General Terms and Conditions of Sale and Delivery of Evamatic Handelsges.m.b.H. COMMERCIAL TRADE 

Evamatic Handelsgesellschaft mbH (hereinafter referred to as EVAMATIC) supplies exclusively to customers who order for commercial purposes, as well as to legal entities under public law or special funds under public law. 

 

COLLIDING CONDITIONS

  1. Unless otherwise agreed in writing and by individual contract, the legal relationship between the customer and EVAMATIC for the transactions described herein shall be exclusively governed by the following terms and conditions. Any conflicting terms and conditions of the customer shall not apply, even if EVAMATIC does not expressly object in individual cases, particularly if ordered goods are delivered without objection. This also applies even if the customer refers to their general terms and conditions in their order or order confirmation.
  1. If the customer does not agree with the above handling, they must point this out explicitly in a separate letter immediately. In this case, EVAMATIC reserves the right to withdraw the order, without EVAMATIC being liable for any claims whatsoever. 
  1. These General Terms and Conditions of Business and Delivery shall also apply to future transactions, even if no express reference is made, provided that they have been supplied to the customer at the time of an order confirmed by us.

 

Prices

  1. As the products offered are intended for commercial trade only, all prices stated in the catalogue or other offers are, unless expressly stated otherwise, subject to change and are quoted in EURO plus the currently applicable statutory value-added tax.
  1. With the appearance of a new catalogue/price list, previous editions become invalid, all older price indications lose their validity.
  1. The price list valid on the day of delivery applies. The prices are inclusive of the statutory value-added tax applicable on that day. Prices are ex-works from the dispatch warehouse. Shipping costs, in accordance with our freight cost conditions, are to be borne by the customer, provided they are incurred.

 

Shipping costs, cash on delivery

  1. Within Austria, EVAMATIC charges a shipping fee of €9.90 for net goods value up to €250. For net goods value from €250 onwards, EVAMATIC delivers free of charge within Austria. For deliveries to Germany, EVAMATIC charges a shipping fee of €19.90 for net goods value up to €400. For net goods value from €450 onwards, EVAMATIC delivers free of charge to Germany. All deliveries to countries other than those expressly stated in the webshop or on the homepage are made exclusively upon request. In such cases, prices, shipping costs, and delivery terms will be agreed individually and communicated to the customer during the quotation or order confirmation process. 
  1. The shipping costs indicated in the online shop, as well as any provisions for free shipping, apply exclusively in conjunction with the regular product prices shown in the online shop. 
  1. In the case of individually agreed special prices, discounts, or deviations in pricing, EVAMATIC reserves the right to charge or adjust shipping costs separately. The applicable shipping costs will be itemised separately in this instance as part of the quotation or order confirmation.
  1. All deliveries in the catalogue marked "Freight costs on request" (carrier freight) are excluded from the regulation, as are all international shipments. International parcel service or carrier freight deliveries are generally subject to separate freight cost regulations. 
  1. EVAMATIC only supplies new customers on a cash on delivery or advance payment basis -% no discount. For cash on delivery shipments, we additionally charge a pro-rata expenses flat rate of €9.90 per package. 

 

OFFERS, CONCLUSION OF CONTRACT, PERFORMANCE OBLIGATION

  1. Orders are only binding for EVAMATIC when they are confirmed in writing by EVAMATIC or delivered.
  1. For all deliveries or services, only the written order confirmation from EVAMATIC in conjunction with these General Terms and Conditions of Delivery and Business shall be binding.
  2. Amendments or additions to the contract must be in writing. Any deviation from the written form must also be agreed in writing.
  3. Offers are non-binding, unless EVAMATIC specifies a binding period.
  1. Until receipt of the written order confirmation by the buyer, EVAMATIC shall not be bound with regard to quantities, delivery times and prior sales.

 

Illustrations, dimensions, prices

  1. Illustrations, dimensions and prices in prospectuses and price lists correspond to the state at the time of printing. EVAMATIC reserves the right to make changes to the design, provided they do not entail any disadvantages for the customer, or to increase prices. Unless expressly stated otherwise, prices refer to the respective illustrated items according to the product description, but not to contents, accessories or decoration. All illustrations are non-binding. Dimensions and weights may vary. Performance descriptions are generally to be seen within the framework of optimised conditions and may vary in practice. Especially with natural products, no guarantee can be given for a consistent surface finish or consistent colouring within a delivery.  
  1. We accept no liability for printing errors in our catalogues or online shop.

 

CUSTOM MADE ITEMS, ADJUSTMENTS, PRINTED MATTER

  1. Custom-made items and adaptations will only be bindingly carried out by EVAMATIC once the proof prepared by EVAMATIC has been confirmed in writing by the customer. Prices and payment terms will be agreed separately. Custom-made items are excluded from the right of exchange or return, provided that the printing or adaptation has been carried out according to the customer's specifications/print approval.
  1. Costs for sketches and drafts, finished artwork, proofs, creation of originals and related services rendered will be charged to the client on a pro rata basis. Charges will also be incurred if no further execution order is placed. The drafts, lithos, printing plates, cutting dies and tools shall remain the property of EVAMATIC in all cases, even upon payment of pro rata costs.
  1. Reproduction and other uses of the design created by EVAMATIC for the customer's purposes and for third parties require EVAMATIC's permission. Designs enjoy legal protection of intellectual property. If a design is created based on a drawing or an idea from the customer, the retention of title relates only to the design as such, but not to the customer's intellectual property. This restriction also applies to trademarks, fittings, and other industrial property rights to which the customer or third parties are entitled.
  1. When placing an order, the draft must be returned, as it will then be required as a template for production. In this case, the customer must carefully check all parts of the draft, especially for the correctness of the text; any errors must be corrected.
  1. EVAMATIC is not obliged to check whether components or templates provided by the customer are free from third-party rights. The customer is solely responsible for this.
  1. Production based on the customer's returned proof shall relieve EVAMATIC of liability for errors contained in the draft and not corrected. 
  1. Deviations in colour and material are reserved due to production technical reasons, as are changes which are necessary for typographical or other technical reasons, or if obvious errors are discovered during processing that were overlooked by the customer.
  1. For printed matter and promotional items, EVAMATIC reserves the right to deliver up to 10% less or more for technical reasons. Otherwise, the industry-standard conditions for the printing and paper processing trade apply.

 

RIGHTS TO PRINT CONTENT, LIABILITY AND INDEMNITY 

  1. The customer expressly assures and guarantees that they have unrestricted rights to all data, templates, texts, images, logos, and other content provided by them, for use, reproduction, modification, disclosure, and publication, and that these are free from third-party rights. 
  2. The customer undertakes to submit only content that does not violate any legal provisions, statutory regulations, or third-party rights (in particular copyright, trademark, design, and personality rights). The submission and processing of unlawful, criminal, immoral, or otherwise inadmissible content is prohibited without exception.  
  3. EVAMATIC assumes no obligation to check the legal admissibility, accuracy, or completeness of the content provided by the customer. Any liability in this regard is excluded to the extent permitted by law. 
  4. The customer shall be fully liable to EVAMATIC for all direct and indirect damages, disadvantages, costs, and expenses (including, but not limited to, legal and court costs) arising from a breach of the above obligations. 
  5. The customer undertakes to fully indemnify EVAMATIC against all third-party claims arising from the use of content provided by the customer and to provide EVAMATIC with comprehensive support in defending against such claims.  
  6. EVAMATIC is entitled to reject, suspend or withdraw from contracts at any time without giving a reason if there is even a suspicion that the content provided infringes statutory regulations or third-party rights. Claims for damages by the customer are excluded in this respect.

 

Delivery and performance periods, delay

  1. Stated delivery times are considered approximate and non-binding; they exclude claims for damages. If immediate delivery from stock is not possible, the delivery period is generally 4-6 weeks. EVAMATIC will inform the customer in good time of any delays or impossibility of performance and delivery.
  1. With regard to the deadline for deliveries or services, EVAMATIC's order confirmation shall be decisive. Compliance with the deadline requires the timely receipt of all documents to be supplied by the customer, necessary permits, approvals, the timely clarification and approval of drafts, compliance with the agreed payment terms, and the settlement of all outstanding payments. If these conditions are not met in a timely manner, the deadline shall be extended accordingly.
  1. The deadline is deemed to have been met if the shipment has been dispatched or collected within the confirmed delivery or performance period. If delivery is delayed for reasons attributable to the customer, the deadline is deemed to have been met if readiness for dispatch is reported within the agreed period. 
  1. If the deadline for deliveries or services is demonstrably due to mobilisation, force majeure, operational disruptions of any kind, performance issues of our suppliers, war, civil unrest, strike, lock-out or the occurrence of unforeseeable obstacles, the deadline shall be extended accordingly.

 

PACKAGING, INSURANCE

  1. Should the shipment arrive damaged or incomplete, a written complaint report must be made to the carrier/delivering freight forwarder immediately upon acceptance of the goods to observe deadlines and the possibility of claiming damages within the scope of the general freight forwarder and transport insurance conditions.

 

SHIPPING, PASSING OF RISK

The risk passes to the buyer as soon as the delivery has left our premises or our dispatch warehouse. 

 

Rejection of Assumption

  1. If dispatch or delivery is delayed at the customer's request, storage charges of 0.5% of the invoice amount may be charged to the customer for each commenced month, starting one month after notification of readiness for dispatch. The storage charges are limited to 5%, unless higher costs can be proven.
  1. Furthermore, EVAMATIC is entitled to dispose of the delivery item otherwise and to supply the customer with a reasonably extended delivery period after setting and the fruitless expiry of a reasonable period.
  1. EVAMATIC is also entitled to withdraw from the contract and refuse delivery to the customer after the unsuccessful expiry of a deadline.
  1. EVAMATIC's claims for damages are not affected by the exercise of the right of withdrawal.

 

PAYMENT TERMS, SET-OFF, RETENTION

  1. Payments are to be made in Euros and must be postage and cost-free. They are due upon delivery against invoice upon receipt of the invoice. The buyer shall bear any cash-on-delivery fees.
  1. Bills of exchange and cheques are only considered payment after they have been cashed and EVAMATIC has confirmed receipt of the funds. Bills of exchange and cheques are accepted without any obligation to present them in a timely manner or to protest them.
  1. If the agreed payment deadlines are not met, the customer shall be in default without any specific notice of default being required. In the event of default, EVAMATIC shall be entitled to charge interest from the relevant date at a rate of 8% above the base interest rate of the European Central Bank. This rate shall be higher if EVAMATIC proves that it incurs a higher rate, particularly the rate charged by commercial banks for open overdrafts. The rate shall be lower if the purchaser proves a lower cost for EVAMATIC. The assertion of further damages caused by default is not excluded. 
  1. Furthermore, in the event of default, EVAMATIC is entitled to refuse all deliveries to the customer, even those arising from other contractual relationships. EVAMATIC shall not be liable for any damages arising from such non-delivery. 
  1. If circumstances arise that are likely to significantly impair the customer's creditworthiness, EVAMATIC is entitled to demand immediate payment of all outstanding claims – including those from other contractual relationships with the customer. Such circumstances include, in particular, cessation of payments, the opening of insolvency or judicial settlement proceedings, the rejection of an application for insolvency proceedings due to insufficient assets, dishonoured bills of exchange or cheques, or other concrete indications of a deterioration in the customer's financial circumstances. In such cases, EVAMATIC is also entitled to make further deliveries contingent upon advance payments or the provision of security, or to withdraw from the contract. 
  1. The customer is only entitled to set-off, retention or reduction, even if defects are reported or counterclaims are asserted, if the counterclaims have been legally established or are undisputed.

 

Retention of title

  1. Until all claims (including all current account balance claims) that EVAMATIC has against the customer and its group companies now or in the future for any legal reason are satisfied, EVAMATIC shall be granted the following securities, which it shall release upon request at its discretion, insofar as their value sustainably exceeds the claims by more than 20 %.
  1. The goods remain the property of EVAMATIC. Processing or re-forming is always carried out for EVAMATIC as manufacturer, but without any obligation on their part. If the (co-)ownership of EVAMATIC ceases due to combination or commingling, it is hereby agreed that the (co-)ownership of the customer in the uniform item shall pass to EVAMATIC in proportion to its value (invoice value). The customer shall store the (co-)ownership of EVAMATIC free of charge. Goods in which EVAMATIC has (co-)ownership shall hereinafter be referred to as reserved goods. 
  1. The customer shall be entitled to process and sell the goods subject to retention of title in the ordinary course of business as long as he is not in default. If the customer defers the purchase price to his customer, he shall reserve title to the reserved goods vis-à-vis the latter under the same conditions under which EVAMATIC reserved title upon delivery of the reserved goods. Pledging or transfer by way of security of the reserved goods is not permitted. The customer hereby assigns to EVAMATIC by way of security all claims arising from the resale or any other legal reason (insurance, unauthorised action) in respect of the reserved goods (including all current account balance claims) in full, including VAT. If the reserved goods are sold by the customer together with other goods not supplied by EVAMATIC at a total price, the assignment of the claim from the sale shall be in the amount of the invoice value of the sold reserved goods of EVAMATIC. EVAMATIC revocably authorises the customer to collect the claims assigned to EVAMATIC for its account in its own name. This collection authorisation can only be revoked if the customer does not properly meet his payment obligations or if EVAMATIC becomes aware of circumstances that are likely to significantly reduce the creditworthiness of the customer. These are in particular the suspension of payments, the opening of insolvency or judicial composition proceedings, the rejection of the application for the opening of insolvency proceedings for lack of assets, bill or cheque protests or other concrete indications of deterioration in the financial circumstances of the customer.
  1. In the event of third-party access to the reserved goods, the customer shall inform the third party of EVAMATIC's ownership and notify EVAMATIC immediately. This applies in particular to third-party seizures. The customer shall bear intervention costs and damages.
  1. EVAMATIC may demand the return of the goods secured by the reservation of title if the customer has not settled the outstanding claims within a payment period set by EVAMATIC, and EVAMATIC therefore withdraws from the contract. No additional grace period is required if the customer seriously and finally refuses payment. The customer's right to possess the reserved goods expires if they do not fulfil their obligations under this or any other contract. Irrespective of this, EVAMATIC may demand the return of the goods if they are entitled to a claim for damages against the customer, or if the customer has treated the goods improperly, or in cases of similarly significant breach of contract, such as unlawful onward transfer of the goods.

 

Copyright, exploitation rights

The copyright and exploitation rights in all samples, drawings, plans, illustrations and other documents provided by EVAMATIC remain fully reserved. 

  

Customer's duty to complain, objections

  1. Manufacturing or material defects that can be identified without special inspection must be reported in writing to EVAMATIC immediately, and no later than 2 working days after receipt of the goods. This also applies to incorrect deliveries and shortfalls, as well as other obvious complaints.
  1. Failure to meet the deadline will result in the exclusion of all claims. Incorrect deliveries and shortages must be paid for.
  1. Otherwise, a free collection will be carried out by EVAMATIC's contracted freight forwarders or parcel services upon written notification. EVAMATIC will not cover the costs for the return transport of shipments arranged independently by the customer with any transport company.

 

WARRANTY, LIMITATION OF LIABILITY

  1. Where a defect attributable to EVAMATIC becomes known, EVAMATIC shall be obliged, within the scope of its right to supplementary performance, to remedy the defect or to provide a replacement, at EVAMATIC's discretion. If EVAMATIC fails to remedy the defects complained of within a reasonable period, the customer may demand a reduction of the purchase price or rescission of the contract. If the buyer requests repair at the place of exhibition, this can only be done by charging the additional costs incurred. The warranty period shall be 12 months, unless otherwise agreed, and shall commence as provided by law.
  1. Unless expressly agreed, further claims of the buyer - irrespective of the legal grounds - are excluded. EVAMATIC shall therefore not be liable for damages that have not occurred directly in the delivery item; in particular, EVAMATIC shall not be liable for loss of profit or other financial losses of the customer. This limitation of liability shall not apply if EVAMATIC or its vicarious agents are guilty of intent or gross negligence or if the damage is based on a breach of material contractual obligations or claims under §§ 1, 4 of the Product Liability Act. Furthermore, the limitation of liability shall not apply to claims arising from injury to life, body or health which are based on a culpable breach of duty by EVAMATIC. The customer's claims arising from a guarantee or warranted characteristic granted to him by EVAMATIC or the manufacturer shall remain unaffected by the exclusion of liability. The statutory limitation periods shall apply to claims for damages that are not subject to any limitation of liability.
  1. To the extent that EVAMATIC's liability is excluded, this also applies to the personal liability of our employees, staff, representatives, and vicarious agents.

 

Privacy

The address and order data required for processing your order will be stored electronically. In individual cases, we reserve the right to use address data for credit checks. Otherwise, EVAMATIC will use the data collected and stored for order processing and for its own advertising purposes. The customer can object to the use of data for advertising purposes at any time by contacting EVAMATIC. 

 

Disclaimer for External Links

We refer to our pages with links to other pages on the internet. The following applies to all these links: Evamatic expressly states that it has no influence whatsoever on the design and content of the linked pages. Therefore, we hereby distance ourselves from all content on third-party linked pages on www.evamatic.at and do not make this content our own. This declaration applies to all displayed links and contents of the pages to which links lead. 

 

Place of performance, place of jurisdiction, choice of law

  1. The place of performance for deliveries and payments, as well as the place of jurisdiction, shall be our company's registered office. In contracts with foreign contractual partners, Austrian law shall apply.

 

Contractual obligation

If a provision in these terms and conditions or a provision within any other agreements becomes or is invalid, the validity of all other provisions or agreements shall not be affected. The contracting parties shall then be obliged to enter into a new agreement that comes as close as possible to the invalid provision.