The deliveries, services and offers of our company shall be made exclusively on the basis of these terms and conditions; we shall not recognize any terms and conditions of the customer that conflict with or deviate from our terms and conditions, 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.
II. Conclusion of Contract
A contract offer of a customer requires an order confirmation. The dispatch of the goods ordered by the customer shall also effect the conclusion of the contract. If offers are made to us, the offering party shall be bound by them for a reasonable period of at least 8 days from receipt of the offer.
The presentation of the products on the Internet is non-binding and not a binding offer to conclude a contract.
Unless otherwise expressly stated, all prices quoted by us are exclusive of value added tax. Should the wage costs change due to collective bargaining regulations in the industry or internal company agreements, or should other cost centers relevant to the calculation or costs necessary for the provision of services change, such as those for materials, energy, transport, external work, financing, etc., we are entitled to increase or decrease the prices accordingly. Point III. shall not apply to consumer transactions.
IV. Terms of payment, interest on arrears
In the absence of any agreement to the contrary, our claims are to be paid in cash step by step against handover of the goods or by bank transfer to the specified account after receipt of the goods. Discount deductions require a separate agreement. In the event of default in payment, including partial payments, any discount agreements shall also cease to apply. Payments by the customer shall be deemed to have been made only upon receipt in our business account. In the event of default of payment by the customer, we shall be entitled, at our discretion, to claim compensation for the damage actually incurred or – insofar as it is not a credit transaction with consumers – to charge interest on arrears at a rate of 4% above the prime rate of the Austrian National Bank.
V. Withdrawal from the contract
In case of default of acceptance (point VII.) or other important reasons, such as in particular 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 withdrawal, we shall have the option, if the customer is at fault, to claim liquidated damages of 15% of the gross invoice amount or compensation for the actual damage incurred. 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 – without being entitled to do so – withdraws from the contract or requests its cancellation, we shall have the choice of insisting on the fulfillment of the contract or agreeing to the cancellation of the contract; in the latter case, the customer shall be obliged to pay, at our discretion, liquidated damages amounting to 15% of the gross invoice amount or the actual damage incurred.
In the case of distance contracts (§§ 5a ff Consumer Protection Act), the consumer may withdraw from the contract within 7 working days, whereby Saturdays do not count as working 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 conclusion of the contract. It is sufficient to send the declaration of withdrawal within this period. If the consumer withdraws from the contract according to this provision, he has to bear the costs of delivery to the customer, as well as the return of the goods; if a credit was concluded for the contract, he also has to bear the costs of a necessary certification of signatures as well as the charges (fees) for the granting of the credit. In case of services, the execution of which is started within 7 working days from the conclusion of the contract as agreed, a withdrawal is not possible.
VI. Dunning and Collection Expenses
In the event of default, the contractual partner (customer) undertakes to reimburse the dunning and collection expenses incurred by the creditor, insofar as they are necessary for appropriate legal prosecution, whereby he undertakes in particular to reimburse at most the remuneration of the collection agency engaged, which results from the BMwA regulation on the maximum rates of remuneration due to collection agencies. If the creditor carries out the dunning process himself, the debtor undertakes to pay an amount of € 10.90 per reminder and an amount of € 3.63 per half-year for the keeping of records of the debt relationship in the dunning process.
VII. Delivery, Transport, Default of Acceptance
Unless otherwise stated, our sales prices do not include the cost of delivery. Upon request, however, these services will be provided or organized by us against separate payment. In this case, the actual costs incurred for transport or delivery will be invoiced together with a reasonable overhead surcharge, but at least the freight and carriage charges for the selected type of transport applicable or customary on the day of delivery. Services shall be invoiced on a time basis, whereby a man-hour rate customary in the industry shall be deemed to have been agreed. If the customer has not taken over the goods as agreed (default of acceptance), we shall be entitled, after unsuccessfully setting a grace period, either to store the goods on our premises, for which we shall charge a storage fee of 0.1% of the gross invoice amount per calendar day or part thereof, or to store them at the customer’s expense and risk with an authorized professional. At the same time, we shall be entitled either to insist on performance of the contract or, after setting a reasonable period of grace of at least 2 weeks, to withdraw from the contract and to dispose of the goods elsewhere.
VIII. Delivery Period
We shall not be obliged to perform until the customer has fulfilled all his obligations necessary 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 this period has expired may the customer withdraw from the contract after setting a reasonable grace period. Reasons of force majeure are excluded from this period.
IX. Place of performance
The place of performance is the registered office of our company, unless otherwise defined and agreed.
X. Minor changes in performance
If the transaction is not a consumer transaction, minor or other changes to our performance or delivery obligation that are reasonable for our customers shall be deemed approved in advance. This shall apply in particular to deviations caused by the subject matter.
XI. Warranty, duty to examine and to give notice of defects
In all cases, we shall fulfill the customer’s warranty claims at our discretion either by replacement, repair within a reasonable period of time or price reduction. The customer can only demand cancellation of the contract if the defect is substantial, cannot be remedied by replacement or repair and a price reduction is not reasonable for the customer. Claims for damages by the customer, which aim to remedy the defect by improvement or replacement, can only be asserted if we are in default with the fulfillment of warranty claims. Warranty claims, if they concern movable goods, must be asserted in court within one year of delivery of the goods.
If the customer claims the existence of a defect, any resulting claims, in particular for warranty or damages, can only be asserted if the customer proves that the defect already existed. customer proves that the defect was already present at the time of delivery of the goods; this also applies within the first six months after delivery of the goods.
In accordance with §§ 478, 479 BGB (German Civil Code), the customer must also inspect the goods immediately after delivery, but within 6 working days at the latest. Defects discovered in the course of such inspection shall be notified to us in writing without delay, but no later than 2 working days after their discovery, stating the nature and extent of the defect. Hidden defects must be notified to us in writing without delay, at the latest, however, within 3 working days after their discovery. If a notice of defect is not made or not made in time, the goods shall be deemed to have been approved.
Our warranty obligation shall expire in any case upon expiry of the warranty period; any special recourse of the customer beyond this pursuant to § 933b ABGB (Austrian Civil Code) due to warranty obligations fulfilled by the customer himself shall be excluded.
All provisions of point XI. shall not apply to consumer transactions.
XII. compensation for 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 has to 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.
XIII. Product Liability
Recourse claims within the meaning of § 12 of the Product Liability Act shall be excluded unless the party entitled to recourse proves that the defect was caused in our sphere and was at least due to gross negligence.
XIV. Retention of title and its assertion
All goods shall be delivered by us subject to retention of title and shall remain our property until payment has been made in full. 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 shall be entitled to charge any transport and handling costs incurred. In the event of access by third parties to the goods subject to retention of title – in particular through 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 reserved goods, in particular sell, pledge, give away or lend them, until the outstanding purchase price claim has been settled in full. The customer shall bear the full risk for the reserved goods, in particular for the risk of destruction, loss or deterioration.
XV. Assignment of claims
In the event of delivery subject to retention of title, the customer hereby assigns to us his claims against third parties, insofar as these arise from the sale or processing of our goods, on account of payment until final payment of our claims. Upon request, the customer shall name its customers and notify them of the assignment in due time. The assignment is to be entered in the business books, in particular in the open items list, and made visible to the customer on delivery bills, invoices, etc. The customer is to inform us of the assignment in good time. If the customer is in default with his payments to us, the sales proceeds received by him shall be segregated and the customer shall hold them in our name only. 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.
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 reversal.
XVII. 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 language of the contract 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 all disputes arising from this contract.
XVIII. Data protection, change of address and copyright
The customer is obliged 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 the notification is omitted, declarations shall be deemed to have been received even if they are sent to the last address notified. Plans, sketches, recipes or other technical documents, as well as trademarks, 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.
XIX Cancellation Policy
You have the right to cancel this contract within fourteen days without giving any reason. The revocation period is fourteen days from the day on which you or a third party named by you, who is not the carrier, have taken or has taken possession of the goods.
In order to exercise your right of withdrawal, you must inform us (IPUS Mineral- & Umwelttechnologie GmbH, Werksgasse 281, A – 8786 Rottenmann, Tel.: +43 3614 3133, E-Mail: email@example.com) by means of a clear declaration (e.g. a letter sent by post or e-mail) of your decision to withdraw from this contract. You can use the attached sample withdrawal form for this purpose, which is, however, not mandatory.
You can also fill out the model withdrawal form or another clear declaration electronically and send it by mail or e-mail. If you make use of this option, we will send you confirmation of receipt of such revocation without delay (e.g. by e-mail).
In order to comply with the revocation period, it is sufficient that you send the notification of the exercise of the right of revocation before the expiry of the revocation period.
Consumers within the meaning of the Consumer Protection Act (KSchG) may revoke their contractual declaration in accordance with § 5e KSchG within the statutory periods – currently seven working days, whereby Saturday does not count as a working day – without giving reasons in text form (letter or e-mail) or – if the item is provided to them before the deadline – by returning the item. The period begins with the day of receipt of the goods by the recipient (in the case of recurring deliveries of similar goods upon receipt of the first partial delivery). In case of non-fulfillment of the information obligations according to § 5d Abs 1 und 2 KSchG, the withdrawal period is three months from the day of receipt of the goods by the consumer. If the information is made up within this period, the period shall be seven working days from the date on which the information is made up. To comply with the withdrawal period, it is sufficient to send the declaration of withdrawal in time. Austrian law shall apply to the exclusion of the UN Convention on Contracts for the International Sale of Goods and the referral standards of Austrian and European private international law. If the customer is a consumer within the meaning of the consumer protection regulations at the customer’s place of business, the mandatory consumer protection regulations applicable in this respect shall remain unaffected.