General Terms and Conditions

Version 25 Nov 2011
Gebrüder Recknagel Präzisionsstahl GmbH
Recknagel Präzisionsstahl GmbH

Preamble

Our work shall serve the peace and prosperity of mankind. The wretched experiences of our company's founding generation during the war and the oppression pledges us to this goal. We respect your field of economic activity in every way but ask that, where our company is concerned, you refrain from placing orders which serve the manufacture of weapons of war.

A. General / scope

A 1.

These general terms and conditions of business shall apply exclusively and shall be applied solely in respect of companies as defined by §§ 14, 310 BGB (German Civil Code). Our offer to supply is directed solely at commercial customers. We point out expressly that we do not enter into contracts with consumers as defined by § 13 BGB.

Conflicting customer's conditions or customer's conditions which deviate from our general terms and conditions of business shall not be recognised by us unless we have expressly agreed to their validity. Neither the failure to object nor the execution of the customer's order shall constitute recognition of different terms and conditions of business. Our terms and conditions of business shall still apply where we in the full knowledge of customer's conditions which conflict with or deviate from our terms and conditions of business unreservedly execute delivery to the customer.

Our general terms and conditions of business shall be deemed to have been accepted at the latest upon receipt of the goods or performance of service.

A 2.

Our general terms and conditions of business shall also apply to further business relations with the customer and a renewed express agreement shall not be necessary.

B. Technical part

B 1. Tolerances and machining (e.g. fine ground, milled or similar)

Precision flat steels are always produced to the tolerances and executions as stated in the catalogue. Special orders from materials stated in the catalogue / online shop will be produced in terms of width and thickness to the tolerances and machining for those materials stated in the catalogue / online shop and in length to general tolerances in accordance with DIN 2768 - medium where no other execution is agreed.

For special dimensions from other materials and other products the tolerances and executions are to be agreed. In the absence of any special agreement, the product will be finished as for that standard products which feature the closest resemblance.

B 2. Identification

All products are clearly identified with the material number and colour code and where necessary also with the dimensions and other data. The colour code is in accordance with those colours used in the catalogue / online shop.

B 3. Packaging

All precision flat steels are individually packed in corrosion protective packaging. Larger specially produced quantities can be combined into packaging units. For transit packaging we always select a suitable option. As a rule smaller deliveries are packed in robust cartons and larger deliveries in wooden crates or on pallets. Undamaged transport packaging is taken back in the case of free delivery.

C. Commercial part

C 1. No minimum order value

We have no minimum order value or minimum quantity, not even for special dimensions, VarioPlan or VarioRond. Just order as much or as little as you really need.

C 2. Bonus

With larger orders, we both save money. For this reason we will award you a bonus on our precision flat steel, VarioPlan, VarioRond, P-plates and erosion block products in accordance with the goods value per order.

You can purchase at even lower prices in our online shop: www.stahlnetz.de. You will receive the exclusive Stahlnetz bonus for ordering in the online shop:

Goods value per order Stahlnetz bonus Catalogue bonus
over  500 € to 2,000 € 2 %  
over 2,000 € to 4,000 € 5 % 4 %
over 4,000 € to 6,000 € 8 % 6 %
over 6,000 € 10 % 8 %

C 3. Delivery / transfer of risk

Delivery is always ex works plus transport packaging. The price and performance risk is transferred to the customer a soon as the goods leave the factory or the warehouse respectively; this applies regardless of who arranges or implements the transport.

For German delivery addresses the costs for freight and packaging are displayed in the online shop; for deliveries abroad the costs for freight, packaging and customs handling are agreed individually between the parties. From a goods value of 250 EUR we deliver precision flat steel, VarioPlan, VarioRond, P-plates and erosion blocks carriage paid within Germany.

Time limits and deadlines announced by ourselves are to be considered approximate only unless a fixed time limit or deadline has been promised or agreed. Provided that despatch has been agreed then delivery times and delivery deadlines relate to the point in time of the handover to the carrier, forwarding agent or other third party authorised with the sale.

The adherence to our delivery time presupposes the prompt and proper fulfilment of the obligations of the customer and in the case of parts are to be made to drawing then in particular the transfer of correct and legible technical drawings and in the case of sub-contracting then in particular the prompt availability of the work pieces to be machined. For as long as these obligations have not been met in their entirety then the delivery time is interrupted.

We shall not be held liable for the impossibility of delivery nor for delivery delays insofar as these are caused by force majeure or other events unforeseeable at the point in time of conclusion of the contract and for which we are not responsible. Insofar as such events occur which significantly impede our ability to deliver or perform a service or render these impossible and the impedance is not merely of a temporary nature then we shall be entitled to withdraw from the contract.

We shall be entitled to make part deliveries to a reasonable extent. Each part delivery shall be treated as completion of a specific order within the meaning of these general terms and conditions of business and is invoiceable separately.

Should we fall behind with a delivery or performance of service or should a delivery or performance of service become impossible for whatever reason then our liability to pay damages is excluded subject to paragraph C 11 of these general terms and conditions of business.

C 4. Conclusion of contract

Our catalogue and our online shop constitute a non-binding invitation to the customer to treat. By ordering the goods from the catalogue or in our online shop the customer makes a binding offer to close a purchase contract.

Independent of the ordering means (per internet, telephone, fax, letter) the contract shall only come into being through our express written order confirmation or unreserved delivery. We further reserve the right to decline the conclusion of the contract in its entirety.

Our deliveries, performance of services and offers shall take place solely on the basis of these terms and conditions of business.

Supplementary agreements, pledges, contract amendments and other deviating agreements shall only be effective where these have been expressly agreed in writing by ourselves.

The information contained in our catalogue or online shop and in particular illustrations, drawings, descriptions and dimensional, weight, performance and usage data, delivery times in addition to the applicability of our products are only approximate unless this information has been expressly designated as binding. Insignificant deviations from the description of our offer shall be held as approved as long as these are reasonable for the customer and in particular where this concerns value preserving or value improving alterations and/or deviations or where the alterations do not or do not significantly compromise the suitability of the product for the intended application. This applies correspondingly to subsequent deliveries.

Clerical errors or miscalculations shall entitle us to withdraw from the contract where the customer declines an adjustment. Claims by the customer for compensation are in this case excluded.

C 5. Prices

All prices are net prices plus the respective applicable statutory value added tax and are ex works or warehouse excluding packaging. The prices printed in our catalogue are valid from the 1st December 2011. In the case of price changes the prices published in the online shop www.stahlnetz.de at the time of closing the contract are definitive, errors excepted. Our general terms and conditions of business can also be found there which are available for downloading or viewing in their respective current version.

C 6. Payment

Unless otherwise agreed payment shall always be made within 10 days of the date of invoice less 2% prompt payment discount or net within 30 days. Invoice amounts of less than 25 € are always payable net. We reserve the right after a creditworthiness check to demand payment in advance prior to commencing production or making delivery.

C 7. Late payment

Should the customer be late with a payment then we shall be entitled to withhold our deliveries and performance of services until performance of the reciprocal consideration or withdraw from the contract after the fruitless elapse of a reasonable period of grace. In the case of withdrawal the customer shall return to us without delay and at their own cost any articles already delivered. We shall be entitled in these cases to claim compensation for expenditures and in particular transport costs accruing to ourselves as well as depreciation and compensation for the loss of use.

In the case of late payment we shall be entitled to charge default interest at the lawfully permitted rate. Where we are able to demonstrate higher default damages then we shall be entitled to claim these.

We shall charge an amount of up to 15 € for the costs of each reminder. Should the reminder be unsuccessful then we shall be entitled to instruct a debt collection agency or solicitor as we see fit to pursue our claim. The costs thus accruing are to be reimbursed whereby in the case of engaging a debt collection agency these shall amount to the maximum fees chargeable in accordance with the Lawyer's Compensation Act (Germany).

We shall be entitled to refuse any outstanding deliveries and performance of services where after the conclusion of the contract circumstances become known to us which significantly lessen the creditworthiness of the customer and through which the payment by the customer of our outstanding claims from the respective contractual relationship is jeopardised. The right to refuse performance shall not apply where reciprocal performance is effected or security is provided.

The security shall be provided in the form of an unconditional, indefinite and directly enforceable bond from a European bank based in a member state of the European Union or Switzerland or one of the credit insurers based there.

C 8. Retention of title

The following agreed retention of title shall provide security for all our respective currently existing and future claims against the customer which emanate from the existing supply relationship between the customer and ourselves.

The goods sold (hereinafter: goods subject to retention of title) shall remain our property until full payment of all secured claims. Upon full payment ownership of the goods shall pass to the customer without further ado.

The customer is authorised to sell the goods subject to retention in the ordinary course of business. In this case the customer shall already have assigned to ourselves by way of security all claims resulting herefrom against the purchaser and in the case of joint ownership then in proportion to the joint ownership share and this shall be in the amount of the respective invoice value including value added tax. Irrespective of this assignment we authorise the customer revocably to recover the claims assigned to us in their own name. This authorisation to recover shall only be revoked in the case of disposal.

Should the buyer's terms of contract with the customer contain an effective restriction on the authority to assign or the third party makes the assignment dependant on their agreement then this shall be notified to ourselves immediately in writing. In this case the customer shall authorise ourselves irrevocably to recover the claim owed in the name and for the account of the customer. The customer shall at the same time irrevocably issue payment instructions to the purchaser in our favour.

Where the goods subject to retention are manipulated by the customer then it shall be agreed that the manipulation takes place in our name and in our favour and that we directly acquire ownership or where the manipulation involves materials of multiple ownerships or the value of the manipulated object is higher than the value of the goods subject to retention then joint ownership (fractional ownership) of the newly created object in the ratio of the value of the goods subject to retention to the value of the newly created object. Should a third party seize the goods subject to retention and in particular through arrestment then the customer shall without delay advise them of our rights of ownership and inform ourselves in order to enable us to exercise our rights of ownership.

Should we withdraw from the contract due to behaviour by the customer deemed contrary to the contract and in particular in the case of late payment then we shall be entitled to demand the goods subject to retention.

C 9. Damage in transit

Damage in transit must be reported in writing to ourselves and to the executing transport company without delay upon receipt of the consignment. Concealed damage must be notified in writing to ourselves and to the executing transport company within three days of its discovery.

C 10. Defects and guarantee

The delivered articles must be thoroughly examined after delivery to the customer or to a third party designated by the customer. The articles shall be considered to have been accepted where a written letter of complaint has not been sent to ourselves in respect of obvious defects or other defects which were recognisable upon a prompt and thorough examination within seven working days after delivery or collection of the article supplied or otherwise within seven working days after the discovery of the defect or at any earlier point in time at which the defect was recognisable to the customer without closer inspection during normal usage of the article supplied. Defects in a part of the delivered goods shall not be an entitlement to object to the entire delivery.

Insofar as a claim against liability for defects is not excluded in accordance with the aforesaid paragraph then this shall lapse in one year calculated from the date of the transfer of risk unless a case as in paragraph C 11 is existent.

We guarantee that our performances at the point in time of the transfer of risk are not flawed with errors in material or processing which nullify or impair the performance under normal usage. Moreover we shall assume no guarantee and in particular not for articles which at the point in time of the transfer of risk do not lie within our sphere of influence such as erroneous information and documentation made available to ourselves by the customer. There shall be no guarantee for damage arising from unsuitable and improper use of or modification to the goods by the customer or third party, natural wear, incorrect or negligent handling as well as unusual outside influences for which we are not accountable unless the customer demonstrates that these circumstances are not the cause of the defects complained of.

In determining our guarantee obligation the goods shall at our discretion either be examined at the customer's premises by ourselves or returned or conveyed to ourselves by the customer.

In the case of a guarantee obligation we shall repair the defective products at our discretion within a reasonable period of time or supply replacements for the same. Should a subsequent supply be twice unsuccessful or the attempt to correct a defect twice fail then the customer shall be entitled to withdraw from the contract or demand a reduction in payment. We shall also be entitled to withdraw from the contract under the above stated preconditions. The rights of the customer from § 311 a paragraph (2) BGB (German Civil Code) shall remain unaffected.

Further claims by the customer based on defects in the goods supplied such as compensation for consequential damage caused by a defect are excluded subject to the provisions in paragraph C 11. We shall not, subject to the provisions of paragraph C 11, be liable for damage not directly resulting from the goods themselves and in particular not for loss of profit or other damage to the assets of the customer.

Our liability for defects shall, subject to paragraph C 11, be limited to the amount of the goods value simple of the defective articles. Our liability to compensate for consequential damage caused by defective goods and delays shall, subject to paragraph C 11, be limited to the amount of three times the goods value of the defective articles but to the maximum of 50% of the goods value of the sum of the supplies of the last 12 months up to the occurrence of the damage and in this case we shall however be liable at least up to the amount of the goods value simple.

The above provisions shall apply accordingly to claims by the customer which have arisen through suggestions and advice given within the scope of the order or through breach of secondary contractual obligations.

Letters of complaint shall not affect the due date of our claim for payment unless the defects have been acknowledged by ourselves in writing or legally established.

C 11. General limitation of liability

Damage compensation claims regardless of legal grounds are excluded insofar as these general terms and conditions of business do not state anything to the contrary. This shall not apply insofar as the cause of the damage rests upon malice aforethought or gross negligence. Moreover this disclaimer shall not apply in the case of a breach of fundamental contract-influencing obligations or in the case of injury to life or limb or health as well as in cases of mandatory legal obligations in accordance with product liability law. A breach of obligation on our part has the same standing as that of our legal representative or those assisting us in the fulfilment of our obligations.

Damage compensation claims for breach of fundamental contract-influencing obligations shall be limited to contract-typical foreseeable damage insofar as no malice aforethought or gross negligence is present or we are not held liable due to negligent or intentional injury to life or limb or health or in cases of mandatory legal obligations in accordance with product liability law.

Insofar as our liability for damages is excluded or limited this shall apply also in regard to the personal liability for damages of our employees, co-workers, representatives and or those assisting us in the fulfilment of our obligations.

In the event that we should be held liable for damage compensation due to simple negligence then our duty to compensate for damage to assets or for personal injury shall be limited to the amount of indemnity of our public liability insurance. This shall not apply to compensation for foreseeable contract-typical damage.

C 12. Returns

We will take back in normal commercial quantities undamaged standard goods which have not been specifically created or cut for the customer within a period of 6 weeks delivered carriage paid to our works and credit the full purchase price of the goods. This right of return shall not apply to customer-specific products such as raw material, VarioPlan, VarioRond, special dimension precision flat steel or parts to drawing.

C 13. Miscellaneous

Claims of any kind cannot without our written consent be assigned either in part or in whole or transferred to another.

The law of the German Federal Republic solely shall apply to all business relationships between the contracting parties excluding the UN Convention on Contracts for the International Sale of Goods.

Place of fulfilment and court of jurisdiction is Christes.

Gebrüder Recknagel Präzisionsstahl GmbH • Metzelser Str. 21-25 • D-98547 Christes • Tel.: +49 36844 480-0

Preamble

Our work shall serve the peace and prosperity of mankind. The wretched experiences of our company's founding generation during the war and the oppression pledges us to this goal. We respect your field of economic activity in every way but ask that, where our company is concerned, you refrain from placing orders which serve the manufacture of weapons of war.

A. General / scope

A 1.

These general terms and conditions of business shall apply exclusively and shall be applied solely in respect of companies as defined by §§ 14, 310 BGB (German Civil Code). Our offer to supply is directed solely at commercial customers. We point out expressly that we do not enter into contracts with consumers as defined by § 13 BGB.

Conflicting customer's conditions or customer's conditions which deviate from our general terms and conditions of business shall not be recognised by us unless we have expressly agreed to their validity. Neither the failure to object nor the execution of the customer's order shall constitute recognition of different terms and conditions of business. Our terms and conditions of business shall still apply where we in the full knowledge of customer's conditions which conflict with or deviate from our terms and conditions of business unreservedly execute delivery to the customer.

Our general terms and conditions of business shall be deemed to have been accepted at the latest upon receipt of the goods or performance of service.

A 2.

Our general terms and conditions of business shall also apply to further business relations with the customer and a renewed express agreement shall not be necessary.

B. Technical part

B 1. Tolerances and machining (e.g. fine ground, milled or similar)

Precision flat steels are always produced to the tolerances and executions as stated in the catalogue. Special orders from materials stated in the catalogue / online shop will be produced in terms of width and thickness to the tolerances and machining for those materials stated in the catalogue / online shop and in length to general tolerances in accordance with DIN 2768 - medium where no other execution is agreed.

For special dimensions from other materials and other products the tolerances and executions are to be agreed. In the absence of any special agreement, the product will be finished as for that standard products which feature the closest resemblance.

B 2. Identification

All products are clearly identified with the material number and colour code and where necessary also with the dimensions and other data. The colour code is in accordance with those colours used in the catalogue / online shop.

B 3. Packaging

All precision flat steels are individually packed in corrosion protective packaging. Larger specially produced quantities can be combined into packaging units. For transit packaging we always select a suitable option. As a rule smaller deliveries are packed in robust cartons and larger deliveries in wooden crates or on pallets. Undamaged transport packaging is taken back in the case of free delivery.

C. Commercial part

C 1. No minimum order value

We have no minimum order value or minimum quantity, not even for special dimensions, VarioPlan or VarioRond. Just order as much or as little as you really need.

C 2. Bonus

With larger orders, we both save money. For this reason we will award you a bonus on our precision flat steel, VarioPlan, VarioRond, P-plates and erosion block products in accordance with the goods value per order.

You can purchase at even lower prices in our online shop: www.stahlnetz.de. You will receive the exclusive Stahlnetz bonus for ordering in the online shop:

Goods value per order Stahlnetz bonus Catalogue bonus
over  500 € to 2,000 € 2 %  
over 2,000 € to 4,000 € 5 % 4 %
over 4,000 € to 6,000 € 8 % 6 %
over 6,000 € 10 % 8 %

C 3. Delivery / transfer of risk

Delivery is always ex works plus transport packaging. The price and performance risk is transferred to the customer a soon as the goods leave the factory or the warehouse respectively; this applies regardless of who arranges or implements the transport.

For German delivery addresses the costs for freight and packaging are displayed in the online shop; for deliveries abroad the costs for freight, packaging and customs handling are agreed individually between the parties. From a goods value of 250 EUR we deliver precision flat steel, VarioPlan, VarioRond, P-plates and erosion blocks carriage paid within Germany.

Time limits and deadlines announced by ourselves are to be considered approximate only unless a fixed time limit or deadline has been promised or agreed. Provided that despatch has been agreed then delivery times and delivery deadlines relate to the point in time of the handover to the carrier, forwarding agent or other third party authorised with the sale.

The adherence to our delivery time presupposes the prompt and proper fulfilment of the obligations of the customer and in the case of parts are to be made to drawing then in particular the transfer of correct and legible technical drawings and in the case of sub-contracting then in particular the prompt availability of the work pieces to be machined. For as long as these obligations have not been met in their entirety then the delivery time is interrupted.

We shall not be held liable for the impossibility of delivery nor for delivery delays insofar as these are caused by force majeure or other events unforeseeable at the point in time of conclusion of the contract and for which we are not responsible. Insofar as such events occur which significantly impede our ability to deliver or perform a service or render these impossible and the impedance is not merely of a temporary nature then we shall be entitled to withdraw from the contract.

We shall be entitled to make part deliveries to a reasonable extent. Each part delivery shall be treated as completion of a specific order within the meaning of these general terms and conditions of business and is invoiceable separately.

Should we fall behind with a delivery or performance of service or should a delivery or performance of service become impossible for whatever reason then our liability to pay damages is excluded subject to paragraph C 11 of these general terms and conditions of business.

C 4. Conclusion of contract

Our catalogue and our online shop constitute a non-binding invitation to the customer to treat. By ordering the goods from the catalogue or in our online shop the customer makes a binding offer to close a purchase contract.

Independent of the ordering means (per internet, telephone, fax, letter) the contract shall only come into being through our express written order confirmation or unreserved delivery. We further reserve the right to decline the conclusion of the contract in its entirety.

Our deliveries, performance of services and offers shall take place solely on the basis of these terms and conditions of business.

Supplementary agreements, pledges, contract amendments and other deviating agreements shall only be effective where these have been expressly agreed in writing by ourselves.

The information contained in our catalogue or online shop and in particular illustrations, drawings, descriptions and dimensional, weight, performance and usage data, delivery times in addition to the applicability of our products are only approximate unless this information has been expressly designated as binding. Insignificant deviations from the description of our offer shall be held as approved as long as these are reasonable for the customer and in particular where this concerns value preserving or value improving alterations and/or deviations or where the alterations do not or do not significantly compromise the suitability of the product for the intended application. This applies correspondingly to subsequent deliveries.

Clerical errors or miscalculations shall entitle us to withdraw from the contract where the customer declines an adjustment. Claims by the customer for compensation are in this case excluded.

C 5. Prices

All prices are net prices plus the respective applicable statutory value added tax and are ex works or warehouse excluding packaging. The prices printed in our catalogue are valid from the 1st December 2011. In the case of price changes the prices published in the online shop www.stahlnetz.de at the time of closing the contract are definitive, errors excepted. Our general terms and conditions of business can also be found there which are available for downloading or viewing in their respective current version.

C 6. Payment

Unless otherwise agreed payment shall always be made within 10 days of the date of invoice less 2% prompt payment discount or net within 30 days. Invoice amounts of less than 25 € are always payable net. We reserve the right after a creditworthiness check to demand payment in advance prior to commencing production or making delivery.

C 7. Late payment

Should the customer be late with a payment then we shall be entitled to withhold our deliveries and performance of services until performance of the reciprocal consideration or withdraw from the contract after the fruitless elapse of a reasonable period of grace. In the case of withdrawal the customer shall return to us without delay and at their own cost any articles already delivered. We shall be entitled in these cases to claim compensation for expenditures and in particular transport costs accruing to ourselves as well as depreciation and compensation for the loss of use.

In the case of late payment we shall be entitled to charge default interest at the lawfully permitted rate. Where we are able to demonstrate higher default damages then we shall be entitled to claim these.

We shall charge an amount of up to 15 € for the costs of each reminder. Should the reminder be unsuccessful then we shall be entitled to instruct a debt collection agency or solicitor as we see fit to pursue our claim. The costs thus accruing are to be reimbursed whereby in the case of engaging a debt collection agency these shall amount to the maximum fees chargeable in accordance with the Lawyer's Compensation Act (Germany).

We shall be entitled to refuse any outstanding deliveries and performance of services where after the conclusion of the contract circumstances become known to us which significantly lessen the creditworthiness of the customer and through which the payment by the customer of our outstanding claims from the respective contractual relationship is jeopardised. The right to refuse performance shall not apply where reciprocal performance is effected or security is provided.

The security shall be provided in the form of an unconditional, indefinite and directly enforceable bond from a European bank based in a member state of the European Union or Switzerland or one of the credit insurers based there.

C 8. Retention of title

The following agreed retention of title shall provide security for all our respective currently existing and future claims against the customer which emanate from the existing supply relationship between the customer and ourselves.

The goods sold (hereinafter: goods subject to retention of title) shall remain our property until full payment of all secured claims. Upon full payment ownership of the goods shall pass to the customer without further ado.

The customer is authorised to sell the goods subject to retention in the ordinary course of business. In this case the customer shall already have assigned to ourselves by way of security all claims resulting herefrom against the purchaser and in the case of joint ownership then in proportion to the joint ownership share and this shall be in the amount of the respective invoice value including value added tax. Irrespective of this assignment we authorise the customer revocably to recover the claims assigned to us in their own name. This authorisation to recover shall only be revoked in the case of disposal.

Should the buyer's terms of contract with the customer contain an effective restriction on the authority to assign or the third party makes the assignment dependant on their agreement then this shall be notified to ourselves immediately in writing. In this case the customer shall authorise ourselves irrevocably to recover the claim owed in the name and for the account of the customer. The customer shall at the same time irrevocably issue payment instructions to the purchaser in our favour.

Where the goods subject to retention are manipulated by the customer then it shall be agreed that the manipulation takes place in our name and in our favour and that we directly acquire ownership or where the manipulation involves materials of multiple ownerships or the value of the manipulated object is higher than the value of the goods subject to retention then joint ownership (fractional ownership) of the newly created object in the ratio of the value of the goods subject to retention to the value of the newly created object. Should a third party seize the goods subject to retention and in particular through arrestment then the customer shall without delay advise them of our rights of ownership and inform ourselves in order to enable us to exercise our rights of ownership.

Should we withdraw from the contract due to behaviour by the customer deemed contrary to the contract and in particular in the case of late payment then we shall be entitled to demand the goods subject to retention.

C 9. Damage in transit

Damage in transit must be reported in writing to ourselves and to the executing transport company without delay upon receipt of the consignment. Concealed damage must be notified in writing to ourselves and to the executing transport company within three days of its discovery.

C 10. Defects and guarantee

The delivered articles must be thoroughly examined after delivery to the customer or to a third party designated by the customer. The articles shall be considered to have been accepted where a written letter of complaint has not been sent to ourselves in respect of obvious defects or other defects which were recognisable upon a prompt and thorough examination within seven working days after delivery or collection of the article supplied or otherwise within seven working days after the discovery of the defect or at any earlier point in time at which the defect was recognisable to the customer without closer inspection during normal usage of the article supplied. Defects in a part of the delivered goods shall not be an entitlement to object to the entire delivery.

Insofar as a claim against liability for defects is not excluded in accordance with the aforesaid paragraph then this shall lapse in one year calculated from the date of the transfer of risk unless a case as in paragraph C 11 is existent.

We guarantee that our performances at the point in time of the transfer of risk are not flawed with errors in material or processing which nullify or impair the performance under normal usage. Moreover we shall assume no guarantee and in particular not for articles which at the point in time of the transfer of risk do not lie within our sphere of influence such as erroneous information and documentation made available to ourselves by the customer. There shall be no guarantee for damage arising from unsuitable and improper use of or modification to the goods by the customer or third party, natural wear, incorrect or negligent handling as well as unusual outside influences for which we are not accountable unless the customer demonstrates that these circumstances are not the cause of the defects complained of.

In determining our guarantee obligation the goods shall at our discretion either be examined at the customer's premises by ourselves or returned or conveyed to ourselves by the customer.

In the case of a guarantee obligation we shall repair the defective products at our discretion within a reasonable period of time or supply replacements for the same. Should a subsequent supply be twice unsuccessful or the attempt to correct a defect twice fail then the customer shall be entitled to withdraw from the contract or demand a reduction in payment. We shall also be entitled to withdraw from the contract under the above stated preconditions. The rights of the customer from § 311 a paragraph (2) BGB (German Civil Code) shall remain unaffected.

Further claims by the customer based on defects in the goods supplied such as compensation for consequential damage caused by a defect are excluded subject to the provisions in paragraph C 11. We shall not, subject to the provisions of paragraph C 11, be liable for damage not directly resulting from the goods themselves and in particular not for loss of profit or other damage to the assets of the customer.

Our liability for defects shall, subject to paragraph C 11, be limited to the amount of the goods value simple of the defective articles. Our liability to compensate for consequential damage caused by defective goods and delays shall, subject to paragraph C 11, be limited to the amount of three times the goods value of the defective articles but to the maximum of 50% of the goods value of the sum of the supplies of the last 12 months up to the occurrence of the damage and in this case we shall however be liable at least up to the amount of the goods value simple.

The above provisions shall apply accordingly to claims by the customer which have arisen through suggestions and advice given within the scope of the order or through breach of secondary contractual obligations.

Letters of complaint shall not affect the due date of our claim for payment unless the defects have been acknowledged by ourselves in writing or legally established.

C 11. General limitation of liability

Damage compensation claims regardless of legal grounds are excluded insofar as these general terms and conditions of business do not state anything to the contrary. This shall not apply insofar as the cause of the damage rests upon malice aforethought or gross negligence. Moreover this disclaimer shall not apply in the case of a breach of fundamental contract-influencing obligations or in the case of injury to life or limb or health as well as in cases of mandatory legal obligations in accordance with product liability law. A breach of obligation on our part has the same standing as that of our legal representative or those assisting us in the fulfilment of our obligations.

Damage compensation claims for breach of fundamental contract-influencing obligations shall be limited to contract-typical foreseeable damage insofar as no malice aforethought or gross negligence is present or we are not held liable due to negligent or intentional injury to life or limb or health or in cases of mandatory legal obligations in accordance with product liability law.

Insofar as our liability for damages is excluded or limited this shall apply also in regard to the personal liability for damages of our employees, co-workers, representatives and or those assisting us in the fulfilment of our obligations.

In the event that we should be held liable for damage compensation due to simple negligence then our duty to compensate for damage to assets or for personal injury shall be limited to the amount of indemnity of our public liability insurance. This shall not apply to compensation for foreseeable contract-typical damage.

C 12. Returns

We will take back in normal commercial quantities undamaged standard goods which have not been specifically created or cut for the customer within a period of 6 weeks delivered carriage paid to our works and credit the full purchase price of the goods. This right of return shall not apply to customer-specific products such as raw material, VarioPlan, VarioRond, special dimension precision flat steel or parts to drawing.

C 13. Miscellaneous

Claims of any kind cannot without our written consent be assigned either in part or in whole or transferred to another.

The law of the German Federal Republic solely shall apply to all business relationships between the contracting parties excluding the UN Convention on Contracts for the International Sale of Goods.

Place of fulfilment and court of jurisdiction is Hückeswagen.

Recknagel Präzisionsstahl GmbH • Stahlschmidtsbrücke 14 • D-42499 Hückeswagen • Tel.: +49 2192 855-0