GENERAL BUSINESS TERMS
Our offers are always subject to change. The rental contract is only concluded when the renter has confirmed the order in writing. The renter [Bender] is responsible for the requested construction at the time set and the agreed set-up location with the preparation and submission of the order confirmation. The renter cannot be held liable for delay or impossibility of fulfilling the contractual obligations if circumstances such as Force Majeure, weather conditions, later arrival of wagon and lorry loads or comparable events, delay the set-up of the temporary structures or such set-up cannot occur at all and the renter can show that it is not responsible for the delay or the impossibility.
The renter is permitted to pass on increases in wages and freight which were not foreseeable at the closing of the rental relationship with separate proof in invoices. If not otherwise agreed, upon delivery of the structure, 7/8 of the amount is paid, and after completed installation, 1/8 of the total rental price and the rest of the rental price is paid against presentation of an invoice, at latest at the end of the dismantling.
Any damages and costs will be invoiced if payment is delayed. Right of retention is excluded unless the renter has already received the part of the compensation that corresponds to the value of its services or the counter-claim on which the right to refuse service is based and is undisputed, legally established or ready for decision.
Also in these cases, the right of retention is excluded if the retention is not notified one month before the due date.
Offsetting is only permitted in the case of an undisputed, legally-binding counter-claim or one that is ready for decision in a legal dispute. Offsetting is excluded if it is not communicated one month before the due date.
The renter retains inventor and use rights for all the plans, drafts and illustrations created by it. Bender GmbH is entitled to claim a fixed sum for damages in the amount of 40% of the agreed compensation in the case of the client cancelling an order. If there is proof of lesser damages provided by the client or higher damages by Bender GmbH, compensation is due in the amount of the respective proven damages.
The grandstands may only be used by the renter [client] for contractual purposes for the period of the contract.
The renter guarantees that it will handle the temporary structures carefully. The renter is liable for theft and damage of any kind upon the arrival of the structures or their dismantled components, unless it can prove that the change or deterioration of the rental property was based on use in accordance with the contract.
In the contractual case of provision of auxiliary workers and forklifts by the renter [client], the client must provide the necessary auxiliary workers and forklifts needed for installation and dismantling as well as for loading and unloading. In the case that the auxiliary workers and forklifts are not, or are only partially available at the deadline, the renter [Bender] is entitled to invoice for any incurred additional costs.
The client must obtain the construction permit. The client must ensure the load capacity of the soil in the area of the supports and uprights. For this, depending upon the type of construction, one must assume the loads in the static calculations (minimum of 1,500 kg per upright). Before use of the structures, the client's responsible construction authorities must approve them. The permits must be shown to Bender. The costs and administrative fees are borne by the client.
The client prohibited from placing objects on or in the rented structures, or to change the structures. The client bears liability and damages in the event of non-compliance with the above.
The client must inspect the grandstand) immediately upon delivery and, if it finds faults, must communicate this immediately to Bender. In the case that this is not done, the structures are deemed to have been delivered and accepted as per the contract.
The temporary structures are insured for liability. Liability claims must be reported immediately, but at latest within four days after the event.
The place of fulfilment for payment is Bad Schoenborn/Baden, Germany. Jurisdiction for any legal disputes is agreed and recognised to be the District Court of Bruchsal. Reproduction of Bender GmbH standard or special design parts is prohibited. Compensation will be claimed in the event of infringement.
Changes or extensions to the contract must be in writing, including any change to this written form clause.
We only conclude sales and delivery on our own terms, and hereby expressly refuse the validity of terms other than our own sales and delivery provisions. Our offers are always subject to change, unless expressly agreed otherwise in writing. The order is accepted by written confirmation or through actual implementation of the service. Our General Business Terms also apply to later transactions.
Unless otherwise expressly agreed in writing, the goods must be picked up from us by the customer, or at a place which we indicate. In the case of agreed delivery to customers, we specify the type of shipment. Shipping costs are borne by the customer. Hazard is transferred to the customer upon transfer to the shipper or transport service, at latest upon leaving the warehouse. If we have contractually agreed to conduct the installation, the construction site must be reachable and drivable with heavy lorries and crane vehicles. Waiting times and other costs which can be attributed to the customer will be separately invoiced. Obtaining building permits is solely the responsibility of the customer. The contractual relationship will therefore not be affected by refused or delayed permits or administrative constraints, and these will not release the customer from its obligation of acceptance and payment. The costs for construction books are not contained in our prices; these will be separately invoiced to the customer. Costs and fees for converting construction books and the required administrative permits are borne by the customer.
The delivery deadlines and dates which we give are only binding if we have confirmed these as binding in writing. Fundamental operational disruptions, especially due to lack raw materials or labour which are attributable to us, strikes, lockouts, traffic disruptions or other Force Majeure release both contracting parties from their contractual obligations. Claims for damages due to delayed delivery or services are excluded so long as our gross negligence or intention is not proven. If there is a significant worsening of the customer’s assets, especially in the case of stop-payment, insolvency or the opening of insolvency proceedings, our delivery obligation no longer applies. We are permitted to make reasonable partial deliveries.
The prices stated in our order confirmation apply. We reserve the right to make price changes to the extent that raw material prices, wages, transport costs, tax rates or other cost factors change, with immediate effect, on our invoices and with the execution of the order since the completion of the contract order more than four months after conclusion of the contract. Offsetting by the client against payment claims to Bender GmbH is excluded, unless the client’s claim is recognised or legally determined by Bender Tribünen.
Unless expressly agreed otherwise in writing, our goods must be paid in full by the client in cash or with a bank-confirmed check. Currency exchange is only accepted with prior express agreement. All costs other than acceptance of checks and currency exchange are borne by the client. If the client is granted a payment method other than prepayment, Bender is entitled to request immediate payment if we become aware of any deterioration in the client’s economic situation, including the revocation of agreed payment terms, unless the client provides security in rem. If the client delays payment, we are entitled to deem the entire claim due immediately, and to charge additional interest for delay in the amount of the bank interest payments charged to us. Rights of retention against our claims, especially due to warranty claims, are excluded to the extent permitted by law.
We deliver subject to retention of title as per Sect. 449 BGB [Civil Code]. In the case of a subsequent sale of the purchased objects, the client hereby assigns the claims against third parties to which it is entitled from resale to Bender GmbH. Bender GmbH is obligated to immediately release the assigned claims to the client if the assigned claims exceed 120% of the value of Bender GmbH’s claims against the client. Retention of title applies until all Bender GmbH claims against the client have been settled. Bender GmbH is entitled to collect the assigned claims in its own name. The client is obligated to provide the names of third party debtors and the amount of claims against them at Bender’s request, and to provide us with all other information and documents so that we are able to process the assigned claims, the assignment of which is already accepted here and now. Transfer, transfer by way of collateral and pledging of the retention of title requirement require our prior written consent. The client must notify us immediately in writing of third-party access to the reserved property, in particular of attachments. Should the objects we deliver significantly deteriorate or perish after delivery to the client or to a third party, the client hereby assigns its claims in full against third parties to us due to this deterioration or the loss of delivered goods. These are in particular claims from insurance contracts for insurance payments due to deterioration or perishing. Bender GmbH is obliged to release these assigned claims to the extent that they achieve 120% of the amount of Bender GmbH’s claims against the client.
Our goods must be inspected by the customer upon obtaining them. Any recognised faults must be communicated immediately, but at latest within seven calendar days after the goods are obtained. There are no warranty claims allowed after the client has processed or worked on our goods. There is no warranty for colour deviations and differences in quality, dimensions, thickness and weight and the like, unless otherwise expressly agreed in writing. In the case of a justified notice of defects, Bender will either make improvements, deliver a replacement, or return the goods for credit, at our election. The client's right to request a reduction in the purchase price or a change after two unsuccessful repairs or defective replacement delivery remains unaffected. Claims for damages are only considered in the event of proven, grossly negligent bad delivery; in the event of bad delivery and non-compliance with the special characteristics of our goods which are guaranteed in writing, these are limited to damages that were recognisable within the scope of the given assurances. In accordance with the provisions of the BGB, the limitation period for our delivered goods is one year after acceptance of the works. Any warranties are excluded for used material. Own changes or changes which were made which were not permitted by Bender or repairs to the objects delivered by Bender release us from any warranty claims. The warranty limitation for our delivered goods is one year from acceptance of the works, as long as the accepter is a company.
Drawings, drafts, static engineering calculations and similar documents are our property, and may not be used by third parties without our written permission.
The place of fulfilment is our factory at Bad Schoenborn or a collection point which we have designated. The jurisdiction for disputes between our companies and our contract parties is the Bruchsal District Court, as long as both parties are businesspeople. The laws of the Federal Republic of Germany apply exclusively.