General Terms and Conditions of Sale and Delivery of evamatic Handelsges.m.b.H. COMMERCIAL TRADE
The Evamatic HandelsgesellschaftmbH (hereinafter referred to as EVAMATIC) supplies exclusively to customers ordering 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 in individual contracts, the legal relationship between the customer and EVAMATIC for the transactions described herein shall be governed exclusively 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 shall also apply if the customer refers to their general terms and conditions in their order or order confirmation.
 
2. If the customer disagrees with the above handling, they must point this out explicitly and immediately in a separate letter. In this case, EVAMATIC reserves the right to withdraw from the order, without EVAMATIC being liable for any claims whatsoever.
 
3. These General Terms and Conditions of Business and Supply shall also apply to future transactions, even if no express reference is made, provided that they have been communicated to the customer with an order confirmed by us.
 
Prices

As the products offered are intended solely for commercial trade, all prices stated in the catalogue or other offers are, unless expressly stated otherwise, non-binding and in EURO, plus the statutory value-added tax applicable at the time.
 
2. Upon the publication of a new catalogue/price list, previous editions become invalid and all older price indications lose their validity.
 
3. The price list valid on the day of delivery applies. The statutory Value Added Tax applicable on that day will be added to the prices. Prices are ex-delivery warehouse. Shipping costs according to our freight cost conditions, if they are incurred, will be borne by the customer.
 
Shipping costs, cash on delivery 

1. EVAMATIC charges shipping costs of €7.90 within Austria for a net merchandise value of €100.00 or more. For a merchandise value under €100.00, EVAMATIC charges a low-order surcharge of €10.00.
 
2. All deliveries marked in the catalogue as "freight costs on request" (shipping costs) are exempt from this regulation. This also applies to all international shipments. International parcel service or shipping freight deliveries are generally subject to separate freight cost regulations.
 
2. For new customers, EVAMATIC only delivers cash on delivery or in advance -2% discount. For cash on delivery shipments, we also charge a pro-rata flat fee of Euro 9.90 per parcel
 
OFFERS, CONCLUSION OF CONTRACT, OBLIGATION TO PROVIDE SERVICES 

2. The contract is only binding for EVAMATIC once confirmed in writing by EVAMATIC or when delivered by EVAMATIC.
 
2. 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 decisive.
 
3. Amendments or additions to this agreement must be in writing. Any deviation from the written form must also be agreed in writing.
 
4. Offers are subject to change unless EVAMATIC specifies a binding period.
 
5. EVAMATIC shall not be bound regarding quantities, delivery times and intermediate sales until the written order confirmation is received by the buyer.
 
Illustrations, dimensions, prices 

Illustrations, measurements, and prices in prospectuses and price lists reflect the status at the time of printing. EVAMATIC reserves the right to make alterations to the design, provided they do not disadvantage the customer or result in price increases. Unless expressly stated otherwise, prices refer to the items depicted as per the product description and do not include contents, accessories, or décor. All illustrations are non-binding. Measurements and weights may vary. Performance descriptions should generally be viewed within the context of optimised framework conditions and may differ in practice. Particularly with natural products, no guarantee can be given for consistent surface quality or colour consistency within a consignment.
 
2 We accept no liability for printing errors in our catalogues or online shop.
 
BESPOKE ORDERS, CUSTOMISATIONS, PRINTED MATERIALS 

1. Custom orders and adjustments will only be bindingly executed by EVAMATIC once the proof created by EVAMATIC has been confirmed in writing by the customer. Prices and payment terms will be agreed separately. Custom orders are excluded from exchange or return rights, provided that the printing or adjustment is carried out according to the customer's specifications / print approval.
 
2. Costs for sketches and drafts, final artwork, proofs, creation of originals and related services rendered shall be charged proportionally to the customer. This calculation shall also apply if no further production order is placed. In any event, the drafts, lithographs, printing plates, cutting dies and tools shall remain the property of EVAMATIC, even upon payment of proportional costs.
 
3. Duplication and other uses of the design created by EVAMATIC for the customer's purposes and for third parties require EVAMATIC's permission. Designs are protected by intellectual property law. If a design is produced based on a drawing or an idea from the customer, the reservation of title relates solely 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 belonging to the customer or third parties.
 
4. When placing an order, the draft must be returned, as it will then be needed as a template for production. In this case, the customer must carefully check all parts of the draft, particularly the correctness of the text, and correct any errors.
 
5. 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.
 
6. Production following the customer's approved corrected proof exempts EVAMATIC from liability for any errors contained in the draft that were not corrected.
 
7. Deviations in colour and material are reserved due to production reasons, as are changes that are necessary for typesetting or other technical reasons, or if they are obvious errors that were overlooked by the customer and discovered during processing.
 
8. For printed matter and promotional items, EVAMATIC reserves the right to deliver up to 10% less or more for technical reasons. Otherwise, the conditions customary in the printing and paper processing industry shall apply.
 
DELIVERY AND PERFORMANCE DEADLINES, DELAY 

1. The 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 notify the customer in good time in the event of delays or impossibility of performance and delivery.
 
2. Furthermore, the delivery or performance period shall be governed by EVAMATIC's order confirmation. Compliance with the delivery period is conditional upon 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 settlement of all outstanding payments. If these conditions are not met in a timely manner, the period shall be extended accordingly.
 
3. The deadline is considered 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 considered met if readiness for dispatch is notified within the agreed period.
 
4. If non-compliance with the deadline for deliveries or services is demonstrably due to mobilisation, force majeure, operational disruptions of any kind, performance disruptions by our suppliers, war, riot, strike, lockout or the occurrence of unforeseeable obstacles, the deadline shall be extended accordingly. 
 
PACKAGING, INSURANCE 

If the shipment arrives damaged or incomplete, a written complaint report must be made immediately upon acceptance of the consignment to the carrier/delivering freight forwarder, in order to comply with deadlines and the possibility of claiming damages within the framework 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 acceptance 

1. If shipment or delivery is delayed at the customer's request, storage charges of 0.5% of the invoice amount can be charged for each commenced month, starting one month after notification of readiness for shipment. The storage charges will be limited to 5%, unless higher costs are proven.
 
2. Furthermore, EVAMATIC is entitled to dispose of the delivered item otherwise and to supply the customer with an appropriately extended deadline, after setting and the unsuccessful expiry of a reasonable deadline.
 
3. EVAMATIC is also entitled to withdraw from the contract and refuse delivery to the customer upon expiry of the deadline without success.
 
4. EVAMATIC's claims for damages shall not be affected by the exercise of the right of withdrawal. .
 
TERMS OF PAYMENT, SET-OFF, RETENTION 

Payments must be made in Euros and are to be settled postage and charges paid. They are due upon delivery against invoice upon receipt of the invoice. COD charges are to be borne by the buyer.
 
2. Bills of exchange and cheques shall only be considered payment upon encashment and when EVAMATIC has possession of the funds. Bills of exchange and cheques are accepted without any obligation for timely presentation and protest.
 
3. If the agreed payment deadlines are not met, the Customer shall be in default without requiring a specific notice of default. 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 interest burden – particularly the interest rate charged by commercial banks for open current account credit. This rate shall be lower if the Purchaser proves a lower burden for EVAMATIC. The assertion of further damages due to default is not excluded.
 
4. Furthermore, in the event of default, EVAMATIC is entitled to refuse all deliveries to the customer, even those from other contractual relationships. EVAMATIC shall not be liable for any damages arising from such non-delivery.
 
5. Should EVAMATIC become aware of circumstances likely to significantly impair the customer's creditworthiness, EVAMATIC shall be entitled to declare all outstanding claims – including those from other contractual relationships with the customer – immediately due and payable. Such circumstances include, in particular, cessation of payments, the opening of insolvency or judicial settlement proceedings, the rejection of an application to open insolvency proceedings due to lack of assets, bill of exchange or cheque protests, or other concrete indications of a deterioration in the customer's financial situation. In such cases, EVAMATIC shall also be entitled to make further deliveries contingent upon advance payments or provision of security, or to withdraw from the contract.
 
6. The customer is only entitled to set off, withhold or reduce payment, even when defects are notified 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 is entitled to against the customer and its group companies, for any legal reason, now or in the future, are met, 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 %.
 
2. The goods remain the property of EVAMATIC. Processing or transformation by the customer shall always be carried out for EVAMATIC as the manufacturer, but without any obligation on their part. If the (co-)ownership of EVAMATIC lapses due to connection or commingling, it is hereby agreed that the customer's (co-)ownership of the uniform item shall pass to EVAMATIC in proportion to its value (invoice value). The customer shall hold the (co-)ownership of EVAMATIC free of charge. Goods in which EVAMATIC has (co-)ownership shall hereinafter be referred to as reserved goods.
 
3. the customer shall be entitled to process and sell the reserved goods 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.
 
4. In the event of third-party access to the reserved goods, the customer shall point out EVAMATIC's ownership and notify them immediately. This applies in particular to seizures by third parties. The customer shall bear intervention costs and damages.
 
5. EVAMATIC may demand the return of goods secured by retention of title if the customer has not settled outstanding claims within a payment deadline set by EVAMATIC, and EVAMATIC therefore withdraws from the contract. A grace period is not required if the customer seriously and finally refuses payment. The customer's right to possess the retained goods shall expire if they fail to meet their obligations under this or any other contract. Independently of this, EVAMATIC may demand the return of the goods if they have a claim for damages against the customer, or if the customer has handled the goods improperly, or in cases of similarly serious breach of contract, such as the unlawful transfer of the goods.
 
Copyrights, 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 

Defects in manufacture or material that can be detected without special inspection must be reported to EVAMATIC in writing immediately, and at the latest within 2 working days of receipt of the goods. This also applies to incorrect deliveries and shortfalls, as well as other obvious complaints.
 
2. Failure to meet the deadline will result in the exclusion of all claims. Incorrect deliveries and shortfalls must be paid for.
 
3. Otherwise, a free return will be arranged by EVAMATIC's contracted freight forwarders or parcel services upon written notification. EVAMATIC will not cover the costs for return transport if the customer independently commissions a return 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 the right to subsequent performance, to remedy the defect or provide a replacement delivery at EVAMATIC's choice. If EVAMATIC fails to remedy the complained-of defects within a reasonable period, the customer may demand a reduction in the purchase price or rescission of the contract. If the buyer demands repair at the place of exhibition, this may only be carried out against charging of the resulting additional costs. The warranty period shall be 12 months, unless otherwise agreed, and shall commence as provided by law.
 
2. 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.
 
3. To the extent that EVAMATIC's liability is excluded, this also applies to the personal liability of our employees, staff, representatives, and agents.
 
Data Protection 

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 provide links on our pages to other sites on the internet. For all these links, Evamatic expressly declares that it has no influence whatsoever on the design and content of the linked pages. Therefore, we hereby distance ourselves from all content of third-party linked pages on www.evamatic.at and do not adopt this content as our own. This declaration applies to all displayed links and the content of the pages to which links lead.
 
PLACE OF FULFILMENT, JURISDICTION, CHOICE OF LAW 

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

If a provision in these terms and conditions or a provision under any other agreement is or becomes ineffective, this shall not affect the effectiveness of all other provisions or agreements. The contracting parties shall then be obliged to adopt a new provision that comes as close as possible to the ineffective provision.