1. All our delivery transactions are subject to these sales and delivery conditions. Any deviating agreements require our express written consent. We are not bound by the purchaser's terms of purchase. The purchaser must check any order confirmation from us as soon as it is received. If no objections are submitted in writing within a period of eight days, the conditions listed in the order confirmation shall be considered to have been accepted in full by the purchaser.
2. Our quotations, price lists and cost estimates are subject to change and are not binding for us. All orders and agreements, in particular secondary agreements and commitments made by agents always require confirmation from us in writing in order to be valid. Descriptions of the delivery item and technical specifications are intended as guidelines. Variations in shape, design, structure, colour etc. are permitted.
3. Unless agreed otherwise in writing, our prices are understood to be ex works from Pram, exclusive of VAT. The prices valid on the day of delivery will be used for the calculation. The packaging used to protect against transport damage will not be taken back. If free delivery is agreed, the dispatch route and method will be determined by us. The purchaser must ensure conditions that allow satisfactory delivery without any problems.
4. All announced and agreed delivery dates and deadlines are guidelines and shall cease to apply in case of unforeseen events and obstacles. If an agreed delivery date is exceeded by more than four weeks for reasons attributable to us, the purchaser shall be entitled to set a subsequent delivery period of four weeks. Claims for compensation on the part of the purchaser due to delayed delivery or non-performance are excluded. Partial deliveries which have already been made shall be accepted and paid for by the purchaser. Partial deliveries and partial invoicing are permitted, and partial deliveries shall be paid for by the purchaser according to the defined payment conditions.
5. Shipment of our goods takes place to the purchaser's premises at the purchaser's own risk, even if we are bearing the transportation costs and any other costs. Express instruction in writing must be given if the goods are to be insured against damage in transit; the cost of this insurance will be borne by the purchaser. Risk passes to the purchaser as soon as the goods are handed over to the shipping company, etc; this also applies to partial deliveries, even when these partial deliveries are attributable to us or we have borne the shipping costs. If the purchaser does not accept the goods by the announced delivery date, we shall be entitled to store these goods at the cost of the purchaser, with risk also passing to the purchaser, and/or to withdraw from the contract with a 14-day notice period and/or to demand compensation for non-compliance. In this case we are entitled to claim 30 percent of the agreed order amount, without needing to provide proof of damage, or claim compensation for the damage which has actually occurred.
6. Payment must be made without delay, at the latest within eight days of delivery and sending of the invoice, without deductions and in cash. Discount and target agreements will be noted separately in our confirmations and invoices and apply only for the order confirmed in each case. In the event of payment deadlines being exceeded, we shall be entitled to bankable interest, at least amounting to 4% more than the respectively valid discount rate of the National Bank of Austria. The purchaser is not entitled to withhold payment due to claims under warranty or other claims not accepted by us, or to offset our demands against any counterclaims. If, following acceptance by the purchaser, there are justified doubts as to the purchaser's solvency or creditworthiness, we shall be entitled, at our discretion, either to demand immediate payment or a security payment prior to delivery, or to withdraw from the contract and demand compensation from the purchaser for expenses already incurred. In such a case, all claims arising from the business relationship with the purchaser relating to deliveries which have already been made shall become due immediately, even those involving a bank draft.
7. Until payment of the purchase price and settlement of all demands arising from the business relationship with the purchaser have been completed, including all secondary demands, the delivered goods shall remain our property. If, before the end of retention of title, the delivery item is processed by the purchaser or by a third party upon the instruction of the purchaser, or is mixed or combined with another item, and if the retention of title would not otherwise be retained in full, we shall be the co-owner of the new or composite item, with a proportionate claim to the value of the new or composite item. The purchaser shall not be permitted to resell the goods delivered by us or new items arising from processing of these goods before our demands have been paid in full. Should such resale occur, however, the respective demand of the purchaser to its customer shall be considered as assigned to us and/or the purchaser shall be obliged to assign this demand to us. At our request, the purchaser shall disclose all relevant details. The purchaser shall also, without delay, disclose any infringement of the rights relating to the items which are in our ownership. If the purchaser defaults on its payment obligations to us, or is in breach of its obligations arising from the agreed retention of title, all outstanding demands shall become due immediately. In this case, we shall be entitled at any time to demand the surrender of items that are in our ownership and to collect these items from the purchaser or a third party, and the purchaser shall waive any right to retention, for any reason whatsoever. The purchaser is required to bear the costs of returning the goods under retention of title or to reimburse us for these costs.
8. We provide a warranty in accordance with the law and the following provisions. In the event of other exclusion of warranty claims, the purchaser is obliged to check the delivered goods immediately after handover and to indicate any defects discovered in writing in detail without delay. Likewise, any subsequent defects must be indicated in writing immediately upon being discovered. There shall be no extension of warranty period as the result of rectification of defects. If the purchaser has not properly fulfilled its contractual obligations, we shall not be obliged to rectify any defects, in particular by reworking or redelivery. If the delivered goods are altered, inappropriately stored, treated or processed by the purchaser, all obligations under warranty shall be void. We shall only compensate costs of rectification of defects performed by the purchaser itself if we have given written consent for this. With regard to the suitability of the delivered goods, we guarantee only that the goods can be used within the context of our provisions and specifications. The purchaser shall ensure that the contractual items are used as intended and exclusively in accordance with any instructions also supplied. Only properties expressly stated by us in writing are covered by the warranty. Normal and/or manufacturing-related deviations in dimensions, features and material, as well as deviations in colour or grain, shall not form grounds for complaint.
9. All claims for compensation against us are excluded, regardless of the legal grounds for such claims, in particular also in the event of personal injury, property damage and financial loss caused by a defect in the goods pursuant to the provisions of the Austrian law on product liability, with all claims to compensation for consequential damage, as well as loss of production or lost earnings and similar in particular being completely excluded, except for in the event of wilful intent or gross negligence on our part.
10. The data required for order processing and accounting, such as name, address, order and booking data of the purchaser, are saved in our IT system. We will only use the stored data within the framework of applicable law.
11. Changes or additions requested by the purchaser after conclusion of the contract shall be considered at our discretion. If necessary, such changes or additions shall be settled separately in accordance with actual expense in terms of working time and material.
12. Should one or more of the provisions of these conditions become legally invalid, this shall not affect the validity of the remaining provisions or of the contract as a whole. Any ineffective provisions shall be substituted by new regulations, of which the aim is the same economic success as the substituted provisions.
13. The exclusive place of jurisdiction for all disputes arising directly or indirectly from this delivery relationship is the competent court in 4910 Ried, Austria.
The place of performance is 4910 Ried, Austria.
The contractual relationship is subject to Austrian law.