Conditions of purchase of Ingenieurconsult Cornelius – Schwarz – Zeitler GmbH (CSZ)

1. The following conditions of purchase are solely in force for all purchase orders: modifications, supplements, oral subsidiary agreements as well as delivery and payment conditions differing from theses terms of purchase are only in force, if they are confirmed in written form by the purchaser as „Supplement to the conditions of purchase“.

2. Orders and other agreements must be in written form.

3. For the execution of planning performances the „General Contract Conditions to Engineering Contract“ (AVI) are in force.

4. The supplier assumes the warranty for good material complying with the requirements as well as for good and appropriate execution.

5. The delivered goods have to comply with the legal regulations and safety recommendations of the respective special committees or associations, e. g. VDE, VDI, DIN, in the Federal Republic of Germany.
The required safety devices according to the accident prevention regulations as well as possible instruction of the manufacturer have to be supplied. On the delivery of goods the effective environmental regulations, especially the regulation of hazardous materials (latest version), have to be observed. The supplier is also responsible that these regulations are adhered.
Possible empty packaging or residues or remaining quantities have to be taken back and to be removed on his own responsibility.

6. The agreed date of delivery is mandatory. Deliveries before this date are only permitted with the agreement of the purchaser. If the supplier does not meet the date of delivery and if he does not deliver within unique period of grace, the purchaser has the right to cancel the contract and to claim for damages due to non-performance.

7. Effected payment does not mean acceptation of delivery or performance regarded as according to contract or faultless. Insufficient deliveries are to be repaired or to be repeated free of defects. If a grace period notification for a rectification of defects is not reasonable for the purchaser due to time reasons, the purchaser has the right to have the defects repaired and to charge the required expenses after having informed the supplier.

8. If the supplier does not fulfil his obligation of remedial action despite the demand with grace period notification by the purchaser, the purchaser has the right to cancel the contract and/or to claim damage.

9. The supplier exempts the purchaser and his incorporated companies as well as their customers from requirements of third parties due to infringement of industrial property right and copyright by the delivered goods in the European Community, the United States of America, Canada and Japan as well as these states, in which the supplier delivered similar goods. Hereby, all rights and obligations of the supplier and of the purchaser concerning infringement of trademark rights is finally regulated.

10. The agreed prices include free delivery to delivery address.

11. Issuing an invoice with order No., otherwise as agreed in the written order. Original documents such as measurements, daily wages reports, installation reports etc., if necessary, have to be enclosed to the invoice. Advance payments will not be effected.

12. The supplier is not allowed to circulate any information to third parties – technical or non-technical - , which he received by the purchaser in connection with the request for quotation or the order and which are not public. This is also valid for companies associated with the purchasing firm. Technical information of all kind, such as drawings, descriptions, specifications are not allowed to be passed to foreign countries, unless they are published or public. The supplier has to give back on the purchaser’s demand all documents such as drawings and descriptions after carrying out the order.
The purchaser has to consider the individual-related data of the supplier according to the German Data Protection Act.
The supplier will not furnish information to the purchaser which has to be considered as confidential. Hence, information given to the purchaser are not regarded as confidential. If the suppliers considers an exemption as necessary, this has to be agreed before acceptation of the order in written form.

13. Without any prior agreement of the purchaser, the supplier is not allowed to make assignments from deliveries and performances against the purchaser to third parties or to give sub-orders for the fulfilment of these orders. As far as the purchase of parts or materials by the supplier is usual or is necessary with regard to the order, it is not to be considered as sub-order.

14. Employees of the purchaser may not accept any benefits from the supplier or third parties.

15. Place of delivery is the delivery address.

16. Court of jurisdiction is Darmstadt.