GENERAL DELIVERY AND BUSINESS CONDITIONS of Lechenauer GmbH
1. VALIDITY The deliveries, services and offers of our company take place exclusively on the basis of these terms and conditions; We do not recognize customer conditions that conflict with or deviate from our terms and conditions, even if we do not expressly contradict them. Other conditions only apply if they have been expressly confirmed by us in writing. These terms and conditions apply as a framework agreement for all further legal transactions between the contracting parties. 2 . CONCLUSION OF CONTRACT
All offers and price lists are non-binding and subject to change. Contracts are only concluded with our written order confirmation or delivery or dispatch of the goods. All other agreements or side agreements, including those made later, only become effective with our written confirmation. Our employees are not authorized to make legally binding declarations on our behalf unless we have granted special powers of attorney .
3 . PRICES Unless otherwise expressly stated, all prices quoted by us are exclusive of sales tax and correspond to the current calculation situation. Any changes in wage costs due to collective bargaining or legal regulations or internal agreements, as well as changes to other cost centers relevant for the calculation or costs necessary for the provision of services, such as those for materials, energy, transport, external work, financing, etc., entitle us to allocate the prices accordingly increase. For this reason, the customer has neither a right of withdrawal nor the assertion that the business basis ceases to exist. Unless otherwise agreed in writing, all prices do not include additional expenses. Costs for packaging, shipping, customs and other services (e.g. assembly, installation) will be invoiced separately.Unless otherwise agreed, changes to orders or additional orders can be invoiced at reasonable prices.
4. DELIVERY, ASSEMBLY
1. A delivery period promised by us does not begin before all technical and commercial details of the order have been clarified and does not end before the customer has rendered those services that the customer has agreed to provide prior to delivery. Promised delivery dates will be adhered to as best as possible, but are only approximate and are not binding. 2. Delays in delivery do not entitle the customer to withdraw from the contract or to assert warranty claims, avoidance of errors and claims for damages.
3. We are entitled to carry out and offset partial or advance deliveries. 4. Operational disruptions and events of force majeure as well as other events outside our sphere of influence, in particular delivery delays and the like on the part of our sub-suppliers, entitle us to either extend the deadlines or to withdraw from the contract due to the as yet unfulfilled part, excluding warranty, error avoidance and damage claims . This also applies if the events occur at a time when we are in default.
5. With the notification of readiness for dispatch by us to the customer, at the latest however with the departure of the delivery from our warehouse, in the case of direct delivery from our supplier’s warehouse, the price and performance risk is on the buyer regardless of any price regulation agreed separately for the delivery over, even if we have taken on additional services such as the installation. If the dispatch of goods that are ready for dispatch or collection by the customer is not possible through no fault of ours, we are entitled to store the goods at our own discretion at the customer's expense and risk, whereby the delivery is deemed to have been made. 6. In the event that the assembly is carried out by us, the following applies as agreed:
The preliminary work for the implementation of the assembly must be carried out by the customer in good time so that the assembly can begin immediately after the assembly staff arrives and can be carried out without delay until acceptance by the customer, otherwise we are entitled to postpone the start of assembly, whereby the already accrued Costs to be charged to the customer. The customer must ensure that the delivered parts, scaffolding and systems are protected from moisture, dust and dirt and other adverse influences and that they are carefully stored. In addition, the customer is at his own risk and expense to provide timely technical assistance and all on-site services required to fulfill the contract, such as to provide the aids and equipment required for assembly and commissioning, such as forklifts, cranes, hoists, armaments and other tools that go beyond the normal assembly tools, as well as heating, lighting and operating power including the necessary connections. For the ancillary work directly related to the installation of a system, the customer shall provide the necessary and suitable auxiliary staff (e.g. fitters, henchmen, etc.) at his own expense and risk. If fire protection measures are necessary in the danger area during assembly, the customer is obliged to inform us of this before the start of assembly. All necessary measures (fire extinguishers, fire brigade, fire alarm, etc.) must be taken or provided by the customer.
7. If a production is carried out on the basis of documents (construction details, drawings, models, etc.) provided by the customer, we are not liable for the correctness of the construction, we only ensure that the execution is carried out according to the customer's specifications. A warning obligation on our part is expressly excluded. We are not obliged to check the documents handed over to us for infringement of third party property rights. In the event of a possible violation of such third party rights, the customer must indemnify and hold us harmless in every way.
5. TERMS OF PAYMENT, DEFAULT, PROHIBITION OF SET-OFF 1. Our invoices - including partial invoices - are due three days after the date of issue without any discount or other deductions. Bills of exchange or checks are only accepted after a separate agreement. We reserve the right to dedicate incoming payments to any multiple claims at our discretion. 2. If the customer defaults on payment, we are released from all further performance and delivery obligations and are entitled to withhold outstanding deliveries or services or to demand advance payments or security. Furthermore, regardless of fault, the customer is obliged to pay default interest in the amount of 1% per month, whereby we are entitled to claim additional bank interest at the usual rate. In addition, the customer has to reimburse us for the reminder and collection charges incurred, whereby he undertakes in particular to reimburse a maximum of the remuneration of the collection agency involved, which results from the regulation of the BMwA on the maximum rates of the collection agencies due remuneration. If we send a reminder, the customer undertakes to pay an amount of € 11.00 for each reminder. 3. If, after the conclusion of the contract, there is a significant deterioration in the customer's financial situation or if circumstances become known which are likely to reduce the customer's creditworthiness, all claims are due for payment immediately. In this case, further deliveries are only made against prepayment. 4th
6. RESERVATION OF TITLE
1. We reserve the right of ownership to all goods delivered by us until the purchase price or wages have been paid in full, including interest and ancillary fees, regardless of the legal reason - also from previous transactions. In the case of a running account, the reserved property also serves as security for our balance claim.
2. The assertion of the retention of title does not count as a withdrawal from the contract and does not cancel the customer's obligations, in particular to pay the fee.
3. The customer is authorized to pass on his expectant rights with regard to the purchase item within the scope of his business operations, but not to pledge or assign the purchase item as security.
4. The customer must inform us immediately of any seizure or other impairment of property by third parties. The customer is obliged to bear the costs and measures to eliminate the interference, in particular the costs of intervention processes and the like.
5. The retention of title also extends to the products resulting from processing. If our goods are processed, combined or mixed with other materials, we acquire co-ownership of the resulting products in accordance with the proportion of added value.
6. The customer hereby assigns all claims from the sale of goods to which we have property rights - if necessary in the amount of our co-ownership share - for security and satisfaction. The customer is obliged to inform us of the name and address of his customers, the inventory and the amount of the claims resulting from the resale, as well as to inform his respective customer of the assignment of the claims. Furthermore, the customer is obliged to make the assignment of this claim to us evident in his business books in a suitable manner. We are entitled at any time to notify the customer's purchaser of the assignment. All through cash sales of goods in which we have ownership rights,
7. If the customer does not meet his obligations or if he suspends his payments, the entire remaining debt is due, even if bills of exchange are due later. In this case, we are entitled to demand the surrender of the purchase item immediately, excluding any right of retention. After taking back the object of purchase, it is at our discretion either to sell the object of purchase and to credit the obtained proceeds less 20% resale expenses to the customer's existing obligations or to take back the object of purchase at the invoice price, deducting any depreciation and to the customer for the time of its possession to charge a rent for the delivered products at the usual rental price.
8. The customer is obliged to send a list of the remaining reserved goods and a list of the claims to third party debtors together with copies of the invoices if payments are suspended.
7. WARRANTY, DAMAGES, PRODUCT LIABILITY
1. Complaints about defects must be made by the customer immediately after receipt of the delivery, but no later than three days after delivery, if otherwise excluded, in writing, stating the type and scope of the defect, but do not entitle the customer to withhold the invoice amounts or Parts of the same. Hidden defects are to be reported immediately after their discovery. If a complaint is not made or not made in good time, the goods are considered approved. The assertion of warranty or damage claims, as well as the right to avoid errors due to defects, are excluded in these cases. The warranty period is six months and is neither extended nor interrupted by attempts at improvement; it also applies to partial deliveries. The customer has to prove the defectiveness of the delivered goods at the time of handover. The guarantee expires immediately if the customer himself or a person authorized by him makes changes or repairs to the delivered item without our written consent. In the event of a complaint, the customer is obliged to first accept the goods, properly unload and store them.
2. Liability on our part for consequential damage caused by defects from the title of compensation is excluded. For those goods that we have obtained from the supplier on our part, we only provide a guarantee within the scope of the warranty claims we are entitled to against the supplier. For the products we deliver, we only guarantee that they have the properties usually required for these products in the market. For additional properties, such as those contained in public statements - such as advertising and in the information attached to the products - we only guarantee if these properties have been assured in writing by us in the course of placing the order. For systems, spare parts and devices, Only those defects entitle the assertion of warranty claims that concern the functionality and not just the external appearance. Any warranty obligation applies without exception to the defective device parts, but not to the working time required to rectify the defect and the travel costs.
3. It is up to our choice whether we meet the warranty claims through exchange, improvement, price reduction or conversion.
4. The assignment of warranty claims and claims for damages or the like is not permitted. If the customer resells the delivered goods, all claims against us under the title of the warranty are void, the right of recourse according to § 933 b ABGB is excluded.
5. We are only liable for damages caused to our customers in the course of business transactions to the maximum extent of the order value ordered from us in the event of gross negligence or gross negligence on the part of our vicarious agents. The injured party has to prove the existence of gross negligence. Claims for compensation become statute-barred 3 months after knowledge of the damage and the damaging party, at least 6 months after the service / delivery has been performed.
6. If our customer is called upon to assume liability due to the Product Liability Act, he expressly waives any recourse against us. If our customer brings the goods delivered by us into circulation outside the European Economic Area, he undertakes to exclude his customer from the obligation to pay compensation under the Product Liability Act, insofar as this is possible according to the law applicable or agreed between him and the customer. In this case or if this exclusion obligation is omitted, the buyer is obliged to indemnify and hold us harmless with regard to third-party claims under product liability.
8. WITHDRAWAL FROM THE CONTRACT, PENALS
In the event of default of acceptance or other important reasons, such as in particular bankruptcy of the customer or bankruptcy rejection due to lack of assets, as well as default of payment by the customer, we are entitled to withdraw from the contract without prejudice to other claims for damages. In the event of withdrawal due to default of acceptance by the customer, it is agreed that we can use the goods elsewhere; in this case, a no-fault contractual penalty of 15% of the invoice amount is also agreed.
9. PLACE OF PERFORMANCE
As the place of performance for payments and deliveries, the registered office of our company in 4550 Kremsmünster / Upper Austria is deemed to be agreed, regardless of any individual agreement on the place of delivery and / or payment and / or the assumption of any transport costs by us.
10. DATA PROTECTION, ADDRESS CHANGE and COPYRIGHT
1. The customer grants his consent that the personal data contained in the purchase contract can also be stored and processed by us in an automated manner in the fulfillment of this contract.
2. The customer is obliged to notify us of any changes to his residential or business address as long as the contractual legal transaction has not been fully fulfilled by both parties. If the notification is omitted, declarations are deemed to have been received even if they are sent to the last known address.
3. Plans, sketches or other technical documents as well as samples, catalogs, brochures, illustrations and the like always remain our intellectual property and may not be used or passed on without our written approval; the customer does not receive any rights of use or exploitation of any kind.
4. The customer agrees that we can display the products created for him for advertising purposes and otherwise present them as samples.
11. CHOICE OF LAW, PLACE OF JURISDICTION, SEVERABILITY CLAUSE
1. Within the scope of our contractual relationships, their settlement, termination or disputes resulting therefrom, the application of Austrian law to the exclusion of the UN sales law is agreed between the customer and us.
2. The place of jurisdiction for the customer is exclusively the court responsible for 4550 Kremsmünster / Upper Austria as agreed; However, we are entitled, at our discretion, to bring actions to other courts, provided that another place of jurisdiction is given.
3. If individual provisions are ineffective, this shall not affect the validity of the remaining provisions of these terms and conditions. The contracting parties are obliged to agree on a new provision that comes closest to the purpose of the invalid provision.