TERMS OF SALE AND DELIVERY
1.1. The following terms of sale and delivery apply to all business relationships with customers (such as sales contracts, work contracts, assembly contracts, etc.) of the company Alpenmöbel – design meets history EU, hereinafter called ALPENMÖBEL. The customer accepts them as binding with the placing of an order or conclusion of a contract with ALPENMÖBEL. Deviating, conflicting or supplementary terms and conditions, even if known, are not part of the contract, unless their validity is expressly agreed in writing. If conditions are agreed in writing in the contract, which deviate from these conditions of sale and delivery, the regulations of the contract take precedence.
1.2. ALPENMÖBEL concludes contracts with consumers and with entrepreneurs within the meaning of the Consumer Protection Act. If the customer is a consumer within the meaning of the Consumer Protection Act, he is obliged to inform, otherwise he will be liable for damages. These General Terms and Conditions of Sale and Delivery apply to business transactions with consumers only to the extent that they do not violate the mandatory provisions of the Consumer Protection Act.
2. Offer, Prices
2.1. All prices quoted by ALPENMÖBEL in offers and price lists are non-binding and net prices, unless it is expressly stated that VAT is included. The prices of ALPENMÖBEL are free delivery without installation. The VAT is calculated separately in accordance with the legal regulations valid on the day of delivery or performance. Technical and other changes by ALPENMÖBEL are reserved within reasonable limits. If the order of a customer does not contain any price information, the price lists of ALPENMÖBEL relevant for the day of receipt of the order apply to this order.
2.2. If the delivery is made – without ALPENMÖBEL culpably being responsible for a delay in delivery – after the agreed delivery date, ALPENMÖBEL shall be entitled to increase the agreed prices accordingly. This price adjustment takes into account the change in collectively agreed wage costs or other costs necessary for the provision of services such as those for materials, energy, transport, external financing etc. between the agreed and the actual delivery date.
2.3. Export deliveries are always invoiced in euros and are also to be paid in euros. If another currency is expressly agreed, invoicing shall be based on the exchange rate relationship with the euro on the day of the order confirmation by ALPENMÖBEL. Für diese Berechnung ist ausschließlich die Kursberechnung der österreichischen Banken relevant.
3. Order acceptance, Order basis
3.1. If an order is placed with ALPENMÖBEL, a contract is only concluded by written confirmation of an order or the delivery of goods or the sending of the invoice by ALPENMÖBEL. The customer is obliged to provide all documents required for the production of the merchandise (oversize, actual measurements, plans, etc.) completely and correctly when placing the order. Any additional costs due to deviations from the actual circumstances from the documents or plans made available by the customer as well as additional costs due to late release of the documents shall be borne by the customer. Changes to the order after acceptance are only possible by mutual agreement and in writing.
3.2. If at the time of ordering the delivery item in all its details (in particular technical design) is not yet determined, a provisional order confirmation will be issued. The customer is obliged to detail the order in such a timely manner (announcement of actual measurements, etc.) that the delivery times can be met. After the details have been disclosed, a final order confirmation will be issued, by which the contractual content will be bindingly determined, unless the customer objects immediately in writing. If this happens, the delivery contract will remain in force, according to the provisional order confirmation. In the case of an order change after a provisional order confirmation, the prices must be adjusted to any previous cost estimate.
4. Shipping, Delivery
4.1. Unless otherwise agreed, the goods are delivered free domicile. Transport insurance is arranged at the express request of the customer. The resulting costs are at his own expense. Unless otherwise agreed in writing, the price risk is transferred to the customer upon dispatch of the goods – if the customer is in default of acceptance with the readiness for dispatch of ALPENMÖBEL.
4.2. The choice of the place of dispatch and the route of transport, as well as the means of transport, shall be made, unless otherwise agreed in writing, by ALPENMÖBEL at its best discretion, without assuming liability for the cheapest and fastest transportation. Specified delivery times are always non-binding, unless expressly agreed otherwise in writing.
4.3. The agreed delivery periods always begin with the date of the order confirmation. If ALPENMÖBEL does not have the documents required for production at this time (start of the period), such as, in particular, (actual) dimensions in space, the delivery period will commence on the day on which the last document required for production arrives at ALPENMÖBEL. The customer is obliged to ensure the prompt transmission of these documents. Delivery dates (delivery periods) are extended by the times of the assembly delays not to be attributed to ALPENMÖBEL. If the customer has to make a down payment, the delivery period does not start before the day the deposit is received.
4.4. If the customer – even without fault – is in default with the acceptance of the delivery item, ALPENMÖBEL is entitled to demand the customary storage fee; in addition, ALPENMÖBEL is entitled to withdraw from the supply contract and has to pay the customer the difference between the agreed price and the expected proceeds from the recovery of the delivery item. In the case of the agreed assembly, the customer is obliged to accept the contractual items immediately after the completion of the assembly as part of a commission. In the case of refusal of acceptance, the object of purchase shall be deemed accepted.
4.5. In the event that agreed delivery dates are exceeded by more than 3 weeks by ALPENMÖBEL, the customer has the right to withdraw from the contract after setting a reasonable grace period. If the exceeding of the delivery period is due to operational reasons, which can not be averted by ALPENMÖBEL even with the due care of a proper businessman (in particular strikes, breakdowns, lack of raw material etc.), only after setting a reasonable period of grace, is the customer entitled to withdraw if the delivery period of 2 months is exceeded.
5. Contract withdrawal
5.1. If the customer does not fulfil his contractual obligations or does not fully comply with them, ALPENMÖBEL is entitled to withdraw from the contract. The right to rescind the contract may also be declared with respect to a part of the delivery item. In such a case, ALPENMÖBEL is obliged to deliver the part of the delivery item not affected by the withdrawal and the customer is obliged to pay for this part.
5.2. If the right of withdrawal is exercised by ALPENMÖBEL for reasons for which the customer is responsible, even if he is not to blame, or if the customer withdraws from the contract without being entitled to do so, the customer shall reimburse the advance payments made by ALPENMÖBEL within the framework of the fulfilment of the contract (material procurement, special services, labour expenses and the like). Alternatively, ALPENMÖBEL has the right to charge the advance payments with 25% of the order value without any special proof of individual services being provided. Special designs already produced by ALPENMÖBEL are to be fully compensated, deducting installation and delivery costs.
6.1. In the case of agreed assembly, the customer is obliged to ensure proper access, right up to the premises to be set up. As far as means of transport such as cranes and lifts are available, these must be provided free of charge by ALPENMÖBEL or subcontractors commissioned by ALPENMÖBEL.
6.2. The customer is liable for the storage of the delivered movables on the construction site and this includes in particular the theft-proof and dry storage of the objects on the construction site.
6.3. The customer must ensure that the assembly can be carried out without delay, in particular that the assembly workers are not hindered by other craftsmen. Furthermore, the rooms to be set up are to be kept ready in the assembly area, if necessary heated, cleaned, sufficiently illuminated and provided with power connection. The costs for electricity and water consumption are borne by the customer. Carpets must be made non-slip by the customer and sufficiently covered so that contamination or damage can not occur.
6.4. If, in the course of the installation, connections are made with objects of the customer or third parties (e.g. fixing to the masonry by drilling or mortising), the customer is obliged to draw ALPENMÖBEL’s attention to risky areas before commencing the work, in particular the exact course of electricity, gas, water and other piping systems.
6.5. ALPENMÖBEL is not obliged to examine the properties of the walls or objects to which fixings are to be mounted during assembly. Conversely, the customer is obliged to inform ALPENMÖBEL about properties of the walls or objects that could endanger a simple and trouble-free installation. Any extra effort arising from unknown properties of the walls or objects shall be borne by the customer.
6.6. Additional costs for overtime and assembly delays caused by the customer, as well as work not included in the order confirmation or work resulting from defective stock, will be charged separately. This also applies in the event that ALPENMÖBEL has taken over the assembly at a flat rate or if the assembly work was granted as a discount.
6.7. The cleaning of the premises after installation is to be carried out by the customer at their own expense. Unless otherwise agreed, the installation services offered by ALPENMÖBEL do not include the installation and connection of all kinds of electrical appliances and lighting fixtures. Unless otherwise agreed, this work must be carried out by the customer at his expense by a suitably authorised contractor. Any packaging material must be disposed of by the customer at their own expense.
The customer must examine the delivered goods immediately for any defects. Incomplete or incorrect deliveries as well as complaints of identifiable defects must be reported to ALPENMÖBEL in writing immediately after receipt of the goods; non-identifiable defects and defects must be reported immediately after their discovery. The complaint must clearly state the nature and extent of the alleged defect. In the event of late notification of defects and errors, the delivery is deemed approved and the assertion of the warranty claim is excluded.
ALPENMÖBEL warrants the delivered goods for a period of one year from the date of delivery. For electronic devices and lighting supplied by ALPENMÖBEL, the warranty period is six months.
In justified and timely notice of defects ALPENMÖBEL will take reasonable account of the interests of the customer warranty by improving, granting a discount or replacement (exchange) or taking back the goods against reimbursement of the purchase price. The choice of the respective warranty remedy remains reserved to ALPENMÖBEL. If ALPENMÖBEL does not fulfil its warranty obligation within a reasonable period of time, the customer is entitled to make a reasonable price reduction or to withdraw from the contract. Activities that ALPENMÖBEL performs on the basis of unjustified complaints are considered as an order, whose performance ae to be paid by the customer.
The following, in particular are excluded from the warranty:
goods provided by the customer;
for damage resulting from defects in the premises (e.g. damaged masonry, building moisture, construction defects, etc.);
the compatibility of the materials used by ALPENMÖBEL with other parts and characteristics of the premises to be set up, e.g. foreign furnishings, light colours, heating and the like;
deformation and cracking of used solid woods;
the function of the delivery item and the suitability of the material used, if the construction has been made by the customer or his authorised representative (e.g., architect);
slight deviations of the colour shades and surface or veneer structure of the individual delivery items;
9.1. ALPENMÖBEL is liable for damages outside the scope of the Product Liability Act only if ALPENMÖBEL is intentional or grossly negligent. The liability for slight negligence is excluded as well as the replacement of consequential damages and financial losses, unrealised savings, lost profits, interest losses and damages from claims of third parties against the customer.
9.2. Within the scope of the Product Liability Act, ALPENMÖBEL is liable for personal injury and property damage suffered by a consumer. ALPENMÖBEL is not liable for property damage suffered by an entrepreneur. Furthermore, the recourse of the customer according to § 933b ABGB (Austrian Civil Code) is excluded. Claims for damages become time-barred at the latest after three years after delivery.
9.3. The parties further waive reciprocally all claims for damages for all damages, as far as they are covered by an insurance of the injured party. This waiver shall not apply to intentional or grossly negligent damages or if, as a result of such waiver, the insurer would be indemnified.
9.4. A locking device and safes supplied by ALPENMÖBEL does not constitute an anti-burglary or theft deterrent, so claims for damages in this regard are excluded. Any burglary and theft protection must therefore always be provided by the customer himself at his own risk and expense, and ALPENMÖBEL is not liable for the blocked contents.
10.1. Invoices for deliveries of goods are paid in accordance with the respective agreements. Unless otherwise agreed, the customer must pay a third of the amount stated in the order confirmation promptly after placing the order, pay one third 2 weeks before delivery and the remaining claim from the delivery contract immediately after accounting without deduction. Unless there is a written agreement on a payment term between the contracting parties, the payments of the invoiced amounts are due without deductions immediately after receipt of the invoice. Bills of exchange or cheques are accepted only on the basis of a special written agreement and always on account of payment only. Discount and exchange charges are charged to the customer and are due immediately. The customer acknowledges that sales representatives of ALPENMÖBEL are not entitled to collect claims.
10.2. In the event of late payment default interest in the amount of 8% above the base rate will be agreed. Offsetting by the customer is excluded, unless with by ALPENMÖBEL in writing recognised or legally established claims.
10.3. If the customer no longer has proper business operations, enforcement action is taken against him, a cheque or bill protests or payment or suspension of payments occurs, or he seeks judicial or extrajudicial settlement proceedings or bankruptcy proceedings over his assets or a bankruptcy petition is rejected for lack of assets, ALPENMÖBEL shall be entitled to make all claims arising from the business relationship due immediately, even if bills of exchange or checks have been accepted or installment payments have been made. The same applies if the customer is in default on payments or if other circumstances become known which make his creditworthiness appear doubtful. In addition, ALPENMÖBEL is entitled in the above-mentioned cases to demand advance payment or security, to use up given securities and to withdraw from the contract and to demand compensation for non-performance.
10.4. The customer is not entitled to withhold payments due to alleged defects, unless the deficiencies and the amount of the amounts to be withheld are acknowledged in writing by ALPENMÖBEL or judicially determined. The assignment of claims of the customer against ALPENMÖBEL to third parties as well as the transfer of rights and obligations under the concluded contract is not permitted without the prior written consent of ALPENMÖBEL.
11. Retention of title
11.1. The delivered goods remain the property of ALPENMÖBEL until the full fulfilment of the obligation of the customer, in particular payment of the purchase price including additional costs and interest, fees, expenses, etc.
11.2. Deliveries executed for a specific construction project, even if these have been ordered, delivered and invoiced sequentially, are considered as a single order. In this case, the retention of title to all goods expires only when all claims have been settled from such a uniform order.
11.3. The customer may only resell the goods delivered under retention of title if they are dedicated as merchandise or if the retention of title has expired through payment or if ALPENMÖBEL expressly agrees. If the goods are resold, the customer assigns the claims from the sale of the reserved goods to ALPENMÖBEL. The customer is obliged to make the assignment recognisable in his books by setting the book endorsements and, upon request of ALPENMÖBEL, to disclose the names of the purchase price debtors as well as to specify the ceded claims precisely. The cession is accepted by ALPENMÖBEL. Any fees or taxes in connection with the assignment shall be borne by the customer and will indemnify and hold ALPENMÖBEL harmless. ALPENMÖBEL is entitled at any time to disclose the assignment and to collect the assigned claims itself.
11.4. The customer is obliged to keep the reserved goods sufficiently insured against the usual risks such as natural hazards and to prove this to ALPENMÖBEL on request. The customer hereby assigns any insurance claims to ALPENMÖBEL. The customer is further obliged to store the goods according to the instructions of ALPENMÖBEL and the state of the art. The customer is obliged to treat the goods with care during the existence of the retention of title.
11.5. Access by third parties to the reserved property of ALPENMÖBEL (garnishments or listing for execution, other court orders or enactments) must be reported to ALPENMÖBEL immediately. The customer must support ALPENMÖBEL in pursuing the rights of ALPENMÖBEL from the reserved property and bear the associated costs, insofar as he has caused the endangerment of ALPENMÖBEL’s reserved property.
11.6. In the case of combination or mixing of the reserved goods with other things, ALPENMÖBEL is entitled to the co-ownership of the new item in the ratio of the value of the reserved goods to the value of the other item at the time of combining or mixing. If the new item thus created is resold, the customer assigns the aliquot purchase price from the resale to ALPENMÖBEL in accordance with the above-mentioned provision.
12. Intellectual property
Trademarks, representations and the associated drawings, dimensional drawings and descriptions are the intellectual property of ALPENMÖBEL and may not be reproduced or made accessible to third parties without the written consent of ALPENMÖBEL.
It is agreed that objects of ALPENMÖBEL furnished by ALPENMÖBEL may be used for advertising purposes (reference lists, brochures, press releases, etc.), mentioning the name of the customer as well as pictorial representations of the furnished object. In this context, the customer grants ALPENMÖBEL the right to take photographs of furnished objects.
14. Force majeure
Force majeure events affecting ALPENMÖBEL or any of its subcontractors entitle ALPENMÖBEL to suspend deliveries for the duration of the impediment and a reasonable start-up period without defaulting or withdrawing from the contract in whole or in part according to their effects.
Force majeure events include, but are not limited to: All effects of natural forces, such as earthquakes, lightning, frost, storms, floods; furthermore war, laws, official interventions, confiscation, transport disruptions, export, import and transit bans, international payment restrictions, raw material and energy failure; furthermore, disruptions such as explosion, fire, strikes, sabotage and all other events that could only be prevented with disproportionate costs and economically unreasonable means.
15. Declaration of consent
The customer expressly agrees that the collection, processing and use of personal data provided by the customer or made available in the future by ALPENMÖBEL for purposes of marketing, etc. by setting up a customer file, can be done. This consent includes in particular the transmission of information for the purpose of advertising by fax, letter, e-mail or any other means of transmission. This consent can be withdrawn by the customer at any time with effect for the future.
16. Final provisions
16.1. Austrian law applies with the exception of the reference standards and with the exception of the UN Sales Convention. The place of jurisdiction for all disputes arising directly or indirectly from the contract shall be the competent court in the state capital of Salzburg. Place of performance for delivery and payment is the registered office of ALPENMÖBEL.
16.2. Should individual provisions of the contract or of these terms and conditions be or become invalid in whole or in part, this shall not affect the validity of the remaining provisions. The wholly or partially ineffective provision shall be deemed replaced by a provision whose economic success comes as close as possible to the ineffective one.
16.3. All changes and additions to contracts between ALPENMÖBEL and the customer must be made in writing, including the agreement to waive this stipulation. All statements by ALPENMÖBEL are only legally effective if they are submitted in writing and by employees of ALPENMÖBEL, Kirchstetten.
Alternative Dispute Resolution in accordance with Art. 14 (1) ODR-VO and § 36 VSBG:
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