On this page you find the general terms and conditions of Siegener Verzinkerei Holding GmbH. These are applicable to the following companies of our group: Verzinkerei Becker GmbH, Saarlouis-Fraulautern - Verzinkerei Bochum GmbH, Bochum - Siegener Verzinkerei GmbH, Kreuztal - Verzinkerei Würzburg GmbH, Rottendorf.

You can download these terms and conditions - as well as those of Verzinkerei Rhein-Main GmbH & Co. KG - as pdf-file in our download area. You can reach the download area >> here.

Paragraph 1 General information - Scope
1. Our terms and conditions apply exclusively; any contradictory terms and conditions of our purchasers are not accepted, unless this has been explicitly confirmed in writing. Our terms and conditions also apply when we make delivery or provide services to purchasers without restrictions even if we are aware of any contradictory or deviating terms and conditions of that purchaser.
2. Any agreement made between us and the purchaser for the purpose of executing an order placed with us is laid down in writing in the contract signed between us and the purchaser.
3. Our terms and conditions only apply to companies as defined in paragraph 310 section 1 BGB.
4. Our terms and conditions apply to any future business with the purchaser

Paragraph 2 Enquiry, quotation, contract
1. The purchaser is obliged to define the material quality, material thickness, dimensions and unit weights of parts to be finished by us in their enquiry or at the latest in their order. For complex or larger parts, drawings or at least sketches must be enclosed; for small items of hardware, samples must be provided. Also, the purchaser is obliged to inform us at the latest at the time of placing his/her order of any specification required to meet with DASt directive 022 "Hot-dip galvanizing of load-bearing steel components" issued by the German Committee of Metal Construction. Before placing his/her order, the purchaser must also check whether DASt directive 022 is applicable. Furthermore, the purchaser is obliged to inform us about enclosed or hidden hollow spaces.
2. We assume that steel products to be zinc-coated comply with the requirements defined in DIN EN ISO 10 025 and that the chemical composition and mechanical properties of the steel make it suitable for hot-dip galvanizing; steel which complies with other standards or displays other features can only be handled on request following our written confirmation. Furthermore, we assume that all steel structures provided for galvanizing have been designed to allow galvanizing to take place.
3. We specifically point out that as a result of the galvanizing process, cracks may occur on zinc-coated steel and steel constructions, which cannot be avoided with the current technology (“liquid metal-induced crack formation”). Furthermore, we point out that when using fine-grain steels, hydrogen embrittlement and, as a consequence, crack formation may occur. To avoid such damage, it is necessary that such steel/steel structures be sand-blasted to a purity degree of SA 2 ½ prior to delivery for treatment. The purchaser must notify us of such steel at the latest at the time of providing the items for treatment. We do not assume any liability for liquid metal-induced crack formation or crack formation due to hydrogen embrittlement or for any consequential damage.
4. Our quotations are given without commitment.
5. If the PO is a quotation as defined in paragraph 145 BGB, we may accept it within a period of 2 weeks.
6. Orders become binding upon us at the time when the purchaser issues the order confirmation receipt.

Paragraph 3 Pricing
1. Our prices are to be understood as net ex works without packaging, freight or insurance.
2. Prices are calculated based on the weight of zinc-coated parts and apply to parts provided in a condition which enables them to be galvanized. For orders where the weight is less than 50 kg, a surcharge will be calculated at our discretion.
3. The prices we quote are based on minimum zinc layer thicknesses as defined in DIN EN ISO 1461 and on our usual handling time. If during processing it transpires that these conditions are not met, we may request a higher price to be set in accordance with our calculation notes.
4. Any work which is additional to zinc coating, particularly the removal of oil, grease and old zinc coating, as well as the subsequent application of apertures or double dip coating is not included in our quoted prices and will be billed additionally, in accordance with our calculation notes.  Additional expenses incurred as a result of applying DASt directive 022, e.g. for MT testing, will also be billed additionally.
5. We explicitly reserve the right to adjust our prices if, after a contract has been signed, cost reductions or increases occur, particularly as a result of wage agreements or material price fluctuations. These will be explained to the purchaser on request.
6. Our prices are quoted excluding VAT; VAT will be stated separately on the bill at the applicable legal rate on the day of invoicing.

Paragraph 4 Delivery and performance time
1. All technical details must be clarified by the beginning of the delivery period stated by us.
2. Our compliance with our delivery obligation is dependent on the due compliance by the purchaser with all his/her obligations in good time, in particular compliance with the agreed delivery dates, the delivery of the material to be galvanized in a suitable condition in line with DIN EN ISO 1461 and DIN EN ISO 14 713 and compliance with the duties incumbent on the purchaser under DASt directive 022. Any binding delivery timeframe quoted by us will begin on the date on which we receive the parts, provided we have received all the information, documents and/or samples mentioned in paragraph 2, section 1. If preparatory work is required to make the item suitable for galvanizing, as mentioned in paragraph 3 section 4, the delivery timeframe will only start once this work has been completed. If the purchaser fails to comply with his/her obligations, the objection of non-fulfilled contract remains reserved.
3. The beginning of the delivery period and due compliance with our delivery obligations also requires that none of the circumstances set out in paragraph 10 apply.
4. If the purchaser culpably infringes his/her duty to cooperate, we are entitled to request compensation for any damage resulting from this, including any additional costs. Any other claims are reserved.
5. As far as the conditions of paragraph 4 apply, the risk of any accidental loss or deterioration of the parts provided is transferred to the purchaser at the point in time when he/she fails to take delivery.
6. We accept liability in line with the legal provisions as far as the contract concerned is a transaction for delivery by a fixed date as defined in paragraph 286 section 2 no. 4 BGB or paragraph 376 HGB. We accept liability in line with the legal provisions in that the purchaser, as a consequence of a delay in delivery caused by us, is entitled to claim that his/her interest in further contract fulfilment has ended.
7. Furthermore, we accept liability in line with the legal provisions where a delay in delivery is due to any intentional or grossly negligent breach of contract for which we are responsible; any fault by our representatives or agents shall be treated as our fault. Unless a delay in delivery is the result of an intentional breach of a contract by us, our obligation to pay damages is limited to the foreseeable, typically occurring damage caused by delay.
8. We are liable according to the legal provisions when a delay in delivery for which we are responsible is due to a culpable breach of contract; in this event, the liability for damages is limited to the foreseeable, typical damage.
9. Apart from the above, in the case of a delay in delivery, we shall be liable in the form of a lump sum compensation for delay of 0.5 % of the value of the delivery for each full week of delay, the maximum compensation being 5 % of the value of the delivery.
10. Any additional legal claims and rights of the purchaser remain reserved.

Paragraph 5 Transfer of risk - Despatch
1. Unless otherwise specified in the order confirmation, delivery is agreed to be "ex works". 
2. Any parts reported as ready for despatch must be immediately collected by the purchaser. If the purchaser fails to comply with this obligation, we may at our discretion despatch the parts to the purchaser or store at the purchaser's cost and risk. If we decide to despatch the goods, we will choose the mode of transport and route.
3. In the event of default of acceptance by the purchaser, we are also entitled to claim for damages resulting from this, including any additional expenses. Any other claims shall remain reserved.
4. By handing over goods to a train operator, forwarder or carrier or at the beginning of storage, the risk will be transferred to the purchaser, even if we have contractually agreed to make delivery.
5. Transport packaging and other packaging in line with packaging regulations will not be taken back, except for pallets. The purchaser is obliged to ensure the disposal of packaging materials at his/her own cost.
6. If the purchaser so requires, delivery will be covered by a transport insurance policy; the cost for this will be paid by the purchaser.

Paragraph 6 Liability for defects
1. The quality of our work performance is exclusively based on agreed technical specifications. If no such specifications have been agreed, we owe expert galvanizing in terms of the material and workmanship in line with the current accepted standards, in particular in line with DIN EN ISO 1461, taking into account, however, the provisions of DIN 267 page 10. The time of the transfer of risk is decisive in regard to the contractual condition of the items.
2. We are not responsible for defects resulting from the steel being unsuitable or the constructions supplied being inappropriate for galvanizing (see paragraph 2 section 2 and section 3), nor for defects which are due to unsuitable or improper use, defective installation by the purchaser or a third party, usual wear and tear, defective or negligent handling or the consequence of improper modifications or repair carried out by the purchaser or a third party / modifications or repairs carried out by the purchaser or third party without our approval. We are not responsible either for mechanical damage resulting from transport or installation, contamination resulting from natural or artificial chemical substances (e.g., cleaning agents), for subsequent welding work which is not reworked in line with DIN EN ISO 1461 or for unprotected contact points which may result from signs or lamps. We assume the maximum corrosion load to be as defined in corrosiveness category C3; if this is not the case, we will not be responsible for any resulting damage. Furthermore, we are not responsible for defects due to non-observance of DASt directive 022 or to receiving inaccurate information from the purchaser regarding DASt directive 022.
3. The limitation period for claims for defects shall be 12 months from the date of the transfer of risk. This does not apply if mandatory longer periods are provided for by law, in particular in the event of damages to a building or a part which is used for a building within the framework of its normal application and which leads to the defectiveness of such a building.
4. If acceptance or initial sample testing has been agreed for parts processed by us, notice of defects which the purchaser might have identified in the event of thorough checking prior to acceptance or through initial sample testing is ruled out.
5. We must be provided with the opportunity to verify the claimed defect. Claimed parts must be immediately returned to us at our request; we will assume the transport cost for justified notices of defects. If the purchaser fails to comply with his/her return obligation or if he/she makes changes to claimed parts without our approval, any claims based on defects shall be void.
6. In the event of justified notifications of defects filed in good time, we will provide supplementary performance so as to remove the defect (repair).
7. If we fail to meet this obligation or to meet this obligation as defined in the contract within an appropriate period of time, the purchaser may set a final period of grace in writing within which we must comply with our obligation. Following the unsuccessful expiry of such a period of grace, the purchaser may request a reduction in the price, resign from the contract or carry out the required repair himself/herself or have it carried out by third parties at our cost and risk.
8. If a repair is successfully carried out by the purchaser or third parties, all purchaser claims are compensated by refunding the costs incurred. If expenses increase because parts have been transported to another location following delivery by us, no additional cost will be reimbursed unless such transfer was in line with the intended use of such parts.
9. Legal recourse by the purchaser against us is only possible if the purchaser has not signed an agreement with his/her purchaser which goes beyond legal claims for defects. Apart from that, the scope of recourse is limited to that laid down in section 8, final sentence.

Paragraph 7 Securities
1. We have a lien on parts delivered to us, which we may use for any claims against the purchaser, in particular claims that have occurred previously.
2. If we deliver finished parts to the purchaser prior to complete payment or following a partial payment, it is agreed with the purchaser that we hold co-ownership of the finished parts on a pro-rata basis in line with the amount of outstanding payments and that the purchaser stores the finished parts free of charge for us on our behalf. Parts for which we have co-ownership are hereafter described as retention of title goods.
3. The purchaser may resell retention of title goods within the framework of regular business, as long as he/she is not in default of payment. However, the purchaser hereby assigns to us claims resulting from the re-sale or otherwise, insurance or tort, for the retention of title goods as a security up to the amount equalling our claim from the purchaser. We irrevocably authorize the purchaser to collect any claims assigned to us for his/her invoice and in his/her name. At our request, the purchaser shall inform his/her purchasers of any such assignment and shall provide us with the required information and documents.
4. Processing or reshaping of retention of title goods by the purchaser is made on our behalf. If retention of title goods are processed with other items not belonging to us, we acquire co-ownership in the new item on a pro-rata basis based on the partial value of retention of title goods vs. other processed items at the time of processing. The item produced by processing is subject to the same provisions as the retention of title goods.
5. To secure our claims against the purchaser, the purchaser assigns to us claims against third parties which result from connecting retention of title goods with land.
6. In the event of seizure of retention of title goods or other third party encroachment, the purchaser shall immediately notify us in writing so we can file a suit in line with paragraph 771 ZPO (German code of civil procedure). If third parties are unable to refund the court and extra-judicial costs of a suit as set out in paragraph 771 ZPO, the purchaser shall be liable for any losses resulting from it.
7. We undertake to release securities at the purchaser’s request insofar as the achievable value of our securities exceeds the claims to be secured by more than 10%; the selection of securities to be released is at our discretion.

Paragraph 8 Payment
1. Unless otherwise agreed, our invoices are payable within a maximum of 14 days from the date of the invoice. 
2. Cash discounts must be specifically agreed in writing.
3. Any discounts which have been agreed no longer apply if the invoice total is not paid to us by the 15th day following date of the invoice at the latest.
4. The purchaser shall only be entitled to set off any amounts if his/her counter-claims have been legally determined, are uncontested or agreed by us.
5. In the event that only a part of our delivery is indisputably defective, the purchaser is under the obligation to make payment for the correct portion unless such portion is not of interest to him/her.
6. In the event that the payment date is exceeded, we may claim default interest at the bank’s overdraft rate, or at least amounting to 8 percentage points above the applicable base rate of the European Central Bank. 
7. In the event of payment default, we can, following written information to the purchaser, cease to comply with our obligations until payment has been received.
8. Bills of exchange and cheques will only be accepted by agreement as conditional payment and provided that they are discountable. Discount fees are charged from the day the invoice amount became due. A guarantee for the presentation of bills of exchange and cheques at the due and proper time and for the lodging of a protest is excluded.
9. If it becomes apparent after conclusion of the contract that our claim to payment is at risk owing to the purchaser's lack of adequate financial capacity, we may refuse performance and set the purchaser a reasonable deadline within which he/she must make payment or provide security concurrently with the delivery. In case of refusal by the purchaser or expiry of the time limit without payment being forthcoming, we will be entitled to withdraw from the contract and/or claim damages.

Paragraph 9 Other claims, liability
1. Unless otherwise stated in these conditions, other and additional claims of the purchaser against us are excluded. This applies in particular to claims for damages on account of breaches of duties from the contractual relationship and tortuous act. Therefore, we shall not be liable for damage that did not occur to the merchandise itself; in particular we shall not be liable for lost profits or other property damages of the purchaser.
2. The aforementioned limits on liability shall not apply in the event of willful intent and gross negligence by our legal representatives or executives and in the event of culpable violation of significant contractual obligations. In the event of culpable violation of significant contractual obligations we are liable - other than in cases of specific intent or gross negligence on the part of our legal representatives or executives - only for typical predictable contractual damage.
3. The above limitation of liability shall not apply either in those cases in which liability is imposed by the German Product Liability Law, when any defects of the goods delivered may cause personal injury or material damage to privately used objects. It is also not applicable in case of injury to life, body or health and in the absence of assured characteristics, if, and insofar as the object of the assurance had precisely the purpose of securing the purchaser  against damage not occurring to the supplied goods themselves
4. To the extent that our liability has been ruled out or limited, this shall also apply to the personal liability of our employees, workers, fellow-workers, legal representatives and vicarious agents.
5. The legal regulations concerning the burden of proof shall remain unaffected.

Paragraph 10 Force majeure
1. Force majeure, industrial disputes, disturbances, official measures, non-arrival of deliveries from our suppliers and other unpredictable, unavoidable and serious events will release us and the purchaser from our performance obligation for the duration and to the extent of their effect.
2. This shall also apply if these events occur at a time in which the affected contractual partner  is in default.
3. The contracting parties shall be obliged to provide the necessary information without delay within the framework of what can be reasonably expected and to adapt their duties to the changed situation in good faith.

Paragraph 11 Place of performance - Jurisdiction
1. If the order confirmation does not specify otherwise, our business headquarters is the place of performance.
2. Our registered office shall be the place of jurisdiction for all legal disputes, including any action relating to the payment of bills of exchange or cheques, if the purchaser is a business person, a legal entity under public law or a public-law special fund. We are also entitled to sue at the place of business of the purchaser.
3. The contractual relationship shall be subject exclusively to the laws of the Federal Republic of Germany. The United Nations Convention on Contracts for the International Sale of Goods is excluded.

® Revision 5 (Publication date 10/2010)