{"id":4928,"date":"2025-05-07T15:24:10","date_gmt":"2025-05-07T13:24:10","guid":{"rendered":"https:\/\/esdi-ev.de\/?page_id=4928"},"modified":"2026-06-11T12:09:59","modified_gmt":"2026-06-11T10:09:59","slug":"agbs-esdi-ev-tech","status":"publish","type":"page","link":"https:\/\/esdi-ev.de\/en\/agbs-esdi-ev-tech\/","title":{"rendered":"Terms & Conditions"},"content":{"rendered":"
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\u00a7 1 Geltungsbereich<\/b><\/p>\n

(1) Our General Terms of Sale and Delivery apply exclusively to all deliveries and services provided by us in connection with the manufacture, sale and delivery of any machines, vehicles or plants or parts thereof, unless deviating agreements have been made in individual cases. We do not recognize any conflicting terms of the customer, or terms that deviate from or supplement our General Terms of Sale and Delivery, unless we have expressly agreed to their validity in writing. Our General Terms of Sale and Delivery also apply if we carry out the delivery to the customer without reservation while being aware of such terms of the customer. <\/p>\n

(2) Our General Terms of Sale and Delivery apply towards:<\/p>\n

a) entrepreneurs within the meaning of \u00a7 14 BGB; <\/p>\n

b) legal entities under public law or special funds under public law.<\/p>\n

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\u00a7 2 Offer and conclusion of contract<\/b><\/p>\n

(1) Our offers are subject to change and non-binding unless otherwise agreed. The documents provided to the customer with the offer or later, such as illustrations, drawings, dimensions, weights, performance data and similar specifications, contain only non-binding, exemplary information, unless they are expressly designated by us as binding. <\/p>\n

(2) An order is only deemed accepted once it has been confirmed by us in writing. All agreements made between us and the customer for the purpose of executing the contract concluded between us, as well as any ancillary agreements, amendments, the termination or withdrawal from the contract or its cancellation, require the written form. <\/p>\n

(3) We reserve the right to require the customer, at the customer expense, to take out credit default insurance for the agreed price. <\/p>\n

(4) We reserve all property rights and copyrights to cost estimates, drawings, samples and other documents prepared by us; they and the offer itself may not be made accessible to third parties without our consent. If a contract is not concluded, such documents must be returned to us without delay. <\/p>\n

(5) The documents to be supplied by the customer, such as drawings, gauges, samples, models or the like, are solely authoritative for us. The customer is liable for the correctness of the content, technical feasibility and completeness of these documents; we are not obliged to carry out any review. The customer is also liable for ensuring that the use of such documents does not infringe the rights of third parties, and shall indemnify and hold us harmless from all disadvantages arising from such an infringement of rights.<\/p>\n


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\u00a7 3 Scope of delivery and service<\/b><\/p>\n

(1) Our written order confirmation is authoritative for the content and scope of our delivery or service. We reserve the right to make changes due to technical developments.<\/p>\n

(2) A deviation from our information in offers or in the order confirmation regarding dimensions, weights, performance or material is permissible \u2013 without consultation with the customer \u2013 insofar as this does not result in any deterioration of the delivery item; the same applies to all design details and proposals. The information contained in catalogues, brochures or advertisements regarding dimensions, weight, performance value and similar specifications is subject to change. The same applies to shipping weights and crate dimensions. <\/p>\n

(3) The regulations of the Association of German Electrical Engineers (VDE) apply to electrotechnical material. Deviations are permissible insofar as the same level of safety is ensured in another way. <\/p>\n

(4) Models, tools and other equipment for the execution of an order always remain our property, even if we charge a share of the costs. <\/p>\n

(5) The customer is obliged to inform us of the regulations on environmental and accident protection applicable at the place of installation and to be applied in each individual case before the final definition of the scope of delivery; the customer alone is responsible for compliance with these regulations, unless we violate them intentionally. Protective devices required thereafter will be supplied insofar as this is legally prescribed or expressly agreed.<\/p>\n

Expenses for such equipment are not included in the price, unless otherwise noted in the order confirmation. <\/p>\n

(6) We are entitled to make partial deliveries to a reasonable extent<\/p>\n

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\u00a7 4 Preise<\/b><\/p>\n

(1) Unless a special agreement is made, our prices apply ex works. They are exclusive of packaging, loading at the delivery works, assembly and commissioning. Packaging is charged at cost price, transferred to the customer upon provision for dispatch and not taken back. All costs associated with transport \u2013 including insurance that can be taken out at the customer request (cf. \u00a7 8 paragraph 2 of these terms) \u2013 are borne by the customer. Large crates are deemed to be on loan and must be returned in good condition within 30 days carriage paid. In case of non-return, we reserve the right to charge our cost price. <\/p>\n

(2) The prices are net prices and do not include value added tax. For deliveries and services subject to value added tax, this is charged additionally at the respective statutory rate. <\/p>\n

(3) The costs for adjustments due to process-related requirements that arise during the commissioning of the delivered machines and plants are charged additionally according to the actual expense.<\/p>\n

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\u00a7 5 Zahlungsbedingungen <\/b><\/p>\n

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  1. We are entitled to demand a reasonable advance payment with the order confirmation or later, if the financial circumstances of the customer make such a payment appear necessary in our opinion. <\/li>\n
  2. Payments are due upon receipt of the invoice and are to be made in cash, without any deduction, free to our bank account within 14 days of receipt of the invoice. The payment obligation is only fulfilled when we can dispose of the amount without reservation. If payment is not made within the aforementioned period, the customer automatically falls into default upon expiry of the period, without any reminder on our part or other requirements being necessary.<\/li>\n
  3. Rights of retention and set-off are only available to the customer if his counterclaims have been established as legally binding, are undisputed or have been recognized by us. Furthermore, he is only entitled to exercise a right of retention insofar as his counterclaim is based on the same contractual relationship. <\/li>\n
  4. For export deliveries (all deliveries to destination countries outside the Federal Republic of Germany), payments are to be made by granting a sufficiently timed, irrevocable letter of credit in our favour, to be coordinated with us, advised and confirmed by a credit institution licensed in Germany, at our house bank. <\/li>\n
  5. Bills of exchange and cheques are only accepted on the basis of an express agreement and always only on account of performance. Their acceptance is not to be regarded as a deferral. Their term may not be less than 10 days and not more than three months. Credits for bills of exchange and cheques always apply subject to receipt and only with the value date of the day on which we can dispose of the equivalent value. No liability is assumed for timely presentation, protest, notification or return in case of non-payment. Discount and collection charges are to be borne by the customer and, on request, to be reimbursed in advance in cash. <\/li>\n
  6. If the customer is wholly or partially in default with a payment, the entire remaining debt becomes due \u2013 even insofar as bills of exchange with a later due date have been accepted for it. Notwithstanding our statutory rights, we are entitled to demand the provision of a bank security in the amount of our then still outstanding payment claims. If the customer is in default with the provision of the security, we are entitled, after setting a subsequent deadline and threatening rejection, to refuse further execution of the contract and to demand compensation. The provisions of sentence 1 and sentence 2 also apply if the financial circumstances of the customer deteriorate. <\/li>\n
  7. All taxes, fees or other charges arising outside the Federal Republic of Germany are borne by the customer. The customer must also, at his own expense, provide for official permits in the export country, such as import permits and others.<\/li>\n<\/ol>\n


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    \u00a7 6 Lieferzeiten<\/b><\/p>\n

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    (1) Deadlines and delivery times are governed exclusively by the written agreements made in individual cases. <\/p>\n

    (2) In the absence of other agreements, the delivery time begins with the date of our order confirmation, but not before receipt of the documents to be procured by the customer, the necessary permits, the information and releases to be declared by him, the timely clarification and approval of the plans, and before receipt of a down payment to be made by the customer. Compliance with the delivery period presupposes the fulfilment of the customer contractual obligations. <\/p>\n

    (3) The delivery period is deemed to have been met if, by the time it expires, the delivery item has left our works or readiness for dispatch has been communicated by us. <\/p>\n

    (4) In the event of unforeseen events that we could not avert despite exercising reasonable care, the delivery period is extended by the duration of the impediment plus a reasonable start-up time. This applies regardless of whether the difficulties occurred in our works or in the works of our sub-suppliers. Unforeseen events are in particular force majeure, operational disruptions, lawful industrial disputes (strike and lockout), official interventions, energy supply difficulties and delays in the delivery of essential raw and building materials. Sentence 1 also applies if the aforementioned circumstances arise during an already existing default. We will inform the customer without delay of the beginning and end of such impediments. <\/p>\n

    (5) If the customer is in default of acceptance, if dispatch is delayed at the customer request or if he violates other duties to cooperate, we are entitled to demand compensation for the damage incurred by us, including any additional expenses, beginning one month after notification of readiness for dispatch, but in the case of storage in our works at least 1\/2 percent of the invoice amount for each month. In this case, the risk of accidental loss or accidental deterioration of the delivery parts also passes to the customer at the point in time at which he falls into default of acceptance. However, we are entitled, after setting and the fruitless expiry of a reasonable period, to dispose otherwise of the delivery item and to supply the customer with an equivalent replacement item within a reasonably extended period. <\/p>\n

    (6) In the event of the occurrence of unforeseen events (cf. paragraph 4), we are also entitled to withdraw from the contract in whole or in part with regard to the part not yet fulfilled. If the impediment lasts longer than one month, the customer is entitled, after setting a reasonable grace period, to withdraw from the contract with regard to the part not yet fulfilled.<\/p>\n

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    \u00a7 7 Abbildungen <\/b><\/p>\n

    Dimensions and weight specifications are non-binding. Deviations are permitted because improvements to machines cannot always be made immediately visible in the illustrations. We assume no liability for information and data on vehicles or components in old manufacturer brochures. <\/p>\n

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    \u00a7 8 Transfer of risk and acceptance<\/b><\/p>\n

    (1) Unless otherwise stated in the order confirmation, delivery ex works is agreed. The risk passes to the customer at the latest upon dispatch of the delivery parts, even if partial deliveries are made or we have taken on other services, e.g. the shipping costs or transport or installation and\/or commissioning. <\/p>\n

    (2) If the customer expressly requests it in writing, we will insure the delivery against theft, breakage, transport, fire and water damage as well as other insurable risks at replacement value. The costs incurred in this respect are borne by the customer<\/p>\n

    (3) If dispatch is delayed as a result of circumstances for which the customer is responsible, the risk passes to him from the day of notification of readiness for dispatch. However, at the customer request and expense, we will effect the insurance that he requires. Insofar as no such request is made, we are entitled to insure the delivery items from the place and time of the transfer of risk at the customer expense. <\/p>\n

    (4) Delivered items are to be accepted by the customer, even if they have insignificant defects, without prejudice to the rights under \u00a7 11 of these terms.<\/p>\n

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    \u00a7 9 Eigentumsvorbehalt <\/b><\/p>\n

    (1) All items delivered by us remain our property until full payment of all our claims against the customer existing at the time of delivery and the claim from the order underlying the delivery, including ancillary claims, claims for damages and the redemption of cheques and bills of exchange. If cheque\/bill of exchange payment is agreed, the effect of fulfilment only occurs upon redemption of the financing bill. The retention of title also remains in effect if we include individual claims in a current account and the balance is drawn and recognized.<\/p>\n

    (2) The same applies to export deliveries (cf. \u00a7 5 paragraph 2 of these terms). If the statutory provisions of the destination country do not permit the retention of title in the aforementioned form, the customer undertakes to provide us with equivalent securities for all our claims against him. <\/p>\n

    (3) Should the items delivered by us, with our consent on the occasion of the conclusion of the contract, be transferred as security for financing to a third party who finances for the customer the price to be paid to us by granting a loan or in another way, the customer hereby transfers to us his contingent property right in the delivery items in the event that at the time of the release of the security property by the financing third party not all of our claims against the customer have yet been fulfilled. The contingent property right has such a scope that the delivery item falls back into the retained property as security for our balance claims. <\/p>\n

    (4) The customer is obliged to cooperate in measures that we take to protect our property or a comparable right in the delivery item. Without our express consent, the customer may neither pledge the delivery item nor transfer it as security. In the event of seizures, confiscations or other dispositions by third parties, the customer must notify us without delay and provide copies of the relevant disposition documents so that we can bring an action under \u00a7 771 ZPO. Insofar as the third party is not in a position to reimburse us for the judicial and extrajudicial costs of an action under \u00a7 771 ZPO, the customer is liable for the loss incurred by us.<\/p>\n

    (5) We are entitled to insure the delivery item subject to our retention of title sufficiently against theft, breakage, fire, water and other damage at replacement value at the customer expense, unless the customer proves that he has taken out corresponding insurance himself. In the case of self-insurance, we are entitled to satisfy ourselves of the existence of sufficient insurance cover by enquiring with the insurer. Insofar as maintenance and inspection work is required, the customer must carry this out in good time and at his own expense.<\/p>\n

    (6) In the event of default in payment, we are permitted \u2013 notwithstanding our statutory rights \u2013 to take back the delivery item after a reminder and setting of a deadline. In this case, the customer is obliged to surrender it. The assertion of the retention of title or a seizure of the delivery item is not deemed a withdrawal from the contract, unless we expressly declare this in writing. After taking back the delivery item, we are entitled to realize it. The proceeds of realization are credited against the liabilities of the customer less reasonable realization costs.<\/p>\n

    (7) As long as the delivery item is subject to retention of title, the customer may not resell it outside the ordinary course of business without our consent. If consent is granted, the retention of title must be disclosed to the third party, and the resale may only take place while maintaining our retention of title. The customer already now assigns to us as security, in full, all claims arising from the resale or any other legal ground with regard to the goods subject to retention of title. We authorize him revocably to collect the assigned claims in his own name for our account. Our authority to collect the claim ourselves remains unaffected by this. However, we undertake not to collect the claim as long as the customer meets his payment obligations from the proceeds received, is not in default and no application for the opening of insolvency proceedings has been filed or payments have been suspended.<\/p>\n

    (8) The processing or transformation of the delivered goods subject to retention of title by the customer is carried out exclusively in our name and interest, with the retention of title continuing. If our goods subject to retention of title are processed or combined with other items not belonging to us, we acquire co-ownership of the new item in proportion to the value of the goods subject to retention of title relative to the other processed items at the time of processing or transformation. For the new item created by processing or transformation, the provisions of this retention of title otherwise apply accordingly.<\/p>\n

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    \u00a7 10 Duty to inspect and give notice of defects<\/b><\/p>\n

    (1) The customer must inspect the goods without delay after delivery, insofar as this is feasible in the ordinary course of business. If a defect appears, the customer must give notice of it in writing and expressly within one week of receipt of the goods.<\/p>\n

    (2) If the customer fails to give notice of the defect, the goods are deemed approved, unless it is a defect that was not recognizable during the inspection. If such a defect appears later, it must likewise be notified in writing and expressly within one week of discovery, otherwise this defect is also deemed approved.<\/p>\n

    (3) To preserve the rights of the customer, the timely dispatch of the notice of defects is sufficient.<\/p>\n

    (4) We do not invoke these provisions if the defect was fraudulently concealed, if we have already expressly recognized it, or if we are liable for intentional conduct.<\/p>\n

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    \u00a7 11 M\u00e4ngelhaftung<\/b><\/p>\n

    (1) The defect rights of the customer presuppose that he has met his duties to inspect and give notice of defects under \u00a7 10 of these terms in a timely and proper manner.<\/p>\n

    (2) If a material defect for which we are responsible exists at the transfer of risk, we are entitled, at our option, to remedy the defect or to make a replacement delivery (hereinafter referred to as \"subsequent performance\"). The notice of defects must be raised in writing. Claims for defects become time-barred one year after delivery of the goods. In the case of subsequent performance measures, the limitation period is merely suspended from the receipt of the written notice of defects until the completion or failure of the subsequent performance. The statutory limitation period of two years under \u00a7 634a para. 1 no. 2 BGB for structures, building materials, components as well as planning and supervision services remains unaffected. The customer is obliged to remedy minor defects himself; the costs incurred for this can be charged to us at cost price.<\/p>\n

    (3) We are not liable for defects that are attributable to deliveries or services of the customer or third parties, provided these are not our vicarious agents, nor for damage arising therefrom.<\/p>\n

    (4) A reasonable period must be granted to us for subsequent performance. If the subsequent performance fails despite three attempts, the customer can demand a reduction of the purchase price or \u2013 at his option \u2013 withdrawal from the contract. The customer may have defects remedied himself or by third parties if we are in default with the subsequent performance or if there is an urgent emergency (e.g. endangerment of operational safety or to avoid disproportionately large damage). In this case, he is obliged to inform us immediately, if possible in advance. Further claims for defects or replacement are excluded, unless we are liable due to intent. The provisions in \u00a7 12 apply to claims for damages.<\/p>\n

    (5) If the delivered goods are not a newly manufactured item, all claims for defects \u2013 subject to \u00a7 12 \u2013 are excluded.<\/p>\n

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    \u00a7 12 Other liability, exclusion of liability, withdrawal<\/b><\/p>\n

    (1) Our liability arising from contractual or statutory claims due to breaches of duty is limited to intent and gross negligence. In the case of simple negligence, we are only liable for the breach of essential contractual obligations (\"cardinal obligations\") that are essential for achieving the purpose of the contract. In these cases, liability is limited to direct damage and, in terms of amount, limited to the order value, insofar as the typical and foreseeable damage does not exceed this. This limitation of liability does not apply in the case of injury to life, body or health.<\/p>\n

    (2) The aforementioned limitations of liability apply accordingly also to our vicarious agents.<\/p>\n

    (3) The customer, as well as our vicarious agents, indemnifies us from claims for damages by third parties that arise in connection with the fulfilment of the contractual obligations and that go beyond our liability under paragraph 1.<\/p>\n

    (4) Liability under mandatory statutory provisions, in particular the Product Liability Act, the Liability Act or the Road Traffic Act, remains unaffected.<\/p>\n

    (5) A right of withdrawal of the customer exists only in the case of a breach of duty for which we are responsible. In the case of defects, the provisions in \u00a7 11 apply exclusively.<\/p>\n

    (6) Otherwise, the customer is liable in accordance with the statutory provisions.<\/p>\n

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    \u00a7 13 Gerichtsstand, Erf\u00fcllungsort, Rechtswahl<\/b><\/p>\n

    (1) The place of jurisdiction for all disputes arising from and in connection with this contract is Herford, provided the customer is a merchant, a legal entity under public law or a special fund under public law, or does not have a general place of jurisdiction in Germany. We are also entitled to sue at the customer place of business.<\/p>\n

    (2) The place of performance is, unless otherwise stated in the order confirmation, our place of business.<\/p>\n

    (3) This contract is governed exclusively by German law, excluding the UN Convention on Contracts for the International Sale of Goods.<\/p>\t\t\t\t\t\t\t<\/div>\r\n\t\t\t\t\t\t\t\t\t\t<\/div>\n\t\t\t\t<\/div>\n\t\t\t\t\t<\/div>\n\t\t<\/div>\n\t\t\t\t\t<\/div><\/div>\r\n\t\t<\/section>\r\n\t\t\t\t

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    AGBs \u00a7 1 Geltungsbereich (1) Unsere Allgemeinen Verkaufs- und Lieferungsbedingungen gelten ausschlie\u00dflich f\u00fcr alle Lieferungen und Leistungen durch uns im…<\/p>","protected":false},"author":1,"featured_media":0,"parent":0,"menu_order":0,"comment_status":"closed","ping_status":"closed","template":"page-fullwidth.php","meta":{"footnotes":""},"class_list":["post-4928","page","type-page","status-publish"],"_links":{"self":[{"href":"https:\/\/esdi-ev.de\/en\/wp-json\/wp\/v2\/pages\/4928","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/esdi-ev.de\/en\/wp-json\/wp\/v2\/pages"}],"about":[{"href":"https:\/\/esdi-ev.de\/en\/wp-json\/wp\/v2\/types\/page"}],"author":[{"embeddable":true,"href":"https:\/\/esdi-ev.de\/en\/wp-json\/wp\/v2\/users\/1"}],"replies":[{"embeddable":true,"href":"https:\/\/esdi-ev.de\/en\/wp-json\/wp\/v2\/comments?post=4928"}],"version-history":[{"count":1,"href":"https:\/\/esdi-ev.de\/en\/wp-json\/wp\/v2\/pages\/4928\/revisions"}],"predecessor-version":[{"id":8211,"href":"https:\/\/esdi-ev.de\/en\/wp-json\/wp\/v2\/pages\/4928\/revisions\/8211"}],"wp:attachment":[{"href":"https:\/\/esdi-ev.de\/en\/wp-json\/wp\/v2\/media?parent=4928"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}