General Delivery and Payment Conditions of Victronic GmbH
1. Scope
The delivery and payment conditions mentioned hereinafter apply to all business relationships with our customers. The purchaser acknowledges these conditions as binding for this contract and all future business transactions. Any digressive agreement requires our written confirmation. The purchaser does not assert any of their own purchase conditions. These do not form part of the contract, not even by our silence or delivery.
2. Prices
All prices, including those in the order confirmation, are subject to change. Each delivery is made at the prices in effect at the time of delivery. A contract becomes effective only once the related order has been confirmed in writing by Victronic GmbH, or once it has been executed.
3. Delivery times
Victronic GmbH does not manufacture the goods offered. Although stated delivery dates are met to the extent possible, they are not binding. The contract is concluded with the proviso of proper and timely delivery by our own suppliers. In particular, Victronic is entitled to make partial deliveries if its own suppliers and manufacturers are verifiably in default of delivery. We reserve the right to intermediate sale in the case of warehoused goods. If a delivery is delayed by unforeseen events for which we are not responsible, the delivery period shall be extended appropriately. Liability and damage compensation due to delayed deliveries are expressly excluded.
4. Transfer of delivery and risk
Delivery and shipment shall be at the expense and risk of the purchaser. Risk passes to the purchaser once the goods have left our warehouse. Shipping and packaging costs are calculated according to expenses, and charged to the purchaser. For electronic and electromechanical components, we are entitled to provide additional or reduced amounts if exclusively complete packaging units must be delivered for reasons of quality or transport safety. In accordance with packaging regulations, we do not take back packaging used for transport or other purposes, except pallets. The purchaser shall arrange for disposal of packaging at their own expense
5. Order placement
Order placement results in an obligation to accept. Orders for standard products can be placed by telephone or in writing via fax/letter. Orders for customized products (e.g. LCD glasses and modules) must always be in writing. Applicable to all customer-specific products as well as special productions on behalf of customers are the manufacturer’s respective minimum order quantities. Applicable to standard orders is a maximum term of 12 months from the respective date of order.
6. Call orders
We do not accept call orders without fixed delivery schedules.
7. Order cancellations, deadline postponements
We do not accept the purchaser’s cancellations of orders for products which are customer-specific or procured by us exclusively on behalf of the purchaser. Cancellations for products from our standard inventory requires our express written consent. The order cancellation fee is generally 35% of the related contract value. Any other individual agreements regarding compensatory orders are made at the discretion of Victronic GmbH. Postponements of orders by the purchaser are only accepted for deliveries within the maximum term of 12 months from the respective date of order. After this period, we are entitled to deliver and invoice all remaining quantities.
8. Payments
Bills (domestic) shall be paid net within 30 days of the billing date. Each payment is settled against the oldest outstanding invoice amount, regardless of the payment’s designation. If a payment deadline is exceeded, we reserve the right to charge interest amounting to 5% above the Deutsche Bundesbank’s current discount rate. In the case of clients who are unfamiliar or whose credit ratings are not known to us, we require payment in advance or directly on delivery.
If a payment deadline or credit limit is exceeded, we also reserve the right to withhold delivery of goods until all claims are paid. Goods cannot be fetched. If the purchaser does not meet their payment obligations, or a request to open legal settlement or bankruptcy proceedings over the assets of the purchaser or their legal representatives is issued, the entire remaining debt plus all collection expenses, default interest and legal costs will be due for immediate payment. In such cases, we are entitled to declare withdrawal from all contracts, retrieve goods already delivered under retention of title, and demand reimbursement of all costs incurred through withdrawal..
9. Retention of title
Goods of Victronic GmbH remain its property until full payment of the purchase price, including all collection expenses, default interest and legal costs. Until full payment, the purchaser may neither pledge the reserved goods nor transfer them as security to third parties. If the purchaser becomes aware that goods supplied by us under reservation are to be impounded or confiscated, said purchaser is obliged to notify us immediately. The purchaser may sell the goods in the course of normal business. However, the purchaser already now cedes all claims against us in order to secure our general claim, without any special explanation being required for this purpose. In the case of reserved goods intended for further processing, we acquire joint ownership of the new articles in a measure equal to the share of the value supplied by us.
10. Complaints
The purchaser is obliged to check goods immediately upon receipt. Complaints must be issued in writing within 10 days of the invoice date. Unless expressly agreed, slight customary deviations in design and alternative products are no grounds for complaint. Returns require our prior approval, and are accepted only with a Victronic RMA number.
11. Guarantee
Because Victronic GmbH itself does not manufacture the delivered goods, the guarantee periods granted to us by the respective manufacturers apply. In case of a justified complaint about a deficiency and following consent by the concerned manufacturer, we normally supply a replacement or issue a credit note. Further claims, especially as regards damage compensation, liability for consequential damages, rescission or reduction are specifically excluded.
12. Place of fulfilment and jurisdiction
The place of fulfilment and jurisdiction is Bargteheide.
Delivery and payment conditions of Victronic GmbH: As of January 2016
