1. Scope
These terms apply to all deliveries and services to business customers. Conflicting terms are not binding.

2. Contract Formation
Offers are non-binding. Contracts are concluded upon written confirmation or by delivery. Technical data is binding only if explicitly agreed.

3. Prices and Payment
Prices are EXW (Incoterms® 2020), excluding packaging, transport and applicable VAT.
Unless otherwise expressly agreed in writing in the respective contract, the following payment terms shall apply:
• 70% upon order
• 30% upon readiness for shipment and before release
Release to the carrier shall only take place after full payment has been received. In the event of delayed payment, the supplier shall be entitled to suspend further deliveries or services, or to perform them only against advance payment.

4. Delivery
Delivery times are non-binding unless confirmed. Partial deliveries are permitted. Delays caused by force majeure, suppliers, or the customer extend delivery periods accordingly.

5. Risk
Risk passes upon handover to the first carrier.

6. Customer Obligations
The customer shall provide all necessary:
• technical data
• infrastructure
• utilities
• access.
Delays or errors are the customer’s responsibility.

7. Installation
Installation services are only provided if agreed separately. No liability is assumed for work performed by third parties

8. Acceptance
If agreed, acceptance takes place after delivery or commissioning. If not performed within 14 days, the delivery is deemed accepted. Use of the equipment constitutes acceptance.

9. Warranty
Obvious defects must be notified in writing without delay.
Hidden defects must be reported immediately upon discovery.
Warranty period is 12 months. Remedy shall be at the supplier’s discretion (repair or replacement) No liability for:
• misuse
• wear
• modifications

10. Failure to Accept
If the customer fails to accept delivery,
• costs of storage
• risks remain with the customer.
The supplier may claim damages.

11. Cancellation / Withdrawal
In the event of withdrawal or cancellation by the customer, the supplier shall be entitled to claim compensation for costs already incurred, as well as lost profit.

12. Liability
Liability is limited to:
• intent
• gross negligence
• essential obligations
Maximum liability is limited to 10% of the contract value or insurance coverage, whichever is lower. No liability for indirect or consequential damages, including loss of profit.

13. Retention of Title
Goods remain property of the supplier until full payment.

14. Force Majeure
Performance may be suspended. If exceeding 6 months, either party may withdraw.

15. Export / EORI
The customer shall be responsible for compliance with all export, import and customs regulations.

16. Intellectual Property
All documents and technical concepts remain property of the supplier.

17. Law
German law applies.
Jurisdiction: Heilbronn.
CISG excluded.