General Terms of
Delivery and Payment of Goods And Services of Hagalis AG
General Terms
1.
Deviations
from these terms, especially with regard to the buyer´s purchase stipulations,
require our express statement of that in writing.
2.
Our
offers are non-binding. Orders of goods or services are only binding for us
inasfar as we confirm them or send the buyer the goods or results of the
services. Spoken agreements are only valid if we have confirmed them in
writing.
3.
When
using our goods and services, the legal rights of protection of property, -
copyright, etc. - both ours and third party, must be adhered to.
2. Closure of contracts
and the right to return goods
1.
The
sales contract comes about by your order or commission of services, together
with our agreement to deliver – or delivery – within a reasonable period of
time. This also applies to orders or commissions received over the internet, by
e-mail, or by mouth.
2.
The
right to return applies to goods only, not commissioned services. If returning
goods, please include a copy of the bill and use the package label. Returning
goods is done at your risk, and must have sufficient postage. We hope you will
understand that we will return packages that haven´t sufficient postage.
Returning the goods within the period allowed will annul the sales contract.
The value of the returned goods will either be deducted from your customer
account or, for C.O.D., will be transferred to your bank account (please
include your banking information). Important: If used or damaged goods
are returned to us, we will require the replacement of the value lost through
damage that exceeds what would be lost by a reasonable use of the good in
addition to the value of the usage.
3. Delivery
1.
Inasfar
as we furnish our own packaging and transport, our own terms of packing apply.
In delayed returning of goods – i.e. by exceeding the usual period for unloading
– by freight, we will charge the buyer the costs, rental and otherwise, that
arise.
2.
As
long as the buyer is behind in their payments we are not required to deliver.
3.
Time
of delivery: As long as not otherwise agreed upon, we will deliver within 14
days, if the goods are in stock. Services, such as analyses or consultations,
will be delivered within three weeks or within a time period separately agreed
upon with the buyer. If delays arise because of a large number of commissions,
it will not change the general terms of agreement nor the buyer´s contract.
4.
If we
are at fault in a delayed delivery, then delay of delivery can only be claimed
after a reasonable extension of the delivery period has been granted.
4. Terms of copyright for use of
Hagalis crystallization analyses and other services
Hagalis AG, its branches and
licensees have full right of use, without restriction, of all analyses, photos,
certificates or professional assessments they have produced, regardless of the
party who has requested their making, in accordance with the copyright and
protection of data laws.
Notwithstanding, the party who has requested the making of said
analyses, photos, certificates or professional assessments will have full right
of their use under the conditions of copyright written below. Reproduction of said analyses, photos,
certificates or professional assessments will incur the copyright charges
listed in the table below. An agreement
between Hagalis AG and a party who obtains copyright will be signed in
contract. Charges for further printing
or access rights will be calculated in the following manner: only the difference in cost between the
number of copies already paid for and the total number requested must be
paid. For example, a first printing of
10,000 copies would cost euro 205.00. Should a further printing of 20,000
copies be made, which would bring the total number of copies to 30,000, the
additional charge would be euro 155.00, not euro 360.00. The table only lists the charges for the
original obtaining of copyright. The
number of printed copies is calculated by totalling the number of previously
printed copies and adding the new number of requested copies to that. The charge is always calculated by taking
the charge for the sum total of all the printed copies requested to date minus
the amount(s) already paid. Additional
printings are therefore done at considerably less cost. The same manner of determining copyright
charges is used for presentations on the internet or digital media.
Copyright charges for the right to use
Hagalis analyses and crystallization pictures in printed form and Internet. |
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1.1
Printed Form
|
1.2
Internet
|
||||||
Number of copies |
|
Copyright charges for
printed materials, each picture used |
Number of accesses |
|
Copyright charges
for Internet, each picture used for access
|
||
|
|
|
|
0 |
to |
3,000 |
205.00 € |
0 |
To |
10,000 |
205.00 € |
3,001 |
to |
5,000 |
360.00 € |
10,001 |
to |
30,000 |
360.00 € |
5,001 |
to |
7,000 |
520.00 € |
30,001 |
to |
50,000 |
470.00 € |
7,001 |
to |
10,000 |
750.00 € |
50,001 |
to |
100,000 |
620.00 € |
10,001 |
to |
30,000 |
1,550.00 € |
100,001 |
to |
500,000 |
1,250.00 € |
30,001 |
to |
50,000 |
2,600.00 € |
500,001 |
to |
1,000,000 |
1,900.00 € |
50,001 |
to |
100,000 |
4,700.00 € |
1,000,001 |
to |
10,000,000 |
3,200.00 € |
100,001 |
to |
500,000 |
12,000,00 € |
10,000,001 |
to |
any |
6,200.00 € |
500,001 |
to |
1,000,000 |
20,000.00 € |
|
|
|
|
|
|||
amounts in each
case plus the legal value added tax |
Any party who obtains coyright
must render proof of the total number of printed copies made (for printed
materials) or number of accesses (for digital forms). If proof of copy or access number is not rendered then the
copyright charge will be calculated based on our estimate. All said analyses, photos, certificates or
professional assessments remain our property until paid in full. They may also, therefore, not be reproduced
in any manner until paid in full. Their
reproduction in any manner before being paid in full, or other infringement of
their right of use, is liable to legal action for copyright violation and
accompanying damage claims for infringement of copyright.
5. Billing
1.
If no
other agreement has been made, the price given covers the goods or services
only, ex works, and does not include packing and shipping.
2.
When
billing, the price that is valid on the day of billing applies. If the prices
should be higher than at the time of contract closure, the buyer has the right,
within 14 days of hearing of the price increase, to refuse goods that have not
yet been delivered.
3.
The
terms of our price lists, or a written offer by us, apply to our services. If,
because of the buyer´s wish, we carry out more service than originally agreed upon,
then the charge for our services will be increased in proportion to the service
actually carried out and independent of the original agreement. This also
applies to spoken requests for extension of services that are made after the
original agreement. The charges will be listed separately on the bill.
4.
The
prices do not include Value Added Tax.
5.
If we
agree on free delivery, then that is based on the delivery charges that apply
at the time the agreement is made. If the delivery charges should be different
on the actual date of delivery, then we will pass the change of charge on to
the buyer, to their benefit or loss, without that giving the buyer the right to
withdraw from the agreement.
6. Acts of God
1.
Situations
beyond our power – that is, the events and circumstances that can´t be hindered
within an orderly business management – suspend the contract requirements of
the parties involved for the length of the disturbance and in the compass of
its effect. If the delay should continue more than six weeks, then both parties
have the right to withdraw from the contract as far as the part that has been
affected. One has no right to further claims, however.
7. Payment
1.
All
our bills are due, without deductions, immediately after the date of billing
and should be paid net cash.
2.
The
primary method of payment is direct debit. Other methods of payment will only
be permitted if a separate agreement has been made. When ordering, please
include your bank account number, bank routing number, and signature permitting
the direct debit to be made.
3.
Deliveries
to foreign countries will only be made if paid in advance.
4.
All
payments except for direct debit are to be paid to: Account 5486661; BRN
65020186 Hypovereinsbank Ravensburg.
5.
Checks
or bills of exchange require our agreement, and the buyer is liable for their
expenses and costs, as well as the risk of presentation within the time allowed
and their protesting.
6.
Bills
not paid within the period allowed will be charged, within the right to claim
further damages, an additional damage interest at the rate of the usual bank
debit interest, which will be at least 3% above the going federal bank rate.
7.
In
cases of default of payment and where there are grounds to doubt the solvency
or credit worthiness of a buyer, we are authorized, without damage to our other
rights, to require security or advance payment for goods not yet delivered to
them and immediate payment of all our business claims with them.
8.
The
buyer is only permitted to set off or withhold payment if they have so
stipulated and the stipulation is legal and uncontested.
8. Delivery
1.
Loading
and shipping are uninsured and go at the buyer´s risk.
2.
We will try to accompany the buyer´s wishes
and interests in our choice of means and route of transport, additional costs
that arise from that – including for delivery agreed free of charge – will be
charged to the buyer.
3.
The
listed delivery charges are valid only within Germany. Deliveries to other
countries will be charged at the applicable higher rates. The customer should
inquire as to the exact charges in their case.
9. Guarantees
1.
All
information about the suitability for purpose, production and use of our
products, technical advice, and other information are done out of our best
knowledge, however that does not free the buyer from examining and testing our
wares themselves.
2.
The
buyer is required to examine the wares for deficiency and suitability for the
buyer´s use as soon as they arrive, as far as possible by testing, otherwise
the wares are considered accepted.
3.
Complaints
will only be considered if they are received within eight days of receipt of
the wares - or, in cases of hidden damage as soon as they are discovered but
within four weeks of receipt at the latest - if made in writing and accompanied
by proof of damage.
4.
Our guarantee
liability is limited to our choice of replacement, exchange, decreasing or
touching up. Goods that have received complaint can only be returned to us if
we have expressly agreed to that. If the replacement or touch up goes awry, or
if we are at fault for allowing a reasonable period of time that has been
granted us by the buyer for touch up or replacement of a ware that, following
these terms of delivery, we are resposible for improving because of deficiency
pass without acting, then the buyer has the right to ask for an exchange or
decrease in the amount of goods.
10. Replacement of
damaged goods
Inasfar
as legally allowed, our liability in replacing damaged goods, on whatever legal
grounds, is limited to the value of our goods that were involved in the event
they were damaged in. This does not apply if, due to legally compelling
grounds, we are liable to cover to the full extent because of gross negligence
or deliberate intention to cause damage.
11. Right of Possession
1.
All
goods and services remain in our possession until the buyer has paid us in
full. The buyer is authorized to use goods they have bought according to proper
business procedure. Services are only at the buyer´s disposal after the buyer
has paid us for them in full – this applies especially where our terms of
copyright are involved.
2.
Our
right of possession also applies to the full value of products where we are
considered valid producer that result through combination, mixing or a working
in of our wares. If through combination, mixing, or working in with a third
party´s wares that party has valid right of possession, then we maintain
co-right of possession to the full value of our goods that have been
incorporated into that party´s products.
3.
Our
right of possession also applies to the passing on, use or reproduction of our
services and their results, such as analyses, photos, texts, certificates,
professional information and advice, and other services. In addition we also
refer here to our terms of copyright.
4.
If the
buyer
5.
The
buyer must notify us immediately by registered letter if a third party has
access to our wares and their claims.
6.
Our
making use of the right of possession does not signify withdrawal from the
contract.
7.
Our
wares and their claims can not be used as security or to a third party, or
withdrawn from until the buyer has paid us in full.
8.
If the
value of securities offered us by a buyer is more than 20% above our claims,
then, on the buyer´s request, we will release securities according to our
choice.
12. Legal domicile and
place of jurisdiction
1.
The legal domicile for delivered wares is the location the wares were delivered
from, and for payments is Herdwangen-Schönach. If the buyer is a professional
businessman, then the place of jurisdiction is either Herdwangen-Schönach or
their legal domicile, according to our choice.