expressly labelled as assured. Technical information we provide on the service rendered, the use, etc. (such as DIN standards, dimensions and weights, hardness, consumption values) relate to the general character and type of goods in question, and are not considered assured properties of the goods.
6. We reserve the right to make changes to our propits for the purpose of technical advancement.
7. In order for this warranty to apply, the ordering party must fulfil its contractual duties and must comply to the DIN regulations and other standard engineering practice applicable to the installation and inspection. Negotiations regarding complaints will not waive our right to object that a complaint was not submitted promptly or was not sufficient.
8. Return deliveries
1. Returns are only allowed with our written approval.
2. We will only accept returned goods in perfect condition and if they are shipped back free of charge. Accepted goods will be credited, minus a 20% processing fee. Any reworking costs will be invoiced separately to the customer.
3. No custom produced goods or goods specifically purchased at the customer's request or goods that no longer fulfil the technical specifications of our current valid sales documents will be accepted.
1. Unless otherwise agreed, prices are considered ex works, including loading in the factory, but not including packaging and unloading. Prices do not include VAT in the current statutory amount.
2. We will deliver free of charge or carriage paid to the borders of the Federal Republic of Germany above a net goods value of 2,500.00 €.
3. We will charge additional costs for special deliveries (express deliveries, express freight, and parcels) separately.
4. Small orders under 200.00 € are invoiced without discounts.
5. Expedited purchases will result in significant costs that are not included in normal calculations.
Additional costs due to expedited purchases may result in separate invoices in some cases. We will inform you of this in the individual case.
10. Daily price regulation
The prices applicable on the delivery date will be charged, no matter whether they have been increased or lowered in the meantime. The purchaser is only entitled to withdraw from the agreement because prices change from the prices agreed when the contract was concluded if this condition was agreed to in the individual case.
1. If not otherwise agreed, payments must be made net, free of charge and without discounts within 30 days of the invoice date or shipment date.
2. We will grant a 2% discount for payments made within 10 days, and a 3% discount for advance payment before goods are shipped or cash on delivery.
3. If payments are not made on time, we are entitled to charge default interest of 8 percentage points APR. We are furthermore entitled to assert any further damages we suffer due to the delay. No warnings are required. If payment is provided by bill of exchange, check, or other paper method, costs for discounting and collection shall be charged to the ordering party. Bills of exchange shall only be accepted as conditional payment and conditional on the option to discount.
4. The ordering party is not entitled to withhold or offset payments, not even due to complaints or counter claims, unless the counter claims are undisputed or have been established in a court of law. The ordering party shall have no claims due to delayed invoicing.
5. The ordering party must be appropriately creditworthy for us to fulfil our delivery term. If there is any doubt abou tthe ordering party's creditworthiness while carrying out the agreement, we are entitled to demand security payments or advance payment. If the debtor falls into default with payment, all of our claims and any outstanding transactions will be due for immediate payment. We will accept no obligation to prompt notification and protest.
12. Ownership rights
1. We shall retain ownership of goods delivered by us until all claims, including conditional and future claims, to which we are entitled under the business relationship against the ordering party are fulfilled. Goods subject to this retention of ownership may only be sold in the ordinary course of business, but may not be sold if the purchaser is in default.
2. The purchaser is not entitled to pledge these goods or use them as a security. We must be notified immediately of seizure by a third party. Any processing and reworking, combining, or mixing carried out by the purchaser shall be completed on our behalf and shall not result in any liabilities for us.
3. Unless we have already obtained ownership or co-ownership under the law, the purchaser hereby already assigns co-ownership to us of goods or inventory belonging to it in the same value as our goods, and shall care for said goods on our behalf with proper due diligence. We have rights of access and disposition to goods under our retention of ownership at any time.
4. The purchaser hereby assigns all claims against third parties to which it is entitled in conjunction with the use of goods under our retention of ownership, in particular claims related to resale, processing, or installation, to us in the amount of the invoice. This assignment shall secure all claims we have against the purchaser.
5. The purchaser is entitled to collect the assigned claims until this right is revoked by us, which we may do at any time. This right to collect shall expire even if not expressly revoked in case of a delay, returned check or bill of exchange, or if the purchaser ceases payment. If the value of existing securities exceeds these claims by more than a total of 20%, upon request by the purchaser we are obligated to release the purchaser from securities at our discretion
6. If the purchaser behaves in a manner that violates the agreement, in particular falling into default of payment, we are entitled to take back the delivered goods after giving a warning, and the purchaser is obligated to turn over the goods.
7. If an application is submitted to open insolvency proceedings against the purchaser's assets, this will entitle us to withdraw from the agreement and to request immediate return of the delivered goods.
The ordering party’s rights under the agreement are not transferable without our approval.
14. Place of jurisdiction
1. The law of the Federal Republic of Germany applies, excluding the UN Sales Convention.
2. The place of jurisdiction and place of fulfilment is Braunschweig.
However, we are also entitled to lodge a complaint at the ordering party's headquarters. In international agreements, we are also entitled to lodge a complaint with the court of the capital of the country where the ordering party is headquartered.
3. In international agreements, at our discretion the court of the capital of the country where the ordering party is headquartered may also have jurisdiction. The contractual relationship is subject to German law.
15. Inspections and acceptance
We may request the following certifications of completed delivery inspections:
1. Factory certification 2.2 in accordance with DIN EN 10204, order number 0387970, 13.90 € per certificate
2. Acceptance inspection certification 3.1 B in accordance with DIN EN 10204, order number 0387971, 27.60 € per certificate
Since the 3.1 certificate is subject to a specific inspection, the certificate must be ordered when goods are ordered.
16. Severability clause
If a provision of this agreement is or becomes invalid, this shall not affect the validity of the remaining provisions.
Braunschweig, December 2016
WILHELM EWE GmbH & Co. KG