abg & data protection
Management System in accordance with the standard DIN EN ISO 9001:2015
general terms and conditions of purchase of IBASS Germany GmbH
§ 1 validity of the terms and conditions of purchase
1.1
the present terms and conditions shall apply exclusively to all orders placed by ibass gmbh & co. kg - hereinafter referred to as ibass - unless expressly agreed otherwise. the terms and conditions of the supplier/contractor in its general terms and conditions or order confirmations are hereby expressly rejected. such terms and conditions shall only apply to the extent that ibass has expressly agreed to them in writing. the unconditional acceptance of order confirmations or deliveries does not constitute recognition of such terms and conditions.
1.2
upon acceptance of an order, but at the latest upon delivery, the supplier/contractor recognises these terms and conditions of purchase as bindingly agreed.
§ 2 orders/contracts
2.1
orders and commissions are only binding if they are made in writing. orders made verbally, by telephone or online are not binding and require written confirmation. likewise, additions and amendments to the orders as well as collateral agreements must be made in writing to be effective.
2.2
orders placed by ibass must be accepted by the supplier/contractor in writing. an order confirmation that differs in content from the order placed by ibass shall be deemed a new offer and must be accepted by ibass in writing. under no circumstances shall silence on the part of ibass be deemed to be recognition of an order confirmation that differs in content.
§ 3 delivery date and delay
3.1
on the agreed delivery date, the goods to be delivered must be delivered to the dispatch address or the commissioned work must be completed for acceptance by ibass. the supplier/contractor is obliged to notify ibass immediately if the delivery or production date cannot be met. such notification does not release the supplier/contractor from its obligation to deliver on time.
3.2
if the supplier/contractor is in default, it shall compensate ibass for the damage caused thereby. the amount of this damage shall be agreed as a lump sum: ibass may claim liquidated damages of 0.5 % for each day of delay, up to a maximum of 5 % of the total order volume. In this respect, the supplier/contractor is at liberty to prove that ibass has suffered no or less damage. conversely, ibass is entitled to demand higher compensation if this is proven by ibass.
§ 4 dispatch and transfer of ownership
4.1
the shipment must be made in strict compliance with the shipping addresses specified by ibass. each shipment must be accompanied by a delivery note in duplicate, on which the specific item and order numbers of ibass and the order date are noted.
4.2
the supplier/contractor is obliged to take back all packaging and transport materials (hereinafter referred to as packaging materials) of any kind if ibass so requests. the supplier/contractor must always take back packaging materials that contain substances or preparations that are hazardous to health or the environment. any costs incurred in connection with the dismantling of the packaging materials or their transport to the supplier/contractor shall be borne by the supplier/contractor.
4.3 title to the goods delivered by the supplier/contractor and to the items and products manufactured for ibass (hereinafter: delivery item) shall pass to ibass at the time of arrival of the delivery item at the dispatch address. any retention of title declared by the supplier/contractor shall be ineffective.
§ 5 production and performance
5.1
the delivery of the delivery item and the performance of services must be carried out exactly in accordance with the specifications, calculations, drawings, plans or models specified or approved by ibass and in compliance with the relevant statutory and official regulations, in particular the law on technical equipment, the relevant accident prevention regulations, other occupational health and safety regulations and generally recognised safety and occupational health regulations. should compliance with the relevant statutory or official regulations necessitate a deviation from the information, calculations, drawings, plans or models specified or approved by ibass, the supplier/client must inform ibass of this immediately. if this is not merely an insignificant deviation, ibass is entitled to withdraw from the contract.
5.2
the supplier/contractor is obliged to inform all employees under his control of the content of the relevant regulations listed in section 5.1 and to monitor measures that serve the safety of the personnel.
5.3
if the supplier/contractor has to assemble the ordered delivery item, he is obliged to inform himself in detail about the location and condition of the installation site prior to assembly.
§ 6 testing and acceptance
6.1
ibass shall be entitled to inspect the manufacture of the delivery item or the performance of the services to be rendered itself or through authorised agents at any time during normal business hours and after timely notification to the supplier/contractor. however, such an inspection carried out by ibass shall not release the supplier/contractor from its sole responsibility with regard to the contractual delivery or performance.
6.2
the condition, type, quantity and weight of a delivery shall be determined by the values ascertained during the incoming goods inspection at ibass. ibass shall be entitled to reject excess or short deliveries outside the usual tolerances.
6.3
unless otherwise agreed, acceptance shall take place at the shipping address specified by ibass in the order. a prior inspection in accordance with section 6.1 and the incoming goods inspection in accordance with section 6.2 shall not constitute acceptance. acceptance must be made expressly and shall only be binding on us if it is confirmed in writing by ibass.
§ 7 prices
7.1
unless otherwise agreed in writing, the prices are carriage paid to the delivery address, including insurance and packaging.
7.2
price changes require the written consent of ibass.
7.3
unless otherwise agreed in writing, payment shall be made within 14 days after receipt of goods and invoice with a 2% discount or 30 days after receipt of goods and invoice without discount. the date of the payment order shall be decisive for the timeliness of payment.
§ 8 Invoicing
each invoice must be issued as a single copy. the invoice must be addressed to ibass gmbh & co. kg and delivered separately. the invoice must contain the information prescribed in section § 4.1.
§ 9 offsetting and assignment
9.1
the supplier/contractor is only entitled to set off undisputed or legally established claims.
9.2
the assignment of existing claims against ibass to third parties is only effective with their written consent.
§ 10 Warranty
10.1
the warranty obligation of the supplier/contractor shall be governed by the statutory provisions, unless otherwise specified below. the supplier/contractor shall indemnify ibass upon first request against all third-party claims asserted against ibass due to defects, infringement of third-party industrial property rights or product damage caused by its delivery. the supplier/contractor warrants the existence of adequate product liability insurance.
10.2
the warranty period is at least 12 months from delivery. if the statutory warranty period is longer, this shall apply.
10.3
in the event of defective delivery, the supplier/contractor shall, at ibass's discretion, provide a replacement free of charge, grant a price reduction in accordance with the statutory provisions on reduction or remedy the defect free of charge. in urgent cases, ibass shall be entitled, after consultation with the supplier/contractor, to remedy the defects itself or have them remedied by a third party or procure a replacement elsewhere at the supplier's/contractor's expense. the same shall apply if the contractor is in default with the fulfilment of its warranty obligations. if the statistical test procedure specified in the order/contract determines that the maximum permissible percentage of defects has been exceeded, ibass shall be entitled to assert claims for defects with regard to the entire delivery or to inspect the entire delivery or have it inspected at the expense of the supplier/contractor after prior consultation with the supplier/contractor.
10.4
the contractor shall be liable for replacement deliveries and rectification work to the same extent as for the original delivery item, i.e. also for transport, travel and labour costs, without limitation. the warranty period for replacement deliveries shall commence at the earliest on the day of arrival of the replacement delivery.
10.5
the supplier/contractor is obliged to reimburse reasonable costs for a recall action due to product liability law. ibass will inform the supplier/contractor of its position as soon as possible beforehand.
§ 11 handling of data and information
drawings, designs, samples, manufacturing instructions, internal and/or confidential data, tools, equipment, etc. provided to the supplier/contractor for the purpose of submitting an offer or for the execution of an order by ibass shall remain the property of ibass. they may not be used for other purposes, reproduced or made accessible to third parties and must be treated and stored with the care of a prudent businessman.
§ 12 third party property rights
the supplier/contractor warrants that third-party rights do not conflict with the intended use of the purchased goods, in particular that third-party property rights are not infringed. if claims are nevertheless asserted against ibass due to a possible infringement of third-party rights, such as copyright, patent and other property rights, the supplier/contractor shall indemnify ibass against such claims and any claims in connection therewith.
§ 13 data protection
the supplier/contractor declares his revocable consent that the personal data provided may be processed by ibass in accordance with the statutory provisions.
§ 14 Jurisdiction and applicable law
14.1
if the supplier/contractor is a merchant, the place of jurisdiction for all disputes arising from the contractual relationship between the parties shall be the local or regional court of augsburg. proceedings shall be conducted in accordance with the provisions of the german code of civil procedure (zpo). ibass shall also be entitled to bring an action at the registered office of the supplier/contractor.
14.2
the legal relationships and contracts in connection with these terms and conditions of purchase shall be governed exclusively by german substantive law. the applicability of the united nations convention on contracts for the international sale of goods (cisg) is excluded.
§ 15 final provision
should individual provisions of these terms and conditions of purchase or parts thereof be invalid, this shall not affect the validity of the remaining provisions. an invalid provision shall be replaced by the parties with a valid provision that comes closest to the economic result of the invalid provision.
