Catalogue 2012/2013 - Putzmeister Mörtelmaschinen GmbH

Conditions of sale and delivery
(Last updated in January 2002)
I. Scope
1. The following conditions shall apply to all deliveries and services, regardless of whether these deliveries and
services relate to an individual purchase or works order or to a contractual relationship.
2. Purchasing conditions and other commercial requirements of the purchaser shall not apply, even if the supplier
has not clearly rejected these conditions.
II. Contract conclusions and alterations, assignment
1. The documents pertaining to the offer (e.g. pictures, drawings) and also information relating to the products
supplied, appearance, services, dimensions, weights, fuel-consumption, operating costs, etc. shall only be
decisive in that they are not expressly designated as binding. The supplier reserves the property rights and
copyright for cost calculations, drawings and other documents. These must not be made accessible to third
parties and must be returned upon request.
2. The contract is concluded when the supplier confirms acceptance of the order in writing or the supplier has
already commenced the delivery or the service. If the supplier has indicated a delivery date for the offer, the
contract is confirmed when the ordering party confirms acceptance of the offer promptly.
3. Verbal subsidiary agreements when concluding a contract or changing the contract shall require written
confirmation from the supplier in order to become effective. Obvious spelling or calculation errors can be
corrected at a later stage.
4. The purchaser is not authorized to transfer their rights from this contract.
III. Prices
1. The prices shall apply ex works including loading in the factory, but excluding packaging, and plus the legal VAT
in accordance with the respective conditions in force in the country in which the supplier will deliver or provide
the service. If the method for crediting the supplier has not been confirmed, the prices valid on the day of delivery
shall be binding.
2. The prices of engineering work, assembling and putting into service shall be calculated separately. The invoicing
can be in the form of a lump sum or a reflection of actual expenditure plus travel costs, living and accommodation
costs, overtime, Sunday and Bank Holiday entitlements.
3. Price alterations are permitted if more than 6 months elapse between the date the contract was concluded and the
agreed date of delivery. The supplier is entitled to adapt the price in such a way that the new price has the same
relationship with the price originally agreed, as the price for delivery and service in accordance with the price list
applicable on the day of delivery with the price for delivery in accordance with the price list applicable on the day
the contract was concluded. With regard to other deliveries and services not featured in a price list, the supplier is
entitled to adapt the price appropriately, in response to circumstances.
4. If the prices contain costs or fees and these increase after the contract has been concluded or if they become applicable
after the contract has been concluded, the supplier is entitled to charge the additional costs to the purchaser.
5. If the supplier is willing to exchange upon the supplier’s request, the supplier is entitled to forward the ensuing
costs, or at least the sum totalling an extra 10 % of the original price - as a result of a fall in value associated with
ageing and use - of the object originally to be delivered as a compensatory payment for the expenditure incurred
by the supplier when exchanging the object. The above-mentioned cost totals cannot be demanded by the supplier
if the purchaser proves that the supplier has incurred either no expenditure or minimal expenditure.
IV. Payment, delayed payment, offsetting, withholding payment
1. If no contrary arrangement has been made, deliveries of machines must be paid for within 7 days of delivery,
spare parts within 30 days and services within 14 days of the invoicing date, without delaying.
2. All payment demands - even those for work hours or other payment issues - shall be due immediately, as soon
as the purchaser delays for more than 5 days in fulfilling even just a part of his commitment to the supplier or if
circumstances occur which significantly decrease the credit status of the purchaser (e.g. capital losses, payment
adjustment, over-indebtedness, exchange rate and cheque bounces, filing for insolvency or declaring or rejecting
the status of insolvency). In this case, the supplier may refuse further deliveries and services and demand the
adoption of suitable safety measures.
3. Payments involving a currency exchange require a specific arrangement. Foreign currency and checks are only
accepted for payments. Collection and discount charges shall be borne by the purchaser. No discount is guaranteed
for bills of exchange and superfluous payments, even if a discount had already been arranged.
4. The purchaser may only countercharge the supplier if he has a legal or uncontested right to do so. The purchaser
is only entitled to withdraw if his counterclaim relates to the same contractual relationship and has an uncontested
or legal basis, or if the supplier has severely breached his duties from the same contractual relationship. The
right of the purchaser to withhold an appropriate section of the purchase price due to shortcomings in the service
received shall remain unaffected.
5. If the purchaser enters into arrears, the supplier’s charges shall be charged at 8 % interest over and above the
basic interest rate. The supplier’s right to have further damage replaced remains unaffected.
6. If the purchaser should incur a deterioration in wealth as described in section IV. 2, the supplier may withdraw
from the contract. Further legal claims from the supplier - such as compensation - shall remain unaffected. Claims
from compensation from the purchaser are excluded.
7 If Putzmeister accepts payment for a used machine, the following shall apply:
a) The contracting partner is obliged within 2 weeks of Putzmeister receiving the machine to submit the original
documents required relating to using and operating the machine as road traffic.
b) If the original papers are not submitted to us on time, we are entitled to issue a reminder to the partner and also
to impose a time limit of 2 weeks for submitting the documents with the declaration that after this date has expired
Putzmeister will refuse to accept the papers and also to pay for the used machine.
c) If this deadline expires the other contract partner shall owe us the invoice amount for the used machine and
also a compensatory sum of EUR 250,00 for the expenditure incurred, in addition to VAT. The partner is entitled to
prove that the expenditure did not occur or that it was considerably lower than the sum given. The used machine
shall be returned to us at our company headquarters.
V. Delivery time, partial delivery, delayed acceptance
1. Supplier and assembly deadlines do not begin until the supplier and the purchaser have agreed upon all the details
to be carried out and all the conditions of the transaction and not before the supplier has confirmed the order.
They will remain inactive in so far as the purchaser is behind in the fulfilling of their obligations from this contract
(e.g. providing documents, providing materials, approvals, releases) or in the payment that had been arranged.
2. The delivery time shall be respected if the object to be delivered has left the factory by the time that the date is due,
or the company has notified the partner of their intention to despatch the object.
3. The delivery time shall be extended in the event of extreme force, strikes, sieges and other extraordinary and
unexpected circumstances, even if a pre-supplier is affected, provided that these circumstances can be proved to
have affected the delivery time.
4. If the supplier’s delivery is delayed, the supplier shall not be considered to be in arrears provided that this is due
to circumstances that could not be foreseen and prevented by inexpensive and expected cautionary measures and
could not be overcome with appropriate measures.
5. The supplier is entitled to withhold the delivery if the ordering party does not fulfil his obligations towards the
supplier resulting from this or from another contract or from another legal cause.
6. Partial deliveries are permitted if acceptable for the purchaser. They shall count as independent transactions,
which shall be calculated separately.
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Conditions of sale and delivery
7. If the payment conditions are not satisfied, the delivery is not received on time or is refused or if, in accordance
with item IV. 2, safety measures arranged or which become due are not put into place, the supplier is entitled to
withdraw from the contract and to demand compensation if a deadline imposed is not fulfilled. The supplier can
demand from the purchaser without proof 25 % of the cost for series products and 75 % of individually produced
orders as compensation, as long as the purchaser does not prove that either no expenditure or very minimal
expenditure was incurred. Further claims for higher levels of damage proven remain unaffected.
8. If the despatch is delayed on the part of the purchaser, the supplier can either charge the actual storage and maintenance
costs or a lump sum amounting to 1 ⁄2 % of the invoice amount per month; however, he may not do this
if the purchaser proves that the supplier incurred no or very little damage or expenditure. The payment obligations
of the purchaser remain unaffected.
VI. Risk bearing, despatching and receiving
1. The risk is transferred at the latest when the object to be delivered is sent to the purchaser. This also applies to
partial deliveries or when the supplier has taken over the costs of the consignment or the assembly or has undertaken
to convey it himself. No liability shall be accepted for cost-effective freight transport methods or transport
lead times.
2. If the delivery, the despatch or the acceptance of the item to be delivered are delayed by the purchaser through no
fault of the supplier, all risks including the risk of deterioration or decline of the item to be delivered and also all
risks related to the item itself shall be transferred to the purchaser - once readiness to despatch or notification of
completion has been communicated to the purchaser.
3. On written request, the consignment can be insured to the amount required at the expense of the purchaser.
4. The purchaser shall be liable for all damage caused by him during or after reception of the item delivered
(e.g. during testing or during acceptance procedures).
5. Items delivered must be received by the purchaser, even if they display shortcomings.
VII. Notification of defects, warranties, periods of warranty
1. The purchaser must inspect the item delivered immediately after receiving it and notify the supplier of any defects
in writing and without delay. The purchaser must also check that the item delivered has no faults before each time
that it is put into service and in particular, ensure that it is safe and can be used. The item delivered must be constantly
monitored for safety and for faults whilst in operation. Even if the reservations regarding usability or safety
are only minimal, the item must not be used or must be switched off immediately. The supplier must be informed
in writing immediately in the form of a quality complaint which refers to the reservations or the faults in question.
The purchaser must provide the supplier with the time and opportunity with which to carry out the necessary
improvements and replacement delivery. If not, the supplier will no longer be liable for the consequences.
2. If there are shortcomings in the supplier’s transfer of risks, the supplier can rectify this after deciding whether to
repair the fault or to deliver a new item containing no defects in exchange for the faulty item delivered. All replacement
items are the property of the supplier. If a shortcoming for which the supplier is responsible cannot be rectified,
if the rectification is faulty and cannot be corrected or if it is implausible for the purchaser or if the vendor has
refused both types of rectification, or if a deadline imposed on the supplier for the purpose of rectifying the fault
has expired, the purchaser may decline to credit the supplier or choose to withdraw from the contract. If the fault is
only minimal, the purchaser still has a right to reduce the credit to the supplier.
3. If the supplier maliciously conceals a fault on the item or takes over the warranty for the quality of the item, the
legal regulations shall apply.
4. If the purchaser or a third party rectifies the fault independently, this will result in the loss of all quality claims
against the supplier. The costs of the rectification carried out by the purchaser or a third party without prior express
agreement from the supplier shall not be borne by the supplier. This rule shall not apply in urgent or, in particular,
irreparable cases where operational safety is jeopardized or where disproportionately large damage must be
prevented. In such cases, the supplier’s agreement must be sought immediately and the supplier must commit to
refunding necessary costs only.
5. The supplier shall not pay any warranty or take on any obligation for the damage, particularly in the following cases:
unsuitable or unprofessional use of the item, incorrect assembly or placing into service of the item by the purchaser
or a third party, natural wear and tear, incorrect or careless treatment of the item, improper maintenance, excessive
use of or stress on the item, the use of unsuitable operating equipment and unsuitable alternative materials, deficient
works, unsuitable building ground, chemical, electrotechnical/electronic or electrical influences. This exclusion
shall not apply, however, if the damages are the responsibility of the supplier because the correspond more closely
to the rules in section VIII. item. 5. The supplier shall also incur no liability or obligation for the following measures
and actions carried out by the purchaser or a third party and for the consequences of this: unprofessionally
executed rectification, modification of the item delivered without prior agreement from the supplier, adding and
installing further components, particularly spare parts, which did not originate from the supplier or which were
approved expressly for the assembly and also failure to comply with the operating and user instructions.
6. The supplier shall not pay any warranties if the item was produced with the purchaser’s materials or from specifications
or designs produced by the purchaser.
7. When selling used machines, appliances or components, the supplier shall not pay any warranties resulting from
any faults on the item. The supplier shall not make promises relating to any features and shall indicate that used
machines and also many used components cannot deliver the same usability or provide the same features as newly
produced machines and parts.
8. The purchaser’s requests for rectification and also the claims communicated to the purchaser with regard to damages
or refunded expenditure due to faults shall expire one year after delivery of the goods, and if the fault becomes
apparent during assembly, one year after the end of the assembly work. If the reception or acceptance of the delivery
and the service is delayed through no fault of the supplier, the warranty shall expire at the latest 12 months after
completion. The same also applies to subsequent rectification. If the supplier maliciously conceals the fault or claims
warranties relating to the composition of the item, the claims from the purchaser shall be subject to the legal
regulations with regard to time-barring of claims. The legal regulations also apply for the ageing of any claims for
damages from the purchaser due to faults, when the supplier has been grossly or intentionally negligent or if the
claim for damages relates to a death to a physical injury, or to damage to health.
9. All remaining claims from the purchaser, particularly those relating to damages and also to damage which has not
been caused to the item itself are excluded from the above. Item VIII. 5. applies accordingly.