Terms & Conditions

Release 170222 | Download as PDF German

 

1. validity

All deliveries, services and offers from Riel GmbH (hereinafter also referred to as “contractor”) are carried out exclusively on the basis of these terms and conditions. Conditions of the contractual partner (hereinafter also referred to as “customer”) that conflict with or deviate from these terms and conditions are only considered recognized if the contractor has expressly agreed to their validity; in particular, no acts of fulfillment of the contract by the contractor are to be regarded as consent to deviating contractual conditions.

2. Offers and conclusion of contract

All illustrations, drawings, plans, material, weight, dimension and price information, etc. contained in the contractor's offers, advertising materials and other documents are non-binding unless they are expressly declared in writing to be part of the contract. A contract offer to the customer requires a written order confirmation for the conclusion of a contract to be effective.

3st Prize

All prices quoted by the contractor are ex-works and, unless expressly stated otherwise, are exclusive of sales tax. Unless otherwise expressly stated, packaging, loading, transport and transport insurance, etc. are to be borne separately by the customer. The contractor is entitled to adjust the price if relevant cost elements (in particular raw material prices and transport tariffs) have changed more than only slightly between the conclusion of the contract and delivery. However, the contractor can also adjust the price if the customer requests changes to the delivery date, quantity or quality of the ordered goods after the contract has been concluded.

4. terms of payment

All payments must be made immediately upon receipt of the invoice and are only considered to discharge the debt once they have been credited to the contractor's business account. Discount deductions require a separate agreement and must be recorded in the order confirmation. In the event of default of payment, the customer shall bear all of the contractor's reminder and collection fees, regardless of whether they are external or internal expenses. In addition, if the customer defaults on payment or if insolvency proceedings are opened against the customer's assets, regardless of any fault on the part of the customer, the contractor is entitled, at his own discretion, to withhold deliveries or services until the agreed consideration has been provided, to withdraw from the part of the contract that has not yet been fulfilled or to either demand cash payment or suitable partial or complete payment security for further deliveries, without the need for a prior grace period. All other rights of the contractor remain unaffected.

5. Delivery, fulfillment, assumption of risk

Unless expressly agreed otherwise, all deliveries by the contractor will be made EXW A-3713 Reinprechtspölla 22, Austria Incoterms 2022. The contractor is entitled to make partial and advance deliveries and to invoice them immediately. Fixed delivery and service deadlines are non-binding and can be exceeded by the contractor if the deadlines are not expressly agreed in writing. The contractor reserves the right to invoice the client for any costs incurred as a result of changes to the already agreed delivery and service deadlines.

6. Retention of Title

All goods are delivered by Riel GmbH under retention of title and remain the property of the contractor until full payment. If third parties access the reserved goods - in particular through seizure - the customer undertakes to point out the reserved property and to notify the contractor immediately. The customer bears the full risk for the reserved goods, in particular for the risk of destruction, loss or deterioration.

7. Warranty, obligation to inspect and report complaints

The condition of the goods at the time of the transfer of risk is decisive. The customer must inspect the goods immediately upon receipt and raise any complaints about defects immediately, but in any case within 1 day of handover of the goods, in writing and with detailed information about the alleged defect and the serial number of the affected product, otherwise the goods are deemed to have been approved. In the case of hidden defects, the notification of defects must be made within 5 days of their discovery. Any warranty claim must always be proven by the customer, who is obliged to reimburse all costs for unjustified or late notice of defects. Apart from any mandatory legal provisions with regard to the type of warranty provision, the contractor expressly reserves the right to fulfill any warranty claim at its own discretion through improvement, replacement or price reduction. The warranty period is 6 months and begins with the transfer of risk. The warranty period will not be extended for the main delivery or for new parts by correcting defects or acknowledging them, even if new parts are included in the main delivery. The warranty obligation expires in any case when the warranty period expires; Claims for recourse, which are derived from a claim against the customer by his customer, are excluded. If the customer makes changes or edits to the purchased item or works handed over without the contractor's prior written consent, any warranty obligation of the contractor will expire. In the case of any special items at exceptional prices, any warranty is excluded from the outset.

8. Damages

With the exception of personal injury, the contractor's liability for damages is limited to cases of intent and gross negligence. The customer bears the burden of proof for the existence of such behavior. To the extent permitted by law, any compensation for pure financial losses, indirect damages and losses or consequential damages of any kind as well as lost profits is excluded. The contractor's liability is generally limited to the typically foreseeable damage and limited to the value of the partial delivery. Claims for damages become time-barred after six months from knowledge of the damage and the damaging party, in any case after two years from the transfer of risk. If an order is made based on the customer's design information, drawings or models, the contractor's liability does not extend to the correctness of the design, but only to the fact that it is carried out in accordance with the customer's information. The customer must indemnify and hold the contractor harmless in the event of any infringement of property rights of third parties.

9. Product Liability

Any recourse claims that contractual partners or third parties make against the contractor under the heading “product liability” within the meaning of PHG are excluded unless the person entitled to recourse proves that the error was caused within the sphere of the contractor and was at least due to gross negligence.

10. Applicable Law and Jurisdiction

The contract is subject to Austrian law. For customers based within the European Union or an EFTA state, Krems is agreed as the place of jurisdiction. All disputes arising from or in connection with contracts with customers based outside the European Union or an EFTA State will be finally settled in accordance with the Arbitration Rules of the International Chamber of Commerce by one or more arbitrators appointed in accordance with these Rules. The place of arbitration is Krems. In both cases, however, the contractor reserves the right to sue for his claims at the customer's ordinary place of jurisdiction.

11. Others

Offsetting by the customer with counterclaims is only permitted if such claims have been legally established or are not disputed by the contractor. Even in the case of justified complaints, the customer is only entitled to withhold his payment obligations with regard to an appropriate partial amount of the partial delivery. The contractor is entitled to store, transmit, revise and delete the customer's personal data in the course of business transactions.

12. Severance clause

If a provision of these terms and conditions or the contract is or becomes invalid, the remaining provisions remain in effect. What should apply in its place is what comes as close as possible to the economic content of this provision. This applies accordingly to any gaps in these terms and conditions or the contract.

13. Expansion

The following extension replaces or supplements the conditions listed in points 1-11 until revoked:

Material prices, energy costs and transport costs can, influenced by unforeseeable events (pandemic, war, etc.) such as the Covid and Ukraine crises and the resulting events, increase sharply at all production locations and result in delivery bottlenecks. This is classified as an unusual and unforeseeable event “force majeure”.

Transport
The freight cost share was determined on the closing date of the offer and is currently subject to high price increases. Unforeseeable increases in freight prices can therefore be invoiced to the client. This also applies to future inquiries/orders/orders.

Material
The product price was determined on the date the offer was made and is currently subject to high price increases. In order to maintain material and manufacturing capacities, due to the long lead times for material procurement and delivery, possible price increases will be agreed for existing inquiries/orders/assignments that are already in production. The valid product prices refer to the delivery quantity agreed in the order confirmation or to agreed partial deliveries. Should delivery failures of materials and/or individual components and/or massive increases in material, transport and energy costs occur despite taking due care, the client's orders/assignments will remain valid in full. New product prices and delivery dates between contractor and client are agreed. This also applies to future orders by the client.

We are entitled, either on our own initiative or at the customer's request, to adjust the contractually agreed fees/unit prices and transport costs if changes of at least 5% with regard to (a) wage costs are required by law, regulation, collective agreement, works agreement or (b) other cost factors necessary for the provision of the service such as material costs and other costs mentioned above due to recommendations of the joint commissions or changes in national or world market prices for raw materials, changes in relevant exchange rates, etc. have occurred since the conclusion of the contract/order confirmation/order/start of delivery. The adjustment occurs to the extent that the actual production costs at the time the contract is concluded change compared to those at the time the service is actually provided.

The delivery of goods is based on the agreed delivery schedules regardless of the corresponding unit price. Due to the advance procurement of materials, it is not possible for the client to suspend acceptance of goods without prior agreement. Any additional costs that may arise must be invoiced.

If it can be proven that there are delivery failures, failures in material procurement and/or restrictions on production facilities due to pandemic, war (“force majeure”) and the resulting consequential damage, the contractor is liable for failure to fulfill the conditions agreed between the client and the contractor such as prices and delivery dates excluded.

The extended general terms and conditions apply to all already agreed upon and affected by current developments, as well as future inquiries/orders/assignments between the client and the contractor. Valid until revoked.

Reinprechtspölla, on February 17.02.2022, XNUMX