Business Terms and Conditions of Dipl.-Ing. Ernst Ehrlich & Co
(short Ehrlich&Co.)
All of our conclusion of contracts and legal statements occur only under the following business terms and conditions. Divergent terms of our customers are only valid if they are confirmed in a written form.
1. Validity
Ehrlich&Co is specialised in
- the development, the production and sale of fittings and safety equipment for filling stations, tank installations, tanker vehicles and railway tank wagons
- the mechanical production of turned and milled parts to customer order, as well as
- the manufacture of metal castings to customer order
Ehrlich&Co is certified according to ISO 9001.
These business terms and conditions are valid for all natural and juristic persons, who place an order with Ehrlich&Co (iF.: customer). This in particular also when the customer himself has GTC, and indeed even then, when they include an exclusive validity clause. With the placing of an order the customer accepts, that Ehrlich&Co provides specialised services in the form of niche products based on specific individual orders, which is why the business terms and conditions of Ehrlich&Co as special standard take precedence over the GTC of the customer.
If the customer is the consumer, the individual provisions of the business terms and conditions are valid in accordance with the Consumer Protection Law.
2. Contract
If a customer shows interest, Ehrlich&Co submits a written offer, that contains price, manufacturing time period, delivery- and shipping terms and the condition, to accept the business terms and conditions of Ehrlich&Co. Insofar as nothing to the contrary is explicitly agreed or the offer specifies different deadlines, Ehrlich&Co is bound to such an offer for 3 working days from creation of the offer. With the punctual acceptance of the offer by the customer, a contract comes into being which is binding for both Ehrlich&Co and the customer. This is also applicable for online orders via the homepage of Ehrlich&Co, which are always only a non-binding inquiry and not a binding offer. Oral statements do not represent any commitment.
If the order is based on an individual request of the customer, in particular the manufacture of an individual workpiece, the offer shall be understood as non-binding cost estimate. Therefore, if after acceptance of the offer an unforeseen additional expense occurs, Ehrlich&Co shall be entitled to invoice the additional expense to the customer. Likewise, the extra cost for additional services commissioned by the customer after acceptance of the offer will be invoiced.
If the submission of an offer is associated with considerable expense or the expenditure for the manufacture of a workpiece at the request of the customer is difficult to estimate, then the creation of the offer resp. cost estimate shall be against payment.
If in individual cases an order is placed by a customer without preceding offer from Ehrlich&Co, in the absence of such the content of the order confirmation from Ehrlich&Co shall be the content of the delivery note and the invoice, contract content, unless the customer provably contradicts these documents in writing within 3 days.
Insofar as the offer has no deviating contents, the following points shall be regarded as agreed:
2.1. Currency
Offers, cost estimates and price specifications by Ehrlich&Co are in Euro. Exchange rate fluctuations shall be borne by the customer.
2.2. Payment Conditions
Invoices are due within 8 days. A payment is effected, as soon as Ehrlich&Co can irrevocably dispose of the complete invoice amount. An entitlement to discount does not exist. The assertion of warranty-, product liability-, compensation claims or other claims shall not impede the due date.
With default of payment, granted rebates and other discounts shall be forfeited. Furthermore, with default of payment, Ehrlich&Co shall be entitled to demand immediate payment of any balance owing.
In the case of existing older liabilities, payments of the customer shall first be used to offset against interest, then costs, then older liabilities and finally offset against outstanding capital. Dedications of the customer are invalid.
2.3. Payment in Advance/Withdrawal
Precondition for every delivery is the creditworthiness of the customer. If after conclusion of the contract Ehrlich&Co should become aware of any negative information about the solvency of the customer, Ehrlich&Co shall be entitled to demand payment in advance or to withdraw from the contract.
2.4. Interest
Default interest of 1% of the invoice amount per month is agreed.
2.5. Remuneration Adjustment
If the amount of an offer from Ehrlich&Co is dependent on circumstances on which Ehrlich&Co has no influence, such as for example material costs or mandatory wage rises, and if such bases for the calculation of the offer increase significantly after conclusion of the contract (at least 2%), then Ehrlich&Co shall be entitled to adjust the agreed remuneration after conclusion of the contract to the extent of the increase that has occurred.
2.6. Hand-Over/Shipment and Transport/Transfer or Risk
The shipment and transport shall take place at the cost and risk of the customer. The type of shipment resp. transport shall take place regularly with parcel service or forwarding agent and is regarded as agreed. In individual cases, for reasons of expediency Ehrlich&Co is free to choose another common method of shipping. Part deliveries shall take place at the request and cost of the customer. With the acceptance of the product by the carrier, the risk is transferred to the customer.
2.7. Delivery Deadlines/Delay/Withdrawal
Ehrlich&Co delivers with the help of third party providers. Details about delivery deadlines are guide values based on existing experience with these third party providers and are therefore non-binding.
If Ehrlich&Co is delayed for any reason whatsoever, the customer shall set Ehrlich&Co a reasonable period of grace to provide the service, before he is entitled to declare his withdrawal. In the individual case, the appropriateness of the period of grace must be oriented to the reason for the delay, in particular to the average period of time required for the production, the repair and to delivery times for materials.
2.8. Reservation of Title
Delivered, manufactured, installed or otherwise handed over goods remain the property of Ehrlich&Co until payment in full including costs and expenses. The customer shall respect this property, not encumber it and protect it by means of insurance. In the case of default of payment, Ehrlich&Co shall be entitled to assert its reservation of title, in particular to demand the surrender of the goods, to collect them and to declare its withdrawal from the contract.
A resale of any goods not paid for in full to a third party is only permitted, if Ehrlich&Co agrees to this in writing and the customer makes the third party aware of the reservation of title. In the case of resale, the customer shall assign his purchase price claim and all other compensatory measures to the extent of all outstanding accounts receivable to Ehrlich&Co. Ehrlich&Co shall be entitled to inform the third party about this assignment. The customer is obligated in any case, on request to immediately notify Ehrlich&Co of the name and address of the third party.
2.9. Error
If the conclusion of a contract is based on a business error, Ehrlich&Co can then also refer to this, if the error has not been clarified in time or should not have been evident. This applies in particular to typing- and calculating errors in offers, order confirmations, delivery notes, calculations or other documents.
2.10. Reminder Fees and Costs
For the collection of due claims, the customer shall be obligated to pay reminder fees to the amount of € 40,-- per reminder letter from Ehrlich&Co. In addition, the customer shall be obligated to compensate any damage, that Ehrlich&Co suffers through the commissioning of a suitable third party to collect due claims, under which in particular the costs for pre-trial legal demand letters fall.
2.11. Returns
The customer has no right to give back or return goods obtained based on a binding concluded contract. If a customer returns new and unused goods within 14 days, then Ehrlich&Co will examine in the individual case, whether taking back as a gesture of goodwill is accepted. If taking back is accepted in an exceptional case, then only a credit note can be issued. In all cases the customer must bear the transport costs for the return delivery as well as a handling fee of at least 20% of the value of the goods for the examination of the goods.
3. Liability
3.1. Warranty - Notification of Defects
Ehrlich&Co warrants, that the supplied products are free of material defects and processing errors. Defects that are obvious upon careful examination are to be notified immediately in writing by the customer and described in detail, at the latest however within 3 working days from delivery. Defects that are not obvious upon careful examination, but which appear later, are to be notified immediately in writing and described in detail, at the latest however within 3 working days after appearance of the defect. This in each case under the exclusion of other warranty claims, of compensation due to the defect itself as well as of claims relating to an error concerning the absence of defects of the item. Modifications and improper handling of the product, use of the product going beyond the purpose of the object as well as disregard of the supplied instructions for use exclude any warranty claim. The customer bears the burden of proof, that the defect existed at the time of transfer of the risk.
If a defect exists, then the customer has an entitlement of improvement. A price reduction is amicably excluded. Warranty claims lapse within 6 months from the transfer of the risk of the product. If the customer is the consumer, the period of limitation is 12 months.
If the fault-free fulfilment of the order does not occur due to faulty samples, drawings or materials provided by the customer, or for other reasons that are attributable to the customer, then despite non-fulfilment of the order, Ehrlich&Co has an entitlement to the agreed remuneration without deduction.
3.2. Compensation
Ehrlich&Co is liable to the customer for deliberate or at least gross negligent illegally caused damage. A liability for damages for lesser degrees of blame is also excluded, as is compensation for consequential damage and lost profit. The customer bears the burden of proof for the occurrence of the damage, its causation by Ehrlich&Co, the illegal action and the culpability of Ehrlich&Co. Claims for compensation lapse within 6 months from occurrence of the damage. If the customer is the consumer, the period of limitation is 12 months.
3.3. Product Liability
Ehrlich&Co is liable according to the provisions of the product liability law. Insofar as Ehrlich&Co manufactures part products or products according to the instructions of the customer, a product liability is excluded by law. Vis-á-vis entrepreneurs the product liability is excluded by law.
4. Intellectual Property Rights
The customer acknowledges, that some products of Ehrlich&Co are subject to intellectual property rights (patent, models, design, copyright, etc.). The customer shall respect these rights and in particular neither reproduce nor disseminate the products.
If the order is based on an individual request of the customer, then the customer is liable to Ehrlich&Co, that through the performance of the services commissioned as well as through the use of the documents provided, no infringement of the protective rights of third parties occurs, in particular patent rights, trademark rights, design rights and copyrights. The customer shall indemnify Ehrlich&Co in respect of all claims asserted by third parties.
5. Data
Ehrlich&Co processes the customer's data exclusively within the framework of the statutory provisions (DSG 2018, DSGVO, TKG 2003). Applicable is the data protection statement of Ehrlich&Co, that can be downloaded at http://www.ehrlich.co.at. With an inquiry, however in all cases with the placement of an order, the customer gives his consent, that all data disclosed by the customer are processed automation-supported in the sense of the data protection statement. Data are only passed on to a third party, if it is either necessary for the fulfilment of the order or is common business practice. That includes the forwarding of the data to national privileged creditor protection associations for the purpose of credit assessment, in particular to the Credit Protection Association of 1870 (KSV).
6. Applicable Law - Place of Jurisdiction
Austrian law is applicable. The United Nations Convention on Contracts for the International Sale of Goods is excluded. The domicile of Ehrlich&Co is agreed as place of fulfilment. Place of jurisdiction is the objective competent court in Vienna.
7. Amendment of the GTC - Severability Clause
Ehrlich&Co reserves the right, to amend the General Terms and Conditions without stating any reasons. In each case, the version current at the time of conclusion of the contract, which can be downloaded at http://www.ehrlich.co.at, is applicable.
Insofar as a provision of these GTC is ineffective, the other provisions shall remain unaffected by it. Ineffective provisions are to be replaced by such, that come closest economically to the sense and purpose of the ineffective provision in a legally effective way. The same applies for any regulation loopholes.
Status 07.11.2018