General Terms and Conditions of Sale (AGB)
BONGARD TRADING GmbH & Co. KG
58730 Fröndenberg, Germany
I. General - Scope
- These General Terms and Conditions shall be applicable to any present and future business relationship between the Company and the Client.
- No General Terms and Conditions varying from, in conflict with or supplementary to these Terms and Conditions shall be part of the Contract even when known, unless explicitly agreed in writing.
- Unless otherwise explicitly specified, text form shall always be acceptable in addition to the written form.
- The Company’s quotations shall be subject to prior sale and technical changes – in as far as acceptable.
- Placing of an order for goods shall be a final commitment by the Client to acquire the goods ordered. The client shall be responsible for the correct choice and quantity of the goods.
- Should a contract have been made without any written statements (order and confirmation of order) being simultaneously available from both of the contracting parties, the Company’s written confirmation of order and, if not available, the Client’s order shall be decisive.
- Should more than one client be involved in a contract, the said Clients agree to authorise each other, in order to be able to accept the Company’s legally binding state-ments in any matters referring to the contract. Services shall be rendered by the Company to each of the Clients, effective to all other Clients.
- The Company shall be entitled to accept the contractual offer included in an order within a period of two weeks after receipt by the Company. Acceptance shall be made by a written confirmation or supply of the goods to the Client.
- The Company shall in all cases confirm in writing any changes or amendments to an order.
- Contracts shall always be subject to correct and timely supplies being received by the Company from the Company’s suppliers. This shall apply to cases only where non-delivery is beyond the Company’s control, in particular in the case of a cover purchase congruent with that of the Company’s supplier. The Client shall be informed without delay of any non-availability. Any consideration paid shall be refunded immediately.
- Compliance with § 312e I paras. 1-3 BGB (German Civil Code) shall be excluded.
- Should the Client order goods electronically, the wording of the contract shall be saved by the Company and sent to the Client on request by e-mail, in addition to these AGBs.
- Should the Company be offered goods for resale to third parties by the Client, the Client agrees to protect the Company’s interests by not signing a contract directly with the said third party and not offering the goods directly for sale to the said third party and/or any other prospects for the validity of the said quotation to the Company.
III. Reservation of Title
- The Company reserves the title in the goods until full payment of any accounts receivable from a current business relationship.
- For as long as reservation of title persists, the Client agrees to allow the Company access of third parties to the goods, for instance in case of attachment, and notify the Company immediately any damage to or loss of the goods. The Client shall notify changes in ownership and his registered office to the Company immediately. Should third parties not be in a position to refund to the Company, in case of attachment, judicial or extrajudicial costs of proceedings in compliance with § 771 ZPO (German Code of Civil Practice), the Client shall be responsible for compensation of any loss suffered by the Company in this respect. However, the Client shall not be entitled to suffer attachment or assignment himself as a security for the delivered goods.
- Should the Client infringe the Contract, in particular due to delay of payment or breach of duty in compliance with paras. 2 and 4. of this clause, the Company shall be entitled to rescind from the Contract and to demand return of the goods.
- The Client shall be entitled to resale and processing of the goods during normal business. The Client agrees to assign to the Company at this point in time any accounts receivable for the same claims, including any ancillary rights, up to the level his invoice plus 20%, ranking before any others, incurred against third parties by resale and/or processing. The Company agrees to accept the said assignment herewith. After assignment, the Client shall be authorised to collect accounts receivable but shall not be entitled to reassign and/or suffer attachment and/or agree bans of assignment of/with successive purchasers or any other third parties. The Company reserves the right to collect the said accounts receivable personally, as soon as the Client is not properly honouring his duty to pay and is in delay. In case of (threatening) insolvency or filing a petition for insolvency proceedings and/or in case of insolvency, the Client agrees to notify the Company immediately of any accounts receivable assigned and their debtors and to submit to the Company any documents required for the collection of the said accounts receivable.
- Processing and incorporation of the goods by the Client shall always be effected for and on behalf of the Company. Should the goods be incorporated into items during processing, which are not the Company’s property, the Company shall become the co-owner of the new item pro rata of any goods delivered plus 20% of any other pro-cessed items, subject to the new item being stored free of charge and correctly by the Client. The above shall also apply, should the goods have been mixed with any other items not being the Company’s property.
- The Company agrees to release any securities due to the Company at the Client’s request, to the extent in which the value of the said securities exceeds any accounts receivable by more than 20%. Securities shall be released according to the Company’s discretion.
- Any prices quoted shall be final, only refer to the volume stated, exclusive of packaging and transport charges, ex works (EXW in compliance with INCOTERMS 2000) plus statutory VAT as applicable.
- Should the Company’s prime costs be increased or reduced between signature of the contract and delivery, for instance for production materials, energy, fuels and supplies, transport charges and/or wages/salaries, the Company shall be entitled, without any consideration of a quotation or confirmation of order, to adjust sales prices and/or shipping costs accordingly.
- The Company reserves the right to invoice appropriate extras charges levied according to Federal and national laws, by which prices for the Company’s goods are in-creased. In this case, the Client shall not be entitled to rescind from the contract for this reason.
- Invoices shall be payable in EURO strictly net after receipt of the goods and from the date of invoice within 14 calendar days. After expiry of this term, the Client shall be in delay with payments. Any other terms of payment, in particular the acceptance of bills of exchange and cheques shall be subject to written agreement.
- The Company’s representatives shall not be authorised to accept payments.
- Whilst in delay, the Client shall be subject to interest of 8% above the base rate on any moneys owed. The Company reserves the right to provide evidence for and claim higher rates of interests due to delay.
- Payments received shall be deducted from the oldest debt. Cheques and bills of exchange shall only be accepted subject to an appropriate agreement and only subject to being honoured. The Company shall not be obliged to accept bills of exchange. The Company shall be entitled to offset any accounts receivable by the Client against moneys outstanding to the Company’s parent company, subsidiaries or any other associated companies.
- Bills of exchange and cheques shall be credited subject to being honoured, minus any charges and expenses incurred therefore by the Company.
- The Client’s rights to offset and retain payments shall only apply subject to counterclaims having been legally confirmed or accepted by the Company.
- Rights of retention shall only be applied when the Client’s counterclaim is based on the same contractual relationship.
- Exports shall be subject to specific terms of payment.
- Payments to the Company’s employees shall only be made subject to providing appropriate proof of authorisation for collection.
- Should the Client’s financial status be subject to major changes, in particular in the case of (threatening) insolvency, the Company shall be entitled to either rescind from the contract or to demand a security or prepayment for the full or part of the purchasing price. Should the Client deny the provision of the said securities, the Company shall also be entitled, after expiry of an appropriate period of grace, to rescind from the contract. Should the Client be in arrears with (part) payments due to (threatening) insolvency, the Company shall be entitled to retain any further deliveries until full payment of the amount outstanding. This shall not affect the Client’s duty to accept the goods.
V. Shipment/Delivery/Transfer of Risk/Packaging
- Delivery of the goods shall be effected by collection ex works (EXW in compliance with INCOTERMS 2000), otherwise by delivery to the destination agreed. Should the destination be changed at the Client’s request, the Clients shall be responsible for payment of any additional costs. Packaging shall be non-returnable.
- The risk of accidental loss or deterioration of the goods shall be transferred to the Client on collection ex works on handover, when shipped on delivery of the goods to the forwarder, the haulier or any other person or institution instructed with the shipment of the goods. Unless otherwise agreed, transport insurance shall be taken out by the Client only.
- Part deliveries shall be acceptable.
- Should the Client be in delay after having received a written reminder for making services available or co-operation, the Company shall be entitled, by setting a period of grace of 14 calendar days in writing at the Company’s discretion, to rescind from the contract and to claim damages.
- Goods notified ready for shipment shall be called off by the Client immediately, but at the latest on expiry of a period of 10 calendar days after notification. Should no call-off be made, the Company shall be entitled to store the goods at the Client’s expense and risk according to the Company’s discretion and to invoice the goods as having been delivered ex works. The storage fee shall amount to 1% of the invoiced total per month or part thereof and shall be limited to 5% of the total invoiced. The Company shall be at liberty to provide proof of higher storage costs.
- The Company assumes that the person signing the delivery note on acceptance will be authorised to accept the goods and confirm receipt and to accept the Company’s delivery list by signature of the delivery note.
- Handover shall be equal to the Client being in delay with acceptance.
- Should no instructions have been given, shipment shall be effected to the Company’s best discretion but without assuming any liability for the lowest transport costs. The Client shall be responsible for any expenses incurred by part deliveries.
- Unless otherwise agreed for orders on call, the Company agrees to grant a period of 3 months for full completion from the date of order. Should the period of acceptance have expired, the Company shall be entitled at its discretion to either invoice the goods or to cancel the order for that part of the contract that has not been completed.
- Unless explicitly defined, deliveries shall never be final. Delays in delivery shall only entitle the Client to rescind from the contract after expiry of an adequate period of grace. Should a downpayment and part deliveries have been made, the downpayment may only be offset against the last part delivery.
- Acts of God affecting the Company or one of its suppliers, e.g. any disruptions in operations whatsoever, in particular machinery breakdowns, strikes, stoppages, lockouts, faults in raw materials required for production, not due to the Company, traffic disruptions, delays in transport and any other events not caused by the Company and the Company’s suppliers, being an obstacle to due and correct completion, shall entitle the Company, at the Company’s option, to partly or fully terminate or suspend its delivery commitments. Irrespective of deliveries being exceeded, the Client shall still be obliged to accept deliveries.
VI. Liability for faults
- The Company shall be liable for faults in any goods supplied by the Company, initially at the Company’s option by repairs or replacements. In case of repairs, the Company agrees to pay any expenses incurred for this purpose, in particular transport, travelling, labour and material costs, subject to not being increased by the fact that any items purchased will have to be transported to another than the location defined for completion.
- The Client agrees to notify the Company in writing of any obvious faults within a period of 10 calendar days from receipt of the goods, otherwise any liability claims for faults shall be excluded. Notifications of faults sent in due course shall suffice to comply with this deadline. Should a notification of faults be made verbally or by telephone due to being urgent, it shall be confirmed in writing. The goods shall be left untouched, as far as possible, for inspection of any alleged faults by the Company.
- The Client shall be fully subject to the onus of proof for any reasons for claims, in particular faults as such, for the time of detecting the fault and for any notification of the fault being made in due course.
- Should the Client opt for rescission from the contract due to a legal or material fault, after unsuccessful retrospective completion, the Client shall not be entitled to claims for damages due to the said fault.
- Should the Client opt for damages after unsuccessful retrospective completion, the goods shall remain with the Client, subject to this being acceptable to him. Damages shall be limited to the difference between the sales price and the faulty item. The above shall not apply should the Company be guilty of malicious contract infringement.
- Liability claims for damages shall be barred by the statute of limitations after a period of twelve months from delivery of the goods. The above shall not apply when the Company has not notified a fault in due course (para. 2 of this section).
- Any liability claims due to material faults shall be excluded for the sale of second-hand goods.
- The Company shall only be liable for faults due to stresses or use of the goods under standard operating and climatic conditions. Should the goods be destined for special conditions and should the Company not have been notified of this beforehand, or should the Client modify the goods incorrectly, any liability for material faults shall be excluded.
- In principle, the condition of the goods shall be exclusively based on the Company’s product specification or the quotation. Public statements, recommendations or advertising shall not constitute any contractual condition of the goods.
- Should the Client receive faulty instructions for assembly/use, the Company shall only be committed for provide correct instructions for assembly, should the fault in assembly instructions prevent correct assembly.
- The Client shall not be given any warranties guaranteed by the Company. This shall not affect any manufacturers’ warranties.
VII. Limitations of Liability
- In case of any mildly negligent and more serious breaches of duty, the Company’s liability shall be limited to any foreseeable, direct average losses suffered, typical to the contract. The above shall include any mildly negligent and more serious breaches of duty by the Company’s legal representatives or agents.
- The above limitations of liability shall not refer to any claims of the Client due to product liability. In addition, these limitations of liability shall not apply to any physical and health impairment or loss of the Client’s life, attributable to the Company.
- The Client’s claims for damages due to a fault shall be barred by the statute of limitations twelve months after delivery of the goods. The above shall not apply, should the Company be accused of gross negligence or malice and any physical or health impairment caused by the Company or loss of the Client’s life.
VIII. Data Protection Statement
- The Company agrees to save and process any personal data disclosed to the Company for the purpose of fulfilling each contract only and only in as far as required for guarding the Company’s rightful interests and subject to there being no reason for assuming, after an in-depth weighing of interests, that any interests of the Client in excluding such processing or use, worth protecting, are overweighing. For this purpose, the Client agrees to storage, transmission and use of his data.
IX. Final Provisions
- The place of performance for any liabilities resulting from the above shall be Fröndenberg, Germany.
- Contracts shall be subject to the law of the Federal Republic of Germany. The provisions of UN Purchasing Law (CISG) shall not apply.
- The language of the contract shall be German.
- Should the Client be a business, a public corporation or a public special revenue fund, the parties agree to exclusively subject to the jurisdiction of the Fröndenberg (Germany) courts of justice for any litigation resulting from the contract. The above shall include any existing and future claims resulting from the business relationship, unless one of the parties subject to a claim has moved its registered office or normal operations from an area subject to German law or was never subject to it, subject to these facts not having been known at the time when legal proceedings were instituted. The above shall apply to any claims being presented during proceedings referring to cheques, bills of exchange and reminders.
- Should individual provisions of a contract signed with the Client, based on the Company’s General Terms and Conditions, be or become fully or partly ineffective, these shall not affect the validity of any other provisions. Provisions being fully or partly ineffective shall be replaced by a provision being as close as possible to the financial effect of the original ineffective provision.
Fröndenberg, February 1, 2004
- BONGARD engineering GmbH & Co. KG
I. General Terms, Scope
- Our terms of sale apply exclusively, we do not accept a customer's terms of sale opposing or deviating from our terms, unless we have expressly and in writing accepted its applicability. Our terms of sale apply even if we unreservedly supply a customer in knowledge of his terms of sale opposing or deviating from ours.
- Content and amount of deliveries and services are exclusively laid down in our written offer or, if we issue a confirmation of order, in our written confirmation of order.
- Our terms of sale apply only to businessmen/businesswomen, artificial persons of public law and public special property.
- Our terms of sale apply also for all future businesses with the customer. The following terms of sale have priority over the customer's terms when differing in content. The customer's renunciation of the applicability of his own terms of sale is not removed by our silence or our deliveries and services. Any exceptional deviations from the following terms require our confirmation in writing.
- All technical data in our catalogues and in our other sales information, lists and drawings and all weight-, measure- and performance-information have been carefully drawn up, they are subject to alterations in case of errors. Insofar as used or reconstructed machines are subject of the contract, the following applies: the properties of our used and reconstructed products, especially used machines deviate from the basic properties of new properties of the same kind, especially with regard to the capacity and scope of maintenance. Use-related wear effects are especially the cause of these deviations.
- It lies within the customer's responsibility to test if our products are suitable for the purpose intended by him, also with consideration for the surrounding and product conditions.
II. Offer, Materials
- If an order can be qualified as an offer according to § 145 BGB, we can accept it within 4 weeks.
- The rights of ownership and copyright are reserved for any illustrations, drawings, calculations and other material; they must not be made available to third persons. This applies particularly to such written material labelled "confidential"; making these available to third persons requires our explicit written agreement. Offers are valid only in writing. The prices named are valid with the reservation that the specifics of order, forming the basis of the offer, remain unchanged.
- Models or samples are made only if agreed to in writing. The costs are charged.
- For products ordered on the basis of our drawing or the customer's drawings or samples, the customer is obliged to check possible third persons' copyrights and not to infringe these. If, in case of this obligation not being observed, our production is prohibited by a third person claiming his copyright or if the product cannot be used because of the infringement of copyrights, we are entitled - without having to verify the legal status and to the exclusion of any compensation for the customer, no matter what the legal status may be - to stop production and delivery until the facts have been clarified and to demand compensation from the customer, at least 15% of the total amount of the invoice of the product ordered. At this time already, the customer exempts us from any claims to compensation by third persons, particularly of owners of copyrights - at first demand. Any costs caused by the rejection of third persons' claims are also regarded as our damage.
III. Prices, Terms of payment
- As far as the confirmation of order does not say any other, our prices are net Euro prices ex works, including the usual packaging for our products, plus the VAT rate valid on the day of delivery. Special packaging or other measures for protection against environmental factors will be charged at cost price. Prices are valid only for the quantity, product design and material specifications agreed to by contract. Should the customer ask changes, which cause a higher effort than assumed on the basis of the order or on the basis of the usual process of production, appropriate changes of prices remain reserved. We reserve the right to raise our prices after conclusion of the contract if material price cost increases occur, especially due to new wage rates, especially increased costs of raw material or energy. These will be proved to the customer upon written demand.
- The VAT is not included in our prices; the valid rate is added on the invoice.
- Cash discount is possible only after agreed to in writing in the order, the confirmation of order or the invoice.
- As far as the confirmation of order does not say any other, the price is due in cash (without any deduction) at our account and is due as follows:
If the customer defaults in his payments, we are entitled to demand an interest of 8% above the legal basic interest rate p.a. If we are able to prove a bigger damage caused by the arrears, we are entitled to assert it. The customer on his side is entitled to prove that as a consequence of his arrears no or much lesser damage was caused.
- The customer is entitled to offset his claims against our invoices only if his claims are legally valid, undisputed and acknowledged by us. While the customer's claims are disputed, he does not have a right of retention. A right of retention is also excluded when the claims do not base on the same contract. Credit notes are issued only for the purpose of settlement. There is no claim for payment.
IV. Delivery time and conditions of supply
- Beginning of delivery as agreed requires the clarification of all technical questions, delivery of all necessary information from the customer, necessary licences and releases, especially drawings, as well as fulfilment of the agreed conditions of payment and any necessary cooperation from the customer.
- The adherence to our delivery commitment furthermore requires the customer's timely and proper fulfilment of his obligations and our proper receipt of the raw materials which are required for the manufacturing of the product to be delivered. The plea of a non-fulfilment of contract remains reserved.
- If the non-fulfilment of delivery times is due to force majeure, e.g. strike, lockout, etc., the delivery period will be extended appropriately. An appropriate extension of delivery times comes also in force when we are not supplied in time.
- If the non-fulfilment of delivery times is due to force majeure, e.g. strike, lockout, etc., the delivery period will be extended appropriately. An appropriate extension of delivery times comes also in force when we are not supplied in time.
- If the conditions of section 3 are fulfilled, the danger of accidental decline or accidental deterioration passes on to the client in the moment when he defaults on acceptance of deliveries or on payment.
- We accept liability according to legal regulations, as far as the relevant bill of sale constitutes a transaction of short selling in the sense of § 286 Abs. 2 Nr. 4 BGB or of § 376 HGB. We also accept liability according to legal regulations, if, as consequence of a delay in deliveries caused by us, the client becomes entitled to Claim that his interest in the contract ceases to exist.
- We furthermore accept liability according to legal regulations, if the delay in delivery is caused by a deliberate or culpably negligent breach of contract by us; faults of our representatives are to be blamed on us. As far as a delay in delivery is not due to a deliberate breach of contract by us, our liability for compensation is limited to the foreseeable, typically occurring damage.
- We also accept liability according to legal regulations, as far as the delay in delivery is caused by a culpable breach of an essential duty of the contract by us; in this case, however, the liability to compensation is limited to the foreseeable, typically occurring damage.
- We are entitled to partial deliveries in reasonable quantities. Deviations in measurement, weight, technical construction, production and in quantity are allowed within the customary, product-related tolerances. Furthermore, all alterations, which serve the technical improvement of our products are regarded as approved by the customer.
V. Transition of risks - costs of packaging
- As far as the confirmation of order does not say any other, delivery is ex works.
- Taking back of packaging is subject to special agreements.
- Subject to the customer's wish, all deliveries will be covered by a transport insurance; the costs thus incurred are to be covered by the customer.
- The customer is obliged, within an appropriate period prior to delivery, to name one or several persons, who are entitled by the customer to receive the goods and the accompanying documents and to sign the delivery note and the accompanying documents. This is particularly valid if the goods are to be delivered to another place than the customer's head Office. If such information is not given, those persons who have in fact received the goods are regarded to be entitled to the reception of the goods and to be authorized to sign the accompanying documents (delivery note and other accompanying documents).
- If at the agreed delivery date and delivery place none of the authorized persons is available, or if this or another person refuses to accept the goods, the customer falls into arrears with receipt, with the consequence that the risk passes to the customer. Furthermore, the customer has to cover the costs incurred by a new delivery.
- The customer cannot refuse the acceptance of deliveries because of minor faults.
VI. Liability for faulty goods
- The customer's rights to complaint require that the customer has properly fulfilled his obligation to examination and reprimand according to § 377 HGB.
- If the supplied goods are faulty, we are entitled to either after-fulfilment by eliminating the faults or to deliver new goods free of faults, according to our preference. In case of eliminations of faults, we cover the costs only up to the amount of the purchase price.
- If the elimination of faults goes wrong, the customer is entitled to decide whether to claim a right of rescission or a reduced purchase price.
- We accept liability according to legal regulations, as far as the customer raises claims to compensation, which are founded on intent or culpable negligence, including intent or culpable negligence by our representatives. As far as we are not accused of culpable breach of contract, the liability for faulty goods is limited to the foreseeable, typically occurring damage.
- We accept liability according to legal regulations, if we culpably break an essential duty of the contract; in this case however, the liability for faulty goods is limited to the foreseeable, typically occurring damage.
- Liability for culpable injuring of life, body or health is unaffected; this applies also to the binding liability according to the law of product liability.
- As far as nothing has been settled previously, liability is excluded.
- The statutory limitation is 12 months, counted from the moment of transition of risks.
- Liability for compensation to a greater extent than provided for in § 6 is excluded -notwithstanding the legal basis of the claim raised. This is particularly valid for claims for compensation relating to faults at contracting, for other breaches of duty or for offence claims to compensation for damages to property according to § 823 BGB.
- In case of claims for compensation the limitation according to section 1. is valid also for the demand of compensation for useless efforts.
- As far as liability towards us is excluded or limited, this applies also to the personal liability for compensation of our employees and representatives.
VIII. Proprietary rights
- We reserve the property of the goods until receipt of all payments owed by the customer. If it is agreed that payment shall be done by a bill of exchange, the reservation of proprietary rights also covers the customer's cashing of the bill accepted by us and does not expire by crediting the received bill on our account. In case of the customer's activities contrary to the contract, especially in case of default, we are entitled to take the goods back. Taking back the goods constitutes our rescinding the contract. After taking back the goods we are entitled to their utilization, the proceeds thereof are to be allowed on the customer's liabilities, minus appropriate costs of utilization.
- The customer is obliged to treat the goods carefully, he is particularly obliged to insure the goods as new sufficiently against damages caused by fire, water or theft at his own costs. If any works of maintenance or inspection are necessary, the customer is obliged to conduct these timely and at his own costs.
- In case of seizure or other interventions by a third person, the customer is obliged to immediately inform us in writing so that we can institute proceedings according to § 771 ZPO. If the third person is not able to refund our judicial and non-judicial costs according to § 771 ZPO, the customer is liable for the loss caused to us.
- The customer is entitled to re-sell the goods in the usual course of business; however in advance he assigns all claims up to the amount of the final invoice (including VAT) of our claims, which result from his re-selling to his customers or third persons, independent of the goods being re-sold without or after processing. The customer remains entitled to collect the debt also after assignment. Our authorization to collect the debt ourselves remains thereby unaffected. However, we commit ourselves not to collect the debt as long as the customer fulfils his liability to pay from the proceeds realized, as long as he does not fall into arrears and particularly no application for the initiation of insolvency proceedings are made or inability to pay is given. If any of this is the case, we are entitled to demand, that the customer makes us known the assigned claims and their debtors, gives all information for collecting the debt, hands over all necessary documents and informs the debtors (third persons) about the assignment. The claims assigned by us in advance refer to the accepted balance, as well as in case of the customer's insolvency, to the then existing causal balance.
- The processing or reconstruction of the goods by the customer is always done for us. If the goods are processed with other parts not belonging to us, we acquire property of the new goods relative of the value of the goods (invoice sum, including VAT) to the other parts processed at the time of processing. Incidentally, the article produced by processing is to be regarded as the goods delivered under reservation of proprietary rights. All regulations made apply accordingly.
- If the goods are inseparably mixed with other parts not belonging to us, we acquire joint property of the new goods relative of the value of the goods (invoice sum, including VAT) to the other mixed goods at the time of blending. If the blending is done in a way that the goods of the customers are to be regarded as the main item, it is regarded as agreed that the customer confers proportional joint property to us. The customer keeps the sole or joint property thus produced for us.
- The customer also assigns to us the claims for safeguarding the claims against him, which grow towards a third party from the connection of the goods with real estate.
- We commit ourselves to release the legitimate surety upon the customer's demand in so far as the realizable value of our surety exceeds the claims to be safeguarded by more than 10%; the choice of the surety to be released lies with us.
IX. Court of jurisdiction
- As far as the customer is a businessmen, our place of business is also relevant court of justice; however, we are entitled to sue the customers at the court of his domicile as well.
- The law of the Federal Republic of Germany applies exclusively; UN-sales laws or international agreements do not apply.
- As far as the confirmation of order does not say any other, the court at the head office of Bongard Engineering GmbH & Co. KG shall have jurisdiction.
- The German version of the General Terms of Sale is the original version. In terms of interpretation it has priority over the English translation with due regard of the German legal system.
Fröndenberg, September 2008