|1. Scope of Applicability.
Unless otherwise approved in writing by Publisher, the following General Terms and Conditions for Delivery and Payment of Publisher ("Conditions") shall apply to all agreements on sales, deliveries and services, including making available electronic products, ("Agreements" or "Agreement") provided by Publisher. The Conditions shall apply notwithstanding any contrary or additional terms and conditions of customer even if Publisher has not rejected them expressly. Transactions with booksellers shall be governed by the then applicable German Book Trade Regulations ("Buchhändlerische Verkehrsordnung") and, provided they do not contradict the Conditions, in addition by the Conditions.
|2. Content of Agreement.
The content of the Agreement shall be as set forth in the invoice confirming the order and in the Conditions.
|3. Shipment/Delivery Dates.
3.1. Risk of loss shall pass to customer upon delivery of the goods to the forwarding agent. Sec. 447 of the German Civil Code shall apply. Sec. 448 of the German Civil Code shall apply to the costs for delivery, acceptance and shipment.
3.2. Claims for damage in transit should be directed to the forwarding agent and not to Publisher, and should then be notified to Publisher.
3.3. Delivery dates shall be binding only if they have been confirmed in writing by Publisher, and customer has provided Publisher in a timely manner with all information and documentation required to deliver the goods, and paid as agreed any agreed advance payments.
|4. Rights of Customer in Case of Defects.
4.1. In order to claim rights in case of defects of the goods, customer must report obvious defects in writing to Publisher within 8 days of delivery of the goods to customer and hidden defects promptly upon
4.2. Customer’s rights in case of defects shall be time-barred after 12 months following delivery of the goods to customer. The provisions of Sec. 479 of the German Civil Code regarding the limitation period and Sec. 5 of the Conditions shall remain unaffected.
|5. Limitation of Liability.
5.1. Subject to the provisions of subsection 5.2, Publisher's statutory liability for damages shall be limited as follows:
(i) Publisher shall be liable up to the amount of the typically foreseeable damages at the time of entering into the Agreement in case of slightly negligent breach of material contractual obligations;
(ii) Publisher shall not be liable in case of slightly negligent breach of non-material contractual obligations or for tort claims arising from Publisher's slight negligence.
5.2. The above limitations of liability shall not apply to cases of mandatory statutory liability (in particular under the German Product Liability Act), to an express warranty ("Garantie") granted by Publisher or to personal injuries due to Publisher's fault.
5.3. Customer shall take all reasonable measures to prevent and mitigate damages.
|6. Retention of Title.
6.1. Publisher shall retain title to the goods delivered, which may be resold only in the ordinary course of business, until full payment of all obligations arising from the business relationship. In case of running accounts, the retention of title shall apply to the balance due to Publisher.
6.2. Customer hereby assigns to Publisher the claims from the resale of the goods. Publisher accepts this assignment. Customer is authorized, in its own name, to collect and hold in a fiduciary capacity for Publisher the debts assigned to Publisher. In case of customer's non-performance of material contractual obligations, such as payment obligations, Publisher may revoke this authorization as well as the right to resell the goods.
6.3. At customer's request, Publisher shall release, at Publisher's discretion, securities to which Publisher is entitled under the above provisions if the realizable value of the securities exceeds the value of the secured claim(s) by more than 10 %.
6.4.In the case of deliveries to other countries where the above title retention clause does not provide the same protection as in Germany, customer shall use its best efforts to promptly provide Publisher with similar securities. Customer shall cooperate in all measures, e.g. registration, publication, etc., as may be proper or necessary to perfect such valid and enforceable securities.
|7. Payment Terms.
7.1. Unless otherwise agreed in writing, invoiced amounts shall be due immediately without deduction.
7.2. During the period of any default in payment, interests amounting to 8 % above the basic interest rate, or in case customer is a consumer interests amounting to 5 % above the statutory basic interest rate, shall be charged to customer. The right of Publisher to claim further damages remains unaffected.
|8. Electronic Articles
8.1. The electronic products that are made available over the website of the Publisher are copyright protected. For an electronic product, like Conference articles, E-Books and Standards, that has been purchased and downloaded through the website of the Publisher, Publisher grants Customer a non-exclusive and nontransferable right to use such electronic product on one computer (single workstation) in compliance with the purpose of the Agreement. Customer is entitled to make one printout per electronic product.
8.2. Moreover, the customer is not entitled to copy, modify, edit the electronic product or parts thereof or make it available to third parties over the internet or otherwise. Mandatory copyright law shall not limited by this Section.
|9. Miscellaneous Provisions.
9.1. Customer shall be entitled to a set-off only if customer's counterclaims are uncontested or have been finally adjudicated.
9.2. Customer may claim a right of retention only if its counterclaim is based on the same agreement and is undisputed or has been finally adjudicated.
9.3. Technical regulations, such standards of the the German Association for Electrical, Electronic & Information Technologies (VDE), IEC-Publications, are no book trade products. No book trade discount shall be granted on them.
9.4. Place of performance shall be Berlin.
9.5. The Agreement shall be governed by the laws of the Federal Republic of Germany to the exclusion of its conflict of law provisions and of the UN Sales Convention (United Nations Convention on Contracts for the International Sale of Goods).
9.6. Venue shall be Berlin-Charlottenburg, provided customer is a merchant or a legal entity under public law.
9.7. Modifications and amendments to the Agreement must be in writing. This shall also apply to any amendment of this written form requirement
9.8. Sections 3.1, 3.2, 4 and 9.2 of the Conditions do not apply if the customer is a consumer. Statutory law applies instead.
9.9. Should any provision of the Agreement be or become invalid, illegal or unenforceable in whole or in part, the validity of the remaining provisions shall remain unaffected thereby. In such a case, the Parties agree to replace the invalid, illegal or unenforceable provision by a valid provision which comes closest to the commercial purpose of the invalid provision. The same shall apply in case of gaps
9.10. The German language version of these Conditions shall be controlling and legally binding in all respects and shall prevail in case of any inconsistencies.
|Berlin, November 2011
Shipping costs for subscription orders for VDE Specifications Code of Safety Standards will be charged individually.
No shipping costs for single orders with sample journals or free catalogues.
Also no shipping costs for single orders with downloadable prodicts like conference papers and/or E-Books.
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