General terms and conditions
Effective May 2017
§ 1 scope
1) Unless otherwise agreed, the Gtcb (General terms and conditions) shall apply to deliveries and services between the customer and Modellbau Nachtigall GmbH, with offices located at Holtkamp 3, D-46414 Rhede.
2) Should any of these conditions be ineffective, the remaining provisions shall remain unaffected. In such a case the parties shall be obliged to replace the invalid provision with a valid provision which is as close as possible to the economic purpose of the omitted provision.
3) Conflicting business conditions of business partners are only effective if they are expressly acknowledged in writing by Modellbau Nachtigall GmbH.
§ 2 offers and conclusion of contract
1) The contract is based on the relevant written offer from Modellbau Nachtigall GmbH. The offers include deliveries and services and the order value. Unless agreed otherwise, all offers shall be subject to change and non-binding. Offers represent an invitation to the customer to order the performance of the work or services.
2) The contract is brought on the basis of the offer by Modellbau Nachtigall GmbH, the customer’s order and a written order confirmation from Modellbau Nachtigall GmbH.
3) Any changes or verbal sub-agreements of this agreement must be made in writing with reference to this agreement and must be signed by both contracting parties. The agreement to eliminate the written form must also be made in writing.
§ 3 deliveries and services
1) Compliance with the obligation to deliver by Modellbau Nachtigall GmbH further assumes the timely and proper fulfillment of the obligations of the contract partner. If the delivery is delayed due to circumstances beyond the control of Modellbau Nachtigall GmbH, the delivery date shall be extended by the duration of the hindrance. Modellbau Nachtigall GmbH shall notify the customer without undue delay.
2) Is a shipment of goods agreed by the customer, this is effected ex works on calculation and danger of the customer. If the object cannot be sent to the contractual schedule, due to circumstances which Modellbau Nachtigall was not responsible, the risk is passed to the customer at the time, Modellbau Nachtigall Gmbh shall notify the customer without undue delay. Any storage costs are charged to the customer.
3) The buyer is obliged to accept the ordered products. If this does not occur, we shall not bear any costs arising for the customer. Unless otherwise agreed, invoices must be paid immediately, plus tax. If payment is delayed, interest and any other relevant amounts must be paid. The interest rate shall be at least eight percentage points above the base interest rate. Also in case of partial deliveries shall be permitted on terms.
4) Written notification of obvious defects must be submitted within a reasonable period of receipt of the goods; otherwise the assertion of any warranty claims shall be excluded. This also applies to hidden defects discovered later. The warranty period shall be 12 months for deliveries effected and services. In case of justified claims, Modellbau Nachtigall shall repair the legitimate defects. Modellbau Nachtigall GmbH shall be entitled to refuse to rectify a defect if it is impossible or associated with unreasonable cost and effort. In this case the customer has the right to claim a refund of the purchase price (Minderungsrecht).
§ 4 Reservation of title
1) The goods shall remain property of Modellbau Nachtigall GmbH until full payment of the supply contract. If the buyer acts contrary to the terms of the agreement, particular by defaulting on payment, Modellbau Nachtigall GmbH is entitled to take back the goods. Taking back the goods does not constitute withdrawal from the contract unless this has been expressly declared in writing. After taking back the purchased goods, Modellbau Nachtigall GmbH shall be entitled to their utilization.
2) The customer undertakes to treat the purchased item with care; in particular, they undertake to insure the item against fire, water damage and theft at their own expense, with the insured sum being adequate to cover replacement value.
§ 5 Exclusion of liability
1) Modellbau Nachtigall GmbH shall bear unlimited liability according to mandatory statutory provisions.
2) Modellbau Nachtigall GmbH is liable for damages arising due to causes other than detriment to life, body and health only to the extent these are based in a premeditated act of gross negligence of the culpable violation of a fundamental contractual obligation on the part of the firm Modellbau Nachtigall GmbH. Any more extensive liability for compensation is excluded.
3) This exclusion of liability does not apply in cases of bodily injury. If Modellbau Nachtigall GmbH has assumed a contractual guarantee or breached a cardinal duty, the liability shall be limited to the scope of the guarantee or – in cases of negligent breach of cardinal duty – to the foreseeable damage typical for the type of contract.
§ 6 Applicable Law and Jurisdiction
1) The relations between the parties to the contract shall be regulated exclusively by the law applying in the Federal Republic of Germany, to the exclusion of international commercial law.
2) The place of jurisdiction is the place of business of Modellbau Nachtigall GmbH.