General Terms of Sale and Delivery
Area: Powder coating
1. Validity and legal obligations:
The following terms and delivery conditions form an integral part of every offer and every contract. The following terms and conditions apply to all orders accepted by us, as well as orders we have executed, and shall apply as accepted and legally binding with the placement of the order, even if conflicting conditions are not expressly contradicted. The following terms and conditions shall have precedence in any case over any terms and conditions of the buyer. Any terms and conditions of the buyer are hereby expressly rejected. Subsequent amendments to the contract are only valid if they are made in writing, and if they are created and confirmed in corporate legally binding terms by the seller. The same also applies to guaranteed properties of the delivered goods.
2. Offers and conclusion of contracts:
All offers are subject to change with respect to price, quantity and delivery. Agreements with our employees are subject to written approval, through a written order confirmation issued by us. The intermediate sale is reserved. The prices are, unless otherwise agreed through our order confirmation, net ex-factory Nenzing excl. VAT.
3. Order placement:
The orders placed orally, in writing, by fax or letter, or especially with ALCOLOR delivery notes, are binding and cannot be cancelled. In case of a clarity of the order, the placed orders are not further confirmed. A confirmation of the order is only carried out on request.
4.1. Delivery time
The specified delivery dates are always regarded as delivery times ex-factory. Delivery periods begin with the date of order acceptance, but not before the clarification of all details regarding the execution reason, upon receipt of all required documents. The delivery periods are to be regarded as approximate. We shall not be liable in any manner for any damages or loss of profits for exceeding the delivery period. Confirmed delivery deadlines are extended – without prejudice to our rights regarding a default of the buyer – for the period of time that the buyer does not fulfil his obligations towards us under this contract, or is in default in any other manner.
4.2. Delivery/transfer of risk
The risk will pass to the buyer, as soon as the delivery leaves the factory – even if the delivery is performed free or under similar clauses. A transport insurance is only established upon request of the buyer, and at his expense.
4.3. Shipping method and route
ALCOLOR is entitled to select the least expensive shipping method at its own discretion. Additional costs due to special shipping wishes of the customer for expedited shipments, express delivery, express or a special transport type will be borne by the customer. The delivery obligation is fulfilled when the goods have left the Nenzing factory.
5. Regulations at the place of destination
The buyer shall inform ALCOLOR on local, statutory or other regulations, and in particular standards, which could relate to the execution of the delivery as well as the compliance with safety and licensing requirements.
6. Prices and payment
All prices are subject to change and excl. VAT. Invoices are due free of charge within 14 days of the invoice date without deduction. In case of delayed payment, ALCOLOR is entitled to claim default interest in the amount of the respective bank interest rate. The buyer is not entitled to offset against his payment or refuse his performance based on warranty or claims for damages, unless these have been recognized and approved regarding their amount in writing by ALCOLOR. Letters of credit are only accepted with a written approval. The acceptance of letters of credit or cheques is only carried out only carried out on account. Should even one payment obligation which the buyer has towards ALCOLOR, even from a different order, not be fulfilled by the buyer, then ALCOLOR shall be entitled to immediately demand payment for all due sums, even if other payment conditions have been agreed upon. This also applies for mutual obligations. In case the invoice due date is exceeded, payments will always be applied to the oldest due invoices.
Defects must be reported by the buyer or by a respectively designated third party immediately in writing after receipt of the goods, at the latest within 8 days after the takeover. In case of visual defects, a complaint regarding the goods must be issued prior to further processing. Later complaints cannot be accepted. The return of goods must always be approved by ALCOLOR in writing. Goods with visual defects may not be further processed or installed, and must be complained immediately. ALCOLOR’s warranty obligations are limited to the replacement of the defective delivered goods. Therefore, ALCOLOR is neither required to reimburse the processing costs for the goods, nor other disadvantages that are attributable to the defects of the delivered goods. ALCOLOR is obligated, at its discretion, to perform rework or replacement free of charge, for those parts of their delivery which verifiably impair the usability of the purchased item due to poor materials or poor workmanship. The prompt for this must be submitted in writing in any case. Excluded from the warranty are: Damages due to natural wear and tear, inadequate storage, failure to observe the operating instructions, excessive and improper intervention of the buyer or third parties. Warranty and liability claims that expire 6 months after receipt of the delivery, no matter whether or not the goods are transportable. Liability for consequential damages is expressly excluded. ALCOLOR shall not liable for other damage claims. And particularly not in accordance with the provisions of the product liability Act. Consequential damages, such as loss of profits, damage and personal injury are excluded from the damages.
8. Reservation of proprietary rights
Delivery is generally subject to a retention of title. The goods shall remain our property up to the complete payment. In case of be processing, mixing or combining with other goods not belonging to us by the buyer, our right of ownership on the newly created goods shall persist, or respectively the buyer will transfer his ownership rights for the new item or goods to us. Until all invoices for delivered goods have been paid in full, the buyer shall be obligated to regard all delivered goods as our property, even if they have been processed or transformed into other goods, and to insure them adequately and store them safely. Despite the retention of title, the buyer shall only be entitled to conduct a processing or commercial resale of the goods with the provision that the receivables of the buyer from the resale are immediately assigned to us in the amount of the value of our goods delivered under retention of title, plus any and all additional ancillary costs. This will not require any further special transfer anymore. The buyer is not entitled to other disposals of the goods delivered under reservation of ownership, in particular a mortgaging or pledging. The buyer is however entitled to collect claims from resale, until our revocation that can be issued at anytime. The buyer is obliged immediately notify us about any seizure or other impairment regarding our reserved goods by a third party, and at any time provide us with information about the whereabouts, any possible resale, as well as the name and address of the purchasing entity, and also about the amount and the due date of the sales prices, and to provide the respective supporting evidence. In order to protect our rights, we shall be entitled to enter the warehouse and business premises of the buyer at any time. If we choose to exercise our rights, in particular to exercise the right of redemption on the basis of the agreed reservation of ownership, the buyer shall waive his right to an action of trespass based on this title, as well as the right of objection that the purchased item is required to maintain the operation of his company, and also regarding claims for any damages as well as the possible loss of profit. The buyer shall bear any costs which could accrue for us from this.
9. Technical design
The technical design shall be compliant with the relevant Austrian standards, or respectively pursuant to the applicable Austrian quality regulations, if nothing else is agreed.
10. Place of performance – Place of jurisdiction
The city of A-6710 Nenzing shall be the place of performance for the payment, even if freight-free receiving station or factory has been agreed-upon. Place of jurisdiction for all disputes is Feldkirch exclusively. Austrian law shall apply for this contract. Should individual provisions of these general terms and conditions be invalid wholly or partially, all other provisions will remain effective.
General Terms of Sale and Delivery
Area: Sheet metal technology
1. General information:
If no special conditions are agreed upon and confirmed by us in writing, the following terms and conditions shall apply, which the buyer shall expressly regard as agreed-upon when placing the order. The purchase conditions of the buyer will not be recognised by us.
2. Prices and offer:
Our prices and special offers are non-binding, subject to delivery conditions, and unless otherwise agreed upon, are always ex-factory. We are entitled to invoice the work performance to be provided by us according to the actual effort, and to invoice to the incurred expenses accordingly. The above prices are based on the current cost for wages, material and energy. Should these change, we reserve the right to conduct appropriate adjustments at the time of delivery. All prices stated are, if not otherwise specifically noted, to be understood as excluding VAT. In the case of an offsetting, the statutory VAT will be added to these prices.
3. Delivery, calculation and transfer of risk:
Unless otherwise agreed upon, our deliveries are performed not free, on invoice and with the transfer of risk to the buyer as of our factory. In case of express freight or postal shipment, the incurred transport costs as well as cartage, storage fees or similar expenses will be invoiced accordingly. The calculation will be performed according to the shipping date. Transport insurance for delivery and collection transport of the goods is not covered by us. Measures that are required for a damage-free transport of the material to be collected, and those required to protect the material after the delivery, as well as during the processing, assembly and for the prevention of harmful effects at the construction site, should be observed by the buyer. We shall be entitled to conduct partial deliveries, and invoice them separately upon delivery. Changes and additions to the contract require the written confirmation of the company management in order to be valid. In case of a credit unworthiness or if the contracting authority is subjected to bankruptcy proceedings or these are rejected due to lack of assets, we shall be entitled to withdraw from the contract.
4. Terms of payment:
Payment must be made to our company immediately upon receipt of the invoice without deduction. In case of a deadline exceeding we reserve the right to charge default interest as a bank would. If the agreed payment deadline is not complied with, rebates or discounts will be deducted accordingly. If the buyer is in default of payment or other performance, the seller shall be entitled to demand the contract fulfilment. The buyer shall not be entitled to withhold payment or assert claims by way of offsetting for notifications of defects which are not recognised by us. In special cases, such as a prolonged default of payment, or high accounts receivable, similar conditions, we reserve the right to only conduct deliveries against advance payment or cash on delivery. Payments must be performed free of charge. In case of a late or incomplete payment, the received funds will first be used to pay for interest, the expenses of collection and the attorney’s fees, before proceeds are applied to other debts, starting with the oldest first.
The prices are without packaging. If the packaging is executed in a commercially common fashion, in order to prevent damages to the goods on route to the specified destination under normal transport conditions, the cost shall be borne by the buyer and only returned upon agreement.
6. Delivery dates
These shall be applicable after the full clarification of all the information from the buyer required for the processing and are not binding. Operating errors, raw material shortages, machine defects, shortages, sickness, accidents, strikes and other cases of force majeure shall release us from the agreed delivery deadline, and also from the obligation to completely fulfil the order.
The relevant provisions of the ÖNORM generally apply for the warranty, if the buyer has not indicated changes in this regard in the offer phase or during the order placement. Returns of rejected goods may only be carried out at the expense and risk of the contracting entity, after this has been approved. A notice of defects must be issued immediately, and received by us no later than 8 days after delivery of the goods, and in any case before beginning the assembly, whereas we must be provided with an opportunity to conduct an inspection. If changes are made to the complained goods without our consent by the buyer or any third party, any liability on our part will be omitted. Defects which are evidently based on improper workmanship, will be resolved by rework conducted by us free of charge. A reasonable period of time must be granted to us for this. The buyer shall bear the cost for the required travel. Any further claims, even those for a loss of profits, damages, replacement for material that has become unusable, the claim for a reimbursement of expenses for the assembly or disassembly, as well as penalty for delay are fundamentally excluded. The buyer shall be responsible for the information or designation regarding the method of processing. We shall not be liable in any manner in case of the delivery of unsuitable material. A warranty claim will be time-barred three months after the written rejection by us.
8. Place of performance and place of jurisdiction
Place of performance for delivery and payment as well as place of jurisdiction is Feldkirch exclusively. This also applies for legal, commercial note, check and documentary proceedings. Both parties subject themselves to the Austrian substantive law, which shall only be applicable for the contract at hand. In the event that any provision of the general terms and conditions is or will be invalid, the remaining provisions thereof shall not be affected, and a respective provision shall be deemed as agreed-upon which reflects the economic purpose of the invalid provision as closely as possible.