General terms and conditions:

General terms and conditions

of MARTE International GmbH (Germany)
and MARTE GmbH (Switzerland)

Scope

Exclusively following terms apply for our deliveries. Differing terms, as well as those of the customer are only binding in case we have explicitly accepted them in writing.

Contract conclusion

Our offers are without engagement concerning price, quantum, delivery time and availability. Orders are not binding for us until you accept them in writing.

Delivery

We try to keep the agreed delivery time. In case the term is exceeded the salesperson is entitled to set a new, reasonable time limit. Right of withdrawal due to delay in delivery or impossibility is not entitled to the customer until the end of additional respite. It only applies to the ware that is not delivered yet. Unless the partial completion of the contract is demonstrably not of interest to the customer. Claims for compensation on the part of the customer due to delay in delivery or impossibility are excluded – unless they are legal. Unexpected occurrences, like disruptions of operations, shortage of raw materials, traffic hold-ups, official orders, changes of the monetary conditions, wars, industrial actions or further cases of force majeure exonerate us from our delivery commitment as long as the hold-up lasts and depending on the extend of the effects. Occurrences in this vein entitle us to completely or partly withdraw from the contract.

Liability by reason of contract violation

In case of violation of contractual or pre-contractual obligations by ourselves or one of our assistants we are only liable for intend or gross negligence. Our liability limits to damage that was foreseeable at the date of contract conclusion and as the case may be to additional expenditures for a covering purchase.

Rescission

If the customer did not declare the provided quantum (successive deliveries) until the subscription period is expired we are entitled to withdraw from the contract in terms of the non declared quantum after granting a reasonable additional respite. If the customer did not pay a former delivery until the subscription period is expired or if significant aggraviations in the customer’s financial circumstances occur that give reasons for doubts about his liquidity we are entitled to hold back our delivery and to set the customer a reasonable time limit to effect a payment in advance or to supply securities. If the contract stays fruitless until the subscription period is expired we are entitled to withdraw.

Transmission and risk assumption

We choose the dispatch type sequence in our best discretion. We try our best to consider the customer’s wishes. All transmissions happen at the customer’s own risk, also in case of carriage free deliveries. It is left to the customer to effect transport insurance.

Costs

Our prices are effective from forwarding office exclusive of packaging and transport unless otherwise agreed. We are entitled to advance prices by reason of increases or new foundation of the costs for production, transmission, transport, etc. inclusively public encumbrances. (successive delivery contracts).The same applies for deliveries that are made four months later, calculated from conclusion of the contract. The weights, gauges or quantities assessed in our forwarding office are decisive for the charging.

Terms of payment

Payment obligations are not regarded as fulfilled until we can definitely dispose of the equivalent of our requirement. Possible cash discount will only be granted if payable computations do not stand open any more. For the rest only agreed payment terms are effective.

Guarantee in case of notices of defect

The converting of our products happens at the customer’s own risk. Our advices for application technique are - also with regard to possible trademark rights of a third party - noncommittal and don’t excuse the customer from testing our products for the suitability for their purposes. Application, utilisation and processing of our products happen beyond the means of our control. The customer is solely responsible for that. If liability should come into question all the same, it is only effective for the quantum of damages of products that we have delivered and the customer has used. As a matter of course we guarantee an immaculate quality of our products according to our general conditions for sale and delivery. Notices of defect can only be considered if the customer checks the products closely directly on their arrival at the agreed destination point – if necessary by carrying out a test processing – and tells us about assumed defects in writing immediately after discovering at the latest 10 days after the arrival. The products are regarded as approved when the customer refrains from notifying the defects or uses them up. In case of significant defects that have been reprehended timely and that are due to production and not developed after transmission we replace the products for free against performance of obligation to pay. We are bound to change or to reduce prices if an compensation would be impossible, fail or if we would adhere to the time limit or not compensate the products at all. Further requirements are excluded - unless they are legal.

Retention of title

We gain ownership of all products delivered by us as long as we are still entitled to pecuniary claims according to the business relationship between the customer and our company.

The customer is entitled to process, use up and sell the products within the framework of his correctly managed business concern. But extraordinary disposals like pledging, use as collateral are excluded. Our retention of title also concerns products that result from processing. In case you process, connect or mix the products delivered by us with material that doesn’t belong to us we gain co-ownership of the originated products that developed thereby in proportion of the value of our product to the external ingredient. In these cases the customer is to be regarded insofar as a custodian. From the receiving and acception of our commodity until the complete payment, the customer conveys all demands, that may result from selling  commodity, which is partly or completely in our title, and all ancillary rights, to us. In case of commodity partly in our title, the demands conveyed equal the proportional value.

Violation of the contract

Violations of the contract on the part of the customer entitle us to stop delivery or to withdraw from the contract.

Trade marks

Many products delivered by us are labelled with trade marks. It is only admissible to use these trademarks in connexion with the manufactured product if we have already agreed in written. This applies to all production stages.

Place of execution, jurisdiction and applicable law

Place of delivery is the forwarding office, place of payment is optionally Zürich (Switzerland) or Hof (Germany and EU). The contractual relationship is subject to the German law for MARTE international Ltd. and the Swiss law for MARTE Ltd. (Switzerland).

The date specified on the confirmation of order indicates the day of the order acceptance, for calculation the day of the supply or achievement, for confirmation of order for goods and debits the day of the execution, if nothing different is noted.