GENERAL TERMS AND CONDITIONS / CECOF

 

European Committee of Manufacturers of Industrial Furnaces and Industrial Heat Systems

General delivery and installation conditions for industrial furnaces and thermal plants CECOF

I. Nature and subject matter of the contract
the scope of delivery includes only the items listed in the delivery contract.
Unless otherwise agreed, this excludes:
Foundations, cable ducts, all pipelines for supply, connection and disposal, connection cables outside the furnaces, equipment and thermal installations, installation of piping and related equipment, sewer and pit covers, charging baskets and racks for installation, commissioning and operation tools required, small materials, as well as consumables and supplies, instruction of the personnel in the operation of the delivered plant, assembly and commissioning
II. Prices
The prices quoted in the offer of the supplier, in the order of the orderer and in the order acceptance of the supplier do not include services and obligations that are not expressly mentioned, especially not those based on norms, special regulations, levies and taxes valid in the country of destination.
III. payments
Payments for delivery (for partial deliveries of independent parts or elements for pro rata payments) shall be made at the place of business of the Supplier in accordance with the terms and dates specified in the order acceptance; Regardless of the chosen payment method, the customer assumes the transfer risks. When paying with bill of exchange discount ore promissory notes rates and any bank charges and commissions are at the expense of the purchaser. The interest rate is to be agreed between the contracting parties. The purchaser may neither postpone the payment of the purchase price nor delay it beyond the agreed due dates. If there are reasons which could justify a delay in payment, a separate agreement must be reached between the supplier and the customer. In the case of late payments, the purchaser will be charged default interest on the basis of the interest rates applicable in the country of delivery. If the purchaser does not meet his payment obligations, the supplier is entitled to postpone the fulfilment of the contractual delivery and assembly obligations to the purchaser. Subject to the relevant legislation, the goods remain the property of the supplier until payment. If a reservation of title clause is not permitted, however, the case law allows the supplier to reserve other rights to the delivery item, the supplier may exercise all rights of this kind.
The customer expressly agrees to cancel any cession prohibitions associated with his order. However, the orderer still has the right, with debt-discharging effect, to continue to pay by check at the due date or to make the respective transfer to one of the known bank accounts of the supplier.

IV. Deadline for delivery and completion
the period starts on the day the contract is signed or the order is placed by the supplier. However, the start shall be postponed until the date of receipt of the advance payment stipulated in the contract and / or the final clarification of the technical details of the installation which are still open in the contract and which are to be clarified by the purchaser.
The prescribed date is valid for delivery ex works and must be regarded as fulfilled at the moment of delivery of the goods to the customer or delivery to the carrier; this also applies in the event that the transport costs are included in the agreed price and the supplier takes over the shipping.
The appointment is calculated on the basis of working days, less any public holidays and minus the annual company holidays. The date is not mandatory and may be reasonably extended if the purchaser fails to meet his contractual obligations on time, in particular: if the payments are not made in accordance with the contract, if the purchaser does not provide the information required for the proper execution of the order in time or if he drawings and plans submitted for approval are not approved within a reasonable period of time if parts to be provided by the purchaser are not available at the desired time if the purchaser does not provide contractually agreed support and services.
If the delivery item provided cannot be delivered to the buyer for reasons for which the supplier is not responsible, the delivery shall be considered legally effective upon notification of readiness for shipment. The agreed payments will then be due. In such a case, the costs of storage, preservation, guarding and insurance shall be borne by the customer.
A postponement of the appointment takes place automatically if:
completion is delayed for reasons for which the supplier is not responsible, such as consequences of social conflicts (strike or lockout), lack of means of transport, government orders, embargo imposed, customs or energy measures, etc. The same applies if such Circumstances occur with subcontractors.
If the Purchaser incurs any damage due to a delay for which the Supplier is responsible, he may, subject to the exclusion of further claims, claim compensation for delay in the case of a corresponding contractual agreement. However, compensation for delay shall in no case exceed 5% of the value of that part of the total delivery which could not be used on time or in accordance with the contract due to said delay.
V. Transport and Insurance
in the absence of express agreements and precise instructions given by the purchaser in good time, the delivery of the delivery item shall be packed or unpacked at the discretion of the supplier. The packaging will be charged to the purchaser; the transport and insurance costs, which are also borne by the customer, are to be borne directly by the transport company.
The customer also bears the transport risk for delivery to the place of destination. For the interpretation of international trade terms such as cif, fob, etc., the latest version of the Incoterms issued by the International Chamber of Commerce shall apply.

VI. Technical data and plans
weights, dimensions, consumption values, performance data and generally all data listed in the catalogues are to be regarded as guidelines and therefore not binding. It is the sole responsibility of the supplier – and the purchaser hereby agrees – to make changes or modifications to the delivery item if, in his opinion, they can improve the system itself or the operation of the same.
The customer expressly undertakes to use the drawings and technical information provided by the supplier only strictly in accordance with the purpose of the contract. In no case shall the Purchaser be entitled to pass on to third parties such drawings and technical information relating to the delivery item and / or the assembly or to reproduce it without the prior written consent of the Supplier, who remains the sole owner.
VII. Assembly
the customer is obliged to cooperate with the supplier in such a way that the assembly can take place under the best possible conditions in order to ensure the proper operation and performance of the system.
If the scope of delivery includes assembly on the spot, the customer is obliged to check the material supplied to him for completeness and perfect condition and (unless otherwise agreed) at his own expense to ensure further transport to the installation site or at one of them Store in a sheltered and weatherproof place to keep it in perfect working order until the beginning of the installation.
Guarding, storage and insurance against fire, accidents, theft, etc. shall be borne by the customer. The customer must also ensure that the complete material is handed over to the supplier’s assembly staff in perfect condition at the beginning of the assembly. It goes without saying that work cannot be carried out in hazardous and dangerous places, that the staff of the supplier are adequately accommodated and that medical care is provided on the spot. At the request of the supplier, the customer must provide the necessary materials, means of transport, energy sources, liquids in general and manpower free of charge, even if this was not specified in the contract.

VIII. Decrease
if the customer expressly requests this, the acceptance must be made within 10 days of the end of the assembly or notification of readiness for acceptance in accordance with the terms and conditions agreed upon conclusion of the contract. If no acceptance is required or if acceptance is not carried out for reasons for which the supplier is not responsible, the system shall be deemed to have been accepted by the customer without reservation and is subject to the warranty in accordance with the provisions of the following paragraph. The costs for the technical personnel resulting from this decrease are entirely borne by the customer, irrespective of where the acceptance takes place.
The same applies to the costs incurred during the acceptance of the operation of the system (energy, supplies and supplies). The acceptance is deemed to have been carried out when the agreed proof of performance has been provided. For safety reasons, the purchaser may not commission the system before acceptance, not even for preliminary tests.
IX. Performance guarantee
the supplier warrants that the delivery item complies with the technical conditions and services agreed in the contract. Proof of the agreed performance is to be provided by the supplier during the acceptance tests. If this proof is furnished, the customer can demand no further attempts.

X. Material warranty
The warranty period is:
18 months – 3 shifts / 24 months – 2 shifts, except parts that are exposed to strong thermal loads and parts that are in direct contact with liquid metals.
Excluded from the warranty are the wear parts specified in the delivery contract or in the offer. If these are neither specified in the offer nor in the delivery contract, the wear parts customary in the industry are deemed to be excluded from the warranty obligation. The warranty does not cover defects caused by faulty or negligent treatment, as well as interventions or uses that cannot be foreseen under the contract. The defect must be reported to the supplier immediately in writing, namely:
For recognizable defects at the latest 14 days after receipt of the delivery
In case of unrecognizable defects at the latest 14 days after discovery of the defect.
Defective parts will be repaired or replaced free of charge at the discretion of the supplier, provided that the defect is due to faulty design, faulty material or defective execution. The purchaser shall grant the supplier a reasonable amount of time and opportunity to remedy the defect. The right of the purchaser to assert claims for defects shall lapse from the time of the proper complaint in six months, but at the latest upon expiry of the warranty period.
For pure goods delivery, d. H. without assembly and without commissioning, the warranty begins with the shipment from the works of delivery or, in the case of a delivery delay for which the supplier is not responsible, upon notification of readiness for dispatch.
In the case of delivery, including installation or installation supervision and commissioning, the warranty period begins with the acceptance or commissioning and mutual signing of a respective acceptance report and ends irrevocably at the latest 18 months after the last delivery or its provision.
For replaced or repaired parts, the warranty expires at the same time as the main delivery.
The warranty expires if the purchaser or a third party makes changes or repairs to the system without the supplier’s written consent or if the purchaser does not immediately take suitable measures to prevent the damage being increased and to enable the supplier to rectify the defect.
Only in urgent cases of endangering the operational safety and preventing major damage (whereby the supplier is to be informed immediately), or if the supplier is in default with the elimination of the defect, the purchaser has the right to remedy the defect himself and by third parties have them eliminated and to demand reasonable compensation from the supplier for the justified costs.

XI. Disclaimer
Further claims of the purchaser, for whatever legal reason, e.g. B. Violation of contractual secondary obligations (e.g. advice, instructions, operating instructions), tort (e.g. damage to property, damage to property and personal injury, product liability), in particular a claim for compensation for damages that did not occur to the delivery item itself locked out.
This disclaimer of liability does not apply in the case of intent or gross negligence and in the absence of expressly warranted characteristics, if the purpose of the assurance was precisely to protect the purchaser against damages that did not occur on the object of delivery itself.
If a party is obliged to pay damages, then this is only to be paid in the amount of the damage that was foreseeable for the culpable party upon conclusion of the contract.

XII. Arbitration and applicable law
any dispute arising out of this Agreement shall be finally settled by one or more arbitrators appointed under the Rules of Procedure of the International Chamber of Commerce. Unless otherwise agreed, the contract is subject to the applicable law in the country of the supplier and the jurisdiction in Gummersbach NRW (Germany).