General Terms and Conditions of MEKU Mechatronische Systeme GmbH
The following General Terms and Conditions shall be deemed agreed upon as part of the contract between MEKU Mechatronische Systeme GmbH and its business partners:
These General Terms and Conditions shall apply exclusively to all legal transactions concluded with us, even if our contractual partner refers to their own general terms and conditions. Counter-confirmations of the contracting party with reference to their own terms and conditions are hereby expressly rejected. Our terms and conditions shall be deemed accepted by the customer upon placement of the order.
Our offers are non-binding. Delivery contracts, other agreements, and ancillary agreements—especially those that deviate from these terms of delivery and payment—shall only become binding through our written confirmation.
a) Prices are exclusive of customs duties and import charges, plus VAT at the statutory rate, ex works.
b) If relevant cost factors change significantly after the submission of the offer or the confirmation of the order and before delivery, the supplier and the customer shall agree on an appropriate adjustment.
c) The supplier is not bound by previous prices for new (follow-up) orders.
d) Prices are based on the quantities determined by the supplier.
e) All payments must be made in euros and directly to the supplier.
f) All payments are due net within 30 days of acceptance.
g) The supplier reserves the right to refuse checks or bills of exchange. Checks and discountable bills of exchange are only accepted on account of performance; all associated costs are borne by the buyer.
h) If the customer delays or refuses delivery or acceptance, payment is due upon the assumption of acceptance or 14 days after notification of readiness for delivery or performance.
i) In the event of default in payment, interest shall be charged from the due date at a rate of 4% above the discount rate of the Deutsche Bundesbank. The assertion of further damages remains expressly reserved.
j) Offsetting or asserting a right of retention by the customer is only permissible if their claims are undisputed or legally established.
k) If payment terms are not met or if circumstances become known that cast serious doubt on the customer’s creditworthiness, all claims of the supplier shall become immediately due. The supplier is also entitled to demand advance payments for outstanding deliveries, withdraw from the contract after a reasonable grace period, or claim damages for non-performance. Additionally, the supplier may prohibit further processing or resale of the goods and take back unpaid goods at the buyer’s expense.
a) The delivery period begins on the day the order confirmation is issued, but not before full clarification of all execution details and technical questions, and not before receipt of any agreed deposit.
b) The delivery period shall be deemed met if the delivery item has left the plant or readiness for shipment has been notified before its expiration.
c) In the event of force majeure, labor disputes, delays by subcontractors, or unforeseen obstacles beyond the supplier’s control, the delivery period shall be extended appropriately.
d) The customer may withdraw from the contract if the supplier is in default and a reasonable grace period has passed without delivery. Claims for damages are excluded unless the delay is due to intent or gross negligence.
e) Partial deliveries are permitted and are considered independent transactions.
Risk passes to the customer at the latest upon dispatch of the delivery item, even if partial deliveries are made or the supplier has assumed other services (e.g., shipping costs or delivery and installation). If dispatch is delayed due to circumstances caused by the customer, the risk passes from the date of readiness for shipment.
a) The supplier retains title to all goods delivered until all claims arising from the business relationship have been settled.
b) Processing or transformation is always carried out for the supplier as the manufacturer, but without obligation for the supplier. If the supplier’s ownership ceases through combination, it is agreed that the customer’s co-ownership of the unified item shall pass to the supplier proportionally (invoice value).
c) The customer may neither pledge the goods nor assign them as security. Resale is only permitted in the ordinary course of business. The customer hereby assigns to the supplier all claims arising from resale or other legal grounds relating to the goods delivered, up to the amount of the supplier’s claim.
d) At the customer’s request, the supplier undertakes to release securities of the supplier’s choice if their value exceeds the supplier’s claims by more than 20%.
e) In the event of conduct contrary to the contract by the customer, especially in the case of payment default, the supplier is entitled to take back the goods after a reminder, and the customer is obligated to return them.
a) The supplier guarantees that the products delivered are free from manufacturing and material defects. The warranty period is six months from the date of delivery.
b) The customer must inspect the goods immediately upon receipt and report any defects in writing without delay, at the latest within one week. Hidden defects must be reported in writing immediately after discovery.
c) In the case of justified complaints, the supplier shall, at its discretion, repair or replace the defective goods free of charge.
d) If rectification or replacement fails, the customer may demand a price reduction or, at their discretion, withdraw from the contract.
e) Further claims of the customer, especially claims for damages not caused to the delivery item itself, are excluded unless liability is mandatory in cases of intent or gross negligence.
f) The warranty does not cover normal wear and tear or damage caused by improper handling, storage, or use.
Claims for damages of any kind, including claims for damages not arising from the delivered item itself, are excluded unless based on intent or gross negligence. This does not affect liability under the Product Liability Act.
Place of performance for all obligations arising from the contract is the registered office of the supplier. The place of jurisdiction for all disputes arising from the contractual relationship is the competent court at the registered office of the supplier, provided the customer is a merchant.
Should any provision of these terms and conditions be or become invalid, the validity of the remaining provisions shall remain unaffected. The invalid provision shall be replaced by a valid one that comes closest to the intended purpose.
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