Paw - 01/2020

General Terms and Conditions

of the company PAW GmbH & Co. KG, Böcklerstr. 11,

D-31789 Hameln - Germany

(RA_SD/Vers. 12.12.14)

1. Scope

The following General Terms and Conditions (GTC) ap-

ply to all goods and services rendered by PAW GmbH

& Co. KG (referred to as PAW in the following). Devia-

tions from the GTC are only binding for PAW if explicitly

acknowledged by PAW in writing. For foreign business

transactions, the definitions of INCOTERMS prevailing at

the time of conclusion of the contract apply in addition

to the GTC.

2. Conclusion of Contract/Quotes and Acceptance

1. The Customer is bound to orders (quotes) for four

weeks upon receipt by PAW. Orders become legally

binding only upon written order confirmation by PAW.

Agreements, verbal or by telephone, can only form part

of the contract if confirmed in writing by PAW. The same

applies to orders per Internet or email.

2. Cost estimates with drawings and other documen-

tation given to the Customer by PAW prior to any con-

tractual agreement, remain the property of PAW until

signing of the contract and - if a contract is not con-

cluded - must be returned to PAW upon request. PAW

retains all copyrights pertaining to the documentation.

Duplication and passing thereof to Third Parties requires

advance consent by PAW.

3. Prices and Terms of Payment

1. Prices quoted are net „ex works“ including packaging

and excluding VAT (sales tax), freight and transport in-

surance, customs, postage and other transport costs.

Deliveries within the EU market (Intra-trade) are exempt

from VAT (sales tax) only if the Customer quotes his valid

VAT ID number when placing the order with PAW.

2. If delivery periods in excess of three months are agreed

upon, PAW is entitled to subsequently increase the pri-

ces for material and/or labour which formed the basis of

the original cost estimate by an appropriate amount, if

the increase in costs was not foreseeable at the time the

contract was concluded.

3. Payment is due within 30 days from the date of invoice

without any deductions. Bills of exchange and cheques

are precluded. Receipt of payment determines on time

payment. In case of delayed payment PAW has the right

to charge interest on arrears at nine percent above the

prevailing base rate. In the case of several outstanding

accounts, PAW is entitled to freely determine the set-off

against individual invoices. The Customer is given an ap-

propriate set-off statement.

4. If, following written order confirmation, PAW receives

knowledge of a signi

ficant deterioration in the assets of

the Customer or if other justified doubts as to the cre-

ditworthiness of the Customer arise, PAW is entitled to

make deliveries only against appropriate securities or

pre-payment. 5. If the Customer is in default of payment,

PAW can withhold further deliveries and services until all

due receivables are balanced, unless the Customer pays

in advance.

4. Delivery, Passing of Risk, Storage Costs

1. The transport of goods occurs at the risk of the Custo-

mer - even when the freight order was placed and paid

for by PAW. Fixed delivery dates are only legally binding

if contractually agreed or confirmed by PAW. Relevant for

on time delivery is the time the goods were consigned

to the carrier or other company handling the transport/

shipment.

2. If a delivery date is exceeded at the Customer‘s request

or other reasons for which PAW is not responsible, the

Customer bears the resulting storage costs, commencing

30 days after availability for dispatch. For storage on site,

a flat-rate of 0.5% of the net invoice value is payable per

month or 1/30th per calendar day respectively. The Cu-

stomer is entitled to prove that PAW incurred considerab-

ly lower storage costs.

5. Reservation of Proprietary Rights

1. PAW retains the right to all supplied goods until com-

plete payment of all invoices resulting from the business

relation with the Customer. This also applies when the

purchase price has been paid for certain goods specified

by the Customer, as the reserved property acts as securi-

ty against the overall receivables balance due to PAW. The

processing of goods supplied by PAW - and which are still

retained as property of PAW - is always on behalf of PAW,

without any commitments resulting therefrom for PAW. If

the goods so retained by PAW are mixed or incorporated

with/into other goods, the Customer herewith assigns his

proprietary or co-proprietary rights on the new article to

PAW and will store said articles with due diligence. The

Customer may sell goods to which PAW has the proprie-

tary rights under normal business transactions, as long as

the Customer is not in arrears with payment.

2. Protective conveyance, pledging or selling of stock

„enbloc“ by the Customer to Third Parties is not permissi-

ble, in as far as the proprietary rights of PAW are affected.

With conclusion of the purchase contract between the

Customer and PAW the Customer assigns, as security, the

full amount - not only the pro rata sum - of any claim

due against a buyer resulting from a purchase or other

legal reasons including all subsidiary rights. The Custo-

mer remains entitled to collect these claims as long as he

is not in arrears to PAW. If the value of the object supplied

under retention of title as a security interest exceeds the

total receivables of PAW by more than 20 %, PAW shall

be obliged to release the collateral to which it is entitled

upon request by the customer insofar as the realizable

value is secured by another collateral of equal value (e.g.

bond).

3. If PAW takes back goods from the Customer – without

incurring any legal commitment – this does not consti-

tute a cancellation of the contract. In the case of such

returns of goods PAW will issue the Customer with a cre-

dit note less compensatory handling charge of 20% of

the net invoice value, with a minimum charge of €10.00.

Freight costs for the return of goods to PAW are to be

paid for by the Customer.

The customer is entitled to prove that PAW incurred signi-

ficantly lower costs.

01/2020 • Printed in Germany

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PAW GmbH & Co. KG • 31789 Hameln • Germany • Phone: +49-5151-9856-0 • Fax: +49-5151-9856-98 • info@paw.eu • www.paw.eu