Terms of service
valid in business transactions with entrepreneurs, legal entities under public law and special funds under public law for the regulation of our purchasing transactions within the scope of our worldwide business activities.
1 General
1. our terms and conditions of purchase apply exclusively; we only recognize general terms and conditions of the contractor that conflict with or deviate from our terms and conditions of purchase insofar as we have expressly agreed to them in writing. The acceptance of goods or services of the contractor (hereinafter: subject matter of the contract) or their payment does not constitute consent, even if the acceptance or payment is made with knowledge of conflicting or supplementary contractual terms and conditions of the contractor. Similarly, any previously agreed contractual terms and conditions of the Contractor that conflict with or supplement these Terms and Conditions of Purchase shall no longer be recognized.
1.2 If the Terms and Conditions of Purchase do not contain a provision on a matter, the statutory provisions shall apply to the matter in question.
2 Conclusion of contract and contract amendments, withdrawal
2.1 Orders, contracts and call-offs as well as their amendments, supplements and ancillary agreements must be made in writing. This also applies to the waiver of this written form requirement.
2.2 Verbal agreements of any kind - including subsequent amendments and supplements to our Terms and Conditions of Purchase - must be confirmed by us in writing in order to be valid.
2.3 The written form requirement is also fulfilled by fax, remote data transmission or e-mail.
2.4 Cost estimates are binding and shall not be remunerated unless expressly agreed otherwise.
2.5 If the Contractor does not accept the order within 5 working days of receipt, we shall be entitled to cancel the order.
2.6 Delivery call-offs within the framework of order and call-off planning shall become binding if the Contractor does not object within two working days of receipt.
2.7 The supplementary “Terms and Conditions of Contract and Payment for Construction Work and Deliveries” shall apply to work and services.
2.8 In addition to the statutory rights of withdrawal, we shall be entitled to withdraw from the contract if a significant deterioration in the Contractor's financial circumstances occurs or threatens to occur and the fulfillment of a delivery obligation to us is jeopardized as a result.
2.9 We shall also be entitled to withdraw from the contract if - the Contractor becomes insolvent, - the Contractor ceases to make payments, - the Contractor becomes insolvent pursuant to Section 18 of the German Insolvency Code (InsO) or the Contractor becomes over-indebted, - insolvency proceedings or comparable proceedings for the settlement of debts have been/will be applied for against the Contractor's assets or business - if the opening of insolvency proceedings against the Contractor's assets is rejected for lack of assets.
2.10 In the case of a continuing obligation, the provisions of Sections 2.8 and 2.9 shall apply analogously with the proviso that the right of rescission shall be replaced by an extraordinary right of termination without notice.
2.11 If the Contractor has performed a partial service, we shall only be entitled to withdraw from the entire contract if we have no interest in the partial service.
2.12 If we withdraw from or terminate the contract on the basis of the above contractual rights of withdrawal or termination, the Contractor shall compensate us for any damages incurred as a result, unless it is not responsible for the occurrence of the rights of withdrawal or termination.
2.13 Statutory rights and claims shall not be restricted by the provisions set out in Section 2 above.
3 Delivery
3.1 Agreed dates and deadlines are binding.
3.2 The timeliness of deliveries shall be determined by receipt at the place of receipt specified by us; the timeliness of deliveries with installation or assembly and of services shall be determined by their acceptance. Receipt of the goods by us shall be decisive for compliance with the delivery date or delivery period. If delivery “free works” (DAP or DDP in accordance with Incoterms 2020) has not been agreed, the Contractor must make the goods available in good time, taking into account the time to be agreed with the carrier for loading and dispatch.
3.3 If the Contractor is responsible for installation or assembly, the Contractor shall bear all necessary expenses such as travel expenses, provision of tools and allowances.
3.4 If agreed deadlines are not met, the statutory provisions shall apply. In the event of culpable failure to meet a deadline (delivery date for deliveries or completion date for services), the Contractor shall - unless otherwise agreed individually - pay the Client a contractual penalty of 0.2% of the order value concerned for each commenced working day by which the deadline is exceeded. The contractual penalty shall be limited to a maximum of 5% of the order value. Further claims for damages remain unaffected. However, the contractual penalty shall be offset against such claims. If the deadline is exceeded due to force majeure, such as mobilization, war, riots, strikes or global catastrophes, the calculation of a contractual penalty is not permitted
3.5 If the Contractor recognizes difficulties with regard to production, the supply of primary materials, compliance with the delivery date or similar circumstances that could prevent him from delivering on time or in the agreed quality, the Contractor must notify us immediately.
3.6 The unconditional acceptance of the delayed delivery or service shall not constitute a waiver of the claims for compensation to which we are entitled due to the delayed delivery or service; this shall apply until full payment of the remuneration owed by us for the delivery or service concerned.
3.7 Partial deliveries are generally not permitted unless we have expressly agreed to this or it is reasonable for us.
3.8 For quantities, weights and dimensions, the values determined by us during the incoming goods inspection shall be decisive, subject to proof to the contrary.
3.9 Insofar as no deviating provisions have been agreed with our order for software deliveries or supplies, we shall receive simple rights of use, unlimited in time and place, to software that is part of the scope of product delivery upon delivery. Our permitted use includes in particular the duplication, loading and running of the software.
3.10 This also includes sublicensing, leasing or any other form of transfer of the software to companies affiliated with us within the meaning of Section 15 of the German Stock Corporation Act (AktG) and to our subcontractors who are entrusted with the manufacture of our products and who require a right to use the software in this context. Permitted use also includes the transfer of the software to customers as part of a hardware product and the granting of rights of use to the extent that this is necessary for the use of the hardware.
3.11 We also have the right to use the software provided, including documentation, with the agreed performance features and to the extent necessary for the contractual use of the product. We may make a reasonable number of backup copies.
4 Force majeure
4.1 Force majeure, operational disruptions for which we are not responsible, unrest, official measures and other unavoidable events shall release the contractual partners from their performance obligations for the duration of their existence and to the extent of their effect. The contracting parties are obliged to provide the necessary information without delay within the scope of what is reasonable and to adjust their obligations to the changed circumstances in good faith. During such events and within two weeks after their end, we are entitled - without prejudice to our other rights - to withdraw from the contract in whole or in part, insofar as these events are not of insignificant duration and our requirements are considerably reduced due to the need to procure the goods elsewhere.
4.2 The provisions of clause 4.1 shall also apply in the event of labor disputes.
5 Invoices/ Assignments
5.1 The details in our orders and delivery call-offs shall apply. The invoice shall be sent in a single copy to the address printed on the invoice, stating the invoice number and other allocation features; it may not be enclosed with the consignments.
5.2 If expressly agreed in writing, payments on account shall be made by us on a performance-related basis in the amount of up to 100% of the services rendered, but up to a maximum of 90% of the total order value. Partial invoices shall be designated as such. They must be numbered consecutively and must list and document all services rendered up to that point in time. At least 10% of the total order amount (fixed lump sum price) must be invoiced with the final invoice. The final invoice must be designated as such and must include all services rendered. Partial invoices or partial payments must be shown and included in the final invoice value of the final invoice.
5.3 Duplicate invoices must be marked as duplicates. In order to process a credit note, a clear reference to the corresponding invoice / original documents / order number is required (information on the credit note document). 4.2 The provisions of clause 4.1 shall also apply in the event of labor disputes.
5.4 We are not responsible for delays in the event of incomplete documents or failure to specify the allocation feature.
5.5 SEPA direct debits, credit card or cash payments must be clearly identified.
5.6 The assignment of receivables and claims to third parties is only permitted after written notification and if the fulfillment of the contract does not deteriorate or conditions from the order are changed.
6 Pricing and transfer of risk
6.1 If no special agreement has been made, the prices are understood to be delivered named place (DAP according to Incoterms 2020) including packaging. Value added tax is not included.
6.2 In the case of deliveries with installation or assembly and in the case of services, the material risk shall pass upon acceptance, in the case of deliveries without installation or assembly upon receipt at the place of receipt specified by us.
6.3 In the case of pricing ex works or ex sales warehouse of the Contractor, the goods shall be shipped at the lowest cost in each case, unless we have prescribed a specific mode of transportation. Additional costs due to a non-existent shipping instruction shall be borne by the contractor. We can also determine the mode of transportation for free recipient pricing. Additional costs for any accelerated transportation necessary to meet a delivery date shall be borne by the contractor.
6.4 Each delivery must be accompanied by a packing slip or delivery bill stating the contents and the complete order number. Dispatch must be notified immediately with the same information.
6.5 Deliveries (transport insurance): We sign as a waiver customer!
6.6 The contractor is obliged to check the delivered goods for compliance with the contractually agreed characteristics before delivery. Our incoming goods inspection checks the identity of the goods, the quantity delivered and the presence of visible transport damage.
7 Payments
7.1 Unless otherwise agreed, payments shall be made within 14 days with a 3% discount or within 30 days net.
7.2 The payment period shall commence from the due date of the payment claim and receipt of both the invoice and the goods or provision of the service. Payment shall be made subject to invoice verification.
7.3 Ownership of the delivered goods shall pass to us upon full payment by us. Any prolonged or extended retention of title by the supplier is excluded
8 Liability and claims for defects / notification of defects
8.1 We shall only carry out an incoming goods inspection with regard to externally recognizable damage and externally recognizable deviations in identity and quantity, unless otherwise agreed with the Contractor in a quality assurance agreement. We shall give notice of such defects without delay. We reserve the right to carry out a more extensive incoming goods inspection. Furthermore, we shall give notice of defects as soon as they are discovered in the ordinary course of business. In this respect, the supplier waives the objection of delayed notification of defects. In all other respects, the statutory provisions on material defects and defects of title shall apply. The limitation period for claims for material defects shall commence upon delivery of the contractual object (transfer of risk in accordance with Sections 6.1 and 6.2). In the case of deliveries to locations where the Contractor carries out orders outside our works in accordance with the contract, it shall commence upon acceptance by our authorized representative.
8.2 We reserve the right to choose the type of subsequent performance. The place of performance for subsequent performance is the intended location of the item. This is the location where the item is located at the time of the notification of defects. The Contractor may refuse the type of subsequent performance chosen by us if it is only possible at disproportionate costs.
8.3 If the Contractor does not begin to remedy the defect after we have requested it, we shall have the right, in urgent cases and after setting a reasonably short deadline for remedying the defect, in particular to avert acute dangers or avoid major damage, to carry out the remedy ourselves or have it carried out by third parties at the Contractor's expense.
8.4 The Contractor shall indemnify us against any third-party claims arising from the infringement of third-party rights by the subject matter of the contract, unless the Contractor proves that it is not responsible for the infringement. In addition, the Contractor shall, upon request, immediately provide us with the information and documents relating to its services required to defend against such third-party claims.
8.5 The limitation period for claims for indemnification is three years. The limitation period for indemnification claims begins at the end of the year in which the claim arose and we have become aware of the circumstances giving rise to the claim and the person of the debtor or would have to become aware of them without gross negligence. Any longer statutory limitation periods shall take precedence. This also applies to the aforementioned additional right to information and documents.
8.6 Claims for material defects shall become statute-barred - except in cases of fraudulent intent - in 3 years, unless the item has been used for a building in accordance with its normal use and has caused its defectiveness. Any longer statutory limitation periods shall take precedence.
8.7 The provision in Section 8.5 (limitation period for indemnification claims) shall apply accordingly to claims due to defects of title. Any longer statutory limitation periods shall take precedence.
8.8 If the contractor fulfills its obligation to provide supplementary performance by replacement delivery, the limitation period for the goods delivered as replacement begins anew after their delivery, unless the contractor has expressly and correctly reserved the right to make the replacement delivery only as a gesture of goodwill, to avoid disputes or in the interest of the continued existence of the delivery relationship.
8.9 Within the scope of subsequent performance, the Contractor shall bear the costs of transport, travel, labor, installation, removal, and materials. If, as a result of a defective delivery, we incur costs and expenses in connection with the repair or replacement of the contractual item that we could reasonably have incurred, in particular costs and expenses for sorting, for an incoming inspection exceeding the usual scope, for the investigation and analysis of the defect, as well as costs for the involvement of external or internal personnel, the Contractor shall bear these costs, unless the Contractor is not responsible for the defect. Contributory negligence on our part must be taken into account when determining the recoverable costs in accordance with Section 254 of the German Civil Code (BGB).
8.10 To the extent that a reference market procedure or a similar procedure customary in the automotive industry is used by automobile manufacturers to determine and settle warranty claims due to the defectiveness of our delivered products, this procedure shall also apply to the relationship between the Contractor and us, provided the defect is attributable to the Contractor's products.
8.11 The Contractor shall be liable for the negligence of its subcontractors as if it were its own negligence.
9. Product Liability
9.1 In the event that we are held liable for product liability, the Contractor is obligated to indemnify us against such claims if and to the extent that the damage was caused by a defect in the contractual item delivered by the Contractor. In cases of fault-based liability, however, this only applies if the Contractor is at fault. If the cause of the damage is not within the Contractor's area of responsibility, the Contractor must prove that it is not at fault.
9.2 In the cases referred to in Section 9.1, the Contractor shall bear all costs and expenses, including the costs of any legal action, unless the costs are not necessary or reasonable overall.
9.3 Otherwise, the statutory provisions apply.
9.4 Prior to a recall that is wholly or partially the result of a defect in the contractual item delivered by the Contractor, we will notify the Contractor, give them the opportunity to cooperate, and discuss efficient implementation with them, unless informing or involving the Contractor is not possible due to particular urgency. If a recall is the result of a defect in the contractual item delivered by the Contractor, the Contractor shall bear the costs of the recall unless they are not responsible for the defect. Contributory negligence on our part must be taken into account when determining the amount of costs to be borne by the Contractor in accordance with Section 254 of the German Civil Code (BGB).
10. Execution of Work
10.1 Contractors who perform work on our premises/in our business premises in fulfillment of the contract must comply with applicable laws and regulations, as well as our company rules. The contractor is obligated to appoint a person responsible for the execution of the contract, who will ensure supervision and control. The contractor's responsible person is obligated to coordinate with our coordinator before executing the work, to take appropriate protective measures, and to inform us and affected third parties of any mutual hazards. Contractors are responsible for the training and safety of their employees and subcontractors, as well as for securing sources of danger from third parties.
10.2 If we do not appoint a coordinator in the order letter (order, call-off), the contractor must coordinate with the safety officer at our respective location as described in Section 10.1 before executing the work.
10.3 The contractor may only employ sufficiently qualified employees and safe work equipment on the factory premises. Accidents that occur on the factory premises must be reported to us immediately. Upon request, the contractor must provide us with proof of qualification. Statutory, collective bargaining, social security, and other regulations must be observed. Employees must be able to understand and follow instructions.
10.4 The contractor must submit the ASM certificates or a risk assessment conducted for the execution of the work to our coordinator before starting work. The contractor may request the information necessary to prepare the risk assessment regarding company-specific hazards from us.
10.5 Lonely work by employees of the contractor or its subcontractors on our factory premises and/or business premises must be avoided wherever possible. When working alone, supervision must be ensured by the contractor through appropriate measures, such as brief checks and a reporting system.
11. Materials, Tools, Molds, Samples
11.1 Materials, parts, containers, and special packaging supplied by us for payment or provided free of charge ("Materials") remain our property, provided payment is owed, until full payment is received. These materials may only be used for their intended purpose. The processing and assembly of the Materials are carried out for us. It is agreed that we are co-owners of the products manufactured using our materials and parts in proportion to the value of the Materials to the value of the entire product, which will be stored for us by the Contractor. We retain co-ownership of the products manufactured using our Materials until our claims arising from the Materials have been fully satisfied.
11.2 Our Materials remain our property and must be stored, labeled, and managed separately free of charge. Their use is permitted only for our placed orders. In the event of depreciation or loss, the Contractor must provide compensation. This also applies to the invoiced provision of order-related materials.
11.3 Tools, molds, samples, models, profiles, drawings, standard sheets, printing templates, and gauges provided by us, as well as any items manufactured therefrom, may not be passed on to third parties without our written consent, nor may they be used for purposes other than those specified in the contract. They must be protected against unauthorized inspection or use. Subject to further rights, we may demand their return if the contractor violates these obligations.
12. Documents and Confidentiality
12.1 All business or technical information made available by us (including characteristics that can be inferred from any items, documents, or software provided, and other knowledge or experience) must be kept confidential from third parties as long as and to the extent that it is not demonstrably public knowledge. It may only be made available within the Contractor's own operations to those persons who necessarily need to be consulted for the purpose of delivering/providing services to us and who are also bound to confidentiality; it remains our exclusive property. Such information may not be reproduced or used commercially without our prior written consent – except for deliveries/provision of services to us. Upon our request, all information originating from us (including any copies or recordings made) and items loaned to us must be returned to us immediately and in full or destroyed.
12.2 We reserve all rights to such information (including copyrights and the right to register industrial property rights, such as patents, utility models, semiconductor protection, etc.). To the extent that such information has been made available to us by third parties, this reservation of rights also applies to the benefit of these third parties.
12.3 Products manufactured according to documents designed by us, such as drawings, models, and the like, or manufactured using tools reproduced using these documents, may not be used by the Contractor itself, nor may they be offered or delivered to third parties. This also applies mutatis mutandis to our print orders.
13. Export Control and Customs
13.1 The Contractor is obligated to inform us in its business documents of any licensing requirements or restrictions for (re-)exports of its goods in accordance with German, European, and US export and customs regulations, as well as the export and customs regulations of the country of origin of its goods, and to send us the following information for goods subject to licensing in a timely manner before the first delivery and immediately in the event of changes (technical, legal changes, or official findings): - Description of the goods, - All applicable export list numbers, including the Export Control Classification Number according to the U.S. Commerce Control List (ECCN), - Commercial origin of goods, - Statistical commodity number (HS code), - A contact person within its company to clarify any queries.
13.2 The Contractor is obligated to implement supply chain security measures appropriate to its business model, in accordance with the WCO SAFE Framework of Standards, and to support us, in particular, in the necessary measures to maintain Authorized Economic Operator (AEO) approval. The Contractor undertakes to provide appropriate evidence, such as authorizations or declarations (e.g., security declarations, declarations under C-TPAT or similar programs). We or a third party commissioned by us are entitled to inspect the Contractor's evidence in accordance with this paragraph, including at the Contractor's premises.
13.3 The Contractor is obligated to provide us with binding information regarding the commercial policy and the respective prescribed preferential origin of its goods. To this end, the Contractor shall issue a long-term supplier's declaration for deliveries of goods within the European Union (EU) in accordance with the applicable EU Implementing Regulation within 21 days of our request. Furthermore, the contractor guarantees to include the required proof of origin for deliveries of goods from a free trade agreement/preferential agreement country. The commercial origin must be stated on the respective commercial invoice, and a certificate of origin must be issued if necessary. In the case of an initial delivery, the origin data must be communicated in writing at the latest at the time of the first delivery. Changes in the origin of the goods must be notified to us immediately in writing.
13.4 For deliveries of goods across customs borders, the Contractor is obligated to include all necessary documents, such as a commercial invoice, delivery note, and information for a complete and correct import customs declaration, with the delivery. The following must be observed with regard to the invoice: - Costs not included in the price of the goods (e.g., research and development costs, license fees, tool costs, provisions provided by the buyer in connection with the delivery of the goods) must also be listed separately on the invoice. - For free deliveries, the Contractor is obligated to provide a value statement on the pro forma invoice that reflects a standard market price and the following note: "For Customs Purpose Only." The reason for the free delivery must also be stated on the invoice or delivery note (e.g., free sample shipment).
13.5 The Contractor must support us with all means necessary to reduce or minimize our payment obligations with regard to customs duties or customs clearance costs.
13.6 Notwithstanding any other rights and without liability to the Contractor, we are entitled to withdraw from the affected contract or terminate it without notice if the Contractor repeatedly fails to fulfill the obligations under clauses 13.1 to 13.5.
14. Product Safety
14.1 The Contractor undertakes to apply the applicable product safety regulations. If they are not fulfilled, the contract shall be deemed improperly executed. Claims for damages due to resulting consequences remain reserved. The following provisions and requirements apply to:
14.2 The obligation under clause 14.1 includes that - the CE marking is affixed to ready-to-use work equipment, - an EC declaration of conformity in German is attached to work equipment with a CE marking, - the incorporation declaration in accordance with Annex II B of the EC Machinery Directive 006/42/EC is attached to partly completed machinery. (Extensive implementation of the quality requirements of relevant internal market directives is made a condition.)
- safety components must be CE marked,
- for technical work equipment that may be subject to EC type-examination, a certificate from an approved testing and certification body must be submitted, - instructions for use or operating or operating instructions in German must be supplied. Operating instructions in accordance with Annex I, No. 1.7.4 of the EC Machinery Directive must be enclosed with a machine (including the prescribed noise emission and vibration values). This also applies to incompletely delivered machinery. - technical documentation must be kept available for a machine in accordance with Annex VII A of the EC Machinery Directive. This also applies to incompletely delivered machinery (Annex VII B of the EC Machinery Directive).
14.3 For work equipment not subject to European internal market directives, German occupational health and safety regulations, the provisions of the Product Safety Act (ProdSG), and generally accepted safety and occupational health rules apply. Deviations from these regulations must be accompanied by a certificate guaranteeing the same level of safety. For machinery within the meaning of the EC Work Equipment Directive, the equipment requirements contained in the national implementing regulations (e.g., the Work Equipment Use Ordinance) must also be observed.
14.4 For used machinery from EEA countries/without CE marking, the requirements of Section 14.3 apply.
14.5 For work equipment, hazards due to noise emissions must be reduced to the minimum level possible, taking into account technical progress and available noise reduction measures, primarily at the source, to achieve the lowest possible level.
14.6 For work equipment bearing the GS mark, a certificate from an approved testing center confirming the type approval and a workshop test by the manufacturer must be enclosed.
14.7 The Contractor assumes responsibility for conformity for orders for services involving a modification of the work equipment(s) or machine(s) if the services performed by the Contractor involve the provision and/or installation of essential components. This means that in these cases, the Contractor may be required to provide a declaration of conformity for all work equipment.
15. Compliance
15.1 The Contractor undertakes not to offer, grant, demand, or accept any benefits that violate applicable anti-corruption regulations, either in business dealings or in dealings with public officials, within the business relationship with us.
15.2. The Contractor undertakes not to enter into any agreements or concerted practices with other companies within the business relationship with us that aim to prevent, restrict or distort competition in accordance with applicable antitrust law.
15.3 The Contractor undertakes to comply with the applicable laws regulating the general minimum wage and to oblige its subcontractors to do so to the same extent. Upon request, the Contractor shall provide evidence of compliance with the above assurance. In the event of a breach of the above assurance, the Contractor shall indemnify us against any third-party claims and shall be obligated to reimburse any fines imposed on us in this connection.
15.4 The Contractor shall comply with the applicable legal regulations regarding the treatment of employees, environmental protection, and occupational safety and shall work to reduce the adverse impacts on people and the environment in its activities. To this end, the Contractor shall establish and further develop a management system in accordance with ISO 14001 to the best of its ability. Furthermore, the Contractor will comply with the requirements of the Code of Conduct for Business Partners (www.prysmiangroup.com) and the principles of the UN Global Compact initiative, which essentially concern the protection of international human rights, the abolition of forced and child labor, the elimination of discrimination in recruitment and employment, and environmental responsibility (www.unglobalcompact.org).
15.5 If there is a suspicion of a violation of the obligations under the conditions set out in clauses 16.1 to 16.4, the Contractor must immediately investigate any possible violations and inform us of the investigation measures taken, and, where justified, disclose the affected supply chain. If the suspicion proves to be justified, the Contractor must inform us within a reasonable period of time of the internal company measures it has taken to prevent future violations. If the Contractor fails to comply with these obligations within a reasonable period of time, we reserve the right to withdraw from contracts with it or to terminate them with immediate effect.
15.6 In the event of serious violations of the law by the Contractor and violations of the provisions in Sections 16.1 to 16.4, we reserve the right to withdraw from existing contracts or to terminate them without notice.
16. Place of Jurisdiction, Applicable Law, General Provisions
16.1 The place of jurisdiction for all legal disputes arising directly or indirectly from contractual relationships based on these Terms and Conditions of Purchase and where the Contractor is a registered merchant is our registered office.
16.2 The contractual relationship shall be governed exclusively by German law, excluding conflict of laws and the UN Convention on Contracts for the International Sale of Goods (CISG). Unless otherwise agreed, the contractual language shall be German.
16.3 Should any provision of these Terms and Conditions or any further agreements concluded be or become invalid, this shall not affect the validity of the remaining provisions. The contracting parties are obligated to replace the invalid provision with a provision that comes as close as possible to its economic purpose.
General Information: We request that you send us an order confirmation – preferably by email.
The test certificate – if indicated in the order item – must be received no later than upon delivery!
The delivery terms refer to Incoterms 2020. If delivery is not agreed "free factory" (DAP or DDP), you must make the goods available in a timely manner, taking into account the time for loading and shipping to be agreed upon with the freight forwarder. For shipments over 750 kg, our contracted freight forwarders must be used. For our plants in Schwerin and Neustadt: Heland Speditions- GmbH, Marie-Curie-Straße 3, 96465 Neustadt, Telephone: +49 9568 92801-0; Email: info@heland.de For our plant in Wuppertal: Schmidt-Gevelsberg GmbH, Prinzenstraße 52, 58332 Schwelm, Telephone: +49 2336 499-194, Fax: +49 2236 499-101241; Email: michael.kahler@schmidt-gevelsberg.com; Customer number: 3300001 If you do not comply, we will invoice you for the difference in freight costs.
Please ensure you have the correct contact details for inquiries about payment status and reminders (see page 1 of our orders). Correct processing of the documents you submit and, consequently, the payment deadlines defined with this order can only be guaranteed if invoices are submitted to the billing address provided with the order, stating our order number. In this context, we would like to remind you that the IBAN (for domestic suppliers) and/or the SWIFT code (for foreign suppliers), as well as the tax numbers, are mandatory. Irresponsible business conduct is a fundamental value for our company. This principle is shared by all partners of the Prysmian Group. The principles of the Code of Ethics are mandatory for all partners of the Prysmian Group companies and subsidiaries, for all managers and their employees, agents, sales representatives, lobbyists, interns, external employees, suppliers, and consultants, and are intended to serve as a guide for the various areas of legal and ethical responsibilities and as a deterrent against improper behavior. Our current management policy and code of ethics can be found on our website www.prysmiangroup.com. These documents, as well as any additional provisions applicable to this order to which reference is made, can be requested from the contact address listed on page 1. We expect you to use reusable packaging. If this is not possible, recyclable materials must be used. All deliveries and services must be provided in a way that takes into account the minimization of energy consumption, the use of renewable energies, and the avoidance of emissions/climate-damaging substances. This also applies to the selection of raw materials, products, and equipment for production or service provision, as well as to the manufacturing process. High energy efficiency of the products and services must be ensured through the use of the best available and economically viable technology. For health and emission protection reasons, low-noise/low-vibration installation and any noise-reducing system components such as enclosures or silencers must be considered for systems/machines. Goods that require labeling under the Hazardous Substances Ordinance must be clearly marked. The supplier's personnel must follow the instructions and our safety regulations upon delivery. Current safety advice and EU safety data sheets in accordance with 91/155/EEC must be sent to safety@nsw.com prior to delivery and at the latest enclosed with each delivery. You must guarantee that all substances, preparations, and/or goods you supply comply at all times with the requirements of EU Regulation 2006/1907, as subsequently amended or integrated (REACH Regulation). If a substance or preparation to which the REACH regulations apply falls under the definition of "hazardous" at any time according to EU Directive 67/548 or EU Regulation 2008/1272, as subsequently amended or integrated, you must inform us immediately and without request about this fact, its effects, risks, and hazard potential (exposure scenario). In such a case, you can request all reasonable information from us to prepare the exposure scenario. A request can be sent by email to the contact address stated in this order. If a substance supplied alone or as part of preparations and/or articles falls under the definition of the "candidate list" according to REACH, you must also inform us immediately and without request. We operate an integrated management system (quality, energy, environmental protection, and occupational safety) that is continuously developed and regularly reviewed through internal and external audits. The contractor is also required to develop, implement, and improve an integrated management system. For deliveries and services in the automotive sector, the additional goal is to obtain certification according to IATF 16949.