Hapro GmbH, as of 2017
The deliveries, services and offers of our company are subject to these terms and conditions; We do not recognize contrary or deviating from our terms and conditions of the customer, unless we have expressly agreed to their validity. Contract fulfillment actions on our part do not apply insofar as acceptance of deviating from our Terms and Conditions. These terms and conditions apply as a framework agreement for all further legal transactions between the parties.
II. Conclusion of
a contract offer of a customer requires an order confirmation. Even sending the ordered by the customer causes the conclusion of the contract. If offers are addressed to us, the offeror is an appropriate, but not less than 30 days from receipt of the offer it.
All prices specified by us are, provided not otherwise expressly noted to understand exclusive of VAT. Labor costs should due to collective agreements in the industry or in-house financial statements, or if others change for the calculation relevant cost centers or for achievement production necessary costs such as those for materials, energy, transportation, foreign work, financing etc., we shall be entitled to to increase prices accordingly or reduce.
IV. Terms of payment, default interest
Our payment terms are 30 days net, without discount. Unless otherwise agreed to be paid our demands train to train in exchange for the goods in cash. Discount deductions require a separate agreement. In the event of payment default, including installment payments, and all discount agreements expire. Payments are only from the date of receipt in our business account. If payment of the customer we are entitled to demand, at our option the replacement of the actual damages or default interest at the statutory rate. Our company is entitled in case of default of the customer to demand compound interest from the date of delivery of the goods.
In default of acceptance (. Pt. VII) or other important reasons, such as insolvency of the customer or bankruptcy dismissed for insufficiency of assets, as well as payment of the customer we are entitled to withdraw from the contract if he has not been fulfilled by both sides in full , In the event of cancellation we have a choice at fault of the customer to demand liquidated damages of 25% of the gross invoice amount or compensation for the actual damage. If payment of the customer we are released from any further performance and delivery obligations and entitled to withhold outstanding deliveries or services and to demand advance payments or securities or to withdraw after a reasonable grace period. If the customer – without being entitled to it – the contract or demands it is canceled, we have the option to insist on the fulfillment of the contract or cancellation of the contract to agree; in the latter case, the customer is obligated to pay at our discretion liquidated damages in the amount of 25% of the gross invoice amount or the actual damages.
VI. Reminder and collection expenses
The contractor (customer) is committed in the event of default, to replace the dunning and collection costs incurred by the creditor.
VII. Delivery, transport, default of acceptance
Our selling prices do not include costs for delivery, assembly or installation. However, these services are provided for extra cost us to request or organized. Showing for transport and delivery of the actual costs plus a reasonable direct cost impact, but provided at least the applicable day of delivery or freight and carriage costs of the selected mode of transport into account. The packaging is billed as a rule at cost. Packaging material is not taken back, unless otherwise expressly agreed. Assembly work will be charged according to time, the hourly rates at Hapro GmbH may be requested. Damage and losses occurring during transport shall be borne by the buyer. To secure compensation claims in rail, postal and forwarding shipments are to be certified on the shipping documents damage and short weights in the acceptance of the shipment by rail, post or the carrier. If the customer has not accepted the goods as agreed (default of acceptance), we are entitled to a grace period to store the goods either with us, for which we charge a storage fee of 5% of the gross invoice amount per calendar day, or at the expense and risk of the store customer with an authorized tradesman. At the same time, we are entitled to insist on the fulfillment of the contract, or after setting a reasonable, at least 2 weeks comprehensive respite from the contract and use of the goods.
VIII. Delivery time
to performing a service we are only obligated once the customer has fulfilled all of its obligations that are required to perform, in particular meets all technical and contractual details, preparatory work and measures. We are entitled to exceed the agreed dates and deadlines. The delivery times indicated are approximate and not binding. Late payment penalties or other claims for damages due to delayed delivery are excluded.
IX. Place of
performance is the seat of our company.
X. Warranty, Exchange
defects must be reported in writing within 8 days of receipt of the goods. It minor or other reasonable changes to our customers of our performance or delivery obligations as approved beforehand. This particularly applies to the item in question related deviations (eg sizes, colors, wood and veneer, surface grain and structure, etc.). Upon the occurrence of damage or consequential damage you have carefully written to inform us immediately of the nature, scope and history, and in case of any investigations into the cause of the damage they have (at most insurance agents) to support us and our people in a suitable form. Should they fail to meet their contractual duties and from this arise under insurance law disadvantages, they are liable to us for all these drawbacks (possibly loss of insurance coverage) and to provide compensation for damage. Once we or our suppliers have the goods as a result of material or workmanship recognized as defective or have to admit that you are missing promised features, we will replace the goods free of superb. However, this applies only if the buyer has not changed the goods. Further warranty claims of the buyer are excluded. The buyer must provide us with the rejected goods available and return it free of charge. Complaints are not permitted if an inspection of the defective goods is no longer possible. Conversion and redemption programs can be accepted only after prior consultation. All resulting costs, but at least 25% of the gross invoice amount for inspections, cleaning and restocking will be charged to the purchaser.
All claims for damages are excluded. This does not apply for personal injury or for damage to goods accepted for processing. The presence of slight or gross negligence has to prove the victim. The period of limitation of claims for damages is three years from the transfer of risk. The provisions contained in these terms and conditions or otherwise agreed on damages shall apply even if the claim for damages is made in addition to or instead of a warranty claim. Before connecting or transportation of computer technology products or before installation of computer programs, the customer is obliged to ensure to the computer system data that is already sufficient, otherwise it has to bear the responsibility for lost data as well as any related damages.
XII. Product liability
claims for compensation within the meaning of the Product Liability Act are excluded, unless the claimant proves that the error was caused in our sphere and was at least gross negligence.
XIII. Retention of title and its assertion
All goods are delivered by us under retention of title and remain until full payment of our property. In the enforcement of reservation only a cancellation of the contract if this is explicitly stated. When goods are returned, we are entitled to charge resulted transportation and manipulation expenses plus a handling fee of 25% of the gross. If third parties to the conditional goods – especially through seizures – the customer is committed to refer to our property and to notify us immediately. The customer bears the full risk for the conditional goods, especially for the risk of destruction, loss or deterioration.
XIV. Assignments of receivables
For delivery under retention of title, the customer already now assigns his claims against third parties, insofar as these arise through the sale or processing of our goods until the final payment of our claims of payment from. The customer has to call us on request his customers and to communicate this time of the assignment. The assignment is in the books, especially in the open items – write list and make on delivery notes, invoices etc. the customer can be seen. If the customer with its payments to us in default, the incoming sales proceeds to be separated and the customer may only hold these in our name. Any claims against an insurer are now assigned within the limits of the insurance contract law to us. Claims against us may not be assigned without our express permission.
The customer is not entitled to a warrantable claim to retain the gross invoice amount.
XVI. Choice of Law, Jurisdiction
Austrian law applies. The applicability of the CISG is expressly excluded. The contract language is German. The Parties agree to Austrian domestic jurisdiction. It is up to the decision on all disputes arising from this contract subject matter jurisdiction at the seat of our company court only local jurisdiction.
XVII. Data Protection, Change of Address and Copyright
The customer agrees that the stored automatic support in the purchase agreement personal data contained in performance of this contract and processed by us. The customer is obligated to inform us of any change of residence or business address as long as the legal transaction is not fulfilled by both parties. If the notification is not given, declarations shall also be deemed received if they are sent to the last known address. Plans, sketches or other technical documents as well as samples, catalogs, brochures, pictures and the like remain our intellectual property; the customer does not receive any intellectual property or exploitation rights.