GENERAL TERMS AND CONDITIONS OF SALE AND DELIVERY
Offers / Side Agreements - The present general terms and Conditions of Sale and Delivery shall apply to all business transactions between the contracting parties, including. without limitation, future business transactions, unless otherwise agreed upon, and they shall have priority over all other conditions.
The buyer transacts business within the framework of its enterprise and is therefore not a consumer in the sense of the (Austrian) „Konsumentenschutzgesetz" (Consumer Protection Act).
Delivery and Shipping - The delivery of our products is subject to the Incoterms, unless other arrangements are made hereinafter. Merchandise will be delivered ex works at the risk and on request of the buyer. We reserve the right to effect deliveries according to our production and delivery capacities, and particularly to divide, postpone or, in justified exceptional cases, to refuse deliveries.
Prices - Orders will be charged at the guilty list prices. In the absence of any agreement to the contrary, prices are quoted in EURO as net prices, i. e. not including VAT.
Terms of Payment - Unless otherwise agreed upon in writing, our invoices shall be paid net within 30 days as from the invoice date. If invoices are made out of foreign customers, the term of net payment is 60 days. Our terms of payment do not provide for payment by means of bills of exchange.
Default in Payment - In the event of default in payment, the customer shall be obligated to pay default interest at a rate of 4 % above the discount rate of the European Central Bank plus turnover tax. If our customers default in payment, we are entitled to postpone any further deliveries until they are adequately settled and/or to demand payment in cash and/or advance payment for further deliveries.
Letters of Credit - If delivery is made against a L/C, an irrevocable confirmed L/C most be opened with a big Austrian bank, not later than 30 days prior to the announced non-binding delivery date, which most be valid for a period of at least thirty days after such delivery date. Drawings under the L/C may only be made against presentation of the shipping papers.
Pro-forma Invoices - Pro-forma invoices are only made out if the conditions of payment read „advance payment" or „letter of credit". If payment is delayed or the L/C is not opened as agreed, the order will be deemed cancelled.
Retention of Title - We shall retain title to the merchandise delivered until full payment of the purchase price, even if any of the receivables arising from our business relationship in general have not yet been fully settled. Until then we are entitled to reclaim the merchandise from the buyer (customer ordering the merchandise), even if such buyer has used or resold the merchandise, in full or in part. If the buyer sells the merchandise before full payment has been made, it hereby assigns to us any and all amounts due to it from its customer for the merchandise sold and/or its retention of title to such merchandise with binding effect vis-à-vis third parties. The buyer is not entitled to pledge the merchandise or to assign it by way of security.
Guarantee, Warranty, Complaint - We shall be notified immediately of any defect of the merchandise delivered. Such notification will be deemed to have been given in due time if we receive a written notice of an apparent defect within eight days after receipt and notice of a hidden defect within eight days after detection, however not later than three months after delivery. If justified objections are made to the quality of the merchandise delivered, we may, at our discretion, credit the buyer with the amount or replace the merchandise free of charge, with the workmanship being as agreed, after the merchandise has been returned to us. We will not accept damage claims, particularly if they are due to late delivery or non-delivery, defective delivery, consequential damage etc. We shall not be liable for any damage to the customer´s property arising from any defects of our products (exemption according to sec. 9 of the Austrian „Produkthaftungsgesetz“ (Product Liability Act).
Place of performance, Jurisdiction, Austrian Law - The place of performance for all deliveries, payments and other contractual obligations shall be Vienna, Austria. Any and all disputes arising from or in connection with contracts between us and our customers shall be subject to the exclusive jurisdiction of the competent court of Vienna City Center. However, we are entitled to file suit in the court having jurisdiction over the corporate seat of the respective customer. Any and all contractual relationships shall exclusively be governed by and subject to Austrian Law.
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