Conditions of Sale – Imex Baumaschinen – VAT ID: DE 161462687

1. Introduction

These terms and conditions of sale apply unless otherwise agreed in writing between the buyer and seller. "Seller" refers to Imex Baumaschinen as the supplier of items offered for sale, as well as Imex Baumaschinen's sellers/external partners.

By signing the purchase agreement, the buyer confirms that he has familiarized himself with and accepts the following conditions, in addition to the provisions arising from the purchase agreement itself and its annexes.

If the buyer is considered a consumer, he must inform the seller of this before signing the purchase agreement.

2. Property rights, encumbrances

The seller warrants that the item being sold is his property and is free of encumbrances. The buyer guarantees that the items given in payment are his property and free of encumbrances.

3. Payment terms etc

Unless otherwise agreed in writing, payment must be made before delivery. Credit will only be granted upon separate written agreement.

If the purchase price is paid in whole or in part after the due date, the seller is entitled to interest at the applicable rate under the Late Interest Act (17.12.1976 No. 100).

If the buyer materially breaches the contract at any time, for example by failing to comply with the payment terms, the entire remaining debt becomes due immediately.

If the buyer does not accept the purchased item, even though it has been made available to him in accordance with the contract, he is still obliged to comply with the payment terms.

If the purchased item is not delivered in full, the buyer may withhold an amount equal to the technical value of the defect. The seller is obligated to complete the delivery as quickly as possible. In all other cases, the purchase price is payable upon maturity, regardless of whether the buyer asserts counterclaims against the seller due to delayed delivery or similar issues.

Trade-in equipment is only considered payment if ownership has been transferred to the seller and there are no mortgages or other encumbrances that reduce the value.

For equipment ordered according to the buyer's specifications, a deposit of 30% of the merchandise value (excluding VAT) is due and payable at the time of ordering. The remaining 70% will be invoiced when the item is ready for delivery or collection by the buyer and must be paid before delivery or collection. The deposit paid will be credited upon issuance of the final invoice.

4. Exchange rates, customs duties and tax rates

The seller reserves the right to adjust the contract price due to changes in exchange rates, customs duties and tax rates, factory or supplier prices, or other circumstances beyond the seller's control between the conclusion of the contract and the date of invoicing. Any such adjustments will be communicated to the buyer before final invoicing; however, the buyer cannot object to the resulting adjustments.

5. Sales deposit and insurance

The seller has a lien on the object of sale, cf. Lien Act §§ 3-14 – 3-22, to secure his claim to the purchase price plus interest and costs etc. in connection with the sale.

If a pledge is also agreed upon for claims of third parties who financed the purchase, then the seller's claim takes precedence.

Until full payment for the item sold, it may not be taken out of the country, sold, pledged, loaned or otherwise disposed of in a manner that diminishes the value of the item or makes its return by the seller impossible or more difficult without the seller's written consent.

If the purchased item is seized, confiscated, or the like before full payment, the buyer is obliged to report the outstanding payment and notify the seller immediately.

The buyer is obligated to treat the purchased item with care, adhere to the prescribed maintenance intervals, and keep it fully insured and properly maintained while a security deposit is held for it. The buyer is obligated to present the item or the insurance policy to the seller or their representative upon request. The seller has an unconditional preferential right to the coverage of the remaining purchase price through the insurance claim.

The seller has the right to register the mortgage on the sale. The buyer is obligated to contribute to this registration. Failure to do so is considered a serious breach.

6. Technical data and condition

New sales items will be delivered in accordance with the general manufacturer's specifications for make, model and type as per the contract, otherwise with the properties specified in the contract.

The buyer accepts manufacturing changes after the conclusion of the contract, unless these significantly reduce the quality and/or performance of the purchased item.

Information and descriptions of any kind in brochures, operating and workshop manuals, drawings, and technical data, etc., serve only as a guide and cannot be considered reliable by the buyer unless expressly stated in the contract. The risk that the item sold and its technical data meet the buyer's needs lies with the buyer. The buyer is advised to familiarize themselves with and verify the technical data before concluding the contract. If the item sold is part of or an addition to an item supplied or to be supplied by a third party, the buyer is responsible for ensuring that the item sold meets the necessary functional requirements.

Used items offered for sale are delivered in the condition they are in at the time of inspection by the buyer ("as is"). The seller assumes no responsibility for hidden defects and/or flaws in the item.

7. Delivery/Transfer of Risk

The goods will be delivered at the seller's place of business, unless otherwise agreed in writing.

The purchased item is considered delivered to the buyer on the definitively agreed delivery date. From this point on, the risk passes to the buyer, regardless of whether the item has been collected or not.

The purchased item is also considered delivered if the seller subsequently has to make repairs or supply parts or equipment that are not necessary for the normal use of the purchased item or for the buyer's specific use.

8. Delivery time

The stated delivery time is an estimate unless the contract explicitly stipulates that the stated delivery time is fixed. If delivery within a specific timeframe is crucial for the buyer, this must be explicitly stated in the contract. The seller must inform the buyer of the final delivery date as soon as the goods are ready.

The delivery time will be delayed in any case, without this being considered a breach on the part of the seller, if:

The seller has not received the necessary technical data from the buyer, no down payment/exchange has been received, and the buyer is not providing any other necessary cooperation. If the buyer fails to meet their obligations by the agreed delivery date, the seller's delivery obligation is suspended until the buyer fulfills their obligations.

9. Delay

The seller is not responsible for delays or non-deliveries due to circumstances beyond the seller's control. This includes, but is not limited to, accidental destruction of all items of the type or lot to which the purchase relates, war, strike, import ban, delay or non-delivery by the factory, importer, subcontractor or freight forwarder, possible accidents during transport, the failure to obtain any necessary public permits such as export/import licenses/type approvals, etc., as expected, or similar events.

If such a situation arises, the parties' obligation to perform their contractual obligations is suspended unless the parties agree to terminate the contract. If the situation is expected to last for an extended period, either party may withdraw from the contract without paying compensation to the other.

If a specific delivery time or final delivery deadline has been agreed upon and delivery is offered or takes place within 3 months of the agreed time, the buyer has no right to withdraw from the purchase.

10. Buyer's duty to inspect

The buyer must carefully inspect the purchased item immediately upon receipt. The buyer cannot later claim a defect that he discovered, or should have discovered, during the inspection.

11. Guarantee

When purchasing new products, the seller's warranty is limited to the manufacturer's warranty, unless otherwise agreed upon in writing between the parties.

Corresponding documentation is included with the item.

The warranty for any work performed by the seller in connection with assembly, installation, etc., is limited to 3 months after delivery.

When purchasing used items for resale, there is no warranty unless expressly agreed upon in a separate warranty agreement, which in this case must be attached to the order confirmation.

The seller's obligation to remedy defects under the warranties is contingent upon the following:

That complaints are made in a timely manner (see point 12 below).
That complaints are submitted within a reasonable period before the manufacturer's warranty expires, so that the seller has a practical opportunity to file a complaint with the manufacturer.

That the defective part is made available to the seller or their representative immediately and free of charge at a location specified by the seller. If an inspection of the purchased item is required at a location other than the seller's workshop, the seller may demand that the buyer bear all associated costs. The same applies to additional costs incurred due to complications with the repair, assembly, etc. This applies in any case if the complaint regarding defects was unjustified.

The buyer is responsible for ensuring that maintenance and service are carried out in accordance with the regulations of Imex Baumaschinen or an Imex Baumaschinen dealer, and according to the seller's specifications.

12. Defects and complaints

The buyer must inform the seller immediately of any defects in the purchased item. Complaints regarding defects that can only be discovered during assembly or a test drive are considered timely if the complaint is made no later than 8 days after the date on which the defect was discovered or should have been discovered. Unless otherwise stipulated in the manufacturer's warranty or another written agreement, the buyer's right to make a claim expires in any case 12 months after the date of delivery.

All complaints must be submitted in writing. It must be stated that the request is a complaint, and the buyer must specify the nature of the defect or the symptoms experienced. A standard service or improvement request does not qualify as a complaint.

The seller is not responsible in the following cases:

Defects that may have arisen because the item for sale was repaired, incorrectly assembled or instrumented, or modified in any way by someone other than the seller; because the item for sale was fitted with non-original spare parts, manufacturer's seals, or by another person; because the electrical system is faulty; and because the number or make of the motor has been changed or removed.

Failure to comply with the notification period and/or form will result in the buyer forfeiting their right to claim a defect. The seller is only liable for defects that existed at the time of delivery.

The seller has the right to remedy any defects reported by the buyer. Any defects do not obligate the seller beyond:

The seller will replace or repair defective parts free of charge.
The replacement will take place at the seller's workshop or at another workshop designated or approved by the seller in advance.

The buyer is responsible for the costs of shipping the item to and from the seller's location. The buyer is also responsible for the costs of troubleshooting if no defect is found.

Even if the seller repairs the item free of charge, this does not necessarily mean that the seller acknowledges a defect in the item.

If the seller fails to remedy a reported defect within a reasonable period, the buyer has the option of having the defect remedied by someone else under reasonable conditions. When assessing the reasonableness of the elapsed time, it must be taken into account that the seller must have the opportunity to inspect the purchased item, obtain the manufacturer's opinion on the defect, and decide how and by whom the remedy is to be carried out.

13. Compensation for damages in case of delay and defects

The seller is only liable for damages in cases of significant delay or if a defect reported in a timely manner is not remedied within a reasonable period.

Claims for damages must be submitted in writing within a reasonable time. Indirect damages, including production losses, lost profits, consequential damages, or business interruption losses, are not covered. The same applies to expenses and costs incurred for rent/loans or the acquisition of other items intended to replace the purchased goods. As a consequence of a defect, the buyer cannot claim compensation for diminished value or other damages, including personal injury, property damage, or damages indirectly related to the goods.

Fire and comprehensive insurance claims are normally covered by the buyer's insurance, and the seller cannot be held liable for replacement or redelivery.

The seller's liability is limited to the purchase price in all cases, unless the seller acted intentionally or with gross negligence.

If the purchased item cannot be delivered due to an obstacle beyond the seller's control, the buyer cannot claim damages from the seller. In such cases, any portion of the purchase price already paid/disbursed will be refunded, plus an interest payment equal to the loan interest charged by Norges Bank to the banks, calculated from the date of payment.

14. Buyer's default

A delay of more than 10 days with regard to the agreed payment, the provision of necessary documents, or other services owed to the buyer entitles the seller to withdraw from the contract, repossess the purchased item, and/or claim damages.

If the seller withdraws from the purchase, or if the buyer withdraws from the contract without justification, or otherwise terminates the contract, the parties agree that the seller is entitled to damages amounting to at least 10% of the agreed purchase price. If the seller can prove that they have suffered greater damages, the entire proven damage is to be compensated.

15. General rules for cancellation by the buyer

For items that are to be modified or customized, or that have been ordered with special specifications from a factory, body shop, or workshop (production purchase), the buyer may only withdraw from the purchase if:

The buyer's purpose for making the purchase is demonstrably and significantly thwarted by the delay or defect, and the seller has the opportunity to resell the goods without loss due to the special requirements. Under no circumstances may the buyer withdraw from the purchase due to delay or defect if the seller provides the buyer with a machine with similar characteristics that meets the buyer's current needs until delivery or rectification of the defect.

In the event of a cancellation of the purchase, the settlement between the parties is governed by Sections 64-66 of the Sales Law. However, the seller is only obligated to pay interest on the purchase price from the date the written notice of cancellation is received, and only if the buyer rescinds the purchase. The buyer is obligated to pay reasonable compensation for the use of the item. If the item is damaged or destroyed through normal wear and tear, the buyer must compensate for the loss in value of the item or the repair costs.

Claims for a refund of the purchase price are only due once the item has been returned to the seller in such a condition, with all necessary documentation and signatures, that the seller can dispose of it. If an appraisal or inspection of the item is required, the seller may withhold the refund until such appraisal or inspection is completed. The seller may retain an amount to cover claims arising from use, wear and tear, and damage to the item. The seller may offset the buyer's claim for cancellation compensation against any other monetary claim the seller may have against the buyer.

If the buyer has delivered a trade-in machine that has not been resold, the seller may demand its return at the trade-in price as part of the cancellation process. If the trade-in item has been sold, the actual selling price less the selling costs will be used as the basis for the cancellation settlement.

16. Terms of contract

The seller is not bound by any oral agreements with the buyer that are not included in writing in the purchase agreement and its attachments.

In the event of a conflict between these terms and conditions of sale and the purchase agreement, the purchase agreement shall prevail unless the buyer objects in writing immediately upon receipt of the purchase agreement.

These provisions take precedence over the provisions of the Sales Act and the Consumer Sales Act, to the extent that they allow for deviations from the laws.