General Terms and Conditions
- Applicable Conditions and Scope
- For all deliveries of Hydrosight (hereinafter referred to as "the Seller"), the following conditions shall apply, unless otherwise explicitly agreed in writing. If particular agreements are made individually for certain orders, these terms shall be subordinated and supplementary.
- Conditions of the customer only apply if and to the extent that the seller explicitly acknowledges them in writing.
- All offers of the seller are free of charge and will be given freely, as long as the offer is not explicitly designated by the seller as binding.
- All documents, illustrations, drawings, indications of weight, dimensions and prices are only preliminary estimates and are not binding, unless they are explicitly stated as binding.
- Installation offers are base on general assumptions, which result in a calculation of how many man hours and material will be used. Depending on the information given (eg. has the seller visited the site beforehand or not) this assumptions can be broad and might be corrected, once the conditions have been inspected in more detail while ongoing with the project. The customer will be consulted, if it is foreseeable that the expenditure will increase by more than 10%.
- Information, Advices and Documents
- Information and advices regarding the products of the seller shall be based on the seller's past experience.
- Information and advice concerning the seller's trades shall be based on the seller's previous experience.
- Building physics is not part of Hydrosight's services, unless explicitly agreed otherwise. This building physics includes
the dimensioning of load-bearing (reinforced concrete) walls
Thermal insulation and condensation.
- Hydrosight's services explicitly include the calculation of sight glasses and their strengths. The calculation is based on the internal tools of the seller. See also 4.5.2
- All documents and articles, e.g. drawings, samples or models that the seller makes available to the customer related to the offers of the seller, remain the property of the seller. The seller is entitled to the copyrights and related rights within the meaning of the Copyright Act to these documents and objects. The customer is not authorized to give the documents created for him to third parties without prior written consent of the seller. The provisions of this clause shall continue to apply irrespective of the final fulfillment or the termination / termination of the contract.
- The seller reserves the right to make changes to the technical specifications / specifications of the contract, provided that this does not affect the quality of the material and the quality of the delivered goods or objects are not impaired.
- Confidentiality: Publication of the works for reason of marketing is allowed by both sides, especially in form of pictures of the finished works. External characteristics can be mentioned. Hydrosight needs to be named and possibly linked. The Copyright Act (§3.5) applies here nonetheless.
- Conclusion and content of the supply contract
- Seller's offers are free and free of charge. A delivery contract is only concluded as soon as the buyer makes the first invoice for this offer. This applies, except in the event that the customer rejects the invoice immediately and in writing upon receipt.
- Business Email Fraud / Compromise:
The client needs to check each invoice from Hydrosight with great caution
Invoices are normally send as a PDF attachment to Email. Please check precisely the sender of the emai. The email is firstname.lastname@example.org. Invoices will only be send directly from the CEO of the company, Moritz Meinesz.
In case of doubt call our office. Our line is: +49 2822 60 250 900
The only bank account of the company Hydrosight is with Volksbank Emmerich Rees in Germany. Do not accept any other bank accounts.
- All information on the products of the seller, in particular the illustrations, drawings, quality, quantity, weight, measurement and performance data contained in offers and printed copies of the seller, give approximate values and are not a specification. Guarantees concerning the quality or durability of the goods of the seller must be explicitly marked as such in the order confirmation.
- The CE marking is the manufacturer's declaration that the product meets the requirements of the applicable EC directives. It applies to certain product groups, including building material. Above ground windows and doors are covered under the group Building Materials. Acrylic Blocks are not covered and therefore do not have a CE marking (Evonik, February 2016).
- In Germany acrylic glazing in public building usually requires a "Zustimmung im Einzelfall" (ZiE). Hydrosight does offer ZiE licencing. By default ZiE licening is excluded from our offers. ZiE service is of extra charge. The use of laminated safety glass might be an alternative to acrylic glazing.
- More stringent conditions apply to public buildings, applications in which material failure can lead to fatalities, and in shipping. The calculation, including stress and strain verification, is then carried out by an external structural engineer. This can serve as the basis for approval by the building authorities. The costs for the structural engineer are borne by the customer, even if this is not explicitly stated.
- The main criteria for the dimensioning of the window glazing is its load bearing capacity. The deflection of the window is as a criteria, if load bearing is effected. For more details see Hydrosight Technical Data.
- The contract may be terminated by Hydrosight in the event of serious illness, death or force majeure as a last resort.
- The following applies to the use of laminated safety glass (LSG): risk of breakage at any time at the customer's expense.
- The seller shall notify the customer of the delivery date.
- If the specified deadlines are exceeded, the seller must notify the client without delay in writing and to do everything in his power to make up for delays.
- In the case of delivery periods and dates which are not explicitly stated as fixed in the order confirmation, which are only approximate, the customer may set a reasonable deadline for delivery to the seller two weeks after expiry of these delivery periods and dates. The seller is only delayed with the expiry of the extension period.
- The seller is only obliged to comply with the delivery period or the delivery date if the customer meets his contractual obligations against the seller in time, whether regarding payment, delivery of construction documents or plans, or with regard to other obligations of the customer. The delivery period or the delivery date shall be extended or postponed by the period in which the customer is in delay. The rights of the seller due to the delay of the customer remain unaffected.
- A DECLARATION within the meaning of this document means one or more approvals, permits, certificates, approvals, authorizations. This DECLARATION may be granted or refused by domestic or foreign authorities. If this DECLARATION is not fully understood at the time of the order confirmation, the effect on the date of delivery shall be as follows: The date of delivery automatically shifts by the period required to obtain the DECLARATION.
- In the event of a delay in delivery or the impossibility of the delivery, the cost of delay is limited to 0.5% of the value of the non-timely delivery or partial delivery for each calendar day, but not more than 5% of the value of the delayed (partial) delivery. This limitation does not apply if the seller caused the delay highly negligently or deliberately. The right of the customer to withdraw from the contract under the terms of the contractual provisions shall remain unaffected.
- If the delivery or service is subject to the granting of an official export license or other official authorization, and if such approval is not granted or revoked for reasons for which the seller is not responsible, the respective contract shall be terminated. In this case, the seller shall be released from his contractual obligations and may demand the agreed contract price, minus all costs saved due to the early termination.
- Acceptance Test
- An acceptance test shall only take place if the customer and the seller have explicitly agreed to it.
- In the case of an acceptance test, the goods shall be deemed accepted if the customer does not make complaints immediately after the test.
- The customer bears the costs of acceptance and acceptance test. The seller shall be entitled to charge the cost of materials and labor according to the applicable prices.
- The customer has to carefully examine the delivered goods, even the samples had been sent, after arrival at the destination. In doing so, the goods have to be checked especially for their condition.
- The delivery is deemed to be approved, (10) days after receipt of the goods at the destination, or if the defect was not apparent during the investigation, within ten (10) days of its discovery, a detailed description of the defect, in writing, by e-mail or by fax has to be submitted to the seller. Notices of defect shall always be addressed directly to the seller.
- If a trial operation is agreed, according to the water test ("Hydrotest") and if the customer does not take the delivery of the goods on his premises within 14 days or does not carry out the trial operation within 14 days, as agreed, the risk shall pass to the customer after this deadline, unless otherwise agreed.
- Transport damages must be reported immediately to the freight forwarder; in this respect, the notification obligations of the Allgemeinen Deutschen Speditionsbedingungen(German General Conditions of Carriage) apply.
- If the acceptance test is delayed for reasons beyond the seller's control, any additional costs resulting therefore shall be applied to the customer.
- The protection liner can NOT be removed in an unsuitable conditions (eg. dust).
- Mit Beginn der Nutzung der Ware gilt die Ware als abgenommen.
- Nach Bezahlung der Schlussrechnung im Anschluss an eine Lieferung oder Installation gilt die Ware als abgenommen.
- Transfer of Risk
- The seller is entitled to partial deliveries. Shipping and transport are at the risk of the customer to the INCOTERMS agreed in the offer. The risk is transferred to the customer, even in the case of partial deliveries, as soon as the consignment has been handed over to the person carrying out the transport, irrespective of whether the consignor is a person belonging to the seller or a third party or, the seller's premises.
- If the customer refuses to accept the goods or if the delivery of the goods are delayed for other reasons which lie with the customer, the risk is transferred at the beginning of the customer's delay of acceptance. Storage costs after transfer of risk shall be applied to the customer. The seller is entitled to charge storage costs at a flat rate of 0.5% of the invoice amount for each month or the actual damage, unless the customer cause less damage. In addition, the vendor may set the customer an additional period of 14 days and, after the unsuccessful expiry of the time limit, withdraw from the contract or demand compensation instead of performance.
- If the seller has taken over the assembly or installation, the risk of damage will pass to the customer upon completion of the assembly.
- Prices / Payment
- The purchase price has to be paid within 5 days after the date of the invoice unless otherwise agreed in writing. If this period is unsuccessful, the customer shall be in default of payment.
- In the event of payment terms being exceeded, the seller calculates interest of 8% above the respective base rate of the Deutsche Bundesbank p.a., unless a higher or lower loss is proved
- Additional costs of the seller, which were not included in the offered services, will be charged separately by Hydrosight. This includes u.A. extra drawing and planning expenses. The Hydrosight document "Fees and Charges" serves as a basis for the cost calculation.
- Hydrosight drawings, including a maximum revision, are included in the offer price.
- If the customer, in whole or in part, prevents his obligations for reasons for which Hydrosight is not responsible, the customer pays the pro rata contract price for the deliveries and services previously rendered by the seller. This includes §8.4 drawings, which are paid according to Hydrosight engineering rates.
- Claims of the seller shall become due immediately, irrespective of the term of the contract, if contractual agreements are not adhered to by the customer. In case of delay of payment, alternating test and payment setting of the customer, the seller can demand the immediate payment of the seller's total claim, including any claims arising from circulating bills, without regard for the agreed due date. This also applies if the seller becomes aware of circumstances which give rise to justified and significant doubts as to the customer 's ability to pay or credit, even if these circumstances were already present when the goods were ordered, but the seller was not known or had to be known. In all such cases, the seller is also entitled to carry out outstanding deliveries only against prepayment or security and, if the advance payment or security is not paid within two weeks, without rescission of the contract. Any further claims remain unaffected.
- The customer is not entitled to reduce the claims of the seller or to exercise a right of retention, unless the claims or the right of retention have been acknowledged by the seller in writing or legally established.
- The customer is not entitled to assign claims from this contract to third parties without the written consent of the seller. Based on the authorizations granted to the seller, the seller is entitled to offset all claims against the seller.
- Proprietary Rights
- All goods delivered remain the property of the seller until the customer has settled all existing claims arising after conclusion of the contract (conditional goods).
- The customer shall keep the reserved goods. At the request of the seller at any time at the place of the respective storage an inventory and a sufficient marking is to be made possible. The customer shall immediately notify the seller of any garnishments or other impairments of our rights by third parties, stating all the details which enable the seller to comply with all legal means.
- If the customer fails to fulfill his obligations under this contract or other contracts with the seller, or if the seller becomes aware of circumstances which reduce his creditworthiness, the seller may withdraw from this contract.
- For claims of compensation for faulty actions, irrespective of the legal basis, (Except liability under the Product Liability Act), the seller shall be liable only in case of willful intent or high negligence. The liability for slight negligence is excluded, unless the infringement of the contract purpose is substantially endangered. In all cases, the seller is only liable for the damage foreseeable and typical during the conclusion of the contract. This limitation does not apply to injuries suffered by the customer in life, body or health. A personal liability of the legal representatives, vicarious agents and employees of the seller for damages caused by slight negligence is excluded.
- Exceptions and restrictions
The seller's warranty does not extend to consumables, wearing parts such as o-rings and maintenance joints. Maintenance joints are treated according to DIN EN 52460. 0-rings must be checked regularly and replaced if necessary.
Consequential damage is regulated by the sellers Allicanz product insurance. Coverage is regulated in the corresponding contracts with Allianz.
The seller is not obliged to remedy defects if the defects were caused by the customer, or third parties, including if the materials, or goods by the customer, or third parties:
have been modified.
have been processed.
have been handled improperly.
have been repaired without authorization.
The seller is only obliged to remedy defects if the customer has paid the part of the contract price corresponding to the goods delivered by the seller free of defects.
- Applicable law / Jurisdiction
- The relations between the seller and the customer are subject to the law of the Federal Republic of Germany. The United Nations Convention on Contracts for the International Sale of Goods (CISG) as well as other, also future, inter-state or international conventions will not apply, even after their takeover into German law.
- The court of jurisdiction for all disputes in the context of the delivery business is Emmerich or the seat of the customer at the choice of the seller, for complaints of the customer excluding Emmerich. Statutory provisions on exclusive competencies shall remain unaffected.
- Final provisions
- Amendments and additions to this contract, including this clause, require the written form to be effective. The same applies to supplementary agreements.
- Should a provision of this contract be or become invalid in whole or in part, the invalidity of this provision shall not affect the validity of all remaining provisions of this agreement. The ineffective provision shall be replaced by a legally binding provision which comes as close as is legally permissible in the economic sense to the regulatory purpose pursued by the invalid provision. The same applies to any gaps in this contract.