General terms and conditions of business
1. General information
Our quotations, deliveries and any other legal transactions shall be made and executed exclusively on the basis of the terms and conditions of business set out below. Any agreements that deviate from said terms and conditions shall only be binding if we have confirmed them in writing. We shall only be obligated to adhere to any other terms and conditions of the buyer if we have expressly recognised them in writing, even if they are included with or referred to in the order. These terms and conditions shall be deemed to have been accepted, including in relation to subsequent orders, no later than the point at which the goods or our service is/are accepted.
Our quotations are non-binding. All specifications in our publications are non-binding unless confirmed in writing.
3. Order confirmation
Orders shall not be binding until they are confirmed in writing. The same shall apply to agreements and guarantees, including those of our representatives. Objections to our written confirmations must be submitted within 10 days.
The prices specified in our price lists are non-binding and do not include VAT. The prices that apply on the day of delivery shall be decisive in all business transactions. We shall be entitled to increase prices on account of a rise in costs, unless the delivery is made within 5 months of the order confirmation. We shall be bound by placed orders for a maximum of three months from the document date.
Dispatch is carried out from our central warehouse in Vienna. We shall select the most economical means of transportation and routes in each case. If the buyer specifies any special requirements, any costs arising from these shall be invoiced separately. Once goods leave the plant, the risk shall pass to the recipient. We shall assume no liability in the event of loss or damage. Packaging and dispatch within Austria shall be charged on a flat-rate basis; in the case of deliveries to other countries, the amounts associated with packaging and dispatch shall be increased to include the transportation costs of the freight forwarder of our choice. If requested, we shall provide you with exact details of the conditions.
6. Delivery periods
We shall set delivery periods that can be adhered to within the ordinary course of business. They shall begin on the date of the order confirmation and end on the day on which the goods leave our plant. In the event of instances of force majeure, such as war, industrial action, other disruptions in operations or delivery delays on the part of our suppliers, we shall be entitled to postpone delivery dates. In the event of delivery delays amounting to more than 5 months, the buyer may withdraw from the contract by issuing notification in writing. Any claims for damage compensation beyond this shall be excluded.
7. Return of goods
Goods that have been delivered correctly may only be returned with our prior written consent. Credit notes we provide for undamaged goods shall be subject to a 20% discount from the net invoice amount to cover administrative costs, testing and repackaging. We shall not provide credit notes for damaged goods or goods with a net amount below EUR 25.00.
Our invoices must be settled within 14 days of the invoice date with a 2% discount and within 30 days of the invoice date with no discount. Discounts shall only be granted for the net goods value. The buyer shall not be entitled to withhold payment or offset payment against other counter-claims that are not recognised by us. If payment is not made on time, we shall be entitled to demand interest at normal banking rates, without the need to issue a warning and without reservations applying to any other rights. If the buyer does not adhere to the payment deadlines or if circumstances with a detrimental impact on the customer's creditworthiness are identified, we shall reserve the right to deliver on a cash-on-delivery basis.
Warranties shall be provided for 24 months. They shall not extend to cases of natural wear, incorrect installation or improper handling. In the event of justified complaints, we shall undertake to perform rectification measures or provide replacements free of charge. If we fail to resolve the defect in question within a reasonable period, the buyer shall be entitled to withdraw from the contract. Any other claims on the part of the buyer shall be excluded. In the event of defects affecting delivered goods and missing information in writing concerning warranted characteristics, we shall only assume liability if claims in this respect are asserted in writing and with specific reference to the issues in question. Complaints in respect of obvious defects must be submitted immediately after receipt of the delivery. Complaints in respect of defects that are not obvious must be submitted as soon as the defects are discovered.
10. Retention of title
The delivered goods shall remain our property until all receivables arising from the business relationship have been paid in full. Until this point, the business partner shall not be permitted to pledge the goods or transfer them by way of security. The goods may only be resold as part of the ordinary course of business; however, this shall be subject to retention of title. Any receivables arising from reselling shall be transferred to us by way of security. In the event that goods are sold, the buyer shall, at our request, undertake to name the buyers in question and inform us of any access by third parties to goods that are our property. The buyer shall be responsible for any costs arising from intervention. If goods we have delivered are mixed, processed or combined with other items, we shall acquire joint ownership of the new item as a proportion of the value of the purchased item in relation to the other processed items.
11. Place of performance and legal venue
The place of performance and legal venue shall be the headquarters of Auer Signal GmbH. Contractual relationships are subject to Austrian law. In the event that individual provisions of these general terms and conditions of business become legally ineffective, the remaining elements of the contract between us and the buyer shall remain binding. Instead of the ineffective provision, a provision that comes as close as possible to the economic intentions of the ineffective provision shall apply. Alternatively, an agreement shall be reached in respect of the authority of the legal provision.