I. Conclusion of contract
(1) The following general terms and conditions apply to all contracts concluded with us. They also apply to all future business relationships, even if they are not expressly agreed again. Offers from RWGMETAL are non-binding. Incoming orders are considered an offer. The customer is bound to this for 2 weeks after receipt of the order. A contract is only concluded by RWGMETAL's written order confirmation or by its delivery. It is based exclusively on these conditions; this also applies if RWGMETAL does not expressly object to any different conditions of the customer. Our general terms and conditions also apply if we execute the order without reservation despite knowing that the customer has conflicting or deviating conditions.
(2) Subsidiary agreements and amendments require the written confirmation of RWGMETAL.
(3) This also applies to conflicting general terms and conditions.
II. Property, copyright and trademark law, liability for infringement of intellectual property rights
(1) The customer is solely liable if the execution of his order, in particular when ordering contract work and other modifications to a work, infringes copyright or other protective rights of third parties. The customer is obliged to inform RWGMETAL immediately if he is notified of such violations. The customer hereby releases us from any liability arising from the violation of any copyright or other protective rights of third parties. This does not apply in the case of intent or gross negligence.
(2) If the goods delivered have been manufactured according to the customer’s instructions, the customer shall indemnify RWGMETAL against all claims made by third parties due to infringements of industrial property rights.
(3) We reserve ownership and copyright to our cost estimates, drawings and other documents. The documents may be made available to third parties.
(4) The transfer of ownership of a work piece produced by us (original or reproduction) does not transfer the copyright. We may refer to our company in an appropriate manner on the products of our service, unless the customer does not want this for important reasons and he already points this out when placing the order.
III Delivery
(1) Delivery dates are only valid if they are expressly confirmed by us. If the contract is concluded in writing, the delivery date must also be specified in writing. Delivery dates or deadlines that have not been expressly agreed as binding are purely non-binding information.
(2) If a delivery deadline is exceeded for reasons of our responsibility, the customer can only withdraw from the contract after setting a reasonable, written grace period. Claims for compensation for direct or indirect damage are excluded if the deadline was not exceeded intentionally or through gross negligence on our part. The above regulation does not apply to non-merchants. In the non-commercial sector, however, the assertion of indirect damages is excluded if we are only guilty of simple negligence with regard to the deadline being exceeded. If a service is delayed due to intent or gross negligence on the part of RWGMETAL beyond the date promised by RWGMETAL, claims under Sections 323 ff. of the German Civil Code can only be asserted after the expiry of a period of at least 3 weeks set by the customer.
(3) RWGMETAL is entitled to make partial deliveries to a reasonable extent. Deviations of the goods and services delivered from the order documents are permissible provided that they are only minor in accordance with the order and thus fully meet their purpose and destination in terms of the order.
(4) Shipping and delivery – even for partial quantities – shall be carried out on the purchaser’s invoice.
(5) When the goods are dispatched, the risk is transferred to the customer. This also applies if freight-free delivery has been agreed. If RWGMETAL dispatches the goods using its own means of transport, the risk is transferred to the customer when the goods leave the RWGMETAL warehouse. If the goods are ready for dispatch or collection and dispatch or collection is delayed for reasons for which the customer is responsible, the risk is transferred to the customer when the notification of readiness for dispatch or collection is received. RWGMETAL is entitled, but not obliged, to insure deliveries in the name and on behalf of the customer.
IV Prices and Terms of Payment
(1) Our prices are net, free delivery point. All shipping costs, in particular packaging, transport costs and transport insurance, as well as statutory value added tax, are borne by the customer. All prices and additional costs are calculated according to our price list applicable at the time of delivery.
(2) If a delivery period longer than 4 months after conclusion of the contract is agreed, the prices valid at the time of delivery will be charged. If the service owed by us cannot be provided until after 4 months have elapsed for reasons for which the customer is responsible, the price valid at the time of delivery shall apply even if a delivery period shorter than 4 months was agreed or a delivery time was not specified.
(3) Payments are due either immediately or after the payment deadline without deductions. Notwithstanding any other provision of the customer, payments will be offset against the older invoices. We reserve the right to generally require new customers to pay in advance or cash on delivery for the first three orders.
(4) In commercial transactions, the customer has no right of retention against RWGMETAL's claims. Set-off is only possible with counterclaims that are undisputed by RWGMETAL and legally established or undisputed.
(5) All of our claims, including those for which we have accepted bills of exchange or checks, or for which payment by instalments has been agreed, become due immediately if the terms of payment are not complied with or if we become aware of a significant deterioration in the customer's financial situation after the contract has been concluded. In this case, a credit report is sufficient as proof. RWGMETAL is then entitled to carry out outstanding deliveries and services only against advance payment or security (bank guarantee). If advance payment or security is not provided even after expiry of a reasonable grace period, RWGMETAL can withdraw from the contract.
(6) In the event of default, interest will be charged at a rate of twelve percent per annum, without the need for proof that RWGMETAL has taken out a bank loan for this amount. The reminder fee will be at least €10,00 per reminder.