General
Terms and Conditions

General Terms and Conditions
CADdent® GmbH

1. General terms

Orders for our offered services are carried out exclusively on the basis of our general terms and conditions. The general terms and conditions apply for the entire duration of the business relationship. Differing conditions require the contractor's written confirmation.

2. Prices

2.1. All prices are based on the price list valid on the day of delivery, plus statutory sales tax. They apply "ex works" and in particular do not include the costs for transport, transport insurance, assembly or installation, import sales tax, customs duties, export permits, etc.

The price list can be viewed on the CADdent GmbH website.

2.2. Cost estimates refer to the price list valid on the day of issue. They only take into account foreseeable expenses and are only binding in writing. Exceeding up to 10% of the net order value will be recognized by the client without prior consultation. If the net order value is foreseeable to be exceeded by more than 10%, a coordination with the client takes place before the order is started. The contractor is bound by cost estimates for 30 days after creation.

3. Delivery time

3.1. Delivery times result from the product brochure published on the homepage.

3.2. If the client is in default of acceptance or if he violates other obligations to cooperate, the contractor is entitled to claim the damage incurred, including any additional expenses. In this case, the risk of accidental loss or accidental deterioration of the goods is also transferred to the customer at the point in time at which the customer defaults in acceptance.

4. Shipping

The shipping takes place at the expense and risk of the client.

5. Guarantee

5.1 The contractor's warranty rights presuppose that he has duly complied with his inspection and complaint obligations according to § 377 HGB (German Commercial Code).

5.2. Insofar as there is a defect in the goods for which the contractor is responsible, the customer is entitled, at his option, to supplementary performance in the form of a removal of defct or a replacement delivery.

5.3 If the supplementary performance fails, the client is entitled, at his own discretion, to withdraw from the contract or to request a corresponding reduction in the price.

In the case of an insignificant defect, however, the client has no right of withdrawal.

5.4 Unless otherwise stated below (Clause 5.5 to Clause 5.7), further claims by the client - regardless of the legal reasons - are excluded. The contractor is therefore not liable for damage that did not occur on the delivery item itself; in particular, the contractor is not liable for lost profit or other financial losses suffered by the customer.

5.5. The contractor is liable to the statutory extent for damage resulting from injury to life, limb or health.

5.6 Due to the lack of a guaranteed quality of the item, the contractor is liable to the agreed extent. Insofar as the guarantee agreement does not determine any legal consequences, these result from the law.

5.7 If the contractor violates an essential contractual obligation through at least gross negligence, the liability is limited to the damage typical for the contract; otherwise it is according to section 5.4 excluded. An "essential" contractual obligation within the meaning of these terms and conditions is always to be assumed if the contractor violates such obligations at least with gross negligence, on whose proper fulfillment the client trusts and may trust, since they enable the proper execution of the contract in the first place. If the essential contractual obligation that has been violated is the delivery of a defect-free item, then instead of performance, compensation can only be claimed for not insignificant defects.

5.8 The warranty period is 12 months from the transfer of risk.

6. Liability

6.1 Any further liability on the part of the contractor than provided for in sections 5.4 to 5.7 is excluded - regardless of the legal nature of the claim asserted.

6.2 The regulation according to section 6.1 does not apply to claims according to paragraph 1 and 4 of the Product Liability Act.

6.3 Unless the limitation of liability in accordance with section 5.7 applies to claims arising from producer liability in accordance with paragraph 823 of the German Civil Code (BGB) for damage to property, the contractor's liability is limited to the indemnity provided by the liability insurance.

6.4 The regulation according to section 6.1 also applies in the event of initial inability or impossibility for which we are responsible.

6.5 To the extent that the contractor's liability is excluded or limited, this also applies to the personal liability of the contractor's employees, workers, assistants, representatives and vicarious agents.

7. Working documents

7.1 All work is done with great care. However, the contractor has no influence on the quality of the working documents sent. If these appear defective, they can therefore be returned after consulting and coordinating with the client. The client is solely responsible for the consequences of faulty models and impressions.

7.2 If the contractor acts in accordance with the customer's specifications (e.g. 3D models, drawings, etc.), he is not obliged to check the manufactured items for infringements of third-party property rights (e.g. patents, trademarks, copyrights, etc.).

7.3 If the contractor acts in accordance with the client's specifications, the client is obliged to identify conflicting property rights of third parties and to notify the contractor of potential infringements.

7.4 If the contractor acts in accordance with the client's specifications and if the contractor is therefore sued for infringement of property rights, the client will inform within a reasonable period of time whether he considers this to be justified.

7.5 If the client considers the claim to be justified, the client releases the contractor from liability. Otherwise he joins a possible legal dispute on the part of the contractor. The client bears the costs incurred for the legal dispute.

7.6 The duty to indemnify also applies to the personal liability of employees, workers, assistants, representatives and vicarious agents of the contractor. It does not apply if the client is not at fault or the contractor acts with intent.

8. Material and accessories provision

Materials or accessories supplied by the client can be subject to a customary processing surcharge. The contractor is not liable for unsuccessful execution of the order due to faulty materials or accessories supplied by the client.

9. General terms of payment (except precious metal work)

9.1. The invoices are payable within 10 days of receipt of the same. Checks are only valid as payment when cashed. Bills of exchange are only accepted on account of performance and only by agreement and subject to their discountability. Discount charges are calculated from the due date of the invoice amount. In the event of default in payment, the client may be charged interest on arrears at a rate of 5% above the respective discount rate of the Deutsche Bundesbank.

9.2. Alternatively, the contractor can be given a SEPA basic direct debit mandate. The direct debit will be collected 10 days after the invoice date with a discount of 2% on the invoice amount. The pre-notification period is shortened to 3 days. The client assures to provide sufficient funds for the account. Costs that arise due to the non-cashing or reversal of the direct debit shall be borne by the client as long as the non-cashing or the reversal was not caused by the contractor.

9.3 The client can set off claims for payment of the contractor only against undisputed and legally established receivables.

10. Terms of payment for precious metal work

10.1 The invoices for precious metal work are payable within 3 working days of the dispatch date, exclusively via SEPA basic direct debit mandate. This must be available to the contractor when the first order is placed. The period for the pre-notification will be shortened to 3 days. The client assures that there is sufficient funds in the account. Costs that arise due to non-cashing or reversal of the direct debit are borne by the client, as long as the non-cashing or the reversal was not caused by the contractor.

10.2 The client can set off claims for payment of the contractor only against undisputed and legally established receivables.

11. Reservation of proprietary rights

11.1. The contractor retains ownership of the goods until all claims against the client have been met. If the client acts in breach of contract, in particular default of payment, the contractor is entitled to withdraw from the contract and take back the goods. After taking back the goods, the contractor is authorized to dispose of them; the proceeds from the disposal - minus the disposal costs - are to be offset against the client's liabilities.

11.2. The client is entitled to resell the goods in the ordinary course of business: However, he already now assigns to the contractor all claims in the amount of the price agreed with him (including statutory sales tax) which arise from the resale to his customers or third parties, regardless of whether the goods were resold without or after processing. The client remains authorized to collect this claim even after the assignment. The authority of the contractor to collect the claim himself remains unaffected by this. However, the contractor undertakes not to collect the claim as long as the client meets his payment obligations from the proceeds received, is not in default of payment and, in particular, no insolvency proceedings have been opened against the client's assets or payments have been suspended. However, if this is the case, the contractor can demand that the client notify him of the assigned claims and their debtors, provide all information required for collection, hand over the associated documents and notify the debtor (third party) of the assignment.

11.3. The processing or transformation of the goods by the client is always carried out for the contractor. The client's expectant right to the goods continues on the transformed item. If the goods are processed with other items that do not belong to the contractor, the contractor acquires co-ownership of the new item in the ratio of the objective value of the contractor's goods to the other processed items at the time of processing. The same applies to the item resulting from processing as to the goods delivered under reservation.

11.4. If the goods are inseparably mixed with other items that do not belong to the contractor, the contractor shall acquire co-ownership of the new item in the ratio of the objective value of the contractor's goods to the other mixed items at the time of mixing. If the mixing takes place in such a way that the client's item is to be regarded as the main item, it is agreed that the client transfers proportional co-ownership to the contractor. The client shall keep the sole or joint ownership for the contractor.

12. Choice of law clause

The contractual relationships between the client and the contractor are exclusively subject to the law of the Federal Republic of Germany to the exclusion of the UN sales law.

13. Fulfillment and jurisdiction

The place of performance and the exclusive place of jurisdiction for all disputes arising from or in connection with this contract is the registered office of CADdent GmbH in Augsburg, Germany.

14. Severability clause

In the event that individual provisions of these General Terms and Conditions should be ineffective, the effectiveness of the remaining provisions shall remain unaffected.