General Terms and Conditions of Sale and Delivery (GTC)

Overview

1. General

1.1. These terms and conditions ("General Terms and Conditions of Sale and Delivery" / GTC) apply to all business transactions with the purchaser or other clients (hereinafter jointly referred to as "Purchaser") and the supplier (hereinafter referred to as "Supplier") - even if they are not mentioned in subsequent contracts. In particular, they apply even if the purchaser refers to his own terms and conditions when placing the order or otherwise. Any provisions to the contrary do not apply. Anything else only applies if the supplier has expressly agreed to these other terms and conditions.

1.2. With the physical receipt of our delivery or service, the General Terms and Conditions are deemed to have been accepted by the customer, provided that the customer does not object to the inclusion of the General Terms and Conditions within 48 hours of receipt of the delivery or service. If the customer objects, he must immediately return the delivery or service to the supplier. If the delivery or service is not returned (received by the supplier) within 48 hours (for whatever reason the return is not made) after the customer has objected to the inclusion of the General Terms and Conditions, the customer will forfeit a contractual penalty to the supplier that corresponds to the value of the delivery or service received.

2 working days

2.1. For orders with complete production data that are made available by 18:00 p.m. on a working day, the following working day shall be considered the first working day.

Exception: If the order is placed on a Saturday, Sunday, public holiday or bridge day, the next working day will be considered the first working day.

2.2. For orders with complete production data that are made available after 18:00 p.m., the next working day shall be considered the first working day.

2.3. Technical requirements: Production data and orders that are incorrect, incomplete or deviate from the information on which the offer is based will lead to delivery delays and/or incorrect execution.

3. offer

3.1. If our offer is not accepted immediately, our offers and price information are subject to change until a final contract is concluded, unless a binding period is expressly mentioned. Orders and verbal agreements only become valid for the supplier to the extent that they are confirmed by us in writing. Cost estimates are non-binding.

3.2. The documents belonging to an offer, such as drawings and illustrations, as well as dimensions, weights, performance and other information given in the offer are only approximate. Anything else applies only if they are expressly designated as "binding".

3.3. If the Purchaser refers to an offer (or an inquiry) and errors result as a result, the Supplier shall not be liable for this.

4rd order

4.1. Our written order confirmation is decisive for the scope of delivery. Objections to the order confirmation must be received in writing by the supplier immediately after the purchaser receives the order confirmation - at the latest within 7 working days after the date of issue of the order confirmation. Later objections will not be taken into account unless expressly agreed otherwise in writing. In all other respects, the provisions in section 1.2 of the General Terms and Conditions (sentence 3) apply accordingly.

4.2. The supplier reserves the right to carry out a credit check on the purchaser – if necessary through a credit insurer – even after receipt of the order confirmation. If the result is negative (especially if the credit insurer refuses to provide cover), the supplier can withdraw from the contract without compensation.

4.3. Oral statements (especially those of our sales representatives or travelers) only become effective upon written confirmation by the supplier.

4.4. If the customer withdraws from an order without justification, the supplier may, without prejudice to the possibility of claiming higher actual damages, demand 25% of the sales price for the costs incurred in processing the order and for lost profits. The customer reserves the right to prove that the damages are less.

4.5. Orders on call must be called off by the customer no later than 6 months after the date of the order confirmation. If the order is not called off with the required details within a reasonable grace period set by the supplier to the customer, we are entitled, at our discretion, to either deliver without call off at the price valid on the day of delivery or to demand compensation instead of performance or to withdraw from the outstanding part of the contract.

5. Copyrights

If the supplier manufactures on behalf of the customer according to drawings, models, samples or other technical documents provided by the customer, the customer guarantees that the intellectual property rights of third parties are not infringed. If third parties prohibit the supplier from manufacturing and delivering such items, in particular by invoking existing intellectual property rights, we are entitled - without being obliged to examine the legal situation - to cease all further activity to the extent concerned and to demand compensation from the customer. By handing over such drawings, documents and the like, the customer releases the supplier from all claims by third parties in this connection at their first request.

6. Work equipment

6.1. If data is sent by remote data transmission, email or data storage, the customer is liable for data errors that have occurred due to a faulty connection. The customer is responsible for only sending checked and virus-free data or handing it over on data storage. Work materials provided by the customer, such as data storage, final artwork and/or original films, therefore do not require checking or approval by the supplier. If rework is required, the customer agrees to the supplier carrying out the work and charging for it after prior notification.

6.2. Tools, data storage media, films, lithographs, devices, printing equipment, drilling and milling programs, etc. are only charged at cost and remain the exclusive property of the supplier. They are stored and maintained for a period of one year after their last use. The supplier may sell them.

We reserve the right to reproduce designs created by us.

6.3. Proofs, quality and functional samples for the purpose of approval for release will be supplied at the request of the customer or if we deem them necessary. All changes, releases or approvals must be made in writing. The assessment and approval of proofs, drawings and samples by the customer or third parties commissioned by him releases the supplier from any liability for defects caused thereby - unless the supplier acts with intent or gross negligence.

6.4. The supplier is not liable for defects that arise from the order itself or from documents sent in or from interpretable or incomplete information. This only applies if the supplier acts intentionally or with gross negligence.

Examples, but not exhaustive, include:

  • a) Lateral accuracy
  • In order to be able to recognize the correct orientation (mirrored or non-mirrored view) of the circuit patterns, legible text must be included in the circuit pattern of an outer layer. For multilayers, the sequence of the layer structure must be specified.
  • b) confusion
  • All data transferred must contain a descriptive and unique information text so that it can be assigned correctly.
  • c) Conversion
  • If the customer submits Eagle-BRD files that have to be converted by the supplier, errors may occur. Accordingly, submitted Eagle-BRD files are generally assessed as defects in the documents.
  • d) Technical delivery conditions and design rules
  • A further defect exists if the documents submitted by the purchaser (disregarding the design rules check by the supplier) disregard or do not comply with the “Technical Delivery Conditions and Design Rules for Printed Circuit Boards” provided by the supplier.

7. Quality information

7.1. We only consider information on quality to have been given if the supplier has expressly identified them in writing as "special contractual conditions" and marked them as such. We will only accept agreements made with a representative or vicarious agent if they have been expressly communicated to us by the customer and confirmed by the supplier.

7.2 Public statements, recommendations or other advertising information do not constitute a contractual description of the quality of the goods.

7.3. In principle, only our product description is deemed to be agreed upon as the quality of the goods.

8. Delivery quantity

The supplier endeavours to deliver the agreed order quantity in accordance with the contract. Partial deliveries are permitted. However, the purchaser undertakes and is responsible for accepting a production-related excess or shortfall of up to 10% of the ordered quantity or production batch. The supplier does not thereby violate any contractual obligation whatsoever. The payment claim resulting from the delivery quantity is reduced or increased accordingly. In the case of successive deliveries, the respective calls for the order quantity are made in the amount of the effective delivery quantity. If the order quantity is called for in excess of the order quantity, we are entitled to request a new contract or to charge the quantity exceeding the scope of the contract at the current price.

9. Delivery time

9.1. Delivery periods and dates published by the supplier are “approximate deadlines/dates” and serve as a non-contractually binding guide for the customer, unless we have confirmed a delivery date/delivery period in writing with the note “fixed”.

A "fixed" date is subject to correct and timely delivery by the supplier. The supplier does not assume any liability for timely delivery.

9.2. Delivery periods begin with the dispatch of the order confirmation, but not before complete clarification of all details of the order and the provision of the documents, approvals, releases, materials or other services to be provided by the customer, as well as not before receipt of an agreed down payment or the opening of a letter of credit in favour of the supplier.

9.3. The delivery period is met if the delivery item has left the factory or if readiness for dispatch has been communicated by the expiry of the delivery period. Our delivery obligation is suspended and is extended at least by the period of time that the customer is in arrears with the subsequent fulfillment of counter-performance, possibly by a multiple of this period if the interruption for which the customer is responsible cannot be lifted immediately due to the resulting use of machines for other purposes. The delivery period is also extended appropriately in the event of unforeseen obstacles (particularly in cases of force majeure) and in cases that are beyond our control (e.g. operational disruptions, faulty or defective production, strikes and lockouts, in our own company or at suppliers, etc.), insofar as such circumstances can be proven to have a significant impact on the completion or delivery of the delivery item or service. The customer cannot derive any claims from these circumstances. We are not responsible for the aforementioned circumstances even if they arise during an existing delay. In important cases, we will inform the customer of the start and end of such circumstances as soon as possible.

9.4 Partial deliveries are permitted within the delivery periods specified by us, provided that this does not result in disadvantages for use.

9.5. Compliance with the delivery deadline by us requires the timely and proper fulfilment of the customer’s contractual obligations, in particular his payment obligations.

9.6. In the event of unforeseen events, provided that they significantly change the economic significance or content of the service or significantly affect our business or that of our supplier, and in the event that it subsequently becomes apparent that execution is actually impossible, we have the right to withdraw from the contract to the extent that we are unable to fulfill it. If we exercise the right of withdrawal, we must inform the customer immediately after we have become aware of the significance of the event - even if an extension of the delivery period was initially agreed with the customer. Claims for damages by the customer or other legal consequences due to such withdrawal are excluded.

9.7. If, for orders - including successive delivery contracts - the customer is granted a special price based on the total contract quantity, but the agreed contract quantity is not called off or accepted within the agreed acceptance period, the supplier reserves the right to increase the price in line with the lower quantity. If a grace period is granted for the remaining order quantity, a new price may need to be agreed. If the remaining quantity is not accepted, we reserve all rights.

10st Prize

Unless otherwise agreed, prices are ex works or ex our business and warehouse premises, in special cases ex an external shipping point within the Federal Republic of Germany, but excluding packaging and other costs. Sales tax must be added to the prices quoted by us in the amount stipulated by law. For deliveries and services provided more than 4 months after the conclusion of the contract, the supplier reserves the right to additionally invoice any wage, material and/or energy price increases that have occurred in the meantime, plus an appropriate overhead surcharge. This applies in particular to successive delivery contracts.

11. Payment

11.1 Unless otherwise agreed, payment shall be made free to our payment office.

11.2. Agreed payment deadlines apply from the day the invoice is issued. Agreed discounts may only be claimed on the condition that all payment obligations from previous invoices have been fully met. Invoice amounts under EUR 200,00 are payable immediately, net, without any deductions.

11.3. As long as the supplier’s outstanding claims have not been settled, we are not obliged to make any further deliveries under any current contract.

11.4. All claims of the supplier arising from the business relationship - i.e. the entire obligation of the customer towards the supplier (e.g. claims from semi-finished products provided at the start of production through transfer of risk to the customer's property, from finished goods stored in trust with us in his name and from goods already delivered but not yet paid for) - regardless of the term of any bills of exchange or cheques received - become due immediately as soon as a reason for this (e.g. default in payment, poor information, enforcement measures, downgrading of creditworthiness by the credit insurance company, etc.) arises.

The same applies if there are reasonable doubts about the customer's ability to pay or creditworthiness or if the customer pledges outstanding debts or goods to which our retention of title applies to third parties or transfers them as security. Under the same conditions, we can demand advance payments or security for all ongoing transactions. In addition, if the supplier still has a backlog of orders from the customer that have not yet been produced, the supplier is entitled to withdraw from these delivery contracts and/or demand compensation instead of performance.

12. Transfer of risk

12.1. The supplier shall notify the purchaser of the completion of a production batch confirmed by the order. Upon receipt of this completion notification, the risk relating to the delivery goods shall pass to the purchaser. The purchaser shall be obliged to collect the delivery goods from the supplier in accordance with the completion notification.

12.2 We are entitled, but not obliged, to conclude transport contracts and to choose the transport route on behalf of the customer.

13. packaging

The supplier reserves the right to determine the type and extent of packaging. Packaging costs will be invoiced separately. Packaging (in particular packaging containers) that are returned to the supplier immediately and free of defects will be credited with 2/3 of the invoiced amount. We also reserve the right to refuse to take back packaging material.

14. Retention of Title

14.1. The goods remain our property until all claims against the customer arising from the business relationship have been fulfilled. The customer may not pledge the delivery items subject to retention of title or assign them as security. In the event of seizure, confiscation or other disposal by a third party, the customer must notify the supplier immediately and provide the full address of the pledgee.

14.2. The sale of goods subject to retention of title is only permitted in the ordinary course of business. The purchaser's purchase price claims against its customers due to the sale of the goods subject to retention of title are assigned to us in the amount of our purchase price claims. The purchaser is not entitled to dispose of the reserved goods in any other way.

14.3. The purchaser is authorized to collect the purchase price claims from his customers, subject to revocation at any time. If the goods delivered under retention of title are processed, mixed or combined with other goods, or if the purchaser has other rights to these goods, the supplier becomes co-owner in proportion to the value of the reserved goods to the other items. If an item in the purchaser's possession subject to retention of title is to be regarded as the main item, it is agreed that we are also the owners of the main item, whereby the transfer to us is replaced by the loan of this item in the purchaser's possession.

14.4. In the event of late payment - including with regard to a partial amount due - the purchaser's right of possession expires, as does the authorization to collect the claims from his customers. At our request, the purchaser must then inform the supplier of the debtors (name, address) of the assigned claims, provide the necessary information and notify the debtors of the assignment. In other cases, the supplier is entitled to demand that the purchaser immediately return the goods delivered under retention of title, whereby this request for return serves only to secure the claim and does not constitute withdrawal from the contract.

14.5. The risk of accidental loss of the goods subject to retention of title is borne by the purchaser, who undertakes to treat the delivered goods with care and to insure them adequately for the duration of the retention of title. Claims against the insurance are assigned to the supplier until the purchase price and any additional costs incurred have been paid in full.

14.6. Rights arising from retention of title and all special forms thereof set out in these terms and conditions shall apply until we are fully released from contingent liabilities which we have entered into in the interest of the buyer.

14.7. We undertake to release the securities to which we are entitled at the request of the customer if the value of the claims to be secured, insofar as these have not yet been settled, exceeds the value by more than 20%.

15. Warranty

15.1. The supplier shall, at its discretion, remedy defects in the goods by repair or replacement. If subsequent performance fails, the purchaser may demand a reduction in the price or rescission of the contract. In the case of only minor non-conformity with the contract (e.g., minor defects), the purchaser is not entitled to withdraw from the contract. If the purchaser withdraws from the contract due to a defect after subsequent performance has failed, the purchaser is not entitled to any additional compensation for damages due to the defect.

15.2. The purchaser must notify the supplier of obvious defects in writing within 7 calendar days of receipt of the goods, and of hidden defects within the same 7-day period after the defect was discovered. Otherwise, the assertion of a warranty claim is excluded. Timely dispatch is sufficient to meet the deadline. The purchaser bears the burden of proof for all requirements for a claim – in particular, the defect itself, the time of discovery of the defect, and the timeliness of the notification of the defect.

15.3. The warranty period is one year – calculated from the date of delivery of the goods.

15.4. In the case of negligent breaches of duty, our liability is limited to the foreseeable, contract-typical, direct damages based on the type of goods. This also applies to slightly negligent breaches of duty by our legal representatives or vicarious agents. In these cases, liability is limited to the Fivefold of the net value of the goods affected by the defect or damage. This limitation does not apply in cases of willful intent, personal injury, or mandatory statutory liability.

16. Others

16.1. The Supplier shall not accept the assignment of a claim by the Purchaser.

16.2. The purchaser only has a right of set-off if his counterclaims have been legally established or have been acknowledged by the supplier. The purchaser can only exercise a right of retention if his counterclaim is based on the same contractual relationship.

16.3. Should a provision be or become invalid, unenforceable or incomplete for whatever reason, it shall be replaced by a provision that comes as close as possible to what was originally intended, but is effective, enforceable and/or complete. The validity of the contract shall otherwise not be affected by this.

16.4 If insolvency proceedings are initiated against the assets of one of the contracting parties, the other contracting party is entitled to withdraw from the contract for the unfulfilled part.

17. Place of performance, place of jurisdiction

17.1. Deliveries are made ex works Krefeld, free carrier Krefeld. The place of performance for all deliveries and services resulting from the contract - including those from checks or bills of exchange - is Düsseldorf.

17.2. The place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship is Düsseldorf. The supplier is also entitled to file a lawsuit with the court having jurisdiction over the customer.

18. Choice of law

18.1. German law applies to all legal relationships arising for the parties and their legal successors from this contract and any ancillary transactions. The application of the legal norms of German conflict of laws, insofar as they refer to a foreign legal system, as well as the Hague Uniform Sales Laws, the uniform UN Sales Law or other conventions on the law of the sale of goods is excluded.

18.2. The contract language is German. If documents are submitted in another language, they are only considered as a translation. If there are translation differences between the German and the foreign text, the German text is always authoritative as the original text.

Privacy Policy

The purchaser agrees that the supplier may process and use the purchaser's personal data received within the scope of or in connection with our business relationship to the extent permitted by data protection legislation. Further information can be found in our data protection declarations.

20th minimum wage

We confirm that our company pays its employees at least the statutory minimum wage according to the MiLoG.

V0925

Galvanic Nickel Gold (hard and bond gold)

Also known as hard gold plating. In contrast to the ENIG process, nickel is also used as a diffusion barrier to the copper, but the gold is deposited galvanically, i.e. with an external power source. This means that much thicker layers of 0,8 - 5 µ can be achieved. This "hard gold" is used for circuit boards with connector strips that are plugged in multiple times. The thicker the gold, the higher the number of plug-in cycles (example: 0,4 µ Au = 20 plug-in cycles, 2 µ = 500 plug-in cycles).

OSP (Organic Surface Protection)

OSP is an organic solution that is selectively deposited on solderable copper surfaces with a layer thickness of 0,02 to 0,06 µ using an immersion or rinsing bath. The surface is flat and is well suited for fine SMD assembly. Multiple soldering processes are not possible because the transparent layer decomposes at temperatures above 150 °C.

The shelf life is limited to 6 months.

Chemical silver (chem Ag.)

Chemical silver is a metallic, highly re-solderable surface with a layer thickness of 0,15 - 0,45 µ that is deposited on soldering points without external current (similar to the chemical tin process). The surface is flat and is well suited for SMD assembly.

A storage period of up to 6 months is possible. Similar to chemical tin, the surface loses its solderability due to fluctuations in ambient temperature and humidity. The surfaces must under no circumstances come into contact with materials containing sulphur (such as certain types of wrapping paper).

Chemical tin (chem. Sn)

Chemical tin is a metallic, very easy to solder finish. A thin layer of approx. 0,8 - 1,2 µ tin is deposited without external current on the copper of the soldering points, where it prevents the copper from oxidizing. The surface of the pads is very flat and is therefore particularly suitable for SMD, CoB and HDI and press-fit technology.

The storage time should not exceed 6 months. Humidity and temperature differences during storage can affect the solderability.

ENEPIG (Electroless Nickel Electroless Palladium Immersion Gold)

Between the nickel and gold process steps in the ENIG process, in the ENEPIG process, additional palladium is added as an intermediate layer (0,05 – 0,25 µ thick) into the final surface without external current.

This additional layer is not only ideal for all soldering methods, but is primarily used for gold wire bonding. This process is considered a very expensive special application.

Electroless Nickel Immersion Gold (ENIG)

ENIG or chemical nickel gold is a metallic, very easy to solder finish. It is deposited on the copper layer of the soldering points with a layer thickness of 4 - 9 µ nickel and ideally 0,05 - 0,1 µ gold, which prevents the copper from oxidizing. The deposition takes place without external current using catalytic processes and the electrical potential difference (valence) of the metals used.

The surface is very flat, the multiple solderability is suitable for SMD, Cob and HDI technology as well as aluminum wire bonding and has a storage life of up to 12 months.

The surface is IPC-4552 specified and meets the current requirements of RoHs and WEE.

hot air tinning (HAL = Hot Air Leveling)

The term hot air tinning is used both for the production process and for the surface of printed circuit boards with 99,55% Sn (tin), 0,3% Ag (silver) and 0,15 -0,05% Ni (nickel). It is intended to protect the underlying copper of the soldering points from oxidation.

The circuit boards are immersed in a hot melt (> 260°C) made of the metals mentioned. The surfaces to be tinned are then blown flat with hot compressed air and the holes are blown free. The surface is very suitable for multiple soldering and can be stored for up to 12 months.

HAL is very attractive in terms of quality and price for radial assembly and single-sided SMD technology. Our solder is lead-free and complies with RoHS guidelines.