General terms and conditions of CUTTING UNITED GmbH valid from January 2021
I. General, Scope
II. Offer and conclusion of contractIII. Transport and transfer of risk
IV. Deadlines and dates
V. Prices
VI. Payment terms
VII. Retention of title
VIII. Claims for defects and statute of limitations
IX. Trademark rights
X. Other liability
XI. Place of fulfilment
XII. Place of jurisdiction and applicable law
XIII. Final provision / Severability clause
I. General, Scope
1.1 These general terms and conditions (hereinafter referred to as "GTC") apply to CUTTING UNITED GmbH, Dorfstraße 129 B, 47259 Duisburg, Germany (hereinafter referred to as "CUTTING UNITED"). All deliveries (hereinafter referred to as "delivery item") and offers from CUTTING UNITED are based exclusively on these terms and conditions. These are part of all contracts that CUTTING UNITED concludes with its contractual partners (hereinafter referred to as “client”) for the deliveries or services it offers. They also apply to all future deliveries, services or offers to the client, even if they are not separately agreed again.
1.2 Entrepreneur within the meaning of these terms and conditions is a natural or legal person or a legal partnership who, when concluding a legal transaction, acts in the exercise of their commercial or independent professional activity. (§ 14 of the German Civil Code - hereinafter referred to as "GCC”)
II. Offer and conclusion of contract
2.1 All offers from CUTTING UNITED are non-binding and subject to change. The order by the client is considered as binding contract offer. The contract is only concluded when CUTTING UNITED confirms the order in writing to the client or, in individual cases, a written contract is concluded between the parties.
2.2 CUTTING UNITED only assumes a guarantee (in particular within the meaning of Sections 443, 444, 639 GCC if this has been explicitly promised in writing in the order confirmation or in advertising statements.
2.3 The deliveries and services of CUTTING UNITED are listed in the respective order confirmation, including possible attachments.
III. Transport and transfer of risk
3.1 The risk, in particular the transportation risk, passes to the client when the object of delivery has left the factory, even if partial deliveries are made or CUTTING UNITED provides other services, such as assuming the costs for shipping or delivery and assembly. At the request of the client, the shipment can be secured against theft, breakage, transport, fire - and water damage, and other insurable risks by CUTTING UNITED at his expense.
3.2 If an approval has to take place, this is relevant for the transfer of risk. It must be carried out immediately on the approval date, alternatively after the supplier has reported that the goods are ready for approval. The client may not refuse approval in the event of a minor defect.
3.3 If shipping or approval is delayed or not carried out as a result of circumstances that are not attributable to CUTTING UNITED, the risk shall pass to the client on the day of notification of readiness for shipping or acceptance. CUTTING UNITED commits to get insurances that the client requests, at the client’s expense.
IV. Delivery times - and dates
4.1 The delivery period is agreed individually or stated by CUTTING UNITED in the order confirmation when the order is approved and begins with receipt of the order confirmation, but not before receipt of the information to be provided by the customer for shipping and, if payment in advance is agreed, not before receipt the payment.
4.2 All delivery periods and dates are subject to unforeseeable production disruptions and timely delivery to us.
4.3 If CUTTING UNITED cannot meet binding delivery deadlines for reasons for which CUTTING UNITED is not responsible (unavailability of the service), CUTTING UNITED will immediately inform the client of this and at the same time notify the expected new delivery deadline. If the service is also not available within the new delivery period, CUTTING UNITED is entitled to withdraw from the contract as a whole or in part; CUTTING UNITED will immediately reimburse any consideration already paid by the client. A case of non-availability of the service in this sense applies in particular if the supplier fails to deliver on time, if CUTTING UNITED has concluded a congruent hedging transaction, neither CUTTING UNITED nor the supplier is at fault or CUTTING UNITED is not obliged to procure in individual cases.
4.4 The occurrence of the delay in delivery is determined by the statutory provisions. In any case, a reminder from the client is required. If CUTTING UNITED is in default of delivery, the customer can demand lump-sum compensation for damage caused by the delay. The lump sum for damages is 0.5% of the net price (delivery value) for each completed calendar week of delay, but no more than 5% of the delivery value of the delayed delivery item. CUTTING UNITED reserves the right to prove that the client incurred no damage or only significantly less damage than the flat rate above.
4.5 The rights of the client in these GTC and the statutory rights of CUTTING UNITED, in particular in the event of an exclusion of the obligation to perform (e.g. due to impossibility or impracticability of the service and / or supplementary performance), remain unaffected.
4.6 Delivery is made to the delivery address specified by the client. If the client has given an incorrect, incomplete or unclear delivery address, he bears all costs arising from this.
V. Prices
5.1 Deliveries are made at the prices according to the order confirmation.
5.2 If in individual cases not agreed otherwise, applicable prices ex works in Euro plus statutory value added tax, other governmental and regulatory taxes, and plus packaging-, transportation-, insurance-, installation- and instruction costs.
VI. Payment terms
The payment options are limited to payment via the payment service provider Mollie.
6.1 If you choose a payment method offered by the "mollie" payment service, payment will be processed by the payment service provider Mollie BV, Keizersgracht 313, 1016 EE Amsterdam, Netherlands (hereinafter: "mollie"). The inndividual payment methods offered via mollie are communicated to the client in the seller's online shop. To process payments, mollie can use other payment services, for which special payment conditions may apply, to which the client may be referred to separately. More Information mollie is available online at https://www.mollie.com/en/user-agreement . The terms of use of mollie can be viewed there.
6.2 Offsetting or exercising a right of retention by the client is only admissible with undisputed, admitted or legally binding claims.
VII. Retention of title
7.1 CUTTING UNITED reserves the ownership of all items delivered until full payment. The retention of title also continues until all claims from the business relationship with the client have been settled.
7.2 As long as ownership has not yet passed to him, the client is obliged to treat the purchased items with care. In particular, he is obliged to insure them adequately at replacement value at his own expense against theft, fire-, and water damage (note: only admissible when selling high-quality goods). If maintenance and inspection work has to be carried out, the client must carry this out in due time at his own expense. As long as ownership has not yet passed, the client must inform immediately in writing if the delivered item is seized or exposed to other interventions by third parties. If the third party is unable to reimburse CUTTING UNITED for the judicial and extrajudicial costs of a lawsuit in accordance with § 771 ZPO, the client is liable for the incurred loss.
VIII. Claims for defects and statute of limitations
8.1 The statutory provisions apply to the rights of the customer in the event of material defects and defects of title (including incorrect and short deliveries as well as improper assembly or inadequate assembly instructions), unless otherwise specified below. Claims from supplier recourse are excluded if the defective delivery item is handled by the client or another entrepreneur, e.g. by incorporating it into another product.
8.2 Any deviations in the design of the CUTTING UNITED products compared to the original equipment parts of the respective machine manufacturers are possible and serve the goal of an improved service life.
8.3 The client is obliged to examine the delivery item immediately upon receipt. Obvious defects must be reported in writing without delay, at the latest within 7 calendar days after receipt of the delivery; hidden deficiencies must be reported immediately according to GCC standards after being discovered. If the client fails to notify in due form and in due time, the delivery item is deemed to have been approved and any claims for defects expire. Incomplete or generalized reports for multiple defective parts will not be accepted and will result in result in the expiry of the claim for defects, if CUTTING UNITED does not have complete documentation at the end of the limitation period. The time of notification is the receipt of the defect notice by CUTTING UNITED.
8.4 If a delivery item is defective, the customer has the following rights: CUTTING UNITED is fundamentally obliged to provide supplementary performance. This is at its own discretion by eliminating the defects or by delivery of a defect-free item. Replaced parts return to the property of CUTTING UNITED.
8.5 Claims of the customer due to defectiveness of the delivery goods expire after 12 months. The statutory deadlines apply to intentional or malicious behavior as well as to claims under the Product Liability Act (Produkthaftungsgesetz).
8.6 The limitation period will not be renewed or extended by supplementary performance.
IX. Trademark rights
9.1 CUTTING UNITED does not make any claims to trademark rights. Should there be any overlapping or mentioning of certain brand- or product names from other manufacturers, this is for descriptive purposes only.
9.2 There is no connection whatsoever to the respective trademark owner. All brand- or product names mentioned are the property of their respective owners and not CUTTING UNITED.
X. Other liability
10.1 Unless otherwise stated in these GTCs, CUTTING UNITED is liable in the event of a breach of contractual and non-contractual obligations in accordance with the statutory provisions.
10.2 Claims for damages of any kind as well as claims for reimbursement of expenses are excluded both against CUTTING UNITED and against our vicarious agents and legal representatives, unless there is intentional or grossly negligent action, or essential contractual obligations have been breached through negligence. The above limitation of liability does not apply if the liability exists due to malice and / or an assumed guarantee. In the event of injury to life, body or health for which CUTTING UNITED is responsible, CUTTING UNITED is also liable for ordinary negligence.
XI. Place of fulfilment
Place of fulfilment for the delivery of the delivery item is our shipping point. The place of performance for payments and other services is the headquarters of CUTTING UNITED.
XII. Place of jurisdiction and applicable law
12.1 The exclusive place of jurisdiction for all disputes arising from or based on this contract is Duisburg if the client is a merchant, a legal entity under public law, a public special fund, or if he has no place of jurisdiction in Germany.
12.2 German law applies exclusively to all legal relationships between the client and CUTTING UNITED. The application of the UN sales law and the reference norms of international private law are excluded.
XIII. Final provisions / severability clause
Should any provision of these terms and conditions be or become invalid, this shall not affect the remaining parts of the terms and conditions. In this case, In this case, the provision that is invalid or has become invalid is to be replaced by a provision that corresponds to the intended purpose and is legally permitted.
Duisburg, January 2021
