T&Cs of Ecoworld LCL GmbH
1.1 All deliveries and services performed by ECOWORLD for their respective contractual partners (hereinafter called “Purchaser” by way of abbreviation) shall be carried out exclusively in accordance with the following conditions. This also applies for follow-up business even if in the respective individual case these conditions of sale were not expressly agreed upon. Divergent assertions of the Purchaser (regardless of whether in contract form sheets, correspondence, alternative drafts or similar) are void if they have not been expressly acknowledged in writing by ECOWORLD.
2. Conclusion of the contract
2.1 The contract is concluded when the written order confirmation is sent to the Purchaser by ECOWORLD.
2.2 Even if the Purchaser should refer to contrary contractual provisions (such as the purchasing conditions of the Purchaser) in his written order or in an alternative response to the ECOWORLD order confirmation, the contract shall be deemed to be concluded exclusively in accordance with theses sales conditions irrespective of Point 1 if the ECOWORLD delivery is accepted by the Purchaser.
3.1 The prices stated by ECOWORLD are non-binding provided they are not expressly designated to be fixed prices.
3.2 The prices are understood to be ex works exclusive of packaging and value added tax.
4. Delivery period
4.1 The delivery period will be specified by ECOWORLD in the order confirmation.
4.2 The delivery period specified in the order confirmation shall be extended, however, by the time period by which the Purchaser is tardy in the fulfillment of his obligations (such as the confirmation of drawings, making a down payment, etc.) which arise from this or another contract.
4.3 In the event of force majeure, business disruptions through no fault of our own, labour disputes, energy and raw materials shortages and comparable circumstances, the delivery periods shall be extended accordingly, provided the circumstances causing delay only occur after conclusion of the contract or were unknown to ECOWORLD at the time of conclusion of the contract through no through no fault of our own.
5.1 Shipment shall be at the cost and risk of the Purchaser.
5.2 The risk of loss or of damage shall pass to the Purchaser with the handing over of the goods to the carrier, in any case, however, upon departure from the company premises of ECOWORLD.
5.3 The choice of the carrier, the means of transportation and the route of transportation as well as all associated circumstances (such as insurance) shall lie in the discretion of ECOWORLD.
5.4 If it has been agreed in the respective individual case that the goods only be dispatched or picked up by the Purchaser after release by the Purchaser, the following shall apply: The Purchaser shall release or pick up the goods for which ECOWORLD has made notification of readiness for dispatch within three business days, otherwise they shall be stored at the expense and risk of the Purchaser.
6. Terms of payment
6.1 Provided nothing to the contrary has been agreed, the terms of payment are hereby agreed to be 30 days (as of the invoice date) net; transfer charges shall be borne by the Purchaser.
6.2 Notes and cheques shall only be accepted subject to express written agreement and only as payment. Note tax, discounts, protest and return fees shall be borne by the Purchaser.
6.3 In the event of delay in payment, interest on arrears in the amount of 1% per month shall be charged. This interest rate shall be adapted in accordance with fundamental changes in the Austrian capital market. The delivery date shall be decisive for the calculation of interest on arrears.
6.4 Should the Purchaser become in arrears on partial payments, the entire outstanding purchase price shall become due immediately.
6.5 In the event of delay in payment, the Purchaser is obligated to refund all resulting costs incurred, specifically including lawyer costs for collection letters and interventions.
6.6 In the event a deterioration of the Purchaser’s financial standing occurs (e.g. bill protest, enforcement measures against the Purchaser, etc.) after dispatch by ECOWORLD, ECOWORLD can make the delivery subject to a letter of credit opening, prepayment, or a similar form of security irrespective of other rights. Moreover, ECOWORLD is entitled in such a case to declare immediately due and payable any amounts receivable which were not yet due and those amounts receivable for which a note or a cheque was turned over.
7. Retention of title
7.1 The delivered goods remain the property of ECOWORLD until complete payment has been made of all amounts receivable arising from the business relationship (and those future) between the Purchaser and ECOWORLD including all ancillary claims as well as until cashing of notes and cheques has been accomplished.
7.2 The Purchaser may only resell the delivered goods in the context of his ordinary business activities. Any pledging or assignment as collateral or the granting of other rights to third parties with the previous written consent of ECOWORLD is not permitted.
7.3 The Purchaser herewith assigns to ECOWORLD in advance all claims with reference to the goods arising from a resale or other legal grounds (such as insurance benefits) in an amount equal to the gross invoice amount. ECOWORLD is authorized to collect the claims themselves.
7.4 ECOWORLD is entitled to demand return of the goods subject to retention of title if the Purchaser is in arrears with respect to other amounts receivable over and against ECOWORLD.
7.5 In the event of delay in payment by the Purchaser, ECOWORLD can revoke the authorization for resale of the goods.
8.1 The Purchaser shall inspect the delivered goods immediately after receipt and promptly notify ECOWORLD in writing of all defects, at the latest, however, within 8 days. The asserted defects must be specified exactly. In the event that there are separate guarantee provisions (in the quotation, for example), the guarantee period shall take the place of the statutory warranty period.
8.2 In the event of a guarantee or warranty claim, the Purchaser’s rights shall be limited to rectification or substitute performance. Any price reduction or cancellation of the contract is excluded.
8.3 If the guarantee or warranty claim of the Purchaser concerns a part that is not manufactured by ECOWORLD themselves, but was instead purchased, then the Purchaser is furthermore only entitled to make warranty claims against ECOWORLD to the extent that ECOWORLD for their part is entitled to make warranty claims against the supplier.
8.4 If a quotation or a separate ECOWORLD document contains guarantee provisions, then, in the event of any defects in the products delivered by ECOWORLD, those separate provisions shall apply together with these sales conditions.
9. Liability, damage claims
9.1 For parts that were not manufactured by ECOWORLD, but were instead manufactured by suppliers, Point 8.3 shall apply analogously.
9.2 ECOWORLD shall only be liable for dimensions and tolerances when a drawing confirmed by the Purchaser serves as the basis for the order.
9.3 Liability for damage caused by slight negligence as well as for strictly financial losses (in particular: loss of production) is fully excluded; this applies in particular also for consequential damage due to defects (especially consequential losses relating to the machine or equipment or other suppliers).
9.4 The Purchaser shall engage ECOWORLD exclusively to perform installation. Otherwise, ECOWORLD shall not be liable for any defects of the products covered by this contract or damage resulting therefrom, regardless of the legal grounds.
10. Protective rights
10.1 The Purchaser shall notify ECOWORLD within 8 days if he becomes aware of alleged infringements of protective rights by ECOWORLD.
10.2 Conceptual designs, samples, models and the like from ECOWORLD are deemed to be intellectual property and must not be imitated or used for the purpose of replication in any other manner by the Purchaser. Any and every infringement of this makes the Purchaser liable for damages concerning financial losses, immaterial losses and lost profits.
11. Setoff and retention
11.1 Setoff by the Purchaser is permitted only for an undisputed counterclaim or such as has been determined without further legal recourse. The exercise of a right of retention is permitted for the Purchaser only if it concerns the same contractual relationship and if the counterclaims are undisputed or have been determined without further legal recourse.
12. Place of jurisdiction, choice of law
12.1 The place of jurisdiction shall be Vienna, exclusively. ECOWORLD can, however, bring their claims against the Purchaser before other competent courts. The Purchaser is obligated to reimburse ECOWORLD for all costs in connection with the exercise of their claims (legal representation, court and translation costs) and not only such costs as are eligible for compensation in accordance with the respective code of procedure.
12.2 Austrian law shall apply exclusively.
13. Partial ineffectiveness
13.1 Should one provision of these conditions be or become void, the legal effectiveness of the remaining provisions shall remain unaffected thereby. In place of the void provision, an effective provision is deemed to be agreed which most closely approximates that intended by the contractual partners.