CRANE Merchandising Systems

2.) Quotation and Purchase Order
Our quotations, verbal or written, shall always be subject to change without notice and non-binding. Purchase orders shall only become legally binding on us after we have confirmed them in an appropriate period of time or have executed them with the consent of our contractual party pursuant to the agreement, where tacit agreement of the other party hereto shall be sufficient.

3.) Delivery Periods
All delivery periods shall be given to the best of our judgement, although they shall always be seen as anticipated. To this extent, asserting claims to compensation due to late delivery shall be ruled out. We can only take requests for changes into account no later than two weeks before the anticipated date of delivery. They shall only be deemed as accepted after our explicit written confirmation.

4.) Passage of Risk
Risk shall pass onto the orderer as soon as the shipment leaves our company and is handed over to the train, post or other carrier. All shipments including returns shall travel at the risk of the purchaser.

5.) Insurance Cover
We shall insure all of the shipments against damage and loss that the carrier carried out with insufficient liability at the request of the purchaser and on its behalf. The purchaser has to pay the premiums; they shall be payable to us net without deductions.

6.) Terms of Payment
Our prices shall be ex Dreieich, Germany including packaging. Payment shall be made net after receiving the invoice as stated on the back side. Interest 2% above the discount rate of the Deutsche Bundesbank shall be paid from the due date of the demand. If the purchaser comes into arrears with the payment of three deliveries, we shall be entitled to demand immediate settlement of all obligations.

7.) Collateral
In the event that we become aware of circumstances that make the security of our demand appear jeopardised after issuing the purchase order, we shall be entitled to make the delivery gradually and only for payment. If it is not reasonable for us to adhere to the contract, we shall be entitled to withdraw from the contract.

8.) Reservation of Title
The goods shall remain our property until full payment. If payment is ceased, the orderer shall separate the goods delivered by us that are still under reservation of title without delay and make it available to us without special request. In any event, the orderer shall assign its demand against its customer to the equivalent value of our goods to us if the goods are installed into another machine.

9.) Notification of Defects
We shall be notified in writing of complaints due to obvious defects or due to obviously incomplete or incorrect deliveries without delay, however no later than 8 days after delivering the goods. Notification of defects shall not exempt from punctual performance of the payment obligation.

10.) Warranty
We shall rectify defects in the object delivered that do not only impair its functionality or value to an insignificant extent in an appropriate period of time at our choice by free substitute delivery or correction. A warranty shall be granted pursuant to the purchase contract for the components installed at correction until the warranty obligation for the subject matter of the purchase expires. In the absence of other explicit agreements, statements given by us verbally or in writing on the goods delivered by us shall not be considered assurances.

All warranty claims shall be statute-barred within 24 months after delivery. The warranty period shall be 2 years for refrigerating sets with commercial usage. If said machines are installed outside of closed spaces, the warranty period for refrigerating sets shall be 6 months. We shall not assume a guarantee for the wear parts defined in our guarantee provisions either towards the orderers, or their customers (final customers) beyond our purchase contract warranty in the framework of these General Terms and Conditions of Sales and Delivery.

We shall pay all material costs necessary for the purpose of correction, however not the transportation paths or costs of work excluding Section 476 a of Bürgerliches Gesetzbuch (Civil Code).

The business partner can only assert the right of repudiation of contract (cancelling the purchase) or diminution (diminishing the purchase price) if the correction or substitute delivery is unsuccessful or if the defects complained about were not rectified by the correction – the business partner shall bear the burden of proof – or if we do not correct it in spite of being warned and being given an appropriate extension. Further claims, particularly claims to compensation for damage due to non-compliance and reimbursing indirect damage, shall be ruled out. Defects incurred by natural wear or improper treatment shall be excluded from the warranty.

Provided that we install coin-acceptor units, magnetic cards, chip cards, electronic keys, bar codes and like systems into the machines at the request of our customers that the customers purchased from third parties on their account and made available to us for installation, we shall only check the functionality and suitability of said security systems for the machines ordered or whether they are free of defects if we receive a written purchase order for this from our customers.

Other claims, regardless of the type, that are in connection with the use of coin-acceptor units, magnetic cards, chip cards, electronic keys, bar codes and like systems cannot be asserted, nor unjustified removal of goods and/or money by tricks, manipulation, counterfeit money or different types of currency and other quantities of money than stated on the price tag. Even if complaints are justified, we always rule out assuming subordinate costs.

We can only comply with colorations desired by the contractual party to an approximate degree for production engineering reasons. Return or exchange shall be ruled out with special lacquers or silk screen printing, etc. The sales person shall not assume any liability for damage arising from the purchaser or third parties improperly using the machines delivered.

11.) Blanket Orders
In the absence of other agreements, all orders on call-off shall be purchased no later than within 3 months after expiration of the time provided for in the contract without requiring a purchase request. When said period has expired, we shall be entitled at any time to invoice the goods and simultaneously ship them.

12.) Sample Delivery
If the business partner keeps the machine beyond the agreed to trial period with a purchase on trial, the purchase shall be concluded and the full purchase price shall be charged.

13.) Plant Interruption
All kinds of shutdown, events of force majeure or strikes, etc. on our premises or the facilities that supply us with raw materials or component parts, etc. shall exempt us from complying with delivery obligations we have entered into during their entire period and also with reference to the consequential manifestations without the orderer being entitled to withdraw from the contract or assert claims to compensation unless it is unreasonable for it to adhere to the contract.

14.) Place of Performance and Venue
The place of performance for deliveries or payment shall be Dreieich, Germany. The venue shall also be Dreieich, Germany. German law shall decide on the contractual relationship.