These General Terms and Conditions are part of the purchase contract.
1.1 The General Terms and Conditions shall apply to contracts, purchase orders, offers, deliveries and other services as well as to future contracts or services (e.g. follow-up orders, maintenance and service contracts etc.) of UNTHA shredding technology GmbH and all group companies of UNTHA (hereinafter referred to as "Seller").
1.2. Agreements or side agreements deviating from these General Terms and Conditions shall be effective only if they are expressly accepted by the Seller in writing.
1.3. Terms and conditions of purchase of the Purchaser which are in conflict with these terms and conditions shall not be binding for the Seller even if the purchase order is based on the same and the Seller did not expressly object to their content.
2.1 The contract shall be deemed concluded if and when the Seller has sent back a corresponding acknowledgement of order after receipt of the written purchase order; in the case that modifications of the offer were agreed, the contract shall only be deemed concluded upon signing of the final acknowledgement of order by the Purchaser.
2.2 Unless otherwise stated or agreed for a specific case, the Seller's offers shall be valid for a period of one month after they have been sent by the Seller.
2.3 If import licences, export licences, foreign exchange approvals or similar permits are required for performance of the contract, the purchasing party shall be responsible therefor. The purchasing party shall be obliged to obtain or submit all required licences, permits or other export documents so timely that timely exportation is possible. If performance of the contract fails or is delayed for that reason, all disadvantages shall be borne by the Purchaser. In that case all related costs would be borne by the Purchaser.
2.4 Information on weight, size, price, performance and the like included in catalogues, brochures, circulars, advertisements, illustrations, price lists etc. shall only be relevant if they are expressly mentioned in the Seller's acknowledgement of order. Deviations from the design ordered shall be permissible if they are minor and justified modifications or deviations that are reasonable for the Purchaser.
2.5 Plans, sketches or other technical documents as well as samples, catalogues, brochures, illustrations and the like shall always remain the Seller's intellectual property. Any exploitation, reproduction, dissemination, publication or presentation shall require express consent of the owner. After a reversed transaction or other termination of the contract or pre-contractual negotiations all plans, sketches, or other technical documents shall immediately and
without request be returned to the Seller.
3.1 In general, goods shall be sold FCA, Kellau 141, AT-5431 Kuchl, according to Incoterms 2010. The risk shall pass from the Seller to the Purchaser at the time the goods are made available to the Purchaser (loading the goods onto the means of transport). The Seller shall advise the Purchaser the date as from which the Purchaser may dispose of the goods. This advice shall be made so timely that the Purchaser can take the measures that are usually necessary.
4.1 The agreed delivery period shall commence upon receipt of the acknowledgement of order signed by the Purchaser and upon receipt of the agreed down payment, if any. For observance of the delivery period the time at which the delivery item leaves the Seller's plant or the time at which the Purchaser is advised of readiness for shipment shall be decisive. If the Purchaser does not accept the properly offered goods at the agreed place or at the date agreed in the contract or advised by the Seller, the Seller shall be entitled to either demand performance or to rescind the contract after having granted a grace period; all costs arising therefrom (e.g. for storage, insurance or return transport) shall be borne by the Purchaser.
4.2 In the case of unforeseeable events the delivery period shall be extended by a reasonable period, and in addition to general cases of force majeure also business interruptions, strikes, lockouts, production of defective goods, late delivery of essential raw materials, construction materials or parts which are material for proper manufacturing of the products shall be deemed events of force majeure. Those events shall not entitle the Purchaser to rescind the
contract for late delivery or to claim damages from the Seller.
4.3 If the Purchaser fails to accept the goods in time and the Seller exercises its right to demand performance, the Seller shall be entitled to store the goods that are ready for collection on its premises or on the premises of a third party. At the same time the Purchaser shall be obliged to pay a reasonable storage fee, which matures daily, in addition to transport and insurance costs, if any. The Seller shall not be obliged to store the items subject to special conditions or requirements. Likewise, the Seller shall not be obliged to take out insurance for the time of shipping.
Based on information on the intensity of use of the machines and products to be delivered by the Purchaser and/or other users, the Seller shall be entitled to fix maintenance intervals at which the Seller or staff of the Seller or a company instructed by the Seller shall carry out a complete maintenance of the machine and/or the products. The regular measures necessary, which are stated in the manual for the product provided by the Seller (as, for example, lubrication and oil change) and which must be observed by the Purchaser itself shall not be included in such maintenance. If the Seller prescribes such maintenance intervals the Purchaser shall ask the Seller at the stipulated dates to carry out the same. If the maintenance is not performed at the prescribed intervals with no fault of the Seller, the Purchaser's claim for warranty shall be forfeited. To the extent necessary the Seller shall enclose a manual with every shipment and every product; if no manual is included at the time of delivery the Purchaser shall ask for the manual. The Purchaser undertakes to follow the manual and to take all prescribed measures. No manual is enclosed with shipments of spare parts or other accessories; the manual for the machine for which the spare parts or accessories are delivered shall apply.