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Terms and conditions of purchase

of Christophery Kunststofftechnik GmbH, Brilon

 

1. General

Only the terms and conditions of purchase given below here unto shall apply for our orders and sales contracts. Any changes or additions, or terms and conditions of sale of the supplier that differ from the present terms and conditions of purchase, shall only be accepted if they have been confirmed in writing as an addendum to our own terms and conditions of purchasing. Acceptance of the supplies and services or payment of the same does not imply any acceptance of the terms and conditions of sale of the supplier.

2. Ordering

2.1  Orders, sales contracts and delivery orders, and changes or additions to the same, must be made in writing. Delivery orders can also

        be made by data transfer. Oral agreements require our confirmation in writing before or at the time of conclusion of the agreement for

        them to be valid.

2.2  The acceptance of our order takes place without confirmation of order.  In the case of deviations to our order in quantity, price or date,

        we expect your contradiction with the possible delivery date within 48 hours.

2.3  The quality guidelines of Christophery GmbH shall be a constituent part of this contract.

3. Delivery

3.1  Deviations from our sales contracts and sales orders are only permissible on the basis of prior approval in writing. The agreed due

        dates and deadlines are binding. Compliance with the specified date or time of the delivery is calculated on the basis of actual arrival

        of the goods at Christophery.

       Teerms of deliveryis considered "CPT Brilon, Incoterms 2000", if not expressly agreed an upon with something else.

3.2  If the agreed due dates or deadlines are not met by the supplier for reasons for which he is to blame, then we are entitled, and without

       affecting or reducing our further legal rights and options, to at our choice withdraw from the contract at the expiry of a suitable additional

        period, after which we are entitled to reject the order, to obtain compensatory damages from a third party and / or request

        compensatory damages due to non-fulfilment. We have a right to claim recompense for all additional costs incurred as a result as a

        result of the delays in the deliveries or services for which the supplier is to blame. Acceptance of the delayed delivery or services also

        shall not mean that we give up our right to seek compensatory damages.

3.3  If the supplier envisages that difficulties will arise in production or the supply of materials or if circumstances under which he has no

        control arise and are expected to hinder the delivery by the due date and with the agreed quality, then the supplier must immediately

        inform our purchasing department of this.

3.4  The values determined by us at the inspection of the goods received by us shall apply for numbers of parts, weights and dimensions.

4. Force majeure

Force majeure, industrial disputes, disturbances on our operations for which we are not to blame, civil disorders, actions by official authorities and other unavoidable events entitle us to withdraw partially or wholly from the contract if the result of this action is a considerable reduction in our demand.

5. Notification of shipment and billing

The details given in our orders and delivery requests shall apply. One (1) copy of the invoice is to be sent to the relevant printed address; invoices are not to be attached to or included with the deliveries.

6. Basis of the prices and transfer of risk

If no other special agreement has been made, it is understood that the prices are to be on the basis of carriage paid to factory and are to include packing. The price shall not include Value Added Tax. The supplier bears the risk up until the time of acceptance of the goods by us or by our designated representatives at the place of delivery specified in the contract.

7. Terms and conditions of payment

The invoice is to be paid within 14 days after delivery with a deduction of 3 % for quick paymentor within thirty (30) days from the date of the invoice without deduction.This period runs from the point in time at which both the invoice and the goods have been received or the services provided. Payment is to be made subject to approvel of the invoice.

8. Warranty

8.1  Acceptance is done subject to checking for correctness and suitability. We are entitled to check the delivery or services to the extent that

       and as soon as this is possible in the course of regular business, and to lodge a complaint regarding any deficiencies or defects

        immediately after they are discovered that are found. The supplier thus gives up to this extent any recourse to objection on the grounds

        that the defect or deficiency was reported too late.

8.2  In the event of deficiencies or effects in the supplies or services and unaffected by any other rights affecting us on the basis of the laws

        and regulations in force, we are entitled at our choice to have a substitute delivery made at no cost to us or for the necessary making

        good to be done, to request a reduction in the purchase price (abatement) or to request a partial or total backing out from the contract

        (cancellation). Claims regarding physical defects are statute-barred and expire after two (2) years. The period concerning statutory

        claims starts as of the delivery of the object of the contract.

        The supplier shall hold us harmless with respect to third parties concerning deficiencies in title. The period for statutory claims for

        deficiencies in title is ten (10) years.

8.3  If additional checking of incoming goods over and above what is normally done is required as the result of a defective delivery, then the

        supplier shall bear the costs involved in such a case.

8.4  In urgent cases, and especially if it is necessary to ward off acute danger or to prevent excessive damage, we are entitled to make good

        the deficiencies or defects ourselves and at the cost of the supplier.

9. Product liability and recall

In the event that a claim is made against us by a customer or other third parties regarding product liability, the supplier is required to hold us harmless regarding such claims insofar as and to the extent that the damage had been caused by a defect in the product that had been provided by the supplier. However, this only applies in the event of culpable liability where the supplier was at fault. The supplier bears the burden of providing proof if the cause of the damage lies within the area of responsibility of the supplier. In such cases the supplier shall bear all the costs and expenses involved, including the costs of any legal action or recall actions. In principle we make a lump sum charge of EURO 100 for each complaint handled. Otherwise the relevant legal stipulations shall apply.

10. Carrying out work

Persons who carry out work on the premises of our company in fulfilment of the contract are required to comply with the stipulations of the relevant rules of our company; the regulations concerning entry into and leaving of the factory units are to be followed. We hereby explicitly exclude all liability for accidents suffered by said persons on the premises of our company unless they were caused by malice aforethought or gross negligence on our part.

11. Provision of materials 

All materials, parts, containers and special packaging provided by us shall remain our property. They may only be used in an appropriate manner. The processing of materials and the assembly of parts is done for. It is hereby agreed that we are joint owners in relation to the value of the materials that had been provided with respect to the value of the overall product concerning products that had been manufactured through the use of our materials and parts to the extent that these had been held in safekeeping for us by the supplier.

12. Confidentiality

Documents of all types that we make available to our suppliers, such as patterns, samples, drawings, models and the like, and all other information that has been provided and which has not been clearly marked as freely available for use by the public may not under any circumstances be made available to third parties unless this is necessary to ensure the fulfilment of the contract. Products that have been manufactured on the basis of our drawings, documents, models and the like or through the use of our moulds and tools may not be used by the supplier himself, nor offered or supplied to third parties.

13. Place of fulfilment

The place of fulfilment is the place at which the goods are to be delivered in accordance with the relevant contract.

14. Court of law

The court of law is to be at our choice either the head office of the supplier or the place of fulfilment. The purchasing agreement is to be subject to the law of the Federal Republic of Germany and shall exclude any rules concerning a choice of law.

 

Edition August 2008