Our offers and prices are subject to change and non-binding. A contract only comes into effect through our written order confirmation or the execution of the order. This is especially valid for individual requests under existing blanket orders. We are not liable for losses or damage as a result of information that is incomplete or not indicated with sufficient precision in the order.
Catalogue data, drawings and pictures or other technical information on our printed materials, brochures and Internet sitesare not binding. For orders, technical specifications and drawings must be specifically confirmed in writing. A number or a product change is through the order confirmation as fixed agreed
The products of AIOLOS AIR® are manufactured for the order. The return of ordered and received products is therefore excluded. A mass or product change applies through the order confirmation as fixed agreed.
3. Delivery period
Delivery times are always considered approximately agreed. The delivery period begins with the sending of the written order confirmation, but not before clarification of all technical and commercial details and receipt of any agreed advance payments.
The delivery period is complied with, if prior to expiry of the period, the delivery item has left our factory, or the readiness for dispatch has been notified. We expressly reserve the right to make delivery in all cases including when the buyer cancels the order while the goods are ready for shipment. The delivery period could be extended for a reasonable term for activities arising in the context of labour disputes, in particular strikes and lockouts as well as unforeseen obstacles, which are outside the control of the supplier. This also applies if the circumstances occur at sub-suppliers. This also applies if such eventsoccur at our suppliers or during an already existing delay. If the impediment lasts longer than 3 (three) months, the buyer, as well as ourselves, is entitled to withdraw from the unfulfilled part of the contract. We shall inform the buyer, as soon as possible, at the beginning and end of such impediments. We are not liable for losses or damages, arising from activities under
The prices are the prevailing net prices at the time of delivery, which are increased, in accordance with the legal provisions, by the respective applicable value added tax. They are ex-works and do not include the costs for packaging, freight, postage and insurance costs. If “free on site” delivery is agreed upon, then the presence of roadway navigable by at least a commercial vehicle must be provided; the aforementioned agreement does not include any commitment on our part to unload nor its costs. If between contract closure and delivery, there is an increase in wages and/ormaterial prices, and then we are entitled to increase the prices accordingly. Otherwise, our prices unless otherwise specified in our offer have a validity period of at least 90 (ninety) calendar days.
The buyer is excluded from withholding of payments or offsetting with counterclaims, insofar as the counterclaims are not admitted or legally established by the supplier. The assignment to third parties of due and legally established as well as alleged counterclaims against us is expressly excluded.Declarations of assignment require written approval and/or confirmation.
6. Shipment,Transfer of Risk and Insurance
Shipment takes place on the account of and risk of the buyer. We are entitled to make partial deliveries. The risk conveys to the buyer when the goods have left our site. If shipment is delayed through a fault of the buyer, the risk shall pass to the buyer from the date of readiness for dispatch. Even in the case of a delivery of the goods by the buyer due to an unjustified complaint, the goods shall be at the risk and expense of the buyer. Claims for compensation of transportation damages can only be provided for insured shipments, if the recipient immediately provides a confirmation of the transport company on the damage observed. We shall only be obliged to procure transport insurance upon the express request of the buyer, at its own expense. Delivered goods may not be returned and cannot be exchanged. If an ordered product is not taken without good cause, the buyer is obliged to pay, without prejudice to the possibility of being able to make a further claim for damages, liquidated damages amounting to 40 (forty) percent, based on the purchase price without proof of damages, to cover the operating and administrative costs. The buyer is at liberty to prove a lower damage. In this case, it will owe the amount of the actual damage caused.
Call orders that are older than 3 (three) months shall be canceled by us.
Stored goods are stored at the risk of the buyer.
We are entitled to fully carry out the delivery after expiry of the 3 (three) month period without prior notification or communication.
Upon non-acceptance and expiry of a grace period set by us as 14 (fourteen) days, we are entitled to terminate the contract, without further warning or notice, and to claim damages under the abovementioned flat-rate scheme. In addition, we are entitled to freely dispose the non-accepted goods.
The packaging shall not be taken back by us, unless on the basis of a written special agreement.Largely, our packaging can be recycled
7.Terms and conditions of payment
Payment shall be made without any deduction, as agreed in Annex 3. In other agreements, within 8 (eight) days with a 2% (two percent) discount, or 30 (thirty) days after the invoice date without discount. Partial deliveries can be invoiced separately upon delivery. Unless otherwise agreed, payments are due in advance and before shipment.
Service and customer service invoices are payable immediately upon receipt net cash without any deduction
For check payments, payment is considered made only upon final encashing. The same applies to exchange payments, but requires prior written agreement for the acceptance of bills of exchange. In any case,exchanges are only accepted for more than 3 (three) months maturity without guarantee for timely protest. Discount and exchange charges shall be borne by the buyer, a discount will not be provided. The acceptance of exchanges takes place only on account of payment.
If the buyer is in arrears with a payment in a transaction with us or if we become aware of circumstances that indicate a low creditworthiness of the buyer, in particular, insolvency, suspension of payments or settlement request, then we are entitled to make all receivables from the related and other transactions with the buyer immediately due, and by way of security, to demand the surrender of the goods supplied by us. We are entitled, in this case, to demand advance payment or security of the invoice amount, prior to delivery or to withdraw from the contract. In case of default, bankruptcy or insolvency of the buyer, any discounts or bonuses which are granted binding, are first settled on our unsecured receivables. Any claim to such bonuses and rebates only exist for paid invoices. If we withdraw from the contract for the aforementioned reasons, claims for damages by the buyer are absolutely excluded. The buyer is not entitled to withold payments due to any claim or demand not recognised by us in writing.Upon breach of the payment terms, without the need of a formal notice of default, annual interest of 7% (seven percent) over the Deutsche Bundesbank rate, with a minimum of 8% (eight percent), will be charged.
8. Liabilityfor defectsindelivery
Warranty claims from the buyer require that it has properly performed its statutory duty to inspect and to complain. This also applies if the buyer resold the delivery item.
The buyer shall immediately and in writing communicate any defects, no later than within 3 (three) business days of receipt, to the supplier and/or our representatives, and with an indication of the exact description of the defect and the invoice number. At our request, documents, samples, packing slips and/or defective goods shall be returned to us. The buyer’s claims for defective or incomplete performances are excluded if it does not fulfil this obligation. Hidden defects must be reported immediately after their discovery. After an agreed acceptance, the notification of defects which could have been detected during the testing and inspection is excluded. There is no warranty for damages which are incurred for the following reasons: Unsuitable or improper use / handling storage of the goods by the buyer and/or by third parties. Claims for compensation of consequential damages incurred from poor / faulty delivery, from the viewpoint of positive breach of contract, are excluded.
A defect of the delivery item is not allowable, if the products delivered by us are used in operation by the buyer with or in connection to existing third party product components, provided that the malfunction was caused by components not delivered by us, or by their lack of compatibility. If we have provided an explicit and written assurance of a third party product compatibility, this refers only to the product version current at the time of the assurance, but not to older or future product versions. A defect of the delivery item is not allowable beyond that, if and to the extent that a defect is based on the fact that the buyer has not complied with the observance of technical conditions, which are specified in the documentation and/or in the additional documents. Should we be consulted, in such a case, to eliminate a defect, the buyer shall bear the costs according to our applicable cost rates. Further, the buyer shall hold us harmless, in such a case, against claims for damages by third parties.
In each case, the buyer bears the burden of proving that the damage is not due to a non-conforming use of the products delivered by us. Should the goods be defective, we can rectify the defects as a supplementary performance or provide a fault-free replacement at our discretion. Only if this defect is repeated or unreasonable, and is not just concerning minor defects, the buyer is entitled, in accordance with the statutory provisions, to a withdrawal or reduction. The limitation periods in the event of a delivery recourse shall not be affected by the application of German law for the purposes of §§ 478, 479 BGB [German Civil Code]. With regard to any replacement and enhancement work, a warranty period of 3 (three) months applies from the delivery or performance of the service, but at least until the expiration of the warranty period of our original performance.
To carry out all necessary enhancements and replacements, the buyer has to grant us the necessary time and opportunity per agreement with us. Otherwise, we are released from liability for the consequences arising therefrom.
As part of the rectification, the replaced parts become our property. For spare parts, we are only liable under the present delivery and sales terms
The buyer must inform us immediately of any notice of defects to its buyers in relation to our services. If the buyer does notcomply with this obligation, the buyer shall have no claims against us. The buyer must also secure evidence in a suitable form and to give us the opportunity to inspect it upon request.
Advertising claims of a buyer (i.e., distributor) to its buyers or in its promotional materials that are not authorized by us shall not constitute defect claims against us. Claims due to defects expire within 12 (twelve) months from the transfer of risk.
For all claims that are not subject to limitation due to a material defect, a limitation period of 6 (six) months applies. It starts from the knowledge of the damage and the damaging party.
If the buyer sends us the delivery item in order to rectify the defect, and we find that the notice of defect is unjustified and not covered by warranty, we shall request it to pick up the delivery item within a period of 4 (four) weeks after receipt of the notification, or to inform us in writing that it should be returned or repaired. Accordingly, we hereby inform the buyer that we are entitled, without its written notice, to scrap it at its expense within this period. Shipping and repair of the delivery item take place, for unwarranted claims, at the expense of the buyer.
Any further liability for damages other than provided in the preceding paragraphs is excluded, regardless of the legal nature of the asserted claim. This applies, in particular, to claims for damages arising during conclusion of the contract, due to other breaches of duty or tortious claims for compensation for material damage (in the application of German law within the meaning of § 823 BGB). This limitation also applies if the buyer requests, instead of a claim for damages, a performance without replacement expenses. Any further liability for fraudulent concealment of defects remains unaffected. The foregoing limitations of liability shall apply to grounds and amounts in favour of our legal representatives, employees, servants, employees, sales representatives and other fulfilment and/or assistance support. For delivery items which we manufacture according to calculations, plans and orders agreed upon in writing with the buyer, we shall only be liable as agreed and as appropriate for the material execution. In the case of justified claims, we are entitledto perform replacement delivery or service
Ventomaxx International accepts no liability for claims arising from misunderstood or not in accordance with the requirements of product characteristics. The check incumbent on the purchaser. The warranty is limited only to the purchaser the promised product properties of the products.
In case of complaint, we commit ourselves to have the disputed objects of purchase inspected for defects in the factory or on site. A verification option must be granted to us. Additional costs incurred by us, in connection with the rectification of defects, in which the devices are not freely accessible or accessible through its inspection openings, shall be borne by the buyer. If product defects in goods supplied by us are known prior to installation by the buyer or a third party engaged for this task, we shall not bear the costs of disassembly and assembly and resulting follow-up costs.
As far as an investigation shows that we are not responsible for the basis for the claim, in particular, that the basis for the claim is due to improper handling of the purchased item by the buyer, the buyer is obliged to reimburse us for all costs of the inspection and repair. As an offset to the costs, we are entitled to a right of retention of the goods.
Unless otherwise agreed, the DIN tolerances are applicable without increase requirements. The warranty does not cover normal wear and tear, nor damage arising after the transfer of risk from faulty or negligent handling, wilful damage, defective construction work of third parties, improper installation and storage by third parties and similar other causes beyond our control.
For companies, the warranty period shall amount to 2 (two) years from the date of invoice to the buyer.
In building contract issues, within the meaning of § 438 para. 1 no. 2 BGB (Building materials and components) and work performance within the meaning of § 634a para. 1 no. 2 BGB (Planning and monitoring services on construction projects), the statutory warranty periods apply.