{"id":62,"date":"2024-07-23T10:22:15","date_gmt":"2024-07-23T10:22:15","guid":{"rendered":"https:\/\/nanodrag.com\/?page_id=62"},"modified":"2024-09-23T08:40:06","modified_gmt":"2024-09-23T08:40:06","slug":"sales-terms","status":"publish","type":"page","link":"https:\/\/nanodrag.com\/de\/sales-terms\/","title":{"rendered":"Sales Terms"},"content":{"rendered":"
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General Terms and Conditions of Sale <\/span><\/h1>\t\t\t\t\t\t\t\t<\/div>\n\t\t\t\t<\/div>\n\t\t\t\t
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1. General <\/strong><\/span>
\u00a01.1 Any delivery of goods and services by Nanodrag as the seller to the customer (\u201cCustomer\u201d) shall be subject to the Terms and Conditions <\/span>
set forth herein to the extent no other agreements have been explicitly made. The Customer\u2019s general terms and conditions that are <\/span>
inconsistent with the Terms and Conditions set forth herein shall only be applicable to the extent Nanodrag has explicit approved in writing. <\/span>
1.2 Any claims held against Nanodrag may not be assigned to third parties. Section 354a of the German Commercial Code (HGB) shall <\/span>
remain unaffected. <\/span>
1.3 The sale, resale and the disposal of goods and services including any associated technology or documentation may be governed by German, <\/span>
EU, US export control regulations as well as by the export control regulations of further countries. Any resale of goods to embargoed countries <\/span>
or to denied persons or persons that use or may use the goods for military purposes, ABC weapons or nuclear technology is subject to an <\/span>
official license. Customer declares with his order the conformity with such statutes and regulations and that the goods will not directly or <\/span>
indirectly delivered into countries that prohibit or restrict the import of such goods. Customer declares to have obtained all licenses required <\/span>
for export and import.<\/span><\/p>

2. Information, Consultancy
<\/b><\/span>Information and consultancy in relation to Nanodrag\u2019 goods and services is provided as deemed appropriate from existing experience. Any <\/span><\/span>
values quoted as part thereof, especially performance data, represent average values which have been determined through experiments under <\/span>
standard laboratory conditions. Nanodrag cannot assume any commitment for its products to precisely meet the quoted values and areas of <\/span>
application. Section 10 of these Terms and Conditions governs any issues of liability.<\/span><\/p>

3. Prices <\/span><\/strong><\/span>
3.1 The prices quoted in the order confirmation of Nanodrag shall solely apply. Additional services will be invoiced separately. <\/span>
3.2 All prices are quoted as net prices and do not include value added tax, which is to be paid additionally by the Customer in the amount <\/span>
specified by applicable law. <\/span>
3.3 Unless otherwise expressly agreed, the prices are quoted ex works of the Nanodrag company using these Terms and Conditions. The <\/span>
Customer shall bear all additional freight costs, packing costs in excess of standard packing, public fees (including withholding taxes) and <\/span>
duties.<\/span><\/p>

4. Delivery <\/span><\/strong><\/span>
4.1 Unless otherwise expressly agreed, Nanodrag shall deliver ex works (EXW INCOTERMS 2010) of the Nanodrag company using these <\/span>
Terms and Conditions. <\/span>
4.2 Delivery periods shall only be binding if expressly agreed in writing. Delivery periods shall begin on the date of the order confirmation by <\/span>
Nanodrag, however, in no case prior to settlement of all details relating to an order including the furnishing of any required official certificates. <\/span>
Delivery periods shall be deemed to be met on timely notification of readiness to ship if the goods cannot be dispatched in time through no <\/span>
fault of Nanodrag. <\/span>
4.3 With respect to delivery periods and dates, which are not expressly defined as fixed in the order confirmation, the Customer may -two <\/span>
weeks after expiry of such a delivery period or date- set an adequate grace period for delivery. Nanodrag may only be deemed to be in default <\/span>
after expiry of such a grace period. <\/span>
4.4 Without prejudicing Nanodrag\u2019 rights from Customer\u2019s default, delivery periods and dates shall be deemed to be extended by the period <\/span>
of time during which the Customer fails to comply with his obligations towards Nanodrag. In case nanodrag does not comply with its obligations <\/span>
Nanodrag <\/span>
shall only be liable for all types of damages in accordance with section 10 of these Terms and Conditions. <\/span>
4.5 Nanodrag reserves the right to carry out a delivery using its own delivery organization. <\/span>
4.6 Nanodrag may perform partial deliveries and render partial services if such action would not unreasonably affect the Customer. <\/span>
4.7 The Customer may rescind the contract after two unsuccessful grace periods unless the hindrance is merely temporary in nature and a <\/span>
delay would not unreasonably affect the Customer. <\/span>
4.8 Any contractual or statutory right of a Customer to rescind the contract, which the Customer fails to exercise within a reasonable period <\/span>
of time set by Nanodrag, shall be forfeited.<\/span><\/p>

5. Shipment, Passing of Risk <\/span><\/strong>
5.1. Unless otherwise expressly agreed, shipment shall always be carried out at the Customer’s risk. The risk shall pass to the Customer as <\/span>
soon as the goods have been handed over to the person executing the shipment. <\/span>
5.2 If a shipment is delayed for reasons to be attributed to the Customer, the risk of accidental deterioration, loss and destruction shall pass <\/span>
to the Customer on notification of Nanodrag\u2019 readiness to ship. Required storage costs after passing of risk shall be borne by the Customer. <\/span>
This shall not affect any other claims. <\/span>
5.3 If the Customer defaults in accepting, Nanodrag shall be entitled to claim refund of any expenditure associated therewith and the risk of <\/span>
accidental deterioration, loss and destruction shall pass to the Customer.<\/span><\/p>

6. Payment <\/span><\/strong>
6.1 Payment shall be made in full within 30 days from the date of the invoice. Payment shall be considered to have been made on the day the <\/span>
payable sum is received by Nanodrag. Bills of exchange and cheques shall not be deemed payment until after they have been honored and <\/span>
will be accepted without any obligation to make timely presentation and timely protest. <\/span>
6.2 Immediately upon default of payment \u2013 or from the due date if Customer is a merchant within the meaning of the German Commercial <\/span>
Code (HGB) \u2013 Nanodrag reserves the right to claim a higher actual damage. <\/span>
6.3 Customers may only withhold or offset due payments against their own counter-claims if these are uncontested or have been found to be <\/span>
legally binding. <\/span>
6.4 Any of Nanodrag\u2019 receivables shall be immediately payable in the event of a default in payment, a notice given in protest against a bill of <\/span>
exchange or suspension of the Customer’s payments, independent of the term of the bills of exchange which may have already been accepted. <\/span>
In any of these aforementioned cases, Nanodrag shall also be able to perform remaining deliveries only against advance payment or provision <\/span>
of security, and, if no such advance payment is made or security provided within a two-week time period, to cancel the contract without fixing <\/span>
another extension term. This shall not affect any further claims.<\/span><\/p>

7. Retention of Title <\/span><\/strong>
7.1 Delivered goods shall fully remain property of Nanodrag (goods sold subject to retention of title) until all receivables, on whatever legal <\/span>
grounds, have been fully paid up. <\/span>
7.2 In case of processing, combining or mixing of goods subject to retention of title with goods of the Customer, Nanodrag shall be entitled to <\/span>
co-ownership of the new property inasmuch as the invoiced value of goods sold with retention of title relates to the value of the other involved <\/span>
goods. Where Nanodrag co-ownership becomes null and void due to processing, combining or mixing with other goods, the Customer <\/span>
immediately assigns to Nanodrag those of his rights of ownership in the new property or compound matter which correspond to the amount <\/span>
of the value of goods subject to retention of title by Nanodrag. Customer shall also be responsible for holding such rights in safe custody on <\/span>
the behalf of Nanodrag and at Customer\u2019s own expense. Any rights to co-ownership created as a result of such processing, combining or <\/span>
mixing shall be subject to section 7.1 of these Terms and Conditions. <\/span>
7.3 The Customer may resell, process, combine or mix with other property, or otherwise integrate goods under retention of title in normal <\/span>
business operations, as long as the Customer is not defaulting. The Customer shall be prohibited from taking any other disposition regarding <\/span>
goods for which Nanodrag retains title. Nanodrag shall be promptly notified about any hypothecation or other seizure of goods under retention <\/span>
of title through a third party. All intervention costs will be charged to the Customer if and to the extent that they cannot be collected from such <\/span>
third party. If the Customer grants his buyer additional time for payment of the sales price, Customer shall reserve title in goods resold with <\/span>
retention of Nanodrag\u2019 title under the same terms which Nanodrag has applied when delivering such goods with retention of title. The <\/span>
Customer shall be prohibited from any other kind of resale. <\/span>
7.4 The Customer shall immediately assign to Nanodrag any receivables resulting from a resale of goods initially sold with retention of <\/span>
Nanodrag\u2019 title. These will be used to substitute the goods under retention of title as collateral of the equivalent amount. The Customer shall <\/span>
only be entitled and authorized to resell such goods if his receivables therefrom accrue to Nanodrag. <\/span>
7.5 If the Customer resells goods under retention of our title together with goods from other suppliers at a certain total price, Customer shall <\/span>
assign to Nanodrag his receivables from such resale in the same amount as stated in the invoice for goods initially sold with retention of title <\/span>
by Nanodrag. <\/span>
7.6 If an assigned receivable is included into a current account, the Customer immediately assigns to Nanodrag that part of the balance which <\/span>
is equivalent to the amount of such receivable, including the final balance from current account operations. <\/span>
7.7 Until Nanodrag gives notice of revocation, the Customer shall be authorized to collect receivables assigned to Nanodrag. Nanodrag shall <\/span>
be entitled to such revocation if the Customer fails to meet his payment obligations under the business relationship with Nanodrag in due <\/span>
course. If the preconditions for exercising a revocation right are fulfilled, the Customer shall promptly notify Nanodrag of any assigned <\/span>
receivables with respective debtors, furnish all data required for collection of such receivables, hand over all related documentation and advise <\/span>
the debtors of such assignment. Nanodrag reserves the right to personally advise the debtors of such assignment. <\/span>
7.8 If the value of the collateral deposited for the benefit of Nanodrag exceeds the amount of secured claims by a total of more than fifty (50) <\/span>
per cent, the Customer shall be entitled to demand that Nanodrag insofar release securities of the choice of Nanodrag. <\/span>
7.9 If Nanodrag claims retention of title, this shall only be understood as rescind of the contract if expressly stated so by Nanodrag in writing. <\/span>
The Customer’s right to possess goods under retention of title shall be null and void if he fails to meet his contractual obligations.<\/span><\/p>

8. Warranty <\/span><\/strong><\/span>
8.1 The goods claimed to be defective shall be returned to Nanodrag for examination in their original or equivalent packaging. Nanodrag shall <\/span>
remedy defects if the warranty claim is valid and within the warranty period. It is at Nanodrag\u2019 discretion whether Nanodrag remedies the <\/span>
defect by repair or replacement. Nanodrag shall only bear the costs necessary to remedy the defect. <\/span>
8.2 Nanodrag shall be entitled to refuse to remedy defects in accordance with Nanodrag\u2019 statutory rights. Nanodrag may refuse to remedy <\/span>
defects if the Customer has not complied with Nanodrag\u2019 request to return the goods claimed to be defective. <\/span>
8.3 The Customer shall be entitled to rescind the contract or reduce the contract price in accordance with his statutory rights, however, the <\/span>
Customer shall not be entitled to rescind the contract or to reduce the contract price, unless the Customer has previously given Nanodrag <\/span>
twice a reasonable period to remedy the defect which Nanodrag has failed to observe, unless setting of such a period to remedy defects is <\/span>
dispensable. In the event of rescission, Customer shall be liable for any intentional or negligent actions that cause destruction or loss of the <\/span>
goods as well as for failure to derive benefits from the goods. <\/span>
8.4 If Nanodrag maliciously withholds disclosure of a defect or gives a quality warranty in accordance with section 444 of the German Civil <\/span>
Code (a representation by the seller that the goods will have certain qualities at the time the risk passes and acceptance by seller of strict liability <\/span>
in the event that they do not), the Customer\u2019s rights shall be governed exclusively by the statutory provisions. <\/span>
8.5 Any rights of the Customer to receive damages or compensation shall be governed by the provisions in section 10 of these Terms and <\/span>
Conditions. <\/span>
8.6 Specifications of Nanodrag\u2019 goods, especially pictures, drawings, data about weight, measure and capacity contained in offers and brochures <\/span>
are to be considered as average data. Such specifications and data shall in no way constitute a quality warranty but merely a description or <\/span>
labelling of the goods. <\/span>
8.7 Unless limits for variations have expressly been agreed in the order confirmation, such variations shall be admissible that are customary <\/span>
within the trade. <\/span>
8.8 Nanodrag shall not accept any liability for defects in the goods supplied if they are caused by normal wear and tear. The Customer shall <\/span>
have no rights against Nanodrag in respect of defects in goods sold as lower-class or used goods. <\/span>
8.9 Any warranty shall be void if operating or maintenance instructions are not observed, if changes are made to deliveries or services, if parts <\/span>
are replaced or materials used that are not in accordance with the original product specifications by Nanodrag, unless the Customer can show <\/span>
that the defect in question resulted from another cause. <\/span>
8.10 Provided that the Customer is a merchant, the Customer shall be obliged to notify defects to Nanodrag in writing or via fax. <\/span>
8.11 The limitation period for claims for defects shall be 12 months (24 months in case the Customer is a consumer). This shall not apply to <\/span>
Customer\u2019s claims for damages based on damages of body or health caused by a defect for which Nanodrag is responsible or claims for <\/span>
damages based on intentional or grossly negligent conduct by Nanodrag.<\/span><\/p>

9. Limited Liability <\/span><\/strong><\/span>
9.1 In case of a breach of contractual obligations, defective deliveries or tortuous acts, Nanodrag shall only be obliged to compensate damages <\/span>
or expenses \u2013 subject to any other contractual or statutory conditions for liability \u2013 if Nanodrag has acted intentionally or with gross negligence <\/span>
or in cases of minor negligence, if such negligence results in the breach of an essential contractual duty (a duty the breach of which puts the <\/span>
fulfilment of the purpose of the contract at risk). However, in case of minor negligence, Nanodrag\u2019 liability shall be limited to typical damages <\/span>
which are foreseeable at the time of the conclusion of the contract. <\/span>
9.2 The liability of Nanodrag for losses caused by late delivery due to minor negligence shall be limited to 5% of the agreed purchase price. <\/span>
9.3 The exclusions and limitations of liability in sections 10.1 \u2013 10.2 shall not apply in cases of a quality warranty in accordance with section <\/span>
444 of the German Civil Code (see section 9.4), in cases where Nanodrag has maliciously failed to disclose a defect, in case of damages <\/span>
resulting from death, injury to health or physical injury or where the laws on product liability impose overriding liabilities which cannot be <\/span>
excluded. <\/span>
9.4 The limitation period for claims against Nanodrag \u2013 based on whatever legal ground \u2013 shall be 12 months (24 months in case Customer <\/span>
is a consumer) from the date of delivery to the Customer and in case of tortious claims, 12 months (24 months in case Customer is a consumer) <\/span>
from the date the Customer becomes aware or could have become aware of the grounds giving rise to a claim and the liable person, had the <\/span>
Customer not been grossly negligent. The provisions in this clause shall neither apply in cases of intentional or gross negligent breaches of <\/span>
duty nor shall they apply in cases referred to in section 10.3 of these Terms and Conditions. <\/span>
9.5 If the Customer is an intermediary seller of the goods obtained from Nanodrag and the final purchaser of the goods is a consumer, the <\/span>
limitation period for any action of recourse against Nanodrag by the Customer shall be the period specified by statute.<\/span><\/p>

10. Industrial Property Rights, Copyrights <\/span><\/strong><\/span>
10.1 In the event of claims against the Customer because of breach of an industrial property right or a copyright in using deliveries or services <\/span>
supplied by Nanodrag in accordance with the contractually defined manner, Nanodrag shall be responsible to obtain the right for the Customer <\/span>
to continue using such deliveries or services, provided that the Customer gives immediate written notice of such third-party claims and <\/span>
Nanodrag\u2019 rights to take all appropriate defensive and out-of-court actions are reserved. If, despite such actions, it proves impossible to <\/span>
continue using the deliveries or services supplied by Nanodrag under reasonable economic conditions, it shall be understood as agreed that <\/span>
Nanodrag may, at the discretion of Nanodrag, modify or replace the particular delivery or service for removal of a legal deficiency, or take <\/span>
back such delivery or service with refunding of the sales price previously paid to Nanodrag less a certain deduction to account for the age of <\/span>
the delivery or service in question. <\/span>
10.2 The Customer shall have no further claims alleging infringement of industrial property or copyrights provided Nanodrag has neither <\/span>
violated essential contractual duties nor intentionally or grossly negligently breached contractual duties. Nanodrag shall have no obligations in <\/span>
accordance with section 10.1 in case breaches of rights are caused by exploiting the deliveries or services supplied by Nanodrag in any other <\/span>
manner than contractually defined or by operating these together with any other than Nanodrag deliveries or services.<\/span><\/p>

11. Confidentiality <\/span><\/strong>
11.1 Unless otherwise expressly stipulated in writing, no information provided to Nanodrag in connection with orders shall be regarded as <\/span>
confidential, unless their confidential nature is obvious. <\/span>
11.2 Nanodrag points out that personal data in relation to the contractual relationship may be stored by Nanodrag and may be transferred to <\/span>
companies associated with Nanodrag in the Nanodrag Group.<\/span><\/p>

Definitions In these conditions: <\/span><\/strong>
1- \u201dNanodrag<\/strong>\u201d means Nanodrag technology GmbH the company supplying the goods or services, or a subsidiary. <\/span>
2- \u201dCustomer<\/strong>\u201d means the individual, company or other party with whom the seller contracts. <\/span>
3- \u201cContract<\/strong>\u201d means the contract order for the purchase of goods or services.<\/span><\/p>\t\t\t\t\t\t\t\t<\/div>\n\t\t\t\t<\/div>\n\t\t\t\t\t<\/div>\n\t\t\t\t<\/div>\n\t\t\t\t<\/div>","protected":false},"excerpt":{"rendered":"

General Terms and Conditions of Sale 1. General \u00a01.1 Any delivery … <\/p>","protected":false},"author":2,"featured_media":0,"parent":0,"menu_order":0,"comment_status":"closed","ping_status":"closed","template":"","meta":{"om_disable_all_campaigns":false,"_monsterinsights_skip_tracking":false,"_monsterinsights_sitenote_active":false,"_monsterinsights_sitenote_note":"","_monsterinsights_sitenote_category":0,"_uf_show_specific_survey":0,"_uf_disable_surveys":false,"footnotes":""},"class_list":["post-62","page","type-page","status-publish","hentry"],"aioseo_notices":[],"_links":{"self":[{"href":"https:\/\/nanodrag.com\/de\/wp-json\/wp\/v2\/pages\/62","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/nanodrag.com\/de\/wp-json\/wp\/v2\/pages"}],"about":[{"href":"https:\/\/nanodrag.com\/de\/wp-json\/wp\/v2\/types\/page"}],"author":[{"embeddable":true,"href":"https:\/\/nanodrag.com\/de\/wp-json\/wp\/v2\/users\/2"}],"replies":[{"embeddable":true,"href":"https:\/\/nanodrag.com\/de\/wp-json\/wp\/v2\/comments?post=62"}],"version-history":[{"count":16,"href":"https:\/\/nanodrag.com\/de\/wp-json\/wp\/v2\/pages\/62\/revisions"}],"predecessor-version":[{"id":3978,"href":"https:\/\/nanodrag.com\/de\/wp-json\/wp\/v2\/pages\/62\/revisions\/3978"}],"wp:attachment":[{"href":"https:\/\/nanodrag.com\/de\/wp-json\/wp\/v2\/media?parent=62"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}