I. Tender and Conclusion of Contract
The order will not be regarded as accepted until it has been confirmed by the supplier in writing; up to then, the order will not be regarded as binding. Telegram, telephone or verbal additions, amendments or secondary agreements will also require the written confirmation of the supplier to be effective.

II. Price and Payment
1. Prices ex factory will apply. For lickerins and rollers, both shipments and parcel freight will be charged to the customer.

2. If there are no special agreements, payment is to be made within 10 days with 2 % discount or within 30 days net (wage-labour without discount), ex paying agent of the supplier. In the case that the period is exceeded, interest for late payment will be calculated at 1 % above the central bank discount. Withholding, failure to pay or setting off because of any disputed counterclaims of the customer will not be permissible.

III. Delivery Time
1. The delivery period will begin with the despatch of order confirmation, but not before the provision of the documents, authorizations and clearances to be acquired by the customer or before the receipt of an agreed down payment in certain circumstances.
2. The delivery period will be met if the subject of the delivery has left the factory or readiness to despatch has been notified before its expiry.
3. The delivery period will be extended appropriately in the case of measures within the framework of employment disputes and the occurrence of unpredicted events that lie outside the intention of the supplier. Liquidated damages for delayed supply will require a special written agreement. The customer will not have any claim to compensation or the cancellation of the contract because of delayed delivery.

IV. Transition of Danger
1. In the case of carriage free delivery, the danger will pass to the customer, also in the case of partial deliveries, even if the supplier has taken over other services, e.g. dispatch costs or if there is an installation order for the subject of the delivery. Special requirements with regard to despatch and insurance are to be notified in good time. Insurance policies against damage of any kind will be charged to the customer, even if they have been taken out by the supplier on the instructions of the customer.

2. If dispatch is delayed as a consequence of circumstances for which the supplier is not responsible, the danger will pass to the customer from the day of the readiness to despatch; however, the supplier will be obliged to bring into effect the insurance that the customer requires and to store the goods at the request of the customer and at its cost.

V. Reservation of Title
1. The goods will remain the property of the vendor until the complete payment of all claims, including subsidiary claims, claims for damages and the cashing of cheques and bills of exchange.
2. The reservation of title will even continue to exist if individual claims of the vendor are taken into a revolving account and the accounts are cast and accepted.
3. If reserved goods are processed into a new moveable object by the purchaser, the processing will take place for the vendor without the vendor being committed by this. The new object will become the property of the vendor. In the case of processing, blending or mixing with goods that do not belong to the vendor, the vendor will acquire a share in the ownership of the new object according to the relationship of the value of its reserved goods to the total value.
4. The purchaser will only be entitled to further disposal or to install the reserved goods taking the following terms into account and with the measure that the claims in accordance with sub-section 6 also actually pass to the vendor:

5. The authorities of the purchaser to sell reserved goods in commercial transactions in accordance with regulations or to process or install them, will end with the revocation by the vendor as a consequence of a lasting deterioration in the financial position of the purchaser, but at its suspension of payments or at the application for or opening of bankruptcy or composition proceedings concerning its property at the latest.
6.a) The purchaser will hereby cede the claim to the vendor with all subsidiary rights arising from the further sale of the reserved goods.
b) If the goods have been agreed, blended or mixed and if the vendor has obtained a share in the property at the level of the value of its invoice, it will be entitled to the claim to the purchase price proportionately to the value of its right to the goods.
c) If reserved goods are installed in a plot by the purchaser, the purchaser will already transfer the claim arising from it then at remuneration at a level of the value of the reserved goods with all subsidiary rights, including that to the granting of a claim-securing mortgage with a status above the rest.
If the purchaser has sold the claim within the framework of a genuine credit factoring, it will cede the claim to the credit replacing it to the vendor. The vendor will accept the transfer.
7. As long as the purchaser complies with its obligations to pay, it will be entitled to collect the transferred ?? claims. The entitlement to collect them will cease at revocation, but in the case of delayed payment by the purchaser or a significant deterioration in the financial circumstances of the purchaser at the latest. In this case, the vendor will be given the power of attorney by the purchaser to inform the buyer about the transfer and to collect the claims itself.
The purchaser will be obliged to hand over a precise list of buyers, the level of the individual claims, invoice date, etc. to the vendor on request and to collect everything for the vendor for the assertion of the claims transferred.
The authorization to collect will cease at revocation, but in the case of delayed payment by the purchaser or in the case of a significant deterioration of the financial circumstances of the purchaser at the latest. In this case, the vendor will be given power of attorney by the purchaser to inform the buyer of the transfer and to collect the claim itself. The purchaser will be obliged to hand over a precise list of the claims to which the purchaser is entitled with the name and address of the buyer, the level of the individual claims, invoice date, etc. to the vendor on request and to give the vendor all the information necessary to assert the transferred claims and to permit this information to be examined.
8. If the total value of the security existing for the vendor exceeds its claims by more than 20 %, the vendor will be obliged to release securities according to the preference of the purchaser on the request of the purchaser or a third party disadvantaged through the over-securing to this extent.
9. Mortgaging or assignment of security of the reserved goods or the transferred claims will not be permitted. The vendor is to be informed of mortgaging immediately, giving the mortgage creditor.
10. If the vendor takes the object of the delivery back on the basis of the reservation of title, a withdrawal from the contract will only be present if the vendor declares this expressly. The vendor will be able to gain satisfaction from the relevant goods through private sale.
11. The purchaser will hold the reserved goods for the vendor free of charge. It must insure them against the usual dangers, such as fire, theft and water, to the customary extent. The purchaser will hereby transfer its claims for compensation against insurance companies or other parties liable to which it will be entitled to the vendor at the level of the invoice value of the goods. The vendor will accept the transfer.
12. All claims and rights arising from the reserved title to all the special forms established in these terms will continue to exist until the complete release from possible obligations in the interests of the purchaser that the vendor has entered.

VI. Liability for Defects and Delivery
The supplier will be liable for defects in the delivery, to which the absence of expressly promised characteristics also belongs, with the exclusion of further claims as follows:
1. All those parts that are demonstrably unusable or are significantly diminished in their usability as a consequence of a circumstance existing before the transfer of danger - particularly because of defective construction, poor raw materials or faulty execution - within 4 weeks of delivery are to be repaired according to the reasonable estimation of the supplier or to be resupplied. The supplier is to be informed immediately in writing if such defects are established. Replaced parts will become the property of the supplier. If the despatch, the installation or bringing into service is delayed without the fault of the supplier, the liability will cease 3 months after the transfer of the danger at the latest.
2. The right of the customer to assert claims arising from defects will expire in all cases by limitation 3 months from the time of the timely censure, but with the expiry of the period of guarantee at the earliest.
3. No guarantee will be taken over for damage arising from the following reasons.
Unsuitable or improper use, defective installation or putting into operation by the customer or by third parties, natural wear and tear, defective or negligent treatment - particularly excessive stresses - unsuitable production equipment and facilities, in so far as they are not attributable to a fault of the supplier.
4. Of the immediate costs arising through the repair or the supply of a replacement, the supplier will bear the costs of the replacement piece, including despatch and the reasonable costs of removal and installation, In so far as the complaint turns out to be justified. Furthermore it will bear the costs of the necessary provision of its installers and assistants. Otherwise, the customer will bear the costs.
5. The supplier will be able to refuse to remedy defects as long as the customer does not fulfil its obligations.
6. Liability will be revoked for consequences arising from improper changes or repair work by the customer or third parties undertaken without the previous permission of the supplier.
7. No additional claims of the customer will exist, particularly any claim to compensation for damage that has not arisen to the subject of the delivery itself.

VII. Right of the Customer to Withdraw
1. The customer will be entitled to withdraw, if there is a delay in performance in the sense of Section III of the Conditions of Supply and if the customer gives the supplier that is late a reasonable additional time for the performance of the contract with the expressive declaration that it will refuse to accept the service after the expiry of this additional time, and if the additional time is not kept to through the fault of the supplier.
2. Furthermore, the customer will have a right to withdraw, if the supplier allows a reasonable additional time set for it to remedy or improve a defect for which it is responsible in the sense of the Conditions of Supply to pass fruitlessly through its own fault. The reasonable additional time will not begin before the defect or the obligation of the supplier to substitute has been acknowledged or proved.
3. All other further claims of the customer, particularly to change, cancellation or reduction and to compensation for damage of any kind, also for damage that has not arisen on the subject of the delivery itself, will be excluded.

VIII. Right of the Supplier to Withdraw
1. The supplier will be entitled to withdraw completely or partly from the contract in the case of unforeseen events in the sense of Section III, in so far as they change the commercial significance or the content of the service significantly or have a significant effect on the operation of the supplier, and in the case of subsequently emerging impossibility of execution.
2. The supplier will be entitled to withdraw from the contract, if the customer does not fulfil its obligations to pay promptly. No claims to compensation of the customer because of such a withdrawal will exist. If the supplier wants to make use of the right to withdraw, it must inform the customer immediately after recognizing the consequences of the event, even if an extension of the delivery time was initially agreed with the customer.

IX. Place of Jurisdiction
Action is to be brought at the court that is responsible for the head office of the supplier in the case of all disputes arising from the contractual relationship. The supplier will also be entitled to bring an action at the head office of the customer.