Delivery and Payment Terms and Conditions These delivery and payment terms and conditions are part of the purchase contract. 1. General 1.1 The general delivery and payment terms and conditions apply unless the contractual partners have made another agreement expressly and in writing. 1.2 The following regulations on the delivery of goods also apply similarly to services. 1.3 The purchasing conditions of the buyer that are in conflict with these conditions are not binding on us, even if they were the basis of the order, and the seller did not expressly contradict their contents. 2.Contract Conclusion 2.1 The contract is considered to be concluded when the seller has sent a written order confirmation after receiving a written purchase order. 2.2 The seller’s offers are subject to change. 2.3 If import or export licenses or currency permits or other permits are required to execute the contract, then the purchasing party is responsible for them. It is obligated to make all reasonable efforts to obtain the required licenses or permits in a timely manner. 2.4 The information in catalogs, brochures, circulars, advertisements, illustrations, and price lists, etc. about weight, dimensions, price, performance, and similar items are only binding if the order confirmation expressly refers to them. Deviations from the ordered version are allowed if the change or deviation is reasonable to the buyer and is minor or technically justifiable. 2.5 Plans, sketches, and other technical documents, as well as samples, catalogs, brochures, illustrations, and similar items, always remain the intellectual property of the seller. Any sale, copying, distribution, publication, or presentation requires the express permission of the owner. 3. Transfer of Risk 3.1 Sales are fundamentally ex works. Risk transfers from seller to buyer when the goods are made available to the buyer. The seller must inform the buyer of the time at which the goods will be made available. This notice must be timely, such that the buyer can take typically necessary measures. 4. Delivery Lead Time 4.1 The agreed upon lead time starts upon presentation of the order confirmation, or upon receipt of the agreed upon down payment, if any is agreed upon. The time at which the items to be delivered leave the factory, or readiness for shipment has been communicated to the messenger, is definitive for compliance with the lead time. If the buyer does not accept the properly provided goods at the agreed upon location, or at the contractually agreed upon time, then the seller can either demand fulfillment, or withdraw after setting a deadline for acceptance, in which case all costs incurred will be borne by the buyer. 4.2 The lead time is extended, if unforeseen events occur, by an appropriate amount, especially in case of interruptions in operation, strikes, lockouts, or committee demonstration. Delay in delivery of significant raw materials and components. These cases of force majeure do not entitle the buyer to withdraw from the contract due to delay in delivery, or to make any claim of damages against the seller. 4.3 In the case that the buyer does not accept the goods in a timely manner, and the seller exercises his right to demand fulfillment, then the seller is entitled to store the goods that are ready to be picked up on his premises, and the buyer is obligated to pay a storage fee, after the eleventh day of storage, of net Euro 40.00 per day, plus any shipping and insurance costs. 5. Prices and Payment Conditions 5.1 If no other payment conditions are agreed upon, then payment is to be made as follows: For a purchase up to 20,000.00 net, net 14 days. For a purchase price over Euro 20,000.00, 30% at order confirmation, 30% upon notification of readiness to ship, and 40% after invoicing, net 14 days. The prices apply ex seller’s works, excluding packaging, loading, and sales taxes. If fees, taxes, or other payments are due in connection with the delivery, then the buyer must pay these. If delivery with freight is agreed upon, then this is billed separately, along with the freight insurance desired by the buyer, but does not including unloading or handling. Packaging can be returned only under explicit agreement. 5.2 Payments are to be made in cash, without deductions, at the seller’s payment location, in the agreed upon currency. Any acceptance of checks or exchange is only as payment, without confirmation of payment in full. All fees associated with them (e.g. deposit and discount fees) are at the cost of the buyer. 5.3 The buyer is not entitled to withhold payments due to warranty claims or other claims not recognized by the seller. 5.4 If the buyer is late with the agreed upon payment or other performance, then the seller can either demand fulfillment of the contract and a) postpone fulfilling his own obligations until the late payments or other performance is made, b) claim an appropriate extension of the lead time, c) call in the entire outstanding purchase price, d) charge late interest in the amount of 7.5% above the current Austrian National Bank rate, or declare withdrawal from the contract after an appropriate notice period. 5.5 The contractual parties agree to contractual exclusion of setoff, so that the buyer cannot offset his own obligations, for any reason whatsoever, against the obligations of the seller arising from this contract. 6. Dissolution of the Purchase Contract at the Fault of the Buyer 6.1 If the contract is cancelled due to the buyer’s fault, then the seller can claim compensation from the buyer in restitution in the amount of 20% of the net purchase price, or the legal damage claim amount, independently of his right to demand fulfillment. 7. Retention of Title 7.1 The seller retains title to the items sold until complete fulfillment of all financial obligations by the buyer. The buyer must adhere to the required formal regulations to preserve retention of title. In case of mortgage or other claims, the buyer is obligated to uphold the seller’s property rights, and to inform him immediately. 8. Warranty and Liability 8.1 The seller is obligated to repair any defects that limit usability under the following provisions, under consideration of legal provisions, that are due to errors in design, material, or manufacture. 8.2 The warranty period is 6 months for one-shift operation, in deviation from the legal provisions, and 3 months for multi-shift operations. This also applies to delivery and service objects that are permanently attached to a building or the ground. Any claims arising from warranty are to be made during this period. The warranty period begins at the time of transfer of risk per item 8.3. 8.3 The buyer can invoke this article only if he informs the seller promptly, in writing, of the discovered defects. The seller, having been so informed, if the defects are to be resolved by the seller under the provisions of this article, must, at his discretion, replace the defective goods or defective components, or repair them on site, himself or using subcontractors. If the part can be shipped, then the buyer, upon request by the seller, is obligated to ship the part to the seller at the seller’s cost. 8.4 If the seller has the defective goods or parts sent back for replacement or repair, then the buyer, unless otherwise agreed, bears the cost and risk of shipment. Return shipment of the repaired or replaced goods or parts, unless otherwise agreed, is at the cost and risk of the seller. 8.5 For warranty work in the buyer’s plant, the necessary assistance, lifting devices, equipment, small parts, etc. are to be provided by the buyer at no cost. Any replaced parts become the property of the seller. 8.6 Excluded from warranty are such defects that are not due to assembly and installation by the seller, inadequate setup, failure to follow installation requirements and usage conditions or operating manual instructions, overloading of parts beyond the material provided by the seller. The seller is also not liable for damages that are due to the actions of third parties. The warranty does not extend to replacement of parts subject to natural wear. 8.7 The guarantee period ends immediately if the buyer makes changes or repairs to the system on its own, or allows a third party that has not been expressly permitted to do so, without written agreement by the seller. Bills for such work will not be recognized. Labor and supplies provided under warranty will not extend the original warranty period! 8.8 The seller is liable for damages outside the jurisdiction of the product liability law only if intent or gross negligence is proven under legal regulations. Liability for minor negligence is denied, as is the restitution of consequent damages or damages to goods suffered by the user. The seller and its suppliers and vendors are not liable for damages to goods suffered by a corporation. 9. Jurisdiction, Applicable Law, Place of Fulfillment 9.1 Jurisdiction for any disputes arising directly or indirectly from the contract is the Austrian court with jurisdiction over the seat of the seller. The seller can, however, apply to a different court that has jurisdiction over the buyer. 9.2 The contract is subject to Austrian law. In the case that the contract is made in several languages, then the version in German is valid for legal purposes. 9.3 For deliveries and payments, the place of fulfillment is the seat of the seller, even if the transfer under the contract takes place at another location. 9.4 If individual provisions of these delivery and payment conditions are nullified or illegal, or become invalid, then the validity of the remaining provisions is not affected. The contractual parties agreed to replace them with provisions that are closest to the null or illegal provisions and their economic purpose.