1. Scope and Validity
Unless the contracting parties have expressly agreed otherwise in writing, these “General Terms and Conditions” apply to all deliveries and, mutatis mutandis, to all services provided by the seller. All offers made by the seller are non-binding. All orders and agreements as well as any amendments or additions to them are only legally binding for the seller if they are confirmed in writing, signed or executed by the seller. The buyer’s conditions of purchase only apply if they do not contradict the seller’s “General Conditions of Sale” or if they have been expressly recognized by the seller in writing before the order is placed.
Unless expressly agreed otherwise, all prices are ex works, excluding packaging and loading. The sales tax in the respective statutory amount as well as any other taxes, fees, duties and other charges at the time of delivery / service are borne by the buyer and will be invoiced to him additionally. The same applies to packaging costs, freight costs and the costs of transport insurance.
3. Delivery time
Unless expressly agreed otherwise, the delivery times and dates are always approximate. A shortfall or overshoot of up to four weeks is in any case still considered to be on time. Compliance with delivery dates and delivery deadlines is also dependent on compliance with the contractual obligations to be fulfilled by the buyer, such as terms of payment and other conditions. Regardless of the agreed shipping method, the delivery of the goods is deemed to have taken place upon handover to the first carrier by the seller or his subcontractors. In the event of an acceptance delay or postponement of the delivery date requested or caused by the buyer, the delivery and thus the transfer of risk with the notification of readiness for dispatch shall be deemed to have been made. At this point in time, regardless of the agreed delivery conditions, the risk of damage, loss or destruction of the goods is transferred to the buyer. In accordance with the period of delay to be expected at this point in time, the seller will store or temporarily store the goods in an appropriate manner. Loading and transport of the goods takes place in all cases at the risk of the buyer, regardless of the agreed pricing and even if the transport is carried out or arranged by the seller.
If no other agreement has been made, the agreed price is applicable upon delivery or upon provision of the goods, respectively. Notification of readiness for dispatch in accordance with section 4) due for payment within 30 days against invoicing by the seller without any deduction in the agreed currency to one of the accounts specified by the seller. The day of payment in full on the seller’s account is deemed to be the day of payment. Checks and bills of exchange are only accepted as payment by the seller after a separate agreement. Associated fees and expenses of any kind are borne by the buyer. The buyer is not entitled to offset or withhold payments due due to warranty claims or other counterclaims.
If the buyer is in default with a due payment, the seller can charge this interest on arrears of 8% above the value of the 3 month EURIBOR at the time of the due date. In addition, the buyer undertakes to reimburse all costs incurred by the client for the collection of claims, in particular the costs of a licensed collection agency.
The seller is obliged to correct usability impairing defects within a period of six months from delivery / transfer of risk, provided that these are based on material defects or defects in execution. A warranty claim of the buyer exists only if he has fulfilled all his payment and other contractual obligations. Obvious defects must be reported to the seller in writing within 14 days of receipt of the goods, hidden defects within 14 days of their discovery. The warranty claim is limited, at the option of the seller, to repair or replacement of the delivered goods within a reasonable period or to a reduction in the purchase price. For those parts of the goods that the seller has obtained from sub-suppliers, the seller is only liable within the scope of the warranty claims to which he is entitled and enforceable against the sub-suppliers. Defects and damage resulting from negligent or improper handling or use of the goods by the buyer are excluded from the guarantee. The seller also does not guarantee that the goods are suitable for a specific purpose. All statements by the seller or his representatives with regard to the usability of the goods are always non-binding and do not represent an express assurance of certain properties. The mechanical and physical properties given in the brochures and leaflets are only to be understood as guidelines. The warranty expires immediately if attempts are made to remedy defects on the delivered goods by the buyer or a third party without the written consent of the seller. Warranty-related work or deliveries do not extend the original warranty period. Claims from the title of warranty can only be raised by the buyer himself.
6. Repair orders
The seller only carries out repair orders from the buyer to the exclusion of any liability for any success or damage of any kind.
7. Retention of Title
The seller retains ownership of the delivered goods until the purchase price has been paid in full. The assertion of the retention of title by the seller does not count as a withdrawal from the contract.
8. Force Majeure
The occurrence of unforeseeable circumstances or circumstances independent of the will of the parties, in particular all cases of force majeure, entitle the seller to extend the delivery dates and deadlines in accordance with the scope and duration of these circumstances and their consequences without granting the buyer a right to withdraw from the contract or a claim for damages. However, if such circumstances exist, the seller is also entitled to cancel the order in whole or in part without the buyer being able to derive any claims for compensation.
9. Liability and Compensation
Any compensation for damages is excluded unless there is intent or gross negligence on the part of the seller. The seller’s liability is in any case limited to damage that occurs to the object of the delivery itself. The seller therefore does not have to pay the buyer any compensation for injuries to persons, for damage to items that are not the subject of the delivery contract, for loss of profit or for any other consequential damage.
10. Final provisions
All legally relevant declarations made by the buyer to the seller must be made in writing to be legally valid. Apart from the powers to which the seller is entitled under the law or the contract, the seller is entitled to withdraw from the delivery contract without setting a grace period if bankruptcy or settlement proceedings or preliminary proceedings in accordance with the settlement regulations are opened against the buyer’s assets or if a bankruptcy application is rejected due to a lack of cost-covering assets, or when the buyer stops making payments. The contract and all legal relationships between buyer and seller are exclusively subject to Austrian law.
The provisions of the Vienna Convention of the United Nations of April 11, 1980 on the International Sale of Goods (BGBI 1988/96) do not apply. The provisions of the version of the INCO Terms (international rules for the interpretation of customary commercial contractual formulas of the International Chamber of Commerce) valid at the time the contract is concluded apply unless the delivery contract or the general terms and conditions of sale stipulate otherwise. The exclusive place of jurisdiction for all disputes arising from and in connection with the delivery contract as well as all legal relationships between buyer and seller is the competent court in Vienna, Austria. However, the seller is entitled to appeal to another court competent for the buyer.