General Terms and Conditions (Effective 08/08/2013)

1. General issues

These General Terms and Conditions (GTC) are the basis of all our contracts and services. For different or additional agreements, our explicit agreement is required in writing. All orders and any special warranties require our written confirmation. Terms and conditions of the relevant business partner (customer) are also not mandatory, if we do not expressly object them. By placing an order to us or receiving a service from us, the customer explicitly acknowledges the exclusive validity of these Terms and Conditions. At all times, we are entitled to change or complement these Terms and Conditions with reasonable notice period. Previously received orders are then processed according to the version of the Terms and Conditions being valid at the contract date.

2. Offer and Trade

Offers are always subject to change, contracts and other agreements are binding upon our written confirmation. A legally binding offer to conclude a purchase contract is only concluded when the customer has accepted our offer in writing, by telephone or placed an online order. Minor deviations and technical changes, especially those in the sense of technical progress, compared to our illustrations or descriptions are allowed. Documents belonging to an offer, such as illustrations, drawings, weights and measurements are approximate only, unless they are expressly designated as binding.

We reserve the right of ownership and copyright to cost estimates, drawings and other documents,  they may not be made available to third parties and have to be treated as confidential documents.

In case of service and development contracts, a written deadline and price commitment is regarded as indicative date / Price guideline and not as a binding commitment, as unforeseen schedule and price changes may occur.

All special agreements and subsidiary agreements to certain styles, performance data and such are only binding if expressly agreed. Quality features required by the client that go beyond the normal level according to the agreed production technology and intended purpose have to be agreed separately.

3. Prices, Payment conditions and Delivery

Deliveries and services are subject to the prices and conditions of the written order confirmation. The prices quoted therein shall be binding subject to the condition that the underlying order data remain unchanged. Changes or additions caused by the client subsequently or during the manufacturing or delivery process, will be invoiced as additional caused costs. This includes repetitions of operations due to minor or procedural-related deviations from the originally agreed specifications. If working material supplied by the client proves to not be as agreed or deficient for the intended further use, the client is liable for resultant additional costs. All prices shall be ex works plus VAT at the statutory rate, plus packing, insurance and postage / freight. This also applies to partial deliveries and express deliveries. Special deliveries requested by our customers will be charged at market-based surcharge. Unforeseeable changes in customs duties, import and export charges of Germany or any supplier countries, exchange rates, etc. entitle us to adjust prices accordingly.

Payments must be made in a way that the agreed settlement of the invoice amount is available for us at least within the due date. Credits for checks shall be subject to receipt minus the expenses with the value of the day we can have the equivalent. Exchange will not be accepted. In case of default in payment - regardless of the assertion of further damages - interest are to pay at the rate of at least 3% p. a above the discount rate of the German Central Bank, and at least in the amount of 6% p. a.

The buyer bears the entire costs for collections of a claim, and any court fees and law enforcement costs. Discounts will not be granted if the client is behind with previous payment. Offset against any possible counter-claims of the customer disputed by us is not permitted. The right of retention due due not recognized or not legally established counter-claims is excluded, unless these claims are not based on the same contractual relationship. If a claim is asserted, customer payments may be withheld only to the extent that is reasonable in relation to the defects, but only if there can be no doubt about the legitimacy of the claim. Despite any contrary determination of the customer, payments are settled on older debts, then to costs and interest and finally against the main thing. We are in principle entitled to make assignments.

If we become aware of circumstances that militate against the customers ability to pay, payment may be required prior to the due date, respectively outstanding achievements may be retained or to be withdrawn from the contract.

4. Custom and Rental

For larger orders, according to the work performed or costs incurred, payments on partial billings will be due. For production of means of production or provision of special materials, a prepayment of the required amount is agreed.

Cancellation of orders for special designs are not possible. In case of a cancellation during the construction or development phase, the already incurred costs plus a premium is charged to the customer account for loss of profit. For rental and hire of equipment, our relevant rental conditions apply.

5. Delivery, delay, impossibility, cancellation

Goods that are on stock are delivered within a maximum of 10 days. If the goods are not on stock when ordered, we strive to deliver as soon as possible. Delivery dates and periods are binding if they have been designated by the client and by us in writing and explicitly as binding, otherwise all delivery dates and times are not binding. If non-observance of a period is caused by force majeure or unforeseen obstacles, which are outside our control, the period shall be extended accordingly. We share the beginning and end of such obstacles with the client as soon as possible. We are entitled to partial deliveries and partial services.

If specific delivery times and dates relieve, the client who wants to withdraw from the contract or claim damages for non-performance, is not freed from setting a reasonable grace period for the performance and the statement that he will refuse delivery after the deadline. If the impossibility of supply is caused by our inability or failure of our supplier, both, we as well as the purchaser can withdraw from the contract if the agreed delivery date is exceeded by more than 2 months.

Delivery shall be extended for periods in which the customer is imminent with its contractual obligations. Within an ongoing business, this also applies to the delay from other contracts. We do not have to be responsible for delay and failure (impossibility) of delivery as long as we, our agents or presuppliers are not faulty. Moreover, limitation of liability in accordance with section 8 apply.

Do we then have to make amends, this damage claim to be due to the customer, if the contract is related to a commercial activity of the client, shall be limited to the damage that could be foreseen at the  date of signing, but not exceeding 5% of the value of that part of the overall delivery, which can not be used in time or not according to the contract due to the delay or non-delivery.

For deliveries being omitted or delayed due to the fault of our suppliers (impossibility), we are not responsible in any case. The client may cancel an order prior to its performance in whole or in part, but in any case, he is responsible for overall compensation of damages, especially for semi-finished services and material being order-related stockpiled, that shall be offset and documented appropriately. Material being order-related stockpiled is available to the client after payment of damages. There is no claim for surrender of semi-finished materials or immaterial services.

Licenses for software contained in our products and product bundles are excluded from refund in general.

6. Special agreement for revocation of private customers in online trading

Consumers have the following right of revocation: You can cancel your contract within 1 month without giving reasons in writing form (eg letter, fax, email) or - if the goods are delivered before the deadline - by returning the goods. The time limit begins after receipt of this instruction in text form, however not before receipt of the goods by the recipient (in case of recurring deliveries of similar goods not before receipt of the first partial delivery) and also not before fulfilment of our obligations following Article 246 § 2 in connection with § 1 paragraph 1 and 2 Introductory Act to the German Civil Code as well as our obligations according to § 312e paragraph 1 Clause 1 German Civil Code in conjunction with Article 246 § 3 German Civil Code. For keeping the revocation period, it is sufficient to send the revocation in time or to return the goods. The revocation must be sent to:

            Dr. Clauss Bild- und Datentechnik GmbH
            Turnhallenweg 5a
            D-08297 Zwoenitz, Germany

In case of an effective revocation, the mutually received benefits are to be returned and any benefits (eg interest) have to be surrendered. In case you can not return the performance or goods received completely or in part to us, or only return them in an impaired condition, you must pay us compensation for the value. This does not apply for the transfer of goods, if the impairment is exclusively caused by the inspection of the product, as it would have been possible in a retail store. For an impairment caused by the intended use of the goods, you do not need to pay any compensation. Transportable items are to be returned at our risk. Freight collect returns will not be accepted. If not satisfied with the product, the buyer bears the cost of the return. In case of a deficit incurred by the seller, the postage costs incurred will be refunded to the buyer in the aftermath. Goods that cannot be shipped will be picked up. Obligations to refund payments must be fulfilled within 30 days. The period starts for you with sending the revocation or the goods, for us, they start with their reception.

7. Delivery and passing of risk, default of acceptance, retention of title

Goods can be sent at the expense of the customer, delivered and insured. If the delivery of goods or shipment is delayed at the request or fault of the customer, goods are stored at the expense and risk of the customer. In this case, notification of readiness for shipping is equal to the shipping itself.

Besides, the risk is passed over to the customer when leaving our business premises or storerooms. Timely, the client has to bring all claims to notice from the transfer of risk onwards against shippers, carriers and their insurance etc. himself.

Any returns of not accepted goods are at the expense and risk of the customer, unless we are not responsible for the return. In case of pick-up or accept delivery of the customer, we are entitled to store goods at the risk and expense of the customer or to instruct a third party to organize this.

An unjustified refusal of the client leads to claim against the client due to breach of contract. We retain title to all goods and services with all the consequences until complete payment of the total invoice amount. If the buyer sells the delivered goods, he assigns the claims that are due to him caused by the disposal against his clients with all ancillary rights to us. During the period of retention of title, the purchaser has to insure the shipment against all possible damages and losses. The withdrawal or retention of goods in case of breach of contract, especially in case of default in payment, is not a withdrawal of the contract without our explicit ad written declaration.

8. Defects and warranty, limitations of liability and other claims for damages

The Customer has to inspect received goods immediately upon receipt for quantity, quality and assured characteristics. Quantity errors and obvious defects must be notified within 7 working days after recept, hidden defects within 7 days after discovery by written notice to us. For problem analysis and troubleshooting, the client follows our instructions in an appropriate scope.

The warranty is invalidated and reserved if quantity errors or defects are not notified on time. The warranty is furthermore reserved for defects that are caused by incorrectly performed assistance works or provided materials of the client or by not executed or deficiently executed correction or testing activities despite being requested.

For deviations in the quality of supplied materials or goods, we are only liable up to the amount of our own claims against suppliers. Here we are liberated from our liability, if we assign our claims against the suppliers to the client. Any additional services requested by the client, especially costs incurred for return and redelivery, temporary provision of substitute products, advanced error analysis and defect inspection shall be borne by the customer.

Costs of unjustified warranty claims of the customer are in principle carried by the customer himself, even if there was a claim first against suppliers at our own discretion, before the supplier rejected the claim. In case of justified complaints by the customer, a rework of faulty goods or a replacement takes places. For correction of faults, the client must grant the necessary time and opportunity using equitable discretion free of charge, otherwise the guarantee is cancelled.

If the repair or replacement proves to be unsuccessful or not done after after a decent time, the purchaser shall have the right to reduce the purchase price or, in case of an uncontested uselessness of the goods, have the right of conversion.

Further warranty claims, in particular claims for damages, are excluded unless they are based on intent or gross negligence by us or our agents. All materials, media and semi-finished and finished products provided by the customer for order processing, are treated appropriately and with care, and after order processing, they are stored under the same conditions as goods in default of acceptance. We are only liable for damages in cases of intent or gross negligence. The client has to provide a possible insurance for these items. Claims for damages against us, regardless of the legal grounds, especially for indirect and consequential damages, are excluded. This shall not apply insofar as liability is mandatory in cases of intent or gross negligence. In case of improper use of our products or their use as a component of a system solution, which results in a damage, we must reject claims for damages. If there are any claims against us, they expire within six months after transfer of risk.

Warranty and damage claims are entitled only to the customer and are not transferable. By replacing parts, assemblies or complete units, there are no new warranty periods in force. Technical and design changes to the products are reserved by the supplier. For replacements with improved products, the value difference is calculated.

Damages for breach of contract, breach of duty in contract negotiations, infringements after contractual obligations, delay or impossibility, we only provide if we or our agents can be blamed with intent or gross negligence. We are not liable for damages that are caused to the delivery item itself, especially not for loss of profits or other financial damages of the purchaser.

9. Intellectual property rights, non-disclosure

The customer shall be solely liable for any violation of intellectual property rights of third parties, that are due to work materials, templates, files, etc. used and provided by himself. The customer releases us from any third party claims arising from such violations of rights.

Unless expressly agreed otherwise, all our intellectual property rights performances remain our property and shall not be affected by the customers remaining acquisition of property.

Further use of such services beyond the agreed scope of services, especially reproduction, reprint, or amendment, requires the written consent of the author. This definition also applies to software and data resources. We as well as the customer are liable to treat all information made accessible due to the business relationship confidentially.

10. Data storage

According to § 28 of the Federal Data Protection Act (BDSG), we draw your attention that the data being necessary in the context of business purposes is processed and stored by a computer system in accordance with § 33 (BDSG). Personal data will be treated confidentially.

11. Online Dispute Resolution (ODR platform)

The EU Commission has created an Internet platform for the online settlement of disputes concerning contractual obligations from online contracts (OS platform). We are not obliged to participate in a dispute resolution with a Consumer Arbitration Board and we are generally not willing to participate. You can reach the OS platform at the following link:

12. Applicable law, jurisdiction, effectiveness

For these terms and conditions and all legal relationships between us and the client, the law of the Federal Republic of Germany is exclusively applicable. Place of performance for our deliveries and services and customer payments is Zwoenitz / Saxony in Germany. Exclusive jurisdiction, if the customer is a merchant, corporate body under public law or public special fund, is our company's registered office. In addition, we are entitled to make claims before the court competent for the (living) headquarters or domicile of the customer.

Should one or more terms of these General Terms and Conditions be or become invalid, the validity of the remaining terms shall remain unaffected. In such a case, the contract parties will replace invalid terms by terms that are according to their economic purpose as closely as possible to valid terms.

Dear Customers,

for the import of goods there are partially additional costs such as custom duties (outside the EU) and other charges. In countries with authorized resellers we kindly ask you to order directly from our partners. Beyond the sale, these partners also offer special services in their country.

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