Conditions
General Terms and Conditions of Trade Plus GmbH
General terms of sale, delivery and payment of Trade Plus GmbH
1. Scope
In addition to the special conditions mentioned in the offer and in the order confirmation, these general terms and conditions of sale, delivery and payment apply to the present transaction and to all future transactions, unless otherwise agreed in writing. Conflicting terms and conditions or terms and conditions that deviate from discretionary law or terms and conditions of the customer stated on the order form are invalid unless their validity is expressly granted in writing.
2. Offers, Deals
All our offers are non-binding. The order only becomes binding for us after written confirmation of acceptance. Oral, telephone, telegraphic agreements or agreements with our representatives require written confirmation to be legally valid. Changes or deletions to orders already placed are subject to our written consent. We reserve the property rights and copyrights to cost estimates, drawings, drafts and other offer documents; they may not be copied and may only be made accessible to third parties with our consent.
3. Quantities
In the case of orders in the scope of a truck load, an additional load of up to a maximum of 25% of the ordered quantities, depending on the capacity of the truck provided, must be accepted by the buyer for a corresponding increase in the agreed fee, while we are not obliged to subsequently deliver the missing quantity in the event of underdelivery can become. Customary quantity deviations are permissible in any case.
4. Invoicing, Prices & Terms of Payment
The invoice is created with the date of dispatch. Insofar as a quantified price has not been expressly agreed, the list price valid on the day of delivery will be invoiced. Our prices are in euros from our warehouse, excluding sales tax (VAT), disposal costs and other public charges levied on the levy or the movement of goods, excluding packaging, insurance, freight, unless expressly agreed otherwise. All prices are subject to change. All costs and duties associated with the purchase or delivery must be borne by the buyer. An increase in the production costs occurring after the conclusion of the contract entitles us to a corresponding increase in the agreed purchase price or to withdraw from the contract. This does not apply to consumers. The conditions contained in the order copy or order confirmation (particularly price estimates) are deemed to be accepted if we do not receive a written objection within 3 working days, even if these conditions deviate from the customer's contractual declaration. In the absence of a special agreement, packaging is at our discretion. It is carefully checked, which is why no compensation is paid for breakage and shortcomings on the transport route. Our invoices are due immediately upon receipt without deduction. If a 5-day Respiro is exceeded, 1% default interest per month must be paid. The day of receipt of payment is decisive. In the event of a delay in payment, all reminder and collection fees are to be reimbursed by the buyer. A deterioration in the financial situation of the buyer that we believe has occurred after the order has been completed, as well as non-payment of previous invoices, entitle us, regardless of the agreed payment terms, to make delivery dependent on advance payment of the order value, to cancel the order in full or to cancel it postpone execution until adequate security is provided or the consideration is provided concurrently. Neither the threat nor the setting of a grace period is required to exercise this right. If the purchase price of the goods has been agreed in a foreign currency, it is actually to be paid in the agreed foreign currency, otherwise, subject to all other rights, we are also authorized to demand from the buyer that amount in domestic currency that was required to actually purchase the sum due to us in the agreed foreign currency is required. In the event of default in payment of a foreign currency debt, we are entitled, at our discretion, to demand conversion and payment in domestic currency at the rate at the time of conversion at a time of our choosing.
5. Intended Use, Export Obligation & Packaging Ordinance
For the items purchased for export, the buyer assumes responsibility for the actual shipment to foreign customs and for use in foreign countries. If necessary, the buyer must provide appropriate proof. Likewise, the buyer assumes the obligation not to use the goods purchased for a specific purpose for any other purpose. If necessary, he has to provide the necessary proof and, in the event of non-compliance with this obligation assumed, to be liable for the damage incurred by us. The buyer is obliged to comply with the packaging ordinance in the currently valid version.
6. Pallets
Reusable packaging, such as pallets and plastic plates, etc., will be invoiced separately and credited to our warehouse after being returned to us free of charge. The empties are billed once a month.
7. Samples, Drawings, Models
We will not provide replacements for samples, drawings and models that have been sent in the event of breakage or loss. The customer is liable for the fact that the instructions given by him regarding shapes, designs and decors do not affect the property rights of third parties and must indemnify and hold the seller harmless in the event of claims being made. The rights to sketches, tools, forms, templates, clichés, punching plates and the like remain our property despite any partial offsetting. It is expressly agreed that the costs of creating a sample and the associated ancillary costs can be invoiced separately if the contract does not come about.
8. Delivery, delivery times
The delivery periods run from the date of the written order confirmation. No liability is assumed for compliance with a specific delivery period. Unforeseeable obstacles and force majeure release us from any delivery obligation. In such cases, we also have the right to withdraw from the order if it has not already been fulfilled, without being obliged to pay compensation. In the case of goods for the manufacture of which molds or samples, etc. must first be created, the delivery date applies from the day of receipt of the written approval of samples, sketches, templates, clichés, punching plates, etc. However, the delivery obligation expires in any case after expiry of 12 months from the date of order confirmation. In this case, the contract expires by itself and what has already been done must be refunded. For the rest, claims of the buyer (in particular due to delay and/or compensation) are excluded, except in the case of intent or gross negligence.
9. Delivery, Shipping Costs and Shipping Packaging
When the goods are shipped, they are deemed to have been handed over when they are handed over to a person entrusted with the shipment, usually the commissioned forwarding company (§ 429 ABGB). The desired assignment of a specific forwarding agent must be specified separately for each order. We will comply with this as far as possible and practical, but we reserve the right to commission a specific forwarding agent at our discretion. The buyer declares in the sense of § 429 ABGB that in any case the shipment corresponds to his will and the type of shipment corresponds to the agreement made, even if the forwarding agent is selected by us. All goods are shipped at the expense of the buyer. All shipments are always unstamped. The accrued freight charges are therefore to be borne by the recipient and will be credited if postage has been agreed and based on the original freight receipts to be sent. The original freight documents are to be sent within 4 weeks from the day the invoice is issued, with the assignment of all claims from the freight contract against the freight forwarder. Failure to comply with the above provisions will result in any entitlement to compensation being lost. No deduction will be granted from paid freight expenses. If an increase in freight occurs between acceptance of an order and execution of the same, this additional freight shall be borne by the customer. Only the freight rate that applied at the time the order was accepted will be reimbursed. If the buyer wishes a special type of shipment which exceeds the costs of the forwarding agent commissioned by the delivery company, the costs are to be borne by the buyer. In the absence of a separate agreement, only commercially packaged goods are shipped. Certain shipping packaging must be in writing.
10. Warranty and Compensation
Complaints can only be considered if the notice of defects, raised in writing, is received by the seller within 3 days of acceptance. Passing on the goods to third parties is considered unconditional acceptance of the goods. All complaints must be precisely described. Complaints raised belatedly and of a general nature will not be accepted. This does not apply to consumers. We are not liable for damage arising in connection with the use or processing of the delivered goods. We are not liable for the delivered goods being suitable for the special purposes envisaged by the buyer, unless these purposes have become part of the contract expressly and in writing. Returns will only be accepted with prior written consent, otherwise acceptance will be refused. We shall meet our warranty obligations by replacing the goods in whole or in part or by reducing the price accordingly, at our discretion. An obligation to compensate our customers for damage or lost profits or to compensate third-party recourse claims against our customers, as well as obligations from lost parts, is excluded in all cases and we cannot be subject to such an obligation because of late delivery. This does not apply to consumers. The statutory warranty rights apply to consumers. In any case, liability for slight negligence is excluded. The exclusions of liability provided for in these General Terms and Conditions do not apply to personal injury, gross negligence or intent.
11. Passing of Risk and Receipt
All goods are shipped at the buyer's risk. The risk of having to pay the price despite loss of or damage to the object of purchase is therefore transferred at the latest at the time of handover in accordance with point 9, i.e. when it is handed over to the person responsible for sending it. This also applies when partial deliveries are made, with regard to the respective partial delivery; the supplier has taken on other services, e.g. the shipping costs or delivery and installation; the prices have been agreed free receiving station or customer's home. We are only obliged to assign our rights from the freight and transport contract to the buyer upon request, however without further liability and against reimbursement of the costs for the assignment. Insurance will only be taken out upon request and at the expense of the customer. In relation to a consumer, however, the risk of loss of or damage to the goods only passes to the consumer as soon as the goods are delivered to the consumer or to a third party designated by the consumer who is different from the carrier. However, if the consumer has concluded the contract of carriage himself without using one of the options suggested by us, the risk passes to the carrier as soon as the goods are handed over. If the goods are ready for dispatch and dispatch or acceptance is delayed as a result of circumstances for which the supplier is not responsible, the risk is transferred to the customer from the day the goods are ready for dispatch. This only applies to a consumer if he is in default of acceptance. Delivered goods are to be accepted by the customer, even if they have minor defects.
12. Retention of Title
The delivered goods remain our property until the purchase price including interest and costs has been paid in full. This retention of title also applies to further processing by the buyer as long as the goods have not been paid for in full. A resale of goods subject to retention of title is only permitted with our written consent. In any case, the retention of title also extends to the payment received from the third party and to the purchase price claim against the third party. The buyer undertakes to assign any purchase price claims against third parties with legal effect. The buyer is obliged to notify third parties of access to the goods delivered under retention of title immediately. If the buyer is in default of payment, he has to deposit the goods at his own expense at a location to be determined by us, for our security, or to send them to an address to be determined by us at his expense. If the customer is in default of payment, we are entitled to take back the goods subject to retention of title without this being equivalent to a withdrawal from the contract. For this purpose, we are irrevocably authorized to enter the customer's business premises during normal business hours.
13. Withdrawal from Contract
If the buyer, for whatever reason, does not punctually meet any obligation arising from the purchase, the seller is entitled to exercise the right to choose in accordance with §§ 918 ff ABGB. to exercise, provided it is not a matter of a merely minor breach of contract. The seller is therefore entitled to demand the fulfillment of the contract or to withdraw from the contract after setting a grace period of 14 days. In this case, a flat-rate, no-fault compensation of 10% of the order value applies as agreed for the non-execution of the contract.
13.1 Right of return:
There is a 14-day right of return.
14. Jurisdiction, place of performance
The registered office of Trade Plus GmbH is deemed to be the place of performance for the delivery. Friesach is the place of performance for payment. The place of jurisdiction is agreed to be the court in Klagenfurt that is technically and locally competent for Trade Plus GmbH, which is why lawsuits can also be brought against the buyer there. However, legal action can only be taken against consumers before the court in whose district the domicile, habitual residence or place of employment of the consumer is located. Consumers can claim any legal venue for legal action against us. Austrian law applies exclusively, to the exclusion of national and international conflict of law rules and the UN Convention on Contracts for the International Sale of Goods. Irrespective of this, consumers from other member states can invoke the mandatory consumer protection regulations of the state in which the consumer lives in accordance with Article 6 (2) of Regulation (EC) No. 593/2008 on the law applicable to contractual obligations ("Rome I") has habitual residence. References to legal regulations from other member states in these terms of sale, delivery and payment are due to Art. 6 Para. 2 Rome I-VO and otherwise do not affect the choice of law made.
