Our deliveries and services are exclusively based on these terms and conditions and apply to all our delivery transactions.
Business or delivery conditions of the buyer are expressly excluded for the present legal transaction and the entire business relationship and do not bind us, even if we do not expressly contradict them. If our terms and conditions have not been sent to the buyer with the offer or if they have not been handed over to him in another circumstance, they shall nevertheless apply if he knew or should have known them from a previous business relationship.
Our offers are subject to change and non-binding with regard to prices and delivery times. Drawings, illustrations, dimensions, weights or other data (with the exception of prices and delivery times) are only binding if this is expressly agreed in writing.
Insofar as the purchaser places an order, this shall be deemed to be a binding offer by the purchaser. We may accept this offer at our discretion within 14 days by sending a written order confirmation. A purchase contract shall only be concluded by our written order confirmation, even if the order was placed with one of our representatives.
The prices are ex works and do not include packaging, freight, customs duties, import, ancillary charges and the statutory value added tax. If prices are not agreed in advance, the prices valid on the day of delivery shall be decisive for the calculation of the prices.
Unless special terms of payment have been agreed upon, our invoices are due immediately upon invoicing. All payments are to be made to us exclusively in EURO.
If, after conclusion of the contract, justified doubts arise as to the solvency or creditworthiness of the Buyer or if such circumstances existing at the time of conclusion of the contract only become known to us at a later date, we shall be entitled either to demand cash payment or the provision of security prior to delivery or to withdraw from the contract and demand reimbursement of expenses from the Buyer, as well as to revoke any terms of payment granted and to declare all credited claims due immediately.
Samples will be charged at cost price. Collections and samples provided by us to the purchaser on loan and free of charge shall remain our property. Sample material is non-binding with regard to production-technical or material-related deviations in production.
Delivery shall be made for the account of the Buyer. Scheduled delivery dates shall be met as far as possible, but shall be reasonably extended in the event of unforeseen circumstances, in particular, but not exclusively, in the event of operational disruptions, strikes, fire and natural disasters and/or other cases of force majeure. If we are not supplied by a pre-supplier due to circumstances for which we are not responsible, we and the buyer are entitled to withdraw from the contract and are obliged to refund any advance payment received without interest; the buyer is not entitled to any further claims for damages.
If the specified delivery date is exceeded by more than 30 days, the buyer is entitled to withdraw from the contract by letter after setting a further period of grace of at least 90 days.
In the case of call orders, the purchaser undertakes to take delivery of the goods no later than 14 days after completion. If the purchaser is in default of acceptance, we shall be entitled to demand compensation for the damage incurred by us; the risk of accidental deterioration and accidental loss shall pass to the purchaser upon occurrence of the default of acceptance.
The contractual partner must submit any complaints arising from transport damage to the transport company and to us in writing immediately after receipt of the goods, but within 8 days at the latest.
We shall be entitled to make partial deliveries and render partial services at any time and shall be free to select the type of shipment of the goods and the means of transport.
In all cases, the risk shall pass to the Buyer as soon as the consignment has been handed over to the person carrying out the transport or has left our warehouse for the purpose of shipment.
If shipment becomes impossible through no fault of our own, the risk shall pass to the Buyer upon receipt of the notification of readiness for shipment.
The buyer is obliged to accept the goods on the confirmed date. Otherwise, the buyer is obliged to pay storage costs and the delivery is considered to have been made. The agreed terms of payment shall not be changed thereby.
The place of performance for all obligations arising from the delivery transaction shall be Vienna.
Invoicing shall take place, as far as possible, immediately after delivery.
Unless otherwise agreed, all payments must be made within 14 days after invoicing without deduction. Shipments of goods abroad shall be made by cash on delivery or cash in advance. For orders comprising several units, we are entitled to invoice after delivery of each individual unit or service.
We shall be entitled, despite any provisions of the Buyer to the contrary, to set off payments first against compound interest, interest and ancillary expenses, pre-litigation costs, such as the costs of a lawyer and collection agency called in, then against the outstanding capital, starting with the oldest debt.
In the event of late payment, interest on arrears shall be charged at the statutory rate. The amount of interest is. The amount of interest is 8% p.a. above the prime rate, for consumers 4% p.a.. In the event of non-compliance with two installments in the case of partial payments, loss of payment date shall occur and we shall be entitled to immediately invoice all other installments not yet due and to immediately invoice pre-trial costs, in particular reminder fees and attorney's fees. Furthermore, we are entitled to cancel other orders immediately.
We retain title to all goods delivered by us until full payment of the invoice amounts plus interest and costs.
Retention of title by the purchaser or third parties in the event of processing of our goods subject to retention of title into a new item is excluded. The treatment or processing shall be carried out exclusively for us. This processed item shall serve in full as security for the claims referred to in the preceding paragraph. Insofar as goods from other suppliers are also processed, we shall acquire at least co-ownership of the new item up to the share which corresponds proportionately to the value of the other processed items which the supplier has invoiced.
In order to secure our purchase price claim, the buyer undertakes to assign his claims from resale to us and to make a corresponding note in his books or on his invoices. In the event of seizure or other claims, the buyer is obliged to point out our right of ownership and to notify us immediately. Only in the event that a supplier has also validly asserted extended retention of title, the delivery claims concerned shall be assigned to us to the extent of our ownership share in the goods sold.
If the buyer's claims from the resale of our reserved goods or the goods in which we have co-ownership are included in a current account, the buyer is obliged to assign these claims to us. In the event of default or cessation of payments by the Buyer, initiation of insolvency proceedings or any other threat to satisfaction, the Buyer shall be obliged to make the goods subject to retention of title recognisable to any third party as our property by means of signage or in any other way. He shall send us a detailed list of any remaining goods subject to retention of title, even if they have been processed, as well as a list of the claims assigned in accordance with the above paragraph, naming the third-party debtors. Irrespective of this, our authorized representatives shall be entitled at any time to make corresponding determinations at the buyer's premises in order to safeguard our rights and to receive all documents required for this purpose; in the aforementioned cases, the goods subject to retention of title shall be surrendered to us free of freight and expenses at our request, whereby we are authorized to remove the goods on the basis of the irrevocable consent of the buyer, as we are also entitled, but not obliged, to sell the goods at auction or by private contract at our discretion and to offset the proceeds against the net purchase price.
If the purchaser does not properly fulfill these obligations from the contract, we are entitled at any time to reclaim our property at the purchaser's expense.
The warranty period shall be 6 months, unless special warranty periods have been agreed for individual delivery items. This shall also apply to delivery and service items that are firmly connected to a building or land. The warranty period shall commence at the time of transfer of risk. Obvious defects which are recognizable upon proper inspection shall be notified by the Buyer in writing without delay - at the latest, however, within 14 days - after receipt of the goods.
The buyer is obliged to check the delivered goods for their suitability for his intended purpose before processing them, even if samples of the goods have been delivered beforehand.
Defects which cannot be discovered within this period even in the case of proper inspection must be reported to us in writing within 7 days of discovery. The same applies to complaints due to incorrect deliveries and deviations in quantity and quality. In the event of failure to comply with the time limit for notification of defects, no warranty or other claims shall be available.
For defects of the delivered goods, we provide warranty exclusively in such a way that we make replacement deliveries or reduce the purchase price accordingly, at our discretion. Other claims - in particular claims for damages - of the purchaser due to defects are excluded. Only the direct purchaser shall be entitled to warranty claims against us and such claims may not be assigned.
Insignificant deviations, for example in dimensions, designs or minor technically unavoidable deviations in quality, color, dimensions, weight, equipment or design as well as pile distortion (shading in carpet velour) do not entitle the customer to make a complaint or are not subject to warranty.
The warranty obligation shall expire if the delivered goods are modified, processed, relocated or improperly handled. Prerequisite for the warranty obligation is the fulfillment of the contractual obligations incumbent on the buyer, in particular the agreed terms of payment. Returns may not be made without prior mutual agreement.
Defects can be claimed by the buyer only if they exceed 4% of the value of the goods delivered.
It is agreed that the contracting party must assert its right to warranty for movable and immovable property within the meaning of § 933 ABGB (Austrian Civil Code) in court within six months. This provision shall not apply to consumer transactions under the KSchG.
The above paragraphs conclusively regulate the warranty for our delivered products and services and completely exclude any other warranty/guarantee or other liability claims of any kind.
We shall be liable for damages outside the scope of the Product Liability Act only if intent or gross negligence can be proven against us, within the scope of the statutory provisions. Liability for slight negligence, compensation for consequential damages and financial losses, savings not achieved, loss of interest and damages from third party claims against the purchaser are excluded in any case.
Recourse claims in the sense of § 12 PHG are excluded, unless the person entitled to recourse proves that the fault was caused by our sphere and was at least due to gross negligence.
In the event of default in acceptance or other important reasons arising from this contract, such as in particular bankruptcy of the buyer or dismissal of bankruptcy for lack of assets, as well as in the event of default in payment by the buyer, we shall be entitled to withdraw from the contract, insofar as it has not yet been completely fulfilled by both parties. In the event of withdrawal, we shall have the option, if the Buyer is at fault, to claim liquidated damages of 30% of the gross invoice amount or compensation for the actual damage incurred.
The purchaser shall only be entitled to set-off, retention or reduction, even if notices of defects or counterclaims are asserted, if the counterclaims have been legally established or acknowledged by us in writing. We or companies affiliated with us, on the other hand, may assert claims by way of set-off.
The place of jurisdiction for all disputes concerning the contractual relationship as well as its origin and effectiveness shall be the competent court in 1030 Vienna.
Any action brought against a consumer who has his domicile, habitual residence or place of employment in Austria on account of disputes arising from this contract shall be subject to the jurisdiction of one of the courts in whose district the consumer has his domicile, habitual residence or place of employment.
Austrian law shall apply exclusively with the exception of its conflict of law provisions. The application of the UN Convention on Contracts for the International Sale of Goods is excluded.
For sales to consumers within the meaning of the KSchG, the above provisions shall apply only insofar as the KSchG does not mandatorily provide for other provisions.
If individual provisions of these terms and conditions are or become invalid or ineffective, this shall not affect the validity of the remaining provisions.
Verbal collateral agreements to our terms and conditions of sale and delivery have not been made. Any amendment must be made in writing. This also applies to the amendment of the written form requirement itself.