Why the purchase contract for a used machine is not a formality
In the German used-machine trade, the standard purchase contract contains the clause "gekauft wie gesehen" — bought as seen. This means that after signing and payment, virtually all claims are excluded. For a Polish buyer who drove 800 km to inspect a TRUMPF TruBend 5130 listed at EUR 68,000, the pressure to sign is enormous. And that pressure is exactly what dishonest sellers count on.
At Hutnia, we have been reviewing and negotiating machine purchase contracts for 6 years. Below are the 5 clauses that must appear in every contract — or you need to understand why their absence is acceptable.
Clause 1: Technical description as part of the contract (Technische Beschreibung als Vertragsbestandteil)
The most common mistake: the contract states "1x CNC lathe DMG Mori CTX 510, year 2016" — and nothing else. If after delivery the control turns out to be a Siemens 828D (not the advertised 840D sl) and the bar feeder is defective, you have no basis for a claim.
What belongs in the contract:
- Full technical specification as an annex (Anlage zum Kaufvertrag).
- Reference to the online listing with date and screenshot — "The description dated 15.05.2026 on maschinensucher.de, listing no. 12345, is an integral part of this contract."
- List of additional equipment: hydraulic chuck, tool magazine (number of slots), coolant pump.
Without this annex, you are buying "something with a DMG Mori logo" — not a specific machine.
Clause 2: Warranty / condition guarantee (Gewährleistung / Zustandsgarantie)
German law permits the exclusion of warranty (Gewährleistungsausschluss) in B2B transactions. And most dealers use it: "Die Gewährleistung wird ausgeschlossen" — warranty excluded.
What to negotiate:
- A minimum 3-month guarantee on critical assemblies: spindle, linear guides, servo drives.
- A "Zusicherung" (assurance) clause: the seller declares that the machine has no more than X spindle hours and is collision-free. This is legally binding — even with a general warranty exclusion.
- Concrete tolerance values: "Main spindle runout accuracy: ≤ 0.005 mm" — if the measured value after delivery is 0.02 mm, you have grounds for a claim.
Dealers such as Surplex or Gindumac offer a standard 6-month mechanical warranty. Smaller traders rarely do — but it can be negotiated in exchange for faster payment.
Clause 3: Payment terms and security (Zahlungsbedingungen und Sicherheit)
Typical structure: 30% deposit after signing, 70% before pickup. The problem: after transferring 30% (e.g. EUR 20,400 on a EUR 68,000 machine), you lose control — the seller has your money, but you do not yet have the machine.
Secure alternatives:
- Escrow (Treuhandkonto): money held in a trust account, released after confirmed acceptance. Cost: 0.5–1% of the amount, but eliminates the risk.
- 100% payment at pickup: possible for machines up to ~EUR 30,000; at higher amounts, dealers resist.
- Deposit of max. 10% with written confirmation that it is refundable (rückzahlbar) in case of material deviations from the description.
For details on when to use a deposit vs. full payment, see our article Down payment vs. full payment — when each is standard.
Clause 4: Transfer of risk and transport (Gefahrübergang und Transport)
Who bears the risk when an 11-tonne TRUMPF falls off the trailer on the A2 motorway near Poznan? The answer depends on a single sentence in the contract.
Options:
- EXW (Ex Works / Ab Werk): Risk transfers to the buyer at the point of loading at the seller's premises. Transport, insurance, customs — all on the buyer's side. This is the industry standard.
- DAP (Delivered at Place): Risk remains with the seller until delivery at the buyer's site. More expensive but safer.
- Transport insurance: Separate policy (Transportversicherung), costing ~0.3–0.5% of machine value. At EUR 68,000, that is EUR 200–340 — negligible relative to the risk.
The contract must state clearly: Incoterms (EXW/DAP/other) + who organises transport + who pays for insurance. Without this, a dispute is guaranteed.
Clause 5: Acceptance protocol and right of withdrawal (Abnahmeprotokoll und Rücktrittsrecht)
The best clause you can negotiate: a 48-hour test right after delivery. If the machine does not meet the specification from the technical annex, you have the right to withdraw (Rücktritt) with a full refund.
Realistic minimum:
- An acceptance protocol (Abnahmeprotokoll) signed by both parties at loading — documenting the machine's condition at the time of dispatch.
- Photos at unloading — comparison with condition at loading (transport damage).
- Definition of "material defects" (wesentliche Mängel) that entitle withdrawal: e.g. spindle runout outside tolerance, defective axis drive, missing CE documentation.
For guidance on how to prepare organisationally for the purchase process, see the Purchase brief template.
The contract is your only protection — take care of it
German commercial law protects the seller by default. As a buyer, you must actively negotiate every point of protection. If you do not know German contract law (BGB sections 433–453) and cannot read contracts in German — you need a procurement agent who does this for you.
Book an initial consultation Step 0 for EUR 49 — fully deductible from the EUR 500 mandate.
