Gulbinat Systemtechnik
GmbH & Co. KG
Bauerland 12
28259 Bremen
Germany
Telephone: +49 0421 830091-0
Email: [email protected]
Our conditions of sale shall apply exclusively. Any of the Buyer's conditions which may be different from our conditions of sale shall not apply.
The purchase order is a binding offer to purchase. At our discretion we may accept the offer to purchase within 2 weeks by sending an Acknowledgment of Order or by sending the Buyer the ordered goods within that period. Any documentation which is part of the offer to purchase, such as illustrations, drawings, weights and measurements, shall only be approximate unless they have been explicitly referred to as binding. We reserve the property rights and copyright in cost estimates, drawings and other documentation - they must not be made available to third parties. We undertake to only make drawings referred to by the Buyer as confidential available to third parties with his consent. If after conclusion of the contract circumstances come to our attention which raise justified doubts about the Buyer's solvency or willingness to pay, we shall be entitled to withdraw from the contract or demand prepayment of the entire sum of the order.
Unless otherwise indicated in the Acknowledgment of Order, our prices are to be understood ex works, plus statutory Value Added Tax. Our invoices shall be payable net within 30 days or with 2% cash discount within 10 days, without any other deductions. If the Buyer defaults on payment, we shall be entitled to demand default interest in the amount of 6% above the applicable bank rate in the Federal Republic of Germany. If we are able to provide evidence of a loss due to default, we shall be entitled to claim compensation for it. Orders with a net value of € 15,000 and above shall be subject to the following method of payment unless otherwise explicitly agreed. 1/3 down payment after receipt of Acknowledgment of Order. 1/3 as soon as the Buyer has been informed that the principal parts are ready for dispatch Balance within a further month. In the case of contracts where a period of over 4 months has been agreed for delivery we reserve the right to increase the prices according to any cost increases due to collective pay agreements or rises in the cost of materials. If the increase is in excess of 5% of the agreed price, the Buyer shall be entitled to withdraw from the contract. The Buyer shall only be entitled to set off amounts if his counterclaims have been confirmed in a court of law, if they are undisputed or if they have been acknowledged by ourselves.
If we default on delivery, our obligation to provide compensation in the event of slight negligence shall be limited to the amount of 50% of the foreseeable damage or loss. The Buyer shall only have entitlement to further compensation if the default is due to intent or gross negligence.
If there is a defect for which we are responsible, we shall be entitled, at our discretion, to remedy the defect or deliver a replacement. If the defect is remedied, we shall be obliged to bear all the expenditure necessary for eliminating the defect, particularly cost of transport, cost of making journeys, cost of labour and materials, unless they are higher because the goods have been transported to a place other than the place of performance.
If the remedying of the defect fails or if we are not willing or not in a position to remedy the defect or deliver a replacement or if it is delayed beyond reasonable times and it is our fault, the Buyer shall be entitled to withdraw from the contract or demand a reduction in the purchase price. Beyond that the Buyer shall have no further claims, particularly no claims to compensation including loss of profits or other financial loss incurred by the Buyer. The above limitations of liability shall not apply if the cause of the damage or loss is due to intent or gross negligence. Nor shall they apply if the Buyer files compensation claims for the lack of a guaranteed property. If an obligation essential to the contract is negligently violated, our liability shall be restricted to the foreseeable damage. The warranty period shall be 6 months as of handing over the goods. The same period shall apply to any claims for compensation for defects and consequential damage unless claims are filed on account of tort.
We reserve the title in the goods up to receipt of all payments due under the contract. If the Buyer violates the contract, we shall be entitled to take back the goods. By taking back the goods or seizing the goods subject to retention of title, we withdraw from the contract. In the event of any seizures or other intervention by third parties, the Buyer shall notify us of them in writing without delay. Any processing or restructuring of the goods by the Buyer shall always be performed on our behalf. If the goods are processed together with other items not belonging to us, we acquire co-ownership of the new item according to our proportion of the value of the goods in relation to the processed items at the time of processing. If the goods are mixed with other items not belonging to us, we acquire co-ownership of the new item according to the proportion of value of the goods in relation to the other mixed item at the time of mixing. If the Buyer's item is to be regarded as the principal item, the Buyer shall transfer pro-rata co-ownership to us. Upon request by the Buyer we undertake to release any securities to which we are entitled in as much as the value of our securities exceeds the debts being secured by more than 20 %.
The place of performance and jurisdiction shall be the placewhere we have our registered office. All business which is conducted with foreign contracting parties shall be subject to the laws of the Federal Republic of Germany. The place of performance for payments shall be Wilhelmshaven. If the Buyer is a registered merchant, the place of jurisdiction shall be the place where we have our registered office. However, we shall be entitled to also sue the Buyer at his place of residence or registered office. Any amendments or additions to these conditions of sale, including any amendment to this clause, shall be made in writing. If any clause in this contract should be or become invalid, the validity of the contract as a whole shall reMayn unaffected. The invalid clause shall be replaced by an agreement which shall come as close as legally permissible to the commercial intention of the parties.
GULBINAT GmbH
Kutterstraße 3
26386 Wilhelmshaven
Germany Register of Companies Oldenburg: HRB 130718
Managing Director: Frank Helmken