Schwalb Produkte
Schwalb Produkte

General Terms and Conditions

This translation is not the authentic text. The German version shall be part of the agreement.

1. General
Our terms and conditions for sales and delivery shall apply to all business transactions even if other conditions are mentioned in order forms etc. Possible changes, particularly agreements or promises made by employees must be made in writing. Our offers are always subject to alteration unless otherwise agreed in writing. Illustrations, drawings, measures, weights and hues shown in price-lists and other printing material are subject to deviations and therefore not binding. Free certificates, drawings or the like are not part of our services but might be provided as benefit on request.

2. Orders
Orders are not validated until our written confirmation. If our written confirmation should differ from the order in any way, we are to be informed immediately. Otherwise the delivery is carried out as mentioned on our order confirmation. If we find out after signing the contract that the customer is in an unfavourable financial situation, we are entitled to ask for advanced payment or a security or withdraw from the contract or require compensation because of non-payment.

3. Prices
Prices are quoted "EX WORKS (Incoterms 2010, duty unpaid), provided nothing else is agreed. Orders for which prices aren't agreed upon will be charged at reasonable current (daily) prices. The prices only apply to the place of usage indicated in the offer. Delivery is always carried out on invoice and at the risk of the customer.

4. Surcharge for small quantity orders
For small orders (less 30.00 EURO net value of goods) we charge a surcharge of 10.00 EURO.

5. Delivery
We reserve the right to define the delivery time for each order or parts of it separately. The delivery period starts with the issue date of our order confirmation, however, not before clarification of all details is completed. Statements concerning delivery dates are only approximate and are only valid for immediate orders. A prerequisite for keeping the delivery time is the fulfilment of the agreed payment conditions. The agreement is kept at the time, the goods leave our warehouse resp. at advise note that the goods are ready for pick-up, even if through no fault of our own the dispatch of the product is impossible, due to traffic hold-ups or similar obstacles. The agreed delivery period shall be extented - regardless our rights resulting from any default caused by the buyer - for the time the buyer is delayed in keeping his agreements concerning the recent contract or others. The buyer is not allowed to reject partial deliveries. Indemnification claims or penalties caused by non-performance or delayed delivery are basically excluded . The rights from § 326 BGB cannot be asserted. Customer complaints concerning defects and complaints regarding quantity, number of pieces or product quality also in regard or so-called hidden defects shall be in writen, notwithstanding a legal duty to report, immediately after detection, latest within 10 days after receipt of the delivery, otherwise the assertion of a warranty claim will be barred. Excluded are of course complaints concerning defects or other complaints that occur after acception of the delivery without simultaneous witten advice. If the complaints are founded and brought forward in the proper way, we decide after the products are returned to us whether to take back the unsuitable pieces at the calculated price or exchange them. A liability for resultant damages or other claims of every kind regarding delivered products cannot be asserted by the customer. Liabilty for products manufactured according to special customer's requests, that do not agree with the customers wishes after delivery or are not suitable for the customers purpose is excluded. The product will not be taken back. Beside that, we shall not be liable if the exact operating conditions were not stated at the time the order has been placed and it is discovered afterwards that the product is not suitable. The product shall not be taken back in this case neither. For all models differing from the norm we are entitled to carry out (as mentioned in the order) an increase or decrease of up to 10% of the delivery quantity. Requested samples can be delivered at charge.

6. Payment
Invoices are payable either net - without discount- within 30 days from date of invoice, or within 10 days with 2% cash discount. The buyer is not authorized to hold back or to reckon up payments. Promissory notes and checks are basically not accepted. Arising banking expenses shall be paid by the person initiating the transaction. Invoices have to be paid, even if the customer did not receive the shipment at this time and independent of the customer's right to complain. If the term of payment is exceeded we are entitled to charge interest on default in the amount of 1% percentage point above the respective valid base lending rate of the Fedal Bank. Unknown customers shall be delivered only against advanced payment.

7. Reservation of proprietary rights
Delivery of goods is carried out with reservation of ownership according to the UN Sales Convention (CISG) along with following additions. The delivered goods remain our property until complete payment of all receivables - also receivables that may occur from the business relation ship in future - are made. An acquisition of ownership by the buyer of these objects with reservations in the case of processing or intermixing or connection with other things or other objects with reservation to a new object is impossible. Possible processing, connection or intermixing done by the customer has no obligation on our part. In case of processing, connection or intermixing by the customer - along with other objects not belonging to us - will give us the right of co-ownership on the new object in proportion to the value of the proportionate parts without the processing costs of the customer. Otherwise, the same conditions apply to the new object - arising from the processing- as to objects with reservation. The new object is regarded as an object with reservation according to these conditions. Customer's receivables from the resale of the title retention goods are herewith assigned to us, regardless whether the objects of reservation are resold to one or more buyers without processing or thereafter. The customer is entitled and authorized to the resale and to the further disposal of the object with reservation only with the stipulation that the asked purchase price from the resale pass over to us in accordance with the above clause in this section. The customer isn't authorized to any other kind of disposal; he may not transfer ownership of the delivered object as a deposit or pawn. Exceptions require our expressed, written consent. The customer shall inform us immediately in case of distraint or confiscation by third parties. The assertion of the property reservation as well as the distraint of the object with reservation by us is not considered as a withdrawal from the contract. If the value of the securities available to us exceed the value of all our demands resulting from our business connection with the customer by more than 20% we are obliged, to release securities - that we choose - on customer's request. Off-set and retention rights : the customer can neither reckon up, nor change, decrease or assert rights to withhold payments entitled to us. Possible counterclaims cannot be followed up with a cross action but only in a special lawsuit.

8. Guarantee, Warranty for Defects
The warranty expires after 12 months. In case that the delivery/service is insufficient, the purchaser has the right of rework or replacement. We are entitled to refuse rework or replacement, if this entails unreasonable high costs. If the defect can not be corrected by a second rework, the purchaser has the right to cancel the purchase or to ask for a price reduction. The purchaser's claim for warranty terminates, if he does not give us the necessary time and the opportunity to clear the defects within the regular business hours. The warranty expires, if defects are caused by persons that do not have our authorisation. The warranty, mentioned before, will only be provided in the amount and the volume that would have arisen, if the purchased product were delivered to the purchaser's domicile or a business establishment thereof. If the expenses increase due to the fact, that the purchased product is brought to another than mentioned place, the purchaser must pay these additional costs.

9. Final clause
All disputes arising out of or relating to these terms and conditions regarding legal violation, dissolution or nullity shall be resolved by the international arbitral tribunal of the chamber of economics Austria in Vienna (Viennese rules) of or several these rules appointed arbitrators finally.