General terms of sale and delivery of GIKO Verpackungen GmbH
§ 1 Area of application and scope
1.1
These conditions are a component of all offers and contracts we use to sell our goods. Deviations are only possible if expressly agreed upon in writing. When ordering, the customer expressly acknowledges the efficacy of these conditions as a contract component.
1.2
These conditions also apply if they contradict those in the terms and conditions of the customer.
§ 2 Conclusion of contract
2.1
Our offers are non-binding if not expressly deemed binding in writing. We reserve the right to fulfil all orders received. Our offers are to be treated as confidential and may only be provided to third parties with our express permission. If samples, templates etc. are provided to us for creation of offers, these remain with us, even if the order is not placed. After four weeks, we are authorized to destroy them.
2.2
The contract is concluded when we confirm the order in writing or fulfil it. If the economic position of the company changes or if there is a default of payment, we are authorized to withdraw from the contracts concluded.
2.3
Any orders we receive are irrevocable and are binding to the customer for at least four weeks, after which the deadline is extended accordingly if according to the circumstances of the individual case a further extended acceptance deadline appears appropriate.
§ 3 Goods
3.1
We deliver goods according to our written order confirmations.
3.2
Deviations in quality and deviations in material, production, printing and colours are unavoidable and do not represent deficiencies.
3.3
We reserve the right to make additional or reduced deliveries of +/- 1,500 m² if the delivery quantity does not exceed 15,000 m² , over 15,000 m² in a scope of +/- 10%.
3.4
We guarantee the suitability of the goods delivered by us for a particular use or process only if this type of guarantee is expressly approved by us in writing. This applies with regard to materials acquired from third parties (films, inks, adhesives etc.) and their compositions. We assume no liability for the light and water resistance of the inks used and their shelf life.
§ 4 Printing cylinders
If not otherwise agreed upon in writing, the printing cylinders used to fulfil the order remain our property unless the production costs are borne by the customer. Two years after the last order for which the printing cylinders are used, we are authorized to destroy or modify them.
§ 5 Pricing and payment
5.1
The prices listed in the order confirmation apply. If an order confirmation is not sent, the prices listed in our offer are assumed to be accepted.
5.2
In the event of an increase in production costs between order confirmation and delivery, we are authorized to adjust the prices accordingly, to the extent that these increases are caused by circumstances beyond our control (material costs, wage costs, tax increases, etc.).
5.3
We are free to require down payments on the purchase price and/or securities for the payment of the purchase price without providing reasons. If down payments are not made and/or securities not provided, we have the right to withdraw from the contract and to charge for any damages of any kind that we incur through the dissolution of the contract.
5.4
Our invoices are to be paid within 30 days of the invoice date net and without fees or discounts. Invoices for printing plate costs are to be paid immediately upon receipt of the invoice without discounts. If the economic position of the customer changes, we have the right to demand immediate payment of all of our receivables.
5.5
In the case of default of payment, we have the right to charge late fees in the amount of 5% over the prime rate of the Austrian National Bank. Reminder and collection fees will be paid by the customer.
5.6
Payments received will initially be applied to reminder and collection fees, then to interest incurred and then to the next oldest claim.
5.7
Set-off of counter-claims is excluded.
§ 6 Delivery and acceptance
6.1
Our deliveries are made in the EU area as well as in Switzerland at our own cost and risk until reaching the destination (DAP according to Incoterms 2010). For deliveries outside of the EU area and Switzerland, transport and insurance costs are to be paid by the customer. Customs and import and export fees will be paid by the customer. Deliveries in these cases occur EXW according to Incoterms 2010.
6.2
The site of fulfilment is Weiler.
6.3
The delivery terms listed in the order confirmation or otherwise expressly agreed terms apply. We reserve the right to make partial deliveries under the terms of the agreed upon deadlines.
6.4
If the delivery is delayed under conditions beyond our power or over which we have no control, the delivery deadline is extended accordingly. The customer has no right to withdraw from the contract or to make any other claim.
6.5
The customer is obligated to provide all samples, details, templates etc. required for the fulfilment of the order in a timely manner. If we incur additional fees or damages due to a delinquency of the customer, in particular production downtimes, we reserve the right to demand compensation.
6.6
Palettes and transport packaging will be exchanged or charged at production costs.
6.7
The ARA licensing fee for transport packaging is included in the price. There is no further dispensation through us.
§ 7 Guarantee and product liability
7.1
Notification of defects to all other exclusion must be made in writing and in detail within eight days of delivery. This also applies to partial deliveries for each delivery. If no defects can be found through proper inspection upon delivery, they are to be reported immediately after detection, at the latest within 90 days.
7.2
In cases of warranty, we reserve the right to repair, replace or exchange within a reasonable time. We also reserve the right to refund the purchase price. Any further claims of any kind by the customer are excluded.
7.3
A rejection of up to 4% of the delivered quantity or partial delivery does not comprise a right to notify of defects.
7.4
We are not liable for material damages which occur through defects in our products, except if the user is the consumer in terms of the product liability act. This applies in particular in regard to costs for production downtimes and recall actions of the customer.
§ 8 Industrial property rights
8.1
The customer expressly declares that they have industrial property rights to all of the samples, details, templates, diagrams, photos etc. that are provided to us. If we receive claims by third parties for the violation of industrial property rights, the customer releases us from liability.
8.2
The rights for all designs, diagrams, printing plates, digital data, negatives, films, interim copies, colour samples and other aides as well as formulations created by us are transferred to us after payment of all invoices. Any use, imitation, reproduction or transfer requires our express approval.
§ 9 Retention of title
9.1
All goods remain our property until full payment of claims against the customer of any kind are paid, including ancillary fees and costs. The forfeiture of any goods remaining our property requires our express and written permission.
9.2
With the further processing of the goods delivered by us, we become the co-owner of the product produced. We have a claim to a part of the purchase price paid by the purchaser’s customer. The relevant purchase price claim is ceded to us.
9.3
For further sale of the goods, the purchaser must expressly refer to the existing retention of title.
9.4
We reserve the right to renounce our right of title. This renunciation will be made through written declaration to the customer. With the receipt of this declaration, the property is transferred to the customer.
§ 10 Food law
The customer is exclusively liable for adherence to food law regulations, in particular to labelling regulations. This also applies to the concrete design, size and location of the consumer information. We assume no clarification or warning obligation of any kind.
§ 11 Final provisions
11.1
The appropriate court in Feldkirch has exclusive jurisdiction over any legal disputes.
11.2
Austrian law applies exclusively to the contractual relationship. The application of the UN Convention on Contracts for the International Sale of Goods is expressly excluded.
11.3
If one or more of the provisions of these terms and conditions becomes invalid, this does not affect the validity of the rest of the content.
