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Standard terms and conditions

Standard terms and conditions

I. Scope of application

These General Terms and Conditions apply exclusively to all contracts between arcotest GmbH and entrepreneurs (§ 14 BGB) and legal entities under public law, unless special conditions of arcotest GmbH apply to services. Other terms and conditions shall not become part of the contract, even if we do not expressly object to them.

II. Prices

Unless expressly agreed otherwise, our prices are ex works. They are net prices at which value added tax is charged in the respective statutory amount, insofar as the service or delivery is subject to value added tax in Germany.

III Delivery Time / Delay

1) Delivery times are not binding unless fixed dates have been expressly agreed.
2) The goods are delivered ex works at the customer’s expense and risk, unless another place of delivery has been expressly agreed.
3) If arcotest GmbH is in default of delivery, its liability for damages is limited to the value of the goods.

IV. Reservation of proprietary rights

1) arcotest GmbH retains title to the delivered goods until complete fulfilment of its claims under the contract.
2) The customer is entitled to use, exploit or resell the goods in the ordinary course of business. Any processing or transformation of the object of purchase shall always be carried out for us. If the object of sale is processed with other objects not belonging to us, we shall acquire co-ownership of the new object in proportion to the value of the purchase to the other processed objects at the time of processing. The same applies if the object of sale is mixed with other objects.
3) If the goods are sold, the customer hereby assigns his claims arising therefrom to us. He remains entitled to collect the claim until revoked.

V. Guarantee

1) If arcotest GmbH is responsible for a defect, arcotest GmbH is entitled, at its discretion, to remedy the defect or to deliver a replacement.
2) arcotest GmbH is only liable for damage caused by a defect or consequential damage caused by a defect in case of gross negligence or intent. Liability for lost profit is excluded. The scope of arcotest GmbH’s liability under the Product Liability Act remains unaffected.

VI. Set-off / retention

The customer is not entitled to set-off or retention due to his own claims, which are not undisputed or legally binding.

VII General Provisions

1) German law shall apply to the contractual relationship. The application of the UN Convention on Contracts for the International Sale of Goods (CISG) is excluded.
2) Place of performance for all services arising from the contractual relationship is the registered office of arcotest GmbH.
3) The exclusive place of jurisdiction for all disputes arising from the contractual relationship is the registered office of arcotest GmbH.
4) Should individual provisions of the contract be invalid, this shall not affect the validity of the remaining provisions. In this case, the contracting parties undertake to agree on a provision corresponding to the economic purpose of the invalid provision. The same shall also apply if a gap in the implementation of this Agreement becomes apparent that needs to be filled in.
Mönsheim, 2018