Priminer Werkzeugmaschinen GmbH

Gadelander Straße 172
D-24539 Neumünster / Germany
Tel: +49 (0) 4321-539946-0
Fax: +49 (0) 4321-252003-90
E-Mail: info@priminer.de

Priminer Werkzeugmaschinen GmbH is represented by the managing director: Feiyue Chen, Benjamin Kaehlcke
Register entry:
Registered in the Commercial Register.
At the register court: Amtsgericht Kiel
Under the registration number: HRB 17749 KI
Sales tax identification number according to §27a sales tax law: DE 306455081
Responsible for the content is according to § 55 Abs. 2 RstV: Feiyue Chen, Benjamin Kaehlcke

Privacy Policy

As a user of our website, you will receive all necessary information in this data protection declaration about how, to what extent and for what purpose we or third party providers collect data from you and use it. The collection and use of your data is carried out strictly in accordance with the requirements of the basic European data protection regulation. We are particularly committed to the confidentiality of your personal data and therefore work strictly within the limits set by law. This personal data is collected on a voluntary basis if we are able to do so. We will also only pass this data on to third parties with your express consent. We ensure a high level of security for particularly confidential data such as in payment transactions or with regard to your inquiries to us by using SSL encryption. At this point, however, we would like to point out the general dangers of Internet use over which we have no control. Especially in e-mail traffic, your data is not secure without further precautions and may be collected by third parties.

Scope of processing of personal data

We only process personal data of our users if this is necessary to provide a functional website as well as our contents and services. The processing of personal data of our users takes place regularly only after consent of the user. An exception applies in those cases where prior consent cannot be obtained for real reasons and the processing of the data is permitted by law.

Data erasure and storage time

The personal data of the person concerned will be deleted or blocked as soon as the purpose of storage ceases to apply. Furthermore, data may be stored if this has been provided for by the European or national legislator in EU regulations, laws or other provisions to which the person responsible is subject. The data will also be blocked or deleted if a storage period prescribed by the aforementioned standards expires, unless there is a need for further storage of the data for the conclusion or fulfilment of a contract.

Purpose of data processing

The temporary storage of the IP address by the system is necessary to enable the website to be delivered to the user's computer. For this the IP address of the user must remain stored for the duration of the session.

Information, deletion, blocking

You have the right to request the correction, blocking or deletion of your data. This does not apply to data which is kept due to legal regulations or which is required for proper business transactions. Data is stored in a lock file for control purposes so that data can be locked at any time. If data are not collected by a legal archiving obligation, we delete your data at your request. If the archiving obligation applies, we block your data.

Contact form and e-mail contact

There is a contact form on our website which can be used for electronic contact. If a user takes advantage of this possibility, the data entered in the input mask will be transmitted to us and stored. The server also backs up the following data:
1. the IP address of the user
2. date and time of registration
You give us your consent to the processing of your data within the scope of the sending process.
Alternatively, you can contact us via the e-mail address provided. In this case, the user's personal data transmitted by e-mail will be stored.
In this context, the data will not be passed on to third parties. The data is used exclusively for processing the conversation.

Contradiction advertising e-mails

In the context of the legal imprint obligation we must publish our contact data. These are partially used by third parties to send unwanted advertising and information. We hereby object to any sending of advertising material of any kind not expressly authorized by us. We also expressly reserve the right to take legal action against the unwanted and unsolicited sending of advertising material. This applies in particular to so-called spam e-mails, spam letters and spam faxes. We point out that the unauthorized transmission of advertising material may affect competition law, civil law and criminal law. Spam emails and spam faxes in particular can lead to high claims for damages if they disrupt business operations due to overcrowding of mailboxes or fax machines.

Cookies

We use cookies on our website. These small text files are stored on your PC from our server. They support the presentation of our website and help you to move around our website. Cookies collect data about your IP address, your browser, your operating system and your Internet connection. We do not link this information to personal data and do not pass it on to third parties. Under no circumstances are cookies used by us to bring malware or spyware to your computer. You can also use our website without the use of cookies, which may limit some representations and functions of our offer. If you wish to deactivate cookies, you can do so using the special settings of your browser. Please use its help function to make the appropriate changes. You can manage online ad cookies via the following links: http://www.aboutads.info/choices for the USA http://www.youronlinechoices.com/uk/your-ad-choices for Europe

Collection of access data

The delivery and presentation of the contents via our website technically requires the collection of certain data. When you access our website, these so-called server log files are recorded by us or the provider of the web space. These log files do not allow any conclusions to you and your person. The relevant information consists of the name of the website, the file, the current date, the data volume, the web browser and its version, the operating system used, the domain name of your Internet provider, the referrer URL as the page from which you switched to our site, and the corresponding IP address. We use this data for the presentation and delivery of our contents as well as for statistical purposes. The information supports the provision and continuous improvement of our offer. We also reserve the right to subsequently check the data mentioned if there is suspicion of illegal use of our offer.

Third-party content and services

The offer on our website may also include content, services and performances of other providers that supplement our offer. Examples of such offers are maps from Google Maps, YouTube videos or graphics from third parties. Calling these services from a third party regularly requires the transmission of your IP address. This enables these providers to perceive your user IP address and to store it. We make every effort to include only those third party providers who use IP addresses solely for the delivery of the content. However, we have no influence on which third party provider may store the IP address. This storage can be used for statistical purposes, for example. Should we become aware of storage processes by third parties, we will immediately inform our users of this fact. In this context, please also note the special data protection declarations for individual third-party providers and service providers whose services we use on our website. You will also find them in this data protection declaration.

Personal Information

We collect personal data within the scope of data avoidance and data economy only to the extent and as long as it is necessary for the use of our website or is prescribed by law. We take the protection of your personal data seriously and strictly adhere to the relevant legal regulations and this data protection declaration when collecting and processing personal data. If the purpose of data collection ceases to apply or if the end of the legal storage period has been reached, the data collected will be blocked or deleted. Our website can be used regularly without passing on personal data. If we collect personal data - such as your name, address or e-mail address - this data collection is voluntary. This data will not be disclosed to third parties without your express consent. Please note that data on the Internet is generally not always transmitted securely. Especially in e-mail traffic, data exchange protection cannot be guaranteed.

Server Logfiles

The server log files are anonymous data that are collected when you access our website. This information does not allow any personal conclusions to be drawn about you, but for technical reasons it is indispensable for the delivery and presentation of our contents. Furthermore you serve our statistics and the constant optimization of our contents. Typical log files are the date and time of access, the amount of data, the browser used for access and its version, the operating system used, the domain name of the provider commissioned by you, the page from which you came to our offer (referrer URL) and your IP address. Logfiles also allow a precise check in case of suspicion of illegal use of our website.

Google AdWords

On our website, we use Google AdWords, an online advertising program from Google Inc, which also uses conversion tracking. With this tool, Google AdWords places a cookie on your PC when you visit our website via a Google ad. The cookie is no longer valid after 30 days. It is not for personal traceability. If you visit our website as a user and the cookie is still working, we can see together with Google that you have clicked on the corresponding advertisement and have been redirected to our page. Each Google AdWords customer is assigned a different cookie. Cookies are therefore not traceable via the AdWords customers' websites. The data collected through conversion cookies is used to generate conversion statistics for AdWords customers. As customers, we learn the total number of users who responded to our ad and were then directed to a website that was tagged with a conversion tracking tag. We do not receive any information during this process with which we could personally identify you as a user. If you choose not to follow the tracking process, you can disable the Google Conversion Tracking cookie from your Internet browser. If necessary, use the browser's help function for further information. For more information about Google's privacy policy, please visit http://www.google.de/policies/privacy/.

Google Maps Plugin

We use a plugin of the internet service Google Maps on our website. Google Maps is operated by Google Inc. located in the USA, CA 94043, 1600 Amphitheatre Parkway, Mountain View. By using Google Maps on our website, information about the use of this website and your IP address is transmitted to a Google server in the USA and also stored on this server. We have no knowledge of the exact content of the data transmitted, nor of their use by Google. In this context, the company denies the connection of the data with information from other Google services and the collection of personal data. However, Google may transfer the information to third parties. If you disable Javascript in your browser, you prevent Google Maps from running. However, you will not be able to use the map display on our website. By using our website, you consent to the collection and processing of the information by Google Inc. For more information on the privacy policy and terms of use for Google Maps, please visit https://www.google.com/intl/de_en/help/terms_maps.html.

Google+ plugin

We use Google+ functions on our website. The social network is offered by Google Inc., based in the USA, CA 94043, 1600 Amphitheatre Parkway, Mountain View. Google+ allows you to publish content globally using its button. You will also be offered personalized content from Google and partner providers. Google stores your rating (+1) for content and information from websites that you clicked on when you assigned +1. Your +1 rating can be displayed with your profile name and photo in other Google services. Google collects a total of your 1+ activities. This data collection serves to optimise and personalise the Google offer for you. To use the Google+ platform, create a globally visible profile under a name of your choice. The name you choose also applies to the other Google services. If you know your email address, you will be able to access your Google+ profile. Google uses the collected data within the scope of its data protection regulations, among other things, for the compilation of statistics, which are passed on to partner companies or used for other purposes. Details on the use of the data and the data protection regulations can be viewed at http://www.google.de/intl/de/policies/privacy/ Under the link you will also find information on the individual setting of data protection on Google+.

Facebook

You can find plugins of the social network Facebook on our website. Its provider is Facebook Inc, based in the USA, California 94025, 1 Hacker Way, Menlo Park. The Facebook logo or the "Like" button on our site identifies the Facebook plugins. See also the overview of the Facebook plugins at http://developers.facebook.com/docs/plugins/. When you visit our website, we use the plugin to establish a direct connection to the Facebook server. You are then switched there via your browser. For Facebook, this means that you have visited our website with your IP address. With a click on the Facebook "Like-Button" you link contents of our website with your profile on Facebook. Facebook will associate your visit to our site with your account. We have no knowledge of what content is transmitted to Facebook and how Facebook uses it. For more information on data collection and use, please see the Facebook Privacy Policy, which can be found at http://de-de.facebook.com/policy.php You can prevent your visit to our site from being associated with your Facebook profile by simply logging out of your Facebook account beforehand.

General Sales and Delivery Terms of Priminer Werkzeugmaschinen GmbH (valid from March, 2018)

I. General / Scope

  1. The commercial offers, deliveries, and services by Priminer Werkzeugmaschinen GmbH shall be rendered exclusively under the given General Sales and Delivery Terms (hereinafter referred to as the Commercial Terms). They form the integral part of every agreement, which are concluded by Priminer Werkzeugmaschinen GmbH with their contracting parties (hereinafter referred to as the Clients) for the deliveries and services, offered by Priminer Werkzeugmaschinen GmbH. They shall also be valid in their corresponding current version for every following commercial offer, delivery and service, even if they are not agreed repeatedly and individually.
  2. The Client’s terms shall not be subject to the agreement with Priminer Werkzeugmaschinen GmbH , unless Priminer Werkzeugmaschinen GmbH shall individually provide their clear written consent to it. The Commercial Terms of Priminer Werkzeugmaschinen GmbH shall also be valid in case if the specified company is aware of the conflicting and different terms, and with this, the specified company performs deliveries to the Clients or renders services for the Clients without any agreements and reservations.

II. Commercial Offers and Contract Execution

  1. The commercial offers by Priminer Werkzeugmaschinen GmbH shall always be rendered non-binding, unless they are expressly noted as commercial offers with obligations, or commercial offers binding for a certain period to accept.
  2. The order from the Client shall be made in writing and shall include a corresponding order number. The Client shall be bound for 2 (two) weeks under their order.
  3. The agreement with obligations shall come into effect only with the written order confirmation by Priminer Werkzeugmaschinen GmbH.
  4. As for the scope of obligations for deliveries and services of Priminer Werkzeugmaschinen GmbH, it shall be determined exclusively by its written order confirmation. Priminer Werkzeugmaschinen GmbH shall not provide any quality assurances in its commercial offers, in the Internet, in catalogues, leaflets or in the information, contained in other publications in textual or visual forms (e.g., descriptions, images, data on the weight and dimensions, drawings) on the product characteristics, as well as on the application of these products, unless it is expressly agreed in written form.
  5. Priminer Werkzeugmaschinen GmbH shall retain its right to make design changes, especially the changes which are made to upgrade the products, or to execute the provisions of law, unless they affect the usability within the purposes, intended in the agreement, or unless they are unacceptable for the Client for other reasons.
  6. Priminer Werkzeugmaschinen GmbH shall retain all its rights, including the proprietary right and the copyright for the documents, drawings, images, specifications, specimens etc., provided to the Client. The Client shall be able to use them exclusively within the frame of the agreement. They constitute strictly confidential information, and the access to it shall not be rendered to third parties without the prior written consent from Priminer Werkzeugmaschinen GmbH. The full documentation and other materials, provided to the Client, shall be returned back to Priminer Werkzeugmaschinen GmbH, when requested.
  7. In case with the order, placed with Priminer Werkzeugmaschinen GmbH, if the Client supplies data and/or information (e.g., drawings, charts etc.) or specimen, the Client shall be responsible for their completeness and correctness, as well as for any cases when the rights of third parties are interfered consequently.

III. Prices

  1. Unless otherwise is agreed in writing, the specified prices shall be considered ex- works prices and shall not include loading, insurance, and/or packaging, which are individually invoiced by Priminer Werkzeugmaschinen GmbH. The possible payable custom duties, taxes, and other such fees, which shall be paid by Priminer Werkzeugmaschinen GmbH shall also be calculated separately.
  2. The agreed prices shall be net prices, excluding a sales tax, which shall be additionally imposed on the Client in case of transactions, subjected to the given tax in the amount, specified by law.
  3. Unless fixing prices are agreed, the specified prices shall be valid until the delivery date, set in the order confirmation from Priminer Werkzeugmaschinen GmbH. If such delivery date is not agreed, Priminer Werkzeugmaschinen GmbH shall be bound with the obligation to keep the agreed price valid for the period of 4 (four) month from the date of the order confirmation. After this, according to Section III. 4 hereof, Priminer Werkzeugmaschinen GmbH shall have the right to proportionally increase the price. However, this does not refer to the case, when Priminer Werkzeugmaschinen GmbH allows for a delay in delivery.
  4. In case if within the period, specified in Section III. 3 hereof, the prices of raw materials for the corresponding products are significantly increased (i.e. at least 10% increase), Priminer Werkzeugmaschinen GmbH shall have the right to proportionally increase the price, taking into account the Client’s legitimate interests. The publicly accessible source shall be involved to calculate the existing increase of prices for the most important products.
    In case if within the period, specified in Section III. 3 hereof, other price factors, such as energy costs, labour costs, transport or insurance costs, are significantly increased (i.e. at least 10% increase), Priminer Werkzeugmaschinen GmbH, according to the provision above, shall also have the right to proportionally increase the price, taking into account the Client’s legitimate interests. The corresponding provision shall be applied in case of foreign exchange movements.

IV. Payment Terms

  1. Unless otherwise is agreed in writing, all payments shall be made in euros and shall be paid out tax-free to the credit of Priminer Werkzeugmaschinen GmbH in the payment point, specified in the corresponding invoice.
  2. The invoices shall be paid on a regular basis within 7 (seven) days from the invoice date, free and clear of any deductions, unless otherwise is agreed in writing.
    Payments shall be considered effective from the date, when the invoice amount is made available for Priminer Werkzeugmaschinen GmbH for free use.
  1. In case the Client delays a payment, Priminer Werkzeugmaschinen GmbH shall have the right to demand interest on payment in the amount of 9 (nine) percentage points above the basic annual rate (§ 247 of the German Civil Code). Moreover, Priminer Werkzeugmaschinen GmbH shall reserve the right to prove that the company was harmed by a major damage due to the Client’s payment delay.
  2. Failure to comply with the agreed payment terms, or circumstances, of which Priminer Werkzeugmaschinen GmbH became aware after the execution of the agreement and which can significantly decrease the Client’s credit capacity, shall lead to the immediate maturation for all the requirements of Priminer Werkzeugmaschinen GmbH against the Client. Moreover, in such cases Priminer Werkzeugmaschinen GmbH shall have the right to perform deliveries or to render services only on an advance-payment basis or under the provision of security.
  3. The right to clear counter claims shall be given to the Client only of their counter claims are valid and undisputable or are accepted by Priminer Werkzeugmaschinen GmbH. Moreover, the Client can exercise the right to refuse the obligations arising from the agreement until the other party executes such obligations only if the Client’s counter obligations are binding under the same agreement and are based on the same agreement.

V. Date of Delivery / Date of Service Provision

  1. Unless a fixed time limit for the delivery/service provision is clearly agreed in the order confirmation, the target date shall be given by Priminer Werkzeugmaschinen GmbH without obligations. The dates shall be generally specified in case of timely and proper self-pickup, as well as with the Client’s cooperation under the terms of agreement. The changes, additionally requested by the Client, as well as the possible delayed submission of the documents (permits, confirmations etc.) by the Client, the possible agreed advance payment or collaterals for guarantees shall lead to the corresponding extension of the planned time. The delivery date shall be regarded as met if the subject of delivery is departed from the works or the warehouse of Priminer Werkzeugmaschinen GmbH, or from the works or the warehouse of a third party, which Priminer Werkzeugmaschinen GmbH entrusted with the delivery; if the Client is obliged to transport the subject of delivery independently, the Client shall be informed of the fact, that the subject of delivery is ready for shipment.
  2. If Priminer Werkzeugmaschinen GmbH allows for the delay in delivery or in service provision, or renders such delivery or service provision impossible, the Client shall have the right to cancel the agreement under the provisions of law. Priminer Werkzeugmaschinen GmbH shall be liable to compensate for damages resulting from such delay or impossibility only subject to the provisions of Section IX hereof.
  3. Force-majeure circumstances shall give Priminer Werkzeugmaschinen GmbH the right to extend the date of delivery or the date of service provision for the period when such force-majeure circumstances continue, as well as for the corresponding time to overcome such force-majeure circumstances; or to cancel the agreement wholly or partly in case there are legal assumption for it due to the unfulfilled part of the agreement. Such force-majeure circumstances shall include strikes, lockouts, political disturbances, governmental actions (e.g., the dismissal of necessary import or export statements) or other force-majeure circumstances, such as industrial accidents or similar events, which do not allow Priminer Werkzeugmaschinen GmbH for a timely delivery or service provision in spite of their reasonable efforts. The same provision will be valid if the above-mentioned circumstances arise during the delay from any sub-supplier of Priminer Werkzeugmaschinen GmbH. Priminer Werkzeugmaschinen GmbH shall immediately inform the Client of the arising force-majeure circumstances under Section V. 3 hereof.
  4. If the delay in delivery is caused by the Client or due to the reasons within the Client’s control, Priminer Werkzeugmaschinen GmbH shall have the right to invoice the Client with the rent in the warehouse for every commenced month in the amount of 0.5 (zero point five) % of the order value from the corresponding delivery, but not exceeding 5 (five) % of the order value from the corresponding delivery. The Parties can provide the confirmation of a higher or lower amount of damage, caused due to the delay in delivery.
  5. The proportional partial deliveries to the practicable extent shall be acceptable only if the partial delivery is accessible for the Client within the intended purpose under the agreement, if the remaining part of the delivery is guaranteed and if the Client does not have any additional costs or considerable expenses arising from such deliveries. These proportional partial deliveries shall be regarded as independent transactions and shall be calculated separately.

VI. Shipment, Transfer or Risk and Acceptance

  1. Unless otherwise is agreed in writing, the delivery shall be made under the terms of ex-works or Neumunster warehouse (Incoterms “EXW – Ex Works”).
  2. In case if under the Client’s agreement, the subject of delivery is shipped in any other point, different from the place of performing obligation, the Client shall bear all the arising expenses. Priminer Werkzeugmaschinen GmbH shall have the right to choose a transportation route and a transportation company. The Client shall inform in writing of possible transport damages, including their type and extent, immediately after the subject of delivery is received. The insurance of the subject of delivery against damages arising from transportation, theft, breakage, fire and damage caused by water, as well as other insurable risks, shall be made only at the Client’s will and at the Client’s expense.
  3. In case of ex-works deliveries, the shipment and transportation shall always be made at the Client’s risk. This provision shall also be valid if the delivery is made from a third party’s warehouse (a trading operation, when the supplier transfers the goods to the client, specified by a wholesale trade company). Also, in case of a partial delivery, the risk shall be transferred to the Client as soon as the cargo is transferred to the person responsible for transportation or shipment, or the cargo has left the works or the warehouse. If the shipment is delayed due to the Client’s fault, or if the Client is obliged to perform transportation of the subject of delivery by their own force, the risk shall be transferred by informing the Client of the fact that the subject of delivery is ready for shipment.
  4. In case of house-to-house deliveries/ex store and partial deliveries, the risk shall be transferred to the Client as soon as the goods arrive at the place of delivery, ready for loading/discharging. The loading/discharging shall be immediately and properly performed by the Client. The downtime shall be calculated under the accepted rules of the industry. If the arrival at the place of delivery is delayed due to the reasons within the Client’s risk, the risk of delivery breaking shall be transferred to the Client. This provision shall be valid in case the Client illegally refuses to receipt the cargo.
  5. If the Client allows for a delay in the cargo receipt, Priminer Werkzeugmaschinen GmbH, after the expiration of a proportional time period, which turned inconclusive, shall have the right to dispose of the subject of delivery in any other way and to perform the delivery to the Client within the proportionally extended time period.
  6. Even if there are minor defects, the deliveries shall be received and accepted by the Client without violation of their right under Section VIII hereof and shall not be returned to Priminer Werkzeugmaschinen GmbH under the possible Client’s right to terminate the agreement under Section VIII. 4 hereof.

VII.  Reservation of Title

  1. Priminer Werkzeugmaschinen GmbH shall retain title to the articles, delivered to the Client (articles, subject to the retention of title) until all the requirements to the Client under the transaction are satisfied, including the requirement, arising in future, as well as the requirements arising from the agreements, executed at the same time or later. This provision shall also be valid, if some or all the requirements by Priminer Werkzeugmaschinen GmbH were billed to the current account, the balance was drawn up and accepted.
  2. The Client shall correspondingly mark the articles, subject to the retention of title, keep them apart from other articles and handle them with care. Moreover, the Client shall insure the articles, subject to the retention of title, against damages caused by fire, water and against theft, at their own expense based on the reproduction cost of the object of insurance. The Client shall have no right to pledge the articles, subject to the retention of title.
  3. In case if Priminer Werkzeugmaschinen GmbH terminates the agreement due to the Client’s violation of the agreement terms, including due to the payment delay, the Client shall bear all the expenses to restore the title of Priminer Werkzeugmaschinen GmbH for such articles, subject to the retention of title. Repurchasing of the articles, subject to the retention of title, shall be made from the earnings, received by Priminer Werkzeugmaschinen GmbH due to commercialization. In case of the arrest of property or other third-party interventions, the Client shall immediately inform Priminer Werkzeugmaschinen GmbH in writing and shall provide Priminer Werkzeugmaschinen GmbH with all the necessary data; the Client shall also inform the third party of the existing title relations.
  4. The processing or transformation of the articles, subject to the retention of title, shall always be made by the Client for Priminer Werkzeugmaschinen GmbH as a manufacturer under § 950 of the German Civil Code, without imposing the obligations on Priminer Werkzeugmaschinen GmbH. In case when the articles, subject to the retention of title, are processed or inseparably combined with other Client’s articles, which do not refer to Priminer Werkzeugmaschinen GmbH, Priminer Werkzeugmaschinen GmbH shall acquire a share in property in new matters in the proportion of the fair value of their articles, subject to the retention of title, to other processed articles at the moment of processing or combination. If the combination is made in the manner, when the Client’s article is regarded as the basic article, it shall be agreed that the Client shall transfer the share in property Priminer Werkzeugmaschinen GmbH in proportion with the partnership share, which the Client will maintain for Priminer Werkzeugmaschinen GmbH without any compensation. The articles, created due to processing or combination, shall fall within the ambit of the provisions, which are valid for the articles, subject to the retention of title.
  5. The Client shall have the right to sell the articles, subject to the retention of title, in future in the ordinary course of business, unless the Client allows for the delay in payment to Priminer Werkzeugmaschinen GmbH. However, by this time the Client shall assign Priminer Werkzeugmaschinen GmbH with all the demands with all the collateral rights, which arise for the Client due to the resale of the articles, subject to the retention of title, referring to their Consumer or a third party; more specifically, the rights, which arise for the Client irrespective of whether such articles were resold without processing or after processing. The Client shall have the right to execute such demand after assigning for the benefit of Priminer Werkzeugmaschinen GmbH. The right of Priminer Werkzeugmaschinen GmbH to specify the independent demand shall be maintained in this case; however, Priminer Werkzeugmaschinen GmbH shall not specify the demand until the Client properly performs their payment obligations for the benefit of the latter, does allow for delays in payment, and especially until the Client does not apply for bankruptcy proceedings regarding the Client’s property, or there is no fact of cessation of payment from the Client’s side. Priminer Werkzeugmaschinen GmbH shall have the right to demand the Client at any time, that the Client inform Priminer Werkzeugmaschinen GmbH of the assigned demands and of their consumer, provide all the data, necessary for collection, transfer the relevant documentation and inform their consumers of such assignment.
  6. In case if the security deposit, existing for the benefit of Priminer Werkzeugmaschinen GmbH under all the demands referring to the Client, exceeds 20 (twenty) %, Priminer Werkzeugmaschinen GmbH under the Client’s demand, shall return the security deposit at their own choice.

VIII. Guarantees

  1. The Client’s quality complaints shall suggest that the latter has performed their obligations under law referring to the research practice and claim for reclamation. Each reclamation shall be sublimated by the Client to Priminer Werkzeugmaschinen GmbH in writing and shall include the exact information on the type and extent of the defect in order to make it possible to check the validity of the reclamation.
  2. If the case of the Client’s reclamation is presented improperly, Priminer Werkzeugmaschinen GmbH shall have the right to demand from the Client to compensate for the expenses, arisen from checking the validity of the reclamation.
  3. If the case of the Client claims only the satisfaction of the demand under the proper and timely submitted reclamation, Priminer Werkzeugmaschinen GmbH at their choice, shall correct the defect (the repair of the defect) or shall supply articles without defects (the delivery to replace articles). Under the legal provisions, the expenses, necessary to satisfy the demand, shall be borne by Priminer Werkzeugmaschinen GmbH. Should the Client in this case reasonably demand compensation for the expenses, arisen due to the involvement of their own employees or materials, the Client’s demands on such compensation shall be limited to the expenses in the amount of the manufacturing cost. In cases where the expenses, necessary to satisfy the demand, are increased due to the fact that the subject of delivery was delivered under the Client’s decision to the place, different from the agreed place of delivery, the expenses, arisen due to this situation, shall be borne by the Client.
  4. In case if Priminer Werkzeugmaschinen GmbH is not able to correct the defects, or to perform the delivery to replace articles, or if Priminer Werkzeugmaschinen GmbH refuses to do it, allows for a delay in the correction of the defects or in the delivery to replace articles, exceeding the proportional time period due to the reasons within the control of Priminer Werkzeugmaschinen GmbH, or at least of the repeated correction of the defects was unsuccessful, the Client shall have the right at their own choice either to terminate the agreement or to demand the corresponding decrease of the purchasing price. In case of a partial delivery, the Client shall have the right to terminate the agreement in whole or to get the compensation instead of the whole delivery under Section IX hereof, only of the Client does not have any interest in the provided partial service with the specification of the objective criteria.
  5. A guarantee shall be cancelled if the Client, at their own will and without the agreement with Priminer Werkzeugmaschinen GmbH, performs processing of the subject of delivery, or assigns such processing to third parties, due to which it becomes impossible or unreasonable complicated to correct the defects. In any such case the Client shall bear all the additional expenses to correct the defects, arisen due to such processing. Moreover, Priminer Werkzeugmaschinen GmbH shall not be liable for the incompetent or improper use, particularly for the improper installation, extreme loading, incorrect assembly or improper use by the Client or a third party, as well as for the natural wear (wearing out), the ignorance of the service manual or any other improper handling or application.
  6. The limitation period for claims to satisfy the demand, to terminate the agreement and to decrease the price due to defects, shall be twelve months from the moment of the risk transfer.

IX. Liability

  1. Priminer Werkzeugmaschinen GmbH shall be liable for the compensation of damage under any legal basis, particularly due to the impossibility, delay, defective or incorrect delivery, the violation of the terms of agreement, the violation of obligations when negotiating the agreement or due to impermissible actions, except for the reasons, specified in Section IX hereof. Otherwise any liability for the compensation of damage shall be excluded.
  2. Priminer Werkzeugmaschinen GmbH shall be liable under law for deliberate or negligent actions, which led to injury, danger to life and health, as well as for the guaranteed characteristics under the provisions of law on the liability of producers for damage to the consumer due to the use of defective articles.
  3. Moreover, Priminer Werkzeugmaschinen GmbH shall be liable for the damage due to a minor breach of the essential obligations of the agreement. The essential obligations of the agreement shall be the obligations, the performance of which makes it possible to perform the whole agreement and the fulfillment of which the Client relies on and must rely on.
  4. The liability of Priminer Werkzeugmaschinen GmbH shall be limited to the amount of the prospective damage, typical for the agreement. The indirect and further damage shall be compensated only if such damage is to be expected when the subject of delivery is properly used according to its application. The claims to compensate the damage due to the loss of expected profit shall be excluded in any case.
  5. The Client shall immediately and thoroughly inform and consult Priminer Werkzeugmaschinen GmbH in case if the Client wishes to claim Priminer Werkzeugmaschinen GmbH under the provisions above. By doing so, the Client shall provide Priminer Werkzeugmaschinen GmbH with the possibility to investigate the case of damage.
  6. The provision on the exclusion of the guarantee in Section VIII. 5 here of shall correspondingly be valid for the demands to compensate damage.
  7. The limitation period for claims to compensate damage due to the defective delivery shall be 1 (one) year from the moment of the risk transfer. The limitation period for claims to compensate damage due to the violation of other obligations of the agreement due to some negligence shall be 1 (one) year from the moment of the termination of the year, in which the claim arose, and the Client became aware of the circumstances, on which the demand was based, and of the liable person, or had to be aware without a gross negligence. In case of a physical injury, danger to life and health, damage under the provisions of law on the liability of producers for damage to the consumer due to the use of defective articles, as well as in case of damage due to the deliberate actions, malicious intent, gross negligence or negligent violation of the essential obligations of the agreement under Section IX. 3 hereof, other limitation period established by law shall be valid.

X.  Final Clause

  1. The amendments and additions hereof, as well as the additional agreements hereto, shall be made in writing and shall be valid only for the corresponding agreement. This provision shall also be valid if the given written clause is abolished.
  2. The place of performance of the obligations under the agreement by Priminer Werkzeugmaschinen GmbH referring to transactions with the Client, shall be Neumunster, unless otherwise is agreed in writing.
  3. If the Client is an entrepreneur, a legal entity under public law, or a legal entity with the status of a public-law special fund, the place of jurisdiction shall be Neumunster. However, Priminer Werkzeugmaschinen GmbH shall have the right to file a lawsuit against the Client in some other court.
  4. The only current law shall be the German law, excluding the UN Convention on Contracts for the International Sale of Goods (CISG) dated April 11, 1980.
  5. In case if any provision hereof is or becomes invalid or unenforceable, the other provisions shall remain valid. In this case the Parties upon their mutual consent shall try to replace such invalid or unenforceable provision with some valid or executable provision, which is most closely approximate to the provision, which was provided for economic considerations during the conclusion of the agreement. The corresponding rule shall be valid in case of any deficiency in the agreement.
  6. The legally binding version of these terms and conditions is the German version.