These service conditions are binding for all services and spare parts deliveries of MTE Deutschland GmbH, which are provided by employees of the company or its vicarious agents. These terms and conditions also expressly apply to services to be provided in the future, even if they have not been expressly agreed again when these future services are called off or when spare parts are delivered in the future. Conflicting or deviating terms and conditions of the customer are generally not recognized unless MTE Deutschland GmbH has explicitly agreed to them in writing in individual cases. Acceptance of services or spare parts deliveries provided by MTE Deutschland GmbH or its vicarious agents is deemed to be acceptance of these service conditions. Even the absence of an objection to any deviating contractual conditions of the customer does not mean in this case that MTE Deutschland GmbH has agreed to the validity of the deviating conditions.
Orders for MTE Deutschland GmbH to provide services and supply spare parts should generally be placed by the customer in writing, but can also be placed verbally, by e-mail or by fax if required. The general basis for every order placed by the customer is our service price list valid at the time the order is placed, the daily valid spare parts prices or, if available, our corresponding written offer. In any case, however, the order or contract only becomes binding once it has been confirmed in writing by MTE Deutschland GmbH to the customer. The order confirmation or the service reports are decisive for the actual scope of the respective order.
The client only has to confirm our written order confirmation in writing in individual cases (e.g. when placing an order by telephone), but only at our express request. This confirmation must be submitted by the client on the same working day on which the confirmation was requested by us. If the confirmation is not submitted on time, our obligation to carry out the order shall lapse. Furthermore, our obligation to perform shall lapse in the event that MTE Deutschland GmbH has an outstanding and due claim against the client. Should it turn out after conclusion of the contract that it is or becomes impossible for MTE Deutschland GmbH to perform the services or supply spare parts due to delays or total failures at suppliers of spare parts or service failures at third-party companies, we are entitled to withdraw from the contract concluded. We shall not be in default of performance due to delays in deliveries by third parties, unless we are responsible for these delays ourselves.
All information, data and documents as well as any personal data provided to us by the client within the scope of an order are subject to confidentiality on our part and will not be passed on to third parties. Excluded from this are the information, data and documents that must be passed on to employees of MTE Deutschland GmbH or vicarious agents in order to fulfill the order. The provisions of the current version of the GDPR apply accordingly. Our data protection information can be viewed on our homepage. In the event that service documents have already been made available to the client in advance as part of the damage assessment, for fault diagnosis, repair preparation, functional testing or self-execution of a repair, these shall remain our sole property. The client may neither reproduce or electronically store these documents nor make them accessible to third parties – in particular service personnel from third-party companies – without our express written consent. By placing the order, the client undertakes to treat all commercial and technical details of which it becomes aware in the course of the business relationship confidentially as business secrets.
The amount of the remuneration due for the services and spare parts deliveries provided by us is based on our installation price list valid at the time the service is provided. Upon written request, we will send the installation price list by post or e-mail. As a rule, the service price list as well as these service conditions are part of the written offer and the written order confirmation. Our company’s registered office in 56412 Heiligenroth shall be decisive for the invoicing of travel expenses actually incurred, unless in a specific case the journey is made from a different location. If, when accepting the order, we had indicated that it would be necessary for the personnel to travel from another location, we shall be entitled, at our reasonable discretion, to base the calculation of travel costs and travel times on this other location.
The calculation of necessary spare parts and other material is based on the list prices of MTE Deutschland GmbH valid at the time of delivery. If the customer does not specifically select the required spare parts and materials, our service personnel shall be deemed authorized to select the spare parts and other materials to be used in accordance with § 181 BGB. The client shall be responsible for the disposal of the removed spare parts. Waste and recyclable materials arising in the course of our service work shall be disposed of by the customer at the customer’s expense. Spare parts supplied by MTE Deutschland GmbH in exchange for defective components must be returned to MTE Deutschland GmbH or the recipient designated by MTE Deutschland GmbH at the customer’s expense. In the event that the old part is not returned on time or is completely lost, the customer shall also bear the costs for the missing old part.
a) Service period:
The dates for the start of the service activity promised by us when accepting the order are approximate, unless we have guaranteed the start of the service on a specific date in writing with the express reference “binding”. Our service and response periods shall only commence upon dispatch of our written order confirmation for the written order submitted by the client. Agreed performance times generally refer to the start of the performance of our services; a specific date for their completion shall only be deemed guaranteed if expressly confirmed in writing.
We shall not be in default of performance due to delays in the provision of services even if we or our vicarious agents are only guilty of simple negligence.
In the event of force majeure or other extraordinary circumstances for which we are not responsible, we shall not be in default of performance. In this case, we are entitled to withdraw from the contract even if we are already in default. In the event that, in this situation, we do not declare in writing within a reasonable period of time at the request of the client whether we will still provide the service owed, the client shall be entitled to withdraw from the contract with regard to the part of our service that has not yet been fulfilled. The rights of the client to terminate the contract in accordance with § 649 remain unaffected.
b) Scope of service:
The scope of the service owed by us within the scope of the concluded service contract is regularly based on the specific fault and also on the specific phase of the service assignment in which MTE Deutschland GmbH finds itself when carrying out the service order. In general, the agreed scope of services for the service assignment commissioned by the customer is a fault diagnosis with subsequent troubleshooting. MTE Deutschland GmbH is free to determine the scope and sequence of the procedure. If, in exceptional cases, the customer requests a specific sequence for the fault diagnosis, this must be specified accordingly in the customer’s written order and confirmed by MTE Deutschland GmbH in the order confirmation. Malfunctions of machines are often caused by faults in individual machine components that were selected and installed for the machine as part of the purchase from subcontractors. For this reason, it is often not foreseeable at the start of the assignment in which electronic or mechanical area the reported malfunction has its cause and also not whether the reported malfunction falls within the actual area of competence of MTE Deutschland GmbH in general, the technical personnel sent to the specific assignment or the special service competence of a component manufacturer. Therefore, the following regulation applies to the chargeable scope of our services:
Diagnostic phase:
At the beginning of the service activity, the first task is to localize the malfunction that has occurred. For this purpose, MTE Deutschland GmbH may, if necessary and at its own discretion, call in additional specialized personnel of its own or specialized personnel of a supplier. The obligation to perform in this phase is fulfilled as soon as we are able to make a statement to the client as to whether the malfunction can be rectified by the MTE Deutschland GmbH technician on site as part of the ongoing service assignment, or whether the dispatch of particularly specialized technicians from our company or specialized technicians from a manufacturer, third-party company or component manufacturer is necessary. The remuneration owed by the customer for this diagnostic phase shall be calculated on the basis of the MTE service price list valid at that time. This also applies if we have already rectified the fault within this diagnostic phase.
Troubleshooting phase:
The troubleshooting phase regularly follows the aforementioned diagnosis phase. The service to be provided in this phase is generally included in the client’s order, unless otherwise expressly agreed in writing in individual cases. The remuneration owed for this troubleshooting phase shall be calculated on the basis of the MTE service price list valid at that time. This shall also apply if a complete elimination of the error becomes impossible in terms of time or technically or if it becomes apparent during the error elimination that an error elimination no longer appears reasonable, e.g. for economic reasons. In these cases, the client will be informed. The deployment and spare parts costs incurred up to this point in time shall also be borne by the client in this case.
If the customer decides to entrust specialized technicians of the respective component manufacturer with troubleshooting through our mediation, these service conditions shall also apply between the technicians of the machine manufacturer and the customer, unless other contractual conditions have been expressly agreed. In the event of troubleshooting by a component manufacturer or a third-party company, MTE Deutschland GmbH assumes no liability or warranty for the deliveries and services of these service providers. In particular, the respective service providers are not deemed to be vicarious agents of MTE Deutschland GmbH.
During the provision of the services, our employees and vicarious agents are entitled at any time to switch off the machines affected by the malfunction that has occurred. We shall not be liable for the effects of this service activity on the usability of other machines and systems of the customer, in particular for production downtimes. The client is obliged to provide us with raw materials, operating materials and auxiliary materials for test runs free of charge on request. We shall not be liable for damage to raw materials or semi-finished products during test runs. The customer must take the necessary measures to protect persons and property at the assembly site at his own expense. He must inform our personnel about existing safety regulations.
The client is obliged to provide technical assistance at his own expense in accordance with the following regulations:
If the client does not fulfill his obligations after being requested to do so within a reasonable period of time, we shall be entitled to substitute performance at the client’s expense.
As soon as MTE Deutschland GmbH has reported the completion of a service – in the event that a trial was contractually foreseen, after its completion – the client is obliged to accept our service. The acceptance takes place regularly by signing the service report. Any reservations regarding acceptance by the client must also be noted in writing on this report. Subsequently asserted reservations are ineffective and may then be regarded as a complaint in terms of the warranty. If the client puts the machine or equipment to which our service related back into operation, our service shall be deemed to have been accepted, even if acceptance was not previously declared in writing. If there is only an insignificant defect, the customer may not refuse acceptance if we acknowledge our obligation to rectify the defect. If acceptance is delayed through no fault of our own, our service shall be deemed to have been accepted 7 days after notification of its completion by us. Upon acceptance, our liability for recognizable defects shall lapse unless the client has reserved the right to assert a specific defect in writing. Irrespective of such a reservation, the remuneration shall remain due in full.
The term of payment for all claims of MTE Deutschland GmbH is generally 100% of the invoice amount within 10 days of the invoice date net cash without deduction. Any conditions deviating from this require the express written confirmation of both contractual partners. The agreed payment periods shall generally run from the date of invoicing. Invoicing in the form of down payment invoices, partial invoices and final invoices depending on the scope and duration of the order is permissible at the discretion of MTE Deutschland GmbH. As a rule, however, in such a case the terms of payment are agreed separately when the order is placed or in the order confirmation. If, during the assignment activity of MTE Deutschland GmbH, there are indications that payments will not be made by the client or cannot be made on time, MTE Deutschland GmbH may terminate the assignment immediately. All services rendered up to this point in time are immediately due for payment by the client after invoicing by MTE Deutschland GmbH. The work will be resumed after the client has provided suitable security for the estimated deployment costs. The form of this security in the form of payment on account, down payment or advance payment is at the discretion of MTE Deutschland GmbH.
Payment shall become due upon completion of the respective phase of our service, irrespective of any acceptance of our service that may be necessary after the troubleshooting phase. All payments are to be made immediately net cash without deduction. The client is in default of payment, even without a reminder, as soon as the payment deadline according to the invoice is exceeded. For each week of delay in payment, the client shall pay liquidated damages amounting to 1% of the service price, up to a maximum of 5%. Further claims for damages caused by default remain unaffected by this. The damage caused by default shall be calculated on the basis of the default interest permissible at the time. An appropriate reminder fee is due for the costs of processing the reminder procedure. This will be shown in writing on the reminder in addition to the default interest. Acceptance of a payment does not constitute a waiver of claims for damages arising from late payment. The customer shall not be entitled to offset payment claims from services against counterclaims or to assert rights of retention due to counterclaims, unless the respective counterclaim has been legally established or expressly recognized by us. The customer is not entitled to assign claims against us arising from the service contract to third parties without our prior written consent.
MTE Deutschland GmbH expressly reserves title to all spare parts and assemblies supplied until all payments have been received in full, including any additional services owed under the service contract. The customer may not sell, pledge or assign as security the delivered assemblies and spare parts either individually or together with the machine tool which was the subject of the service order. Due to the fact that all spare parts and assemblies can be dismantled very easily and quickly, it is expressly agreed that the provisions of § 947 BGB (German Civil Code) shall not apply. MTE Deutschland GmbH remains the owner of spare parts and assemblies even after they have been installed. On the basis of the agreed retention of title, MTE Deutschland GmbH is already expressly permitted by the client to implement this retention of title by dismantling and collecting the delivered assemblies and spare parts in the event of default of payment by the client, a first written reminder and the subsequent setting of an additional 14-day period in writing. The customer in turn undertakes today to grant MTE Deutschland GmbH and its vicarious agents access to the business premises and the respective machine during normal business hours and to tolerate the dismantling and removal of the assemblies and spare parts. In this case, the invoice values of the respective assemblies and spare parts are to be deducted from the respective claim. The costs incurred by MTE Deutschland GmbH for disassembly and removal as well as for any necessary reconditioning of the components to new condition are to be reimbursed by the customer by way of compensation. If the above enforcement of the retention of title by MTE Deutschland is not carried out, is not technically possible or is prevented by the customer, our statutory lien and security rights shall remain unaffected. If our ownership of spare parts is nevertheless lost, e.g. due to a court decision or similar, as a result of installation or processing, we shall acquire co-ownership of the item into which these spare parts have been installed or of the new item manufactured using the spare parts in the ratio of the gross invoice value of the spare parts to the respective current value of the item. This co-ownership share shall only be transferred to the customer upon full payment of all our claims by the customer. In the event of seizure, confiscation or other dispositions by third parties of the delivered assemblies and spare parts, the customer must inform MTE Deutschland GmbH immediately in writing.
Defects in our service performance must be reported to us in writing without delay, but at the latest within 3 working days of the time at which the client had the opportunity to take note of the defects. In this case, the client must immediately stop using the machine in question in the production process at our written request. If we fail to fulfill our obligations under the service contract, we shall initially be entitled to make two attempts to rectify our service performance. If these attempts at rectification fail or if we do not make any such attempts at rectification within a reasonable period of time, the customer shall be entitled to withdraw from the concluded service contract. This withdrawal must be declared to us in writing. The client is only entitled to substitute performance in the rectification of defects in urgent cases of danger to operational safety or to prevent disproportionately high damage.
Claims against us arising from poor fulfillment of the service contract or the delivery of assemblies and spare parts generally expire within 6 months. The limitation period begins in the diagnosis phase with the completion of the fault diagnosis, in the fault rectification phase with the acceptance of the service and for spare parts with delivery. Claims for remuneration by MTE Deutschland GmbH for deliveries and services rendered are subject to the statutory provisions
Liability on the part of the contractor on the basis of any claims arising from tort, positive breach of contract, culpa in contrahendo, impossibility and incapacity is excluded in principle, unless the contractor or his vicarious agents are proven to have acted with intent or gross negligence. In principle, an exclusion of liability for consequential damages as well as for unforeseeable types of damage or completely untypical damage shall be deemed agreed. Any existing claims under the Product Liability Act remain unaffected by this.
Our liability for the consequences arising from modifications to the machine or repair work carried out by the client or a third party without our prior written consent is excluded. The right of the client to prove that the respective measures had no negative consequences on the functionality of the respective device remains unaffected.
If the client is a legal entity, a registered trader, a legal entity under public law or a special fund under public law, the place of jurisdiction shall be Koblenz. Irrespective of this, we are also entitled to take legal action at the client’s legal place of jurisdiction. The contractual and other legal relationships between MTE Deutschland GmbH and the customer shall be governed by German law with the express exclusion of the UN Convention on Contracts for the International Sale of Goods. The contractual language is German. If the parties also use another language, the German wording shall take precedence in accordance with the agreement. Should a provision in these Terms and Conditions of Service be or become invalid, it shall be replaced by a provision that comes closest to the original purpose of the provision. In principle, however, this shall not affect the validity of all other provisions or agreements in the overall contractual relationship.
