The deliveries, services and offers of our companies are solely based on these general terms and conditions. Any contradictory or deviating conditions of the customer shall not be recognized by us, unless we have expressly consented to their validity. Contract performance negotiations of our side do not represent consent to contractual conditions deviating from our conditions. These terms and conditions shall be valid as framework agreement for all further legal transactions between the contractual parties.
II. Contract conclusion
A contractual offer of a customer requires an order confirmation.
The current price list shall apply, unless specifically agreed otherwise. We provide all prices without VAT, unless specified otherwise.
IV. Payment terms, default interest
Payment of the purchase price will be due 14 days after receipt of invoice. In individual cases, we reserve the right to only deliver against pre-payment without the specification of any reasons. Any discounts require a special agreement. In case of payment delay, also of partial payments or the agreement thereof, any possible discount agreements will be void. In case of payment delay of the customer, we are entitled to demand replacement of the actual damage or default interest in statutory amounts. In case of payment delay of the customer, our company is entitled to also demand compound interest from the day the goods were transferred.
V. Withdrawal from the agreement
In case of a delay of acceptance (Section VII.) or other important reasons, such as bankruptcy of the customer or the rejection of insolvency due to a lack of assets and in case of payment delay of the customer, we shall be entitled to withdraw from the agreement as long as it has not been completely fulfilled by both parties. In case of a withdrawal and culpability of the customer, we have the option of demanding a lump-sum compensation for damages amounting to 15% of the gross invoiced amount or the compensation for actually incurred damages. In case of payment delay of the customer, we shall be released of any further supply and service obligations and are entitled to retain any outstanding deliveries or services and demand pre-payment and/or guarantees or to withdraw from the agreement after having set an appropriate grace period. If the customer withdraws from the agreement, without being entitled to do so, or if the customer requests the dissolution of the agreement, we have the choice of insisting on the fulfillment of the agreement or consenting to the dissolution of the agreement. In the latter case, the customer shall be obligated to pay either a lump-sum compensation for damages amounting to 15% of the gross invoiced amount or to pay the amount of the actually incurred damages. For contract conclusions in distance selling (§§ 5a ff Consumer Protection Act), the consumer may withdraw from the agreement in writing within 7 business days with Saturdays not counting as a business day. The deadline shall begin when the goods have arrived at the consumer’s. It is sufficient to dispatch the written declaration of withdrawal during that time. Where the customer withdraws from the agreement, s/he shall bear the costs of the return of the goods. For orders whose execution begins within 7 days of contract conclusion, it shall not be possible to withdraw from the agreement.
VI. Dunning and debt collection fees
In case of delay, the contractual partner (customer) is obligated to pay incurred dunning and debt collection fees as well as any court fees. Where we operate the dunning process ourselves, the customer is obligated to pay adequate dunning fees for each dunning letter.
VII. Delivery, transport, delay of acceptance
Our sales prices do not include costs for delivery under a value of EUR 2,100. Where requested, we will provide/organize transport against payment. In this context, costs communicated separately will be charged for transport and/or delivery. Where the customer does not accept the goods as agreed (delay of acceptance), we are entitled after setting an appropriate grace period to either store the goods on our premises and charge an appropriate storage fee per day started or to store the goods at the risk and expense of the customer. At the same time, we are entitled to insist on the fulfillment of the agreement or to withdraw from the agreement after setting an appropriate grace period of min. 2 weeks and utilize the goods in any other way. A penalty of the customer amounting to 15% of the order value shall be considered as agreed.
VIII. Delivery period
We are entitled to exceed the agreed dates and delivery periods by up to 5 business days. Only after this period as expired may the customer withdraw from the agreement after having set an appropriate grace period.
IX. Place of fulfillment
Place of fulfillment shall be the headquarters of our company.
X. Compensation for damages, warranty and product liability
All compensation for damages is excluded in cases of slight negligence. The claimant must prove the occurrence of negligence. The customer hereby agrees that possible damages or warranty claims must be communicated to us directly (under the aforementioned address). The customer is obligated to contact us in case of possible compensation for damages/warranty/product liability and provide us with the option to enter the construction site in question and review the materials used. The customer is hereby notified of the fact that we are excluded from liability where our products were not used pursuant to the technical data sheets. Claims for damages pursuant to § 12 of the Product Liability Act are excluded, unless the claimant can verify that the error was caused on our part and with gross negligence.
XI. Reservation of title and assertion
All goods are delivered under reservation of title and shall remain our property until paid in full. The assertion of the reservation of title only constitutes a withdrawal from the agreement where explicitly declared. In case of the return of goods, we are entitled to settle any incurred transport and manipulation fees. In case of access to the reserved goods by third parties, especially through seizure, the customer shall be obligated to inform of our property and inform us immediately. Until all open purchase price claims have been met, the customer may not dispose of the reserved goods, sell them, pawn them, gift them or lend them out. The customer will bear the full risk for the reserved goods, especially for the risk of downfall, loss or deterioration.
XII. Assignments of claim
For deliveries under reservation of title, the customer already now assigns to us his claims toward third parties, where such claims occur due to the sale or processing of our goods until our receivables have been paid in full. If so requested, the customer must disclose his/her buyers and inform them of the cession in due time. The cession must be entered in the business books, especially in the open item list and made visible to the buyer on delivery notes, invoices etc. If the customer’s payment to us is delayed, his/her incoming sales proceeds must be separated and will only be possessed in our name. Claims against us may not be reassigned without our explicit consent-.
In case of a justified complaint, except for reversed transactions, the customer is not entitled to withhold the entire gross invoicing amount but only an appropriate part of it.
XIV. Choice of law, place of jurisdiction
Austrian law shall apply. UN commercial law shall expressly not apply. The contractual language is German. The contractual parties agree on Austrian, domestic jurisdiction. For all disputes resulting from this contract, the courts located at the headquarter of our company shall be the only ones with jurisdiction (District Court Bezau or State Court Feldkirch).
XV. Data protection, address change and copyright
The customer grants his/her consent that the personal data included in the purchase agreement will be automatically stored and processed for the purposes of contract performance. Furthermore, we would like to refer you to our data protection statement, available at our homepage at www.estrich4.com. The customer is obligated to inform us of changes to his/her residential and/or business address as long as the contractual legal act has not been fulfilled by both sides. Where this information is not provided, declarations shall be considered as delivered if sent to the last known address. Technical documents as well as samples, catalogs, fliers, images, etc. shall always remain our intellectual property. The customer shall not receive any utilization or exploitation rights.
XVI. Other information
By announcing the data within the context of a business relationship, we will send information about products and services to the specified address unless the customer has expressly objected to this practice.
With my signature, I hereby confirm to have received the general provisions included in the General Sales Conditions and that I have taken them as a basis for the business transactions.
Christoph Strolz, Managing Director
Last update 25 May 2018
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