Terms of Service

Schell Werkzeugsysteme GmbH
Boßlerstraße 3 | D-73240 Wendlingen, Germany

All purchase and work contracts with commercial clients are based exclusively on the following conditions. This also applies if the terms and conditions of the client completely or partially contradict them.

§ 1 Offers

The offers of SCHELL are generally non-binding. Unless otherwise agreed in writing, they shall apply for a period of 60 days within three days of dispatch of suspected access.

§ 2 Delivery

Unless otherwise agreed, SCHELL delivers "ex works". Delivery times count from the time of sending the order confirmation, but at the earliest from the day on which the final execution has been determined in writing. Decisive for the observance of the delivery date or the delivery period is the notification of the readiness for dispatch or readiness for collection. Partial deliveries are permitted to a reasonable extent. They will be charged separately. For custom-made items, excess or short deliveries of up to 10% are permissible, but at least 1 piece. Shipping is always at the expense and risk of the customer or the recipient, even if the costs for shipping are presented by SCHELL. The transport is insured only upon written request of the client and at his expense. Becomes Nothing deviating agreed in writing can SCHELL choose shipping method and route. Each risk is transferred to the client at the time when the delivery leaves the warehouse or is made available to the client. Force majeure, labor disputes, riots, official measures, the absence of supplies from our suppliers and other unforeseeable, unavoidable and serious events release the contractual partners from the obligation to perform for the duration of the disruption and to the extent of their effect. This also applies if these events occur at a time when the affected contracting party is in default. If the delivery is delayed due to one of these circumstances, the delivery period will be extended to an appropriate extent. If it is possible to foresee that the goods can not be delivered within the delivery period, SCHELL informs the customer immediately in writing, stating the reasons, and if possible informs him of the expected delivery time. SCHELL always strives to deliver fast. Fixed delivery times do not exist. If, in deviation from this, a fixed delivery date is agreed in individual cases, the customer must set a grace period of at least two weeks if SCHELL is exceeded . Proper and timely self-deliveries are reserved.

§ 3 Prices

Price information concerns EURO. Other currencies must be confirmed by SCHELL in writing. All prices are, unless otherwise agreed in writing, ex warehouse excluding packaging, reams, freight and other expenses. With agreed invoicing in foreign currency, SCHELL reserves the right to make an additional charge in the event of price fluctuations in the period between invoicing and receipt of payment. The prices are based on the cost factors at the time of submitting the offer. Cost factors communicated to the client or otherwise known constitute a business basis within the meaning of the law. This is especially true for imported goods or goods manufactured abroad and / or for transactions based on foreign currencies and therefore subject to price fluctuations. If these cost factors change until the delivery is made, SCHELL reserves the right to make a multiple calculation, which it must quantify.

§ 4 Warranty

Defects not mentioned in a protocol signed by both sides shall only be taken into account if they are notified to SCHELL in writing no later than 14 days after receipt of the goods. To meet the deadline, timely despatch is sufficient. For products and other services of SCHELL, the warranty period is 12 months. The client must prove that the defect existed at the time of the transfer of risk and that it was detected and reported in good time. If operating or maintenance instructions are not followed, changes have been made to the products or parts have been replaced or unsuitable consumables have been used, then in the event of dispute, in addition to proving that none of these circumstances caused the defect. at justified claims arising from complaints, SCHELL will, at its option, repair or replace the goods free of charge. By free replacement, repair or rework are in the absence of any other agreement in individual cases, all claims for faultless delivery paid. After failure of a first remedy of defects or replacement SCHELL is allowed to try again within 30 days after receipt of the notice of defects or within a longer period set by the customer. In case of slightly negligent breaches of duty of SCHELL not existing in a material defect as well as minor defects without functional impairment, rescission and replacement are excluded. If the client sets a deadline for remedying the defect, which may not be shorter than 30 days, he has to declare after fruitless expiration within two further weeks whether he withdraws from the contract or continues to demand fulfillment. If the timely declaration is omitted, its fulfillment claim expires. In case of withdrawal there is no claim for damages due to a material defect. If the customer chooses compensation for damages after failed supplementary performance, the goods remain with him, if this can be expected of him. The compensation for damages is limited to the difference between the purchase price and the value of the defective item, unless SCHELL had fraudulently, intentionally or by gross negligence violated the contract. Claims for damages are excluded, unless the damage was caused by deliberate or grossly negligent behavior of SCHELL or is a personal injury or it is based on the violation of a contractual main obligation. In the case of non-intentional or grossly negligent breach of a contractual secondary obligation, compensation for damages can only be demanded if the customer has incurred a damage exceeding 10% of the service price. Guarantees beyond the statutory warranty are only valid in written form. This also applies to the assurance of properties. If the client sets a deadline for remedying the defect, which may not be shorter than 30 days, he has to declare after fruitless expiration within two further weeks whether he withdraws from the contract or continues to demand fulfillment. If the timely declaration is omitted, its fulfillment claim expires. In case of withdrawal there is no claim for damages due to a material defect. If the customer chooses compensation for damages after failed supplementary performance, the goods remain with him, if this can be expected of him. The compensation for damages is limited to the difference between the purchase price and the value of the defective item, unless SCHELL had fraudulently, intentionally or by gross negligence violated the contract. Claims for damages are excluded, unless the damage was caused by deliberate or grossly negligent behavior of SCHELL or is a personal injury or it is based on the violation of a contractual main obligation. In the case of non-intentional or grossly negligent breach of a contractual secondary obligation, compensation for damages can only be demanded if the customer has incurred a damage exceeding 10% of the service price. Guarantees beyond the statutory warranty are only valid in written form. This also applies to the assurance of properties.

§ 5 Payments

Invoices are to be paid net within 30 days of the invoice date. Checks are credited subject to redemption. Payment with bills of exchange always requires prior written agreement. Discount charges for bills of exchange are borne exclusively by the drawee. A If payment deadlines are exceeded by more than 60 days, SCHELL shall be entitled to slow down the performance of other orders, discontinue or discontinue them altogether, charge statutory default interest or withdraw from the contract.

§ 6 Retention of title

SCHELL retains ownership of the delivered goods until fulfillment of all claims arising from the business relationship with the customer. The client is entitled to sell these goods in the ordinary course of business as long as he meets his obligations from the business relationship with SCHELL in good time. However, he may neither pledge nor surrender the reserved goods as security. He is obliged to secure our rights in the case of the credited resale of the reserved goods. In the event of default in payment, SCHELL shall be entitled, after a reasonable period of grace has been granted, to demand the surrender of the reserved goods without rescission at the expense of the customer. All claims and rights arising from the sale or other commercial use of goods belonging to SCHELL are already assigned to her as security. She hereby accepts the assignment.

§ 7 Final provisions

The above and subsequent terms and conditions are the only terms and conditions of SCHELL that are valid now, all previous conditions will be void with their publication. Orders, side agreements and subsequent changes require the written confirmation of SCHELL in order to be binding on them. Any change to these terms and conditions must be in writing. Place of fulfillment for all payments and deliveries, also in the case of fob, cif and franking consignments, is 73240 Wendlingen am Neckar, unless otherwise stated in the order confirmation. All contracts and other legal relationships between SCHELL and its respective client are exclusively subject to German law, unless, under the law of the country of origin of the respective client, the agreement of the application for foreign law is inadmissible. The UN Sales Convention is excluded.

Should individual provisions of these General Terms and Conditions be or become ineffective, the validity of the remaining conditions shall not be affected. The place of jurisdiction is 72622 Nürtingen, Germany as agreed unless a jurisdiction agreement is inadmissible in individual cases. As of: 1 January 2017