2023 | 06 Delivery and payment terms & conditions of Lock Antriebs- technik GmbH, Ertingen/Germany, valid for companies placing orders with their head office locations inside the European Union or Switzerland § 1 – Scope, form 1.1. These general terms and conditions of sale apply to all business transactions with our customers („Purchasers“). These general terms & conditions of sale only apply if the purchaser is a businessman (section 14, German Civil Code [BGB]), a legal person under public law or a special fund under public law. 1.2. In particular, these general terms & conditions of sale apply to contracts relating to the sale and/or delivery of movable items („Goods“) irrespective of whether we manufacture those goods ourselves or purchase them from sub-contractors (sections 433, 651 of the German Civil Code [BGB]). Unless otherwise agreed, these general terms & conditions of sale apply at the time the purchaser places an order in accordance with the currently valid version of the general agreement, i.e. the one most recently communicated to him in text format, as well as to future contracts of the same nature without the need for us to refer to them in each individual case. 1.3. Our general terms & conditions of sale apply without exception. Deviating, opposing or supplementary general terms & conditions of business of the purchaser shall only become part of the contract and applicable if we have expressly consented to them. This requirement for consent applies in all cases, for example even if we execute a delivery to the purchaser without reservation and in full knowledge of the general terms & conditions of business of the purchaser. 1.4. Individual agreements made in isolated cases with the purchaser (including subsidiary agreements, supplements and amendments) always take precedence over these general terms & conditions of sale. For the content of agreements of this nature, subject to counterevidence, a written contract and/or our written confirmation is authoritative. 1.5. Significant legal explanations and announcements by the purchaser in relation to the contract (e.g. the setting of deadlines, notification of defects, withdrawal from contract or reduction), must be submitted in written or in text form (e.g. letter, e-mail, fax). Legislative formal requirements and other forms of verification, in particular in relation to doubts raised about the legitimacy of the declaring party are not affected. 1.6. References to the applicability of legislative stipulations shall only be for the purposes of clarification. Even without clarification of this nature, the legal stipulations shall therefore apply, unless these are amended or expressly excluded in these general terms & conditions of sale. § 2 – Conclusion of contract 2.1. Our quotations are without obligation and are subject to change without notice This also applies if we have provided the purchaser with catalogues, technical documentation (including drawings, diagrams, calculations, computations, references to DIN standards), other product descriptions or documents - including in electronic form - to which we retain title and copyright. 2.2. The ordering of goods by the purchaser is viewed as a contractually binding offer. Unless something else arises from the order, we are entitled to accept this contractual offer within 3 weeks of its arrival with us. 2.3. Acceptance can either be announced in writing (e.g. In the form of an order confirmation) or by delivery of the goods to the purchaser. § 3 – Delivery lead time and arrears over delivery 3.1. The delivery lead time is agreed on an individual basis and/or is announced by us when the order is accepted. If this is not the case, the delivery lead time is then approximately 3 weeks from the date of conclusion of contract. 3.2. In cases where we are unable to meet delivery commitments for reasons over which we have no control (non-availability of service), we shall inform the purchaser to this effect immediately and, at the same time, shall notify the purchaser of the anticipated new delivery date. If the service is still not available within the new delivery lead time, we are entitled to withdraw from the contract either wholly or in part. In such cases, we would immediately reimburse the purchaser for any payment that may already have been made against this. An example of non-availability of a service in this context applies in particular to late deliveries to ourselves by our suppliers, in cases where we have concluded a congruent hedging transaction, where neither we nor our suppliers are responsible or in individual cases where we are not obliged to source materials. 3.3. The onset of a delay in delivery is defined in legislative provisions. In all cases, a reminder must be obtained from the purchaser. If we go into arrears over delivery, the purchaser is entitled to demand compensation for this delay on the basis of liquidated damages. For every completed calendar week, those shall amount to 0.5%, but not more than a maximum of 5% of the value of the goods delivered in arrears. We are at liberty to prove that no damage occurred whatsoever, or that any damage that may have occurred was far less serious than the lump-sum claim can justify. 3.4. This does not affect the rights of the purchaser in accordance with Section 8 of these general terms and conditions of sale nor our legal rights, in particular in cases that exclude any obligation to provide indemnification (e.g. impossibility of providing the service or unacceptability of the service and/or its subsequent performance). § 4 – Delivery, transfer of risk, inspection and approval, default of acceptance 4.1. Goods are supplied ex-stock, regardless of where the place of delivery and of any subsequent performance required may be. On demand and at the expense of the buyer, the goods may be dispatched to a different destination (sale by delivery to a place other than the place of performance). Unless otherwise agreed, we are entitled to determine the type of shipping (in particular the transport company, dispatch route, packaging) ourselves. 4.2. The risk of accidental loss and of incidental deterioration of the goods is transferred by no later than the handover to the purchaser. However, in relation to a sale by delivery to a place other than the place of performance, the risk of accidental loss and of incidental deterioration of the goods is transferred and the risk of late delivery passes to the freight forwarder, the haulage contractor or any other defined person or institution appointed to expedite the goods. In cases where inspection and approval General terms of supply and payment LOCK BEWEGT // LOCK MOVES 4 Terms & Conditions of Business CHAPTER 12 – INFORMATION
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