Scope
The deliveries, services and offers of our company shall be made exclusively on the basis of these terms and conditions of business; we shall not recognize any terms and conditions of the customer that conflict with or deviate from our terms and conditions of business, unless we have expressly agreed to their validity. In this respect, contractual performance on our part shall not be deemed to be consent to contractual terms and conditions that deviate from our terms and conditions. These terms and conditions shall also apply as a framework agreement to all further legal transactions between the contracting parties.
Prices
All prices quoted by us are exclusive of VAT, unless otherwise expressly stated. Should labor costs such as those for materials, energy, transportation, outside work, financing, etc. change, we shall be entitled to increase or decrease prices accordingly.
Terms of payment, interest on arrears
If no agreement to the contrary has been made, our claims are to be paid in cash step by step against handover of the goods. Discount deductions require a separate agreement. In the event of default in payment, including partial payments, any discount agreements shall become invalid. Payments by the customer shall be deemed to have been made only at the time of receipt on our business account. In the event of default in payment by the customer, we shall be entitled, at our discretion, to demand compensation for the damage actually incurred or interest on arrears at the statutory rate.
Contract withdrawal
In case of default of acceptance or other important reasons, such as bankruptcy of the customer or dismissal of bankruptcy for lack of assets, as well as in case of default of payment of the customer, we are entitled to withdraw from the contract, provided that it has not yet been completely fulfilled by both parties. In the event of default in payment by the customer, we shall be released from all further performance and delivery obligations and shall be entitled to withhold any outstanding deliveries or services and to demand advance payments or securities or to withdraw from the contract after setting a reasonable grace period. If the customer withdraws from the contract without being entitled to do so or requests its cancellation, we have the choice to insist on the fulfillment of the contract or to agree to the cancellation of the contract, in the latter case the customer is obliged to pay, at our discretion, liquidated damages in the amount of 15% of the gross invoice amount or the actual damage incurred. In the case of distance contracts (§ 11 Distance and Foreign Transactions Act – FAGG), the consumer may withdraw from the contract within 14 days. The period begins with the day of receipt of the goods by the consumer or, in the case of services, with the day of the conclusion of the contract. It is sufficient to send the declaration of withdrawal within this period. If the consumer withdraws from the contract in accordance with these provisions, he shall bear the costs of returning the goods. In the case of services that are started as agreed within 7 working days from the conclusion of the contract, withdrawal is not possible.
Dunning and collection charges
In the event of default, the contractual partner (customer) undertakes to reimburse the creditors for any reminder and collection expenses incurred, insofar as they are necessary for appropriate legal action.
Delivery, transport, default of acceptance
Our sales prices include the cost of delivery. If the customer has not taken over the goods as agreed (default of acceptance), we are entitled, after unsuccessfully setting a grace period, to either store the goods with us, for which we charge a storage fee of 0.1% of the gross invoice amount, per calendar day or part thereof. At the same time, we shall be entitled either to insist on performance of the contract or, after setting a reasonable grace period of at least 2 weeks, to withdraw from the contract and to use the goods for other purposes.
Delivery time
We shall be obligated to perform the service as soon as the customer has fulfilled all its obligations required for performance, in particular all technical and contractual details, preparatory work and preparatory measures. We are entitled to exceed the agreed dates and delivery periods by up to one week. Only after expiry of this period may the customer withdraw from the contract after setting a reasonable grace period.
Place of performance
The place of performance is the registered office of our company
Damages
All claims for damages are excluded in cases of slight negligence. This does not apply to personal injury or, in the case of consumer transactions, to damage to items accepted for processing. The existence of slight or gross negligence must be proven by the injured party, unless it is a consumer transaction. If the transaction is not a consumer transaction, the limitation period for claims for damages shall be three years from the transfer of risk. The provisions on damages contained in these Terms and Conditions or otherwise agreed shall also apply if the claim for damages is asserted in addition to or instead of a warranty claim.
Product liability
Recourse claims within the meaning of § 12 of the Product Liability Act are excluded unless the party entitled to recourse proves that the defect was caused in our sphere and was at least due to gross negligence.
Retention of title and its enforcement
All goods are delivered by us under reservation of title and remain our property until full payment. The assertion of the reservation of title shall only constitute a withdrawal from the contract if this is expressly declared. In the event of goods being taken back, we are entitled to charge transport and handling costs incurred. In the event of access by third parties to the goods subject to retention of title, in particular by way of seizure, the customer undertakes to draw attention to our ownership and to notify us immediately. If the customer is a consumer or not an entrepreneur whose ordinary business operations include trading in the goods purchased from us, he may not dispose of the goods subject to retention of title, in particular sell, pledge, give away or lend them, until the outstanding purchase price has been paid in full. The customer bears the full risk for the reserved goods, in particular for the risk of destruction, loss or deterioration.
Subrogation
In the event of delivery under retention of title, the customer hereby assigns to us in advance his claims against third parties, insofar as these arise from the sale or processing of our goods, until final payment of our claims. Upon request, the customer shall name its buyers and notify them of the assignment in due time. The assignment shall be entered in the business books, in particular in the open item list, and shall be made apparent to the customer on delivery bills, invoices, etc. The assignment shall also be entered in the business records. If the customer is in arrears with his payments to us, the sales proceeds entered with him shall be segregated and the customer shall hold them only in our name. Any claims against an insurer are already assigned to us within the limits of § 15 of the Insurance Contract Act. Claims against us may not be assigned without our express consent.
Retention
If the transaction is not a consumer transaction, the customer shall not be entitled to withhold the entire gross invoice amount, but only an appropriate part thereof, in the event of a justified complaint, except in cases of rescission.
Choice of law, place of jurisdiction
Austrian law shall apply. The applicability of the UN Convention on Contracts for the International Sale of Goods is expressly excluded. The contract language is German. The contracting parties agree on Austrian, domestic jurisdiction. If it is not a consumer transaction, the court with subject-matter jurisdiction at the registered office of our company shall have exclusive local jurisdiction to decide on all disputes arising from this contract.
Data protection, change of address and copyright
The customer gives his consent that the personal data in the purchase contract are stored and processed by us with the help of automation in fulfillment of this contract. The customer is obligated to notify us of any changes to his residential or business address as long as the legal transaction that is the subject of the contract has not been completely fulfilled by both parties. If such notification is omitted, declarations shall be deemed to have been received even if they are sent to the address last notified. Plans, sketches or other technical documents as well as samples, catalogs, brochures, illustrations and the like shall always remain our intellectual property; the customer shall not be granted any rights of use or exploitation whatsoever.
Technical changes and errors (misprints) as well as price changes reserved.