Common use of Delivery Clause in Contracts

Delivery. a. The delivery dates and delivery periods specified in our purchase orders are binding. The timeliness of delivery is determined by the time of receipt at our notified reception point (or the time of acceptance for work performed). If goods are delivered earlier than agreed, we reserve the right to send back the goods at the Supplier’s expense. If we do not return goods delivered early, we take them into stock at the expense and risk of the Supplier until the delivery date. b. If a delay in delivery or performance is recognizable or if circumstances occur that indicate that the stipulated delivery period or agreed delivery date cannot be adhered to, we must be notified thereof without delay and of the reasons for, and the probable duration of, the delay. This does not affect our right to withdraw from the contract or to claim damages as appropriate. c. If the Supplier is in default, we may require payment of a contractual penalty of 0.5% of the order value for each week commenced, however, a maximum of 5% of the order value. We may require payment of the contractual penalty if we reserve the right to do so at the latest by the end of the month after acceptance of the last deliveries and services to be performed for the order. This contractual penalty will be taken into account against any claims for damages. d. If we accept the delayed delivery or service without attaching any conditions, this does not constitute any waiver of the claims to compensation accruing to us by reason of the delayed delivery or service. This applies until we have made payment in full of the remuneration for the relevant delivery or services. e. We accept part deliveries only by express agreement. In the event of agreed part-deliveries, the amount of the back order must be shown. In the event of excess deliveries that exceed the usual commercial volumes, we reserve the right to return the excess goods delivered at the expense of the Supplier. f. The Supplier may only invoke the absence of necessary documents to be supplied by us if the Supplier has sent us a written reminder regarding the documents but failed to receive them within a reasonable period of time. g. The Supplier must supply all evidence (e.g. certificates of origin) that we require to satisfy customs requirements and/or obtain other favourable terms. If the origin of the goods differs from the Supplier’s declaration in our possession, the change must be specifically mentioned on the delivery note and invoice and the country of origin stated. h. The Supplier is liable for the deliveries and services of its sub suppliers to the same extent as for its own deliveries and services. The sub suppliers of the Supplier are consequently deemed to be agents of the Supplier. i. If we have informed the Supplier of the intended purpose of the deliveries or services, or if the intended purpose is evident to the Supplier even without this express notification, the Supplier is obliged to notify us without delay if its deliveries or services are not suitable for this intended purpose. j. The Supplier is obliged to notify us in detail without delay in writing of any changes in the composition of the materials processed or in the design or workmanship compared to deliveries and services of a similar nature provided up to that date. Changes of this kind require our written consent. In the absence of such consent, deliveries and services by the Supplier are deemed to be defective.

Delivery. a. 4.1 The delivery (including the transfer of risk) shall be made “DDP” (Delivered Duty Paid, Incoterms 2020) to the place of delivery specified in the order. In this case the risk is transferred at the time of delivery to the agreed place of delivery. If the place of de- livery is not specified and nothing else has been agreed, the delivery shall be made to our registered office. The agreed place of de- livery is also the place of performance for the delivery and any subsequent performance (obligation to deliver). 4.2 Each delivery shall be accompanied by a delivery note stating the date of issue and dispatch and the Products (article number and quantity). If the delivery note is missing or does not contain the above information, we shall not be responsible for any resulting delays in processing and payment. Sepa- rately from the delivery note, the Supplier shall send us a corresponding delivery note with the same content via e-mail in advance. 4.3 The Supplier shall not be entitled to delivery in instalments unless otherwise agreed by us in writing. Higher costs in- curred by delivery in instalments shall in any case be borne by the Supplier. 4.4 The delivery dates and delivery periods specified in our purchase orders are agreed with the Supplier shall be binding. The timeliness Depending on the agreed terms of delivery, compliance with the delivery is period shall be determined by the time date of receipt of the Products at our notified reception point (the destination specified by us or the time prompt availability of acceptance the Products for work performed). If goods are delivered earlier than agreed, we reserve the right to send back the goods at collection from the Supplier’s expense. works. 4.5 If we do not return goods delivered earlythe Supplier is in delay in making a delivery, we take them into stock at then the expense and risk Supplier shall incur a con- tractual penalty of 0,2% of the Supplier until purchase price of the delivery date. b. If a delayed Products for each work- day of the delay in delivery or performance is recognizable or if circumstances occur that indicate that the stipulated delivery period or agreed delivery date cannot be adhered todelivery, we must be notified thereof without delay and extending to a maximum, however, of 5% of the reasons for, and the probable duration of, the delaysaid net purchase price. This does shall not affect our right to assert claims for compensation. Any con- tractual penalty due shall, however, be cred- ited against any asserted claim for compen- sation. 4.6 If the Supplier realizes that it is not possible to comply with a delivery date or quantity agreed with us, it must inform us immediately in writing, stating the reasons, the anticipated duration of the delay and the effects it will have, together with suitable measures for averting them. 4.7 Any inability to deliver as a result of events that are unforeseeable and unavoid- able and outside the Suppliers’ sphere of in- fluence and for which the Supplier is not re- sponsible (force majeure) such as war and natural catastrophes shall, for their duration and in accordance with their impact, relieve the Supplier from its obligation to comply with any agreed time for delivery and un- loading. Supplier must inform us of the oc- currence of such force majeure events. If the Supplier’s performance of the agreement has become permanently impossible as a re- sult of such incidents, we and the Supplier shall also be entitled to withdraw from the contract or to claim damages as appropriateterminate the contract without notice. c. If the Supplier is in default, we may require payment of a contractual penalty of 0.5% of the order value for each week commenced, however, a maximum of 5% of the order value. We may require payment of the contractual penalty if we reserve the right to do so at the latest by the end of the month after acceptance of the last deliveries and services to be performed for the order. This contractual penalty will be taken into account against any claims for damages. d. If we accept the delayed delivery or service without attaching any conditions, this does not constitute any waiver of the claims to compensation accruing to us by reason of the delayed delivery or service. This applies until we have made payment in full of the remuneration for the relevant delivery or services. e. We accept part deliveries only by express agreement. In the event of agreed part-deliveries, the amount of the back order must be shown. In the event of excess deliveries that exceed the usual commercial volumes, we reserve the right to return the excess goods delivered at the expense of the Supplier. f. The Supplier may only invoke the absence of necessary documents to be supplied by us if the Supplier has sent us a written reminder regarding the documents but failed to receive them within a reasonable period of time. g. The Supplier must supply all evidence (e.g. certificates of origin) that we require to satisfy customs requirements and/or obtain other favourable terms. If the origin of the goods differs from the Supplier’s declaration in our possession, the change must be specifically mentioned on the delivery note and invoice and the country of origin stated. h. The Supplier is liable for the deliveries and services of its sub suppliers to the same extent as for its own deliveries and services. The sub suppliers of the Supplier are consequently deemed to be agents of the Supplier. i. If we have informed the Supplier of the intended purpose of the deliveries or services, or if the intended purpose is evident to the Supplier even without this express notification, the Supplier is obliged to notify us without delay if its deliveries or services are not suitable for this intended purpose. j. The Supplier is obliged to notify us in detail without delay in writing of any changes in the composition of the materials processed or in the design or workmanship compared to deliveries and services of a similar nature provided up to that date. Changes of this kind require our written consent. In the absence of such consent, deliveries and services by the Supplier are deemed to be defective.

Delivery. a. 2.1 The agreed delivery times are only approximate. It begins from the time the supplier has all information and clearances from the purchaser, in case these are required, or on the date of contract confirmation. The delivery dates and delivery periods specified time is considered to be in our purchase orders are bindingcompliance if the merchandise left the factory, completely or partially, at the agreed time or, if shipment is not possible, the readiness for dispatch has been notified to the purchaser. The timeliness In the case of delivery is determined delayed delivery, an appropriate time extension must be set. Partial deliveries must be accepted. 2.2 Changes made to the contract by the purchaser, which influence the time of receipt at our notified reception point (or delivery, can extend it appropriately. These changes shall not delay the time of acceptance for work performed). If goods are delivered earlier than agreed, we reserve the right to send back the goods at the Supplier’s expense. If we do not return goods delivered early, we take them into stock at the expense and risk completion of the Supplier until contract by more than three months. 2.3 Merchandise ordered on-call must be collected within 12 months after confirmation of contract. The binding delivery amounts must be given in writing at least two months before the delivery date. b. 2.4 If a delay the supplier is unable to fulfil his obligation due to the occurrence of unpredictable, extraordinary events which, despite the conditions of the individual cases are unavoidable – regardless of whether it occurred in the factory of the supplier or by his vendor – in particular official interferences, breakdowns, labour disputes and the consequences thereof, and delays in the delivery of substantial raw and auxiliary materials, the delivery date will be extended appropriately. If delivery or performance is recognizable or if circumstances occur that indicate that becomes impossible through the stipulated delivery period or agreed delivery date canaforementioned events, the supplier shall be released of his obligations but the purchaser shall not be adhered to, we must be notified thereof without delay and of the reasons for, and the probable duration of, the delay. This does not affect our right entitled to withdraw from the contract or demand compensation. If the aforementioned obstacles occur for the purchaser, the same legal consequences apply for his obligation to claim damages accept delivery. The contract partners shall notify each other immediately in writing of hindrances as appropriatementioned above. c. If 2.5 The right to correct and prompt self-supply is reserved. This is valid only if the Supplier failed delivery is in default, we may require payment of not caused by us and a contractual penalty of 0.5% congruent hedging transaction has been finalised with our vendor. The supplier will immediately inform the purchaser of the order value for each week commenced, however, a maximum of 5% unavailability of the order value. We may require payment of the contractual penalty if we reserve the right to do so at the latest by the end of the month after acceptance of the last deliveries and services materials to be performed for delivered and, if he wishes to cancel the order. This contractual penalty will contract, the cancellation right should be taken into account against any claims for damages. d. If we accept the delayed delivery or service without attaching any conditions, this does not constitute any waiver of the claims to compensation accruing to us by reason of the delayed delivery or service. This applies until we have made payment in full of the remuneration for the relevant delivery or services. e. We accept part deliveries only by express agreementimmediately executed. In the event case of agreed part-deliveriescancellation, the amount supplier will immediately provide the purchaser with an appropriate reciprocation. 2.6 If, after the finalisation of a contract, the supplier determines that he cannot manufacture or process the ordered materials due to technical reasons, he may rescind the contract. The supplier will immediately inform the purchaser of the back order must be showntechnical difficulties and exercise his right to rescind the contract. In the event case of excess deliveries that exceed the usual commercial volumes, we reserve the right to return the excess goods delivered at the expense of the Supplier. f. The Supplier may only invoke the absence of necessary documents to be supplied by us if the Supplier has sent us a written reminder regarding the documents but failed to receive them within a reasonable period of time. g. The Supplier must supply all evidence (e.g. certificates of origin) that we require to satisfy customs requirements and/or obtain other favourable terms. If the origin of the goods differs from the Supplier’s declaration in our possessioncancellation, the change must be specifically mentioned on supplier will immediately provide the delivery note and invoice and the country of origin stated. h. The Supplier is liable purchaser with an appropriate refund. Claims for the deliveries and services of its sub suppliers to the same extent as for its own deliveries and services. The sub suppliers of the Supplier are consequently deemed to be agents of the Supplier. i. If we have informed the Supplier of the intended purpose of the deliveries or services, or if the intended purpose is evident to the Supplier even without this express notification, the Supplier is obliged to notify us without delay if its deliveries or services are not suitable for this intended purpose. j. The Supplier is obliged to notify us in detail without delay in writing of any changes in the composition of the materials processed or in the design or workmanship compared to deliveries and services of a similar nature provided up to that date. Changes of this kind require our written consent. In the absence of such consent, deliveries and services damages by the Supplier purchaser, according to Point 11 of these delivery conditions, are deemed to be defectivebarred, i.e. limited.

Delivery. a. The 8.1 In principle, delivery dates times are non-binding and approximate. In the event of uncertainty, the delivery periods specified in our purchase orders are binding. The timeliness of delivery is determined by the time of receipt at our notified reception point (or the time of acceptance for work performed). If goods are delivered earlier than agreed, we reserve the right to send back the goods at the Supplier’s expense. If we do not return goods delivered early, we take them into stock at the expense and risk period begins with dispatch of the Supplier until confirmation of order by us. For delivery times to be complied with, the delivery date. b. If Purchaser must submit all required documents in a delay in delivery or performance is recognizable or if circumstances occur that indicate that the stipulated delivery period or agreed delivery date cannot be adhered totimely manner, we must be notified thereof without delay receive any necessary authorizations and of the reasons forreleases punctually, and all contractual obligations must be met by the probable duration ofPurchaser, in particular the agreed terms of payment. If these requirements are not fulfilled in time, the delaydelivery deadline shall be suitably extended. This does not affect our right to withdraw from apply if we are responsible for the contract or to claim damages as appropriatedelay. c. If the Supplier is in default8.2 Unless otherwise agreed, we may require payment deliver "ex works". The notification of readiness for dispatch or collection by us is determinative for compliance with the delivery date or delivery period. 8.3 Partial deliveries are permissible to a contractual penalty reasonable extent. These will be invoiced separately. 8.4 Production-related excesses or shortages are permissible up to 10 percent of the total order quantity. The total price will be amended accordingly. 8.5 In cases of force majeure and any other event beyond our control and influence, such as natural disasters, mobilization, war, insurgency, strikes and lockouts, official restrictions on imports and exports, unforeseen obstacles to production or deliveries - on our premises or those of our subcontractors - the delivery period deadline shall be reasonably extended. We will inform the Purchaser of the beginning and end of such circumstances as promptly as possible. 8.6 If we incur a delay and cause the Purchaser to incur a loss as a result of this, the Purchaser is entitled to demand a flat-rate compensation for delay. It shall amount to 0.5% of the order value of the part of the total output which cannot be used on time or in accordance with the contract as a result of the delay for each every full week commencedof delay, however, up to a maximum of 5% of the order value. We may require payment of the contractual penalty if we reserve the right to do so at the latest . 8.7 Both damage claims by the end Purchaser due to default in delivery and compensation in lieu of performance exceeding the month limits specified at Article 8.6 are excluded in all cases of delayed delivery, even after acceptance expiry of the last deliveries and services to be performed any delivery deadline set for the orderus. This contractual penalty will be taken into account against any claims for damages. d. If we accept the delayed delivery or service without attaching any conditions, this does not constitute any waiver of the claims to compensation accruing to us by reason of the delayed delivery or service. This applies until we have made payment apply in full of the remuneration for the relevant delivery or services. e. We accept part deliveries only by express agreement. In the event of agreed part-deliveriesmandatory liability for intent, gross negligence or injury to life, limb or health. The Purchaser may only withdraw from the amount Contract within the scope of statutory provisions, insofar as the back order must be shown. In the event of excess deliveries that exceed the usual commercial volumes, we reserve the right delay to return the excess goods delivered at the expense of the Supplierdelivery is attributable to us. f. 8.8 The Supplier may only invoke the absence of necessary documents Purchaser undertakes to be supplied by us if the Supplier has sent us a written reminder regarding the documents but failed to receive them notify us, upon our request, within a reasonable period of time. g. The Supplier must supply all evidence (e.g. certificates of origin) that we require period, as to satisfy customs requirements and/or obtain other favourable terms. If whether it intends to withdraw from the origin Contract as a result of the goods differs from the Supplier’s declaration in our possession, the change must be specifically mentioned on the delivery note and invoice and the country of origin stateddelay or continues to require delivery. h. The Supplier is liable for the deliveries and services of its sub suppliers to the same extent as for its own deliveries and services. The sub suppliers of the Supplier are consequently deemed to be agents of the Supplier. i. If we have informed the Supplier of the intended purpose of the deliveries or services, or if the intended purpose is evident to the Supplier even without this express notification, the Supplier is obliged to notify us without delay if its deliveries or services are not suitable for this intended purpose. j. The Supplier is obliged to notify us in detail without delay in writing of any changes in the composition of the materials processed or in the design or workmanship compared to deliveries and services of a similar nature provided up to that date. Changes of this kind require our written consent. In the absence of such consent, deliveries and services by the Supplier are deemed to be defective.