Holzedelstreu VOLUMEHolzedelstreu CLASSIC

General Terms and Conditions (GTC)

HAPPY HORSE Pferdestreu Vertriebs GmbH
A-3665 Bärnkopf 57
VAT identification number (UID): ATU57326129 / FN 237230v / venue: Zwettl

  1. Applicability of the General Terms and Conditions ("GTC")
    1. The GTC as stated below shall apply exclusively to all contracts, particularly sales contracts, contracts for work or other services ordered, concluded between the Pferdestreu Vertriebs GmbH (hereinafter also called "Supplier") as registered in the Company Register of the Regional Court at Krems/Donau, number FN 237230v, and the Purchaser, the Buyer of the Work or Customer (hereinafter called "Customer").
    2. By signing the order confirmation, the Customer accepts the applicability of the present GTC. If the Supplier has maintained business relations with the Customer for some time, the present GTC shall apply even if their applicability is not mentioned expressly. The present GTC shall also apply to all supplementary work that is connected with the rendering of the services. The GTC shall also apply to renewal orders, even if they have not been expressly agreed upon verbally or in writing. Verbal agreements with the Supplier shall only become effective, if confirmed by the Supplier in writing.
    3. Any provisions that differ from the present GTC and are contained in the order confirmation by the Supplier or in separately concluded contracts, shall prevail over these GTC. General terms and conditions or forms of the Customer shall under no circumstances become part of the Contract.
    4. If the Customer is a Consumer according to article 1, paragraph 1, sub-paragraph 2 of the Consumer Protection Act, the respective GTC provisions shall be replaced by the mandatory provisions of the Consumer Protection Act. However, this shall not affect the other GTC provisions.
  2. Conclusion of the Contract
    1. Notifications by the Supplier - even if made upon request of the Customer - shall remain not binding, even if they contain information on prices, deadlines and other technical specifications; the Supplier shall accept no responsibility for information or solutions suggested by him, as well as for descriptions, samples or specimens. The same shall apply, if the Supplier only issues a preliminary confirmation of an order made by the Customer.
    2. The Contract shall only be deemed concluded when the Supplier has received the order confirmation signed by the Customer, or upon delivery.
    3. For the avoidance of doubt , if the order confirmation signed by the Customer differs from his order, the order confirmation shall prevail.
  3. Delivery:
    1. If no information on delivery is contained in the written order confirmation signed by the Customer, delivery shall be ex works (according to the Incoterms 2000).
    2. Even if the Contract states that the Supplier has agreed to deliver the Goods to the Customer, the Supplier′s factory or a distribution centre expressly stated in the order confirmation shall remain the place of performance.
    3. Agreed delivery is conditional on the road of delivery being negotiable by heavy road trains. Even if the Supplier has agreed to deliver the Goods to the Customer, the Customer shall bear all transportation and packaging costs (delivery charge).
    4. The Goods shall be deemed delivered, even if the Customer does not fetch them immediately after he has received the Supplier′s notification on the Goods being ready for shipment.
    5. The Goods shall only be insured against damage and loss in transit at the Customer′s expenses, if the Customer requires such insurance in writing.
    6. The Customer shall be obliged to check the Goods supplied immediately, however, not later than within 4 working days after receipt. The Customer shall forfeit the right to claim the delivery to be in breach of the Contract, if he fails to check the Goods or if he fails to make such a claim in writing stating the exact facts of breach of contract immediately following the moment when he could have been expected to notice such a breach of contract, having checked the Goods in due form.
    7. Externally recognizable damage in transit shall be claimed immediately upon receipt of the Goods and its nature and extent shall be communicated to the Supplier in writing immediately or be recorded on the spot in the delivery or consignment note and shall be countersigned by the Supplier in confirmation of the notification of defects.
    8. The risk of accidental perishing of the Goods and accidental damage to them shall pass to the Customer at the moment of notification on the Goods being ready for shipment or according to the respective Incoterm 2000.
  4. Default of Acceptance
    1. The Customer shall be obliged to accept the Goods delivered at the place of performance and, if applicable, according to the respective Incoterm 2000 stated in the Contract. The assertion of a claim due to the delivery being in breach of the Contract or the fact that the Customer was not able to check the delivery do not entitle him to refuse to accept the Goods or to postpone such acceptance.
    2. If the Customer is in default of acceptance (particularly due to non-acceptance after having being notified by the Supplier of the readiness for shipment), the Goods shall either (i) be stored at the Supplier′s or a Third Party′s premises, or (ii) be dispatched to the Customer at the Customer′s expenses and risk. If the Goods are stored at the Supplier′s premises, the latter shall be entitled to charge the usual fee of a public warehouse. The Supplier shall only be liable for deterioration or perishing of the Goods stored at his premises in the event of wilfulness or gross negligence. This shall not infringe upon the Supplier′s rights in accordance with articles 373 and following of the Austrian Commercial Code UGB.
    3. If the Customer fails to accept the Goods in whole or in part, the Supplier shall be entitled (i) to renounce the Contract after a 14-days′ period of grace and/or (ii) to claim damages for non-fulfilment, and in doing so the Supplier shall be entitled to claim 30% of the respective order value and, in addition to that, compensation for the damage actually incurred, including loss of profit, without any proof of damage and loss and waiving any right of judicial reduction. The same shall apply if the Contract is cancelled for reasons not attributable to the Supplier.
  5. Force Majeure:
    1. Force Majeure and other unforeseeable circumstances or circumstances beyond the influence of the Supplier, such as industrial conflicts, disturbance of traffic, interruption of energy supply, etc., as well as accidents beyond the influence of the Supplier or his sub-suppliers, shall for the period of their existence relieve the Supplier of his obligation to deliver, even if they have occurred with a sub-supplier; in this event the Supplier shall not be liable for any consequences of default.
  6. Delivery Dates:
    1. All delivery dates and deadlines shall be deemed not binding information, which shall only be valid subject to unforeseeable events and hindrances. Delivery periods shall not commence before the date the Supplier receives the Customer′s written order confirmation. If a delivery date agreed upon is exceeded by more than 6 weeks, the Supplier is in default and the Customer has to grant him a period of at least 6 weeks for delayed delivery. If such an additional period for delayed delivery expires without results, the Customer is entitled to renounce the Contract, if he notified the Supplier of such a renunciation when granting him the additional period for delayed delivery.
    2. The following circumstances shall interrupt delivery periods according to clause 6.1. and shall only be resumed after the reason for the interruption ceases to exist: Failure of the Customer to comply with his duty of assistance or other breach of the present or other contracts by the Customer, suspension, interruption or delay of delivery of a sub-supplier to the Supplier, technical defects of production and transportation systems and all instances of Force Majeure according to clause 5.
    3. Should one of the reasons stated in clause 6.2. have existed for more than two months, the Supplier, as well as the Customer, shall be entitled to cancel the Contract by unilaterally announcing such cancellation in writing. The Customer shall forfeit this right if (a) he is responsible for the interruption, or (b) if the Supplier has notified the cessation of the obstruction to the Customer and has announced the delivery within a reasonable period.
  7. Partial Deliveries:
    1. In the absence of an explicit provision to the contrary, the Supplier shall be entitled to make partial deliveries, which have to be accepted and paid for by the Customer. Any withdrawal from the Contract or other termination of the Contract shall not cancel the Contract concerning partial deliveries that have already been made, unless the reason for the withdrawal from the Contract or the termination of the Contract also includes such partial deliveries that have been made earlier.
  8. Warranty:
    1. The Supplier shall warrant that the Goods supplied correspond to the quality specification as agreed upon in the order confirmation.
    2. If no information on the quality of the Goods is contained in the order confirmation or if delivery of the Goods is made without receipt of an order confirmation, the Supplier shall warrant that the Goods correspond to the quality or performance specification as is generally accepted for Goods of the same kind at the place of manufacture and that can be reasonably expected by the Customer.
    3. Any descriptions of the Goods in advertisements or other public statements shall not constitute a description of the Goods′ quality. If the Customer has received a sample, the Goods shall be deemed to meet the requirements agreed upon, if they correspond to this sample.
    4. Any deviations in dimensions, weight or quality shall be admissible if they remain within the standards agreed upon or established as valid in the Supplier′s country. The same shall apply to the generally accepted tolerances for the determination of quantities by way of calculation.
    5. Warranty for Goods that are designated as goods of inferior quality, for example, "second grade" goods, shall be limited accordingly to the properties which can be expected in goods of such particular designation.
    6. No warranty shall be granted for deviations in colour shades of the Goods that depend on the production process and materials.
    7. The moment of notification of readiness for shipment or - in the event of delivery - the moment of handing over of the Goods to the first carrier - shall be decisive for the determination of conformity with the Contract and the date of commencement of the warranty period; this shall also apply, if the Goods are shipped by the Supplier. The warranty period shall be two years; removal of any defects shall not entail an extension of this period.
    8. If a notification of defects has been made in time and the Customer has proved that the Goods are not in conformity with the Contract, the Supplier shall have the right to remedy such non-conformity with the Contract by removing the defect of the Goods supplied (improvement) or by making a replacement supply (replacement) within a reasonable period. If no improvement or replacement can be made or if they entail exceedingly high expenses by the Supplier, the Customer shall only be entitled to claim cancellation of the Contract. Any right for price reduction shall be ruled out. The Supplier shall be entitled to make several attempts to improve the Goods. The Customer shall only be entitled to return the Goods if he has received the Supplier′s written consent. Such Goods shall be credited to an amount not exceeding 90% of the price actually paid. Transportation costs and risks occurring in that case shall be borne by the Customer.
    9. If the Supplier is to be blamed for the non-conformity with the Contract, the Customer shall only be entitled to claim damages in the form of improvement or replacement. If such improvement of the Goods or their replacement are not possible or entail exceedingly high expenses, the Customer shall only be entitled to claim damages in cash, if the Supplier himself can be blamed for wilfulness or gross negligence. Compensation for consequential damage caused by a defect shall also only be admissible subject to the above restriction.
    10. The right to claim warranty shall lapse in the event of modification, processing or improper treatment of the Goods delivered. The Supplier shall not have to bear the expenses of corrections of defects, if the Customer himself made them or had them made by a Third Party, unless the Supplier’s his written consent was obtained in advance.
    11. The application of the special right of recourse according to article 933b of the Austrian Civil Code (ABGB) shall be ruled out.
  9. Manufacturer′s Guarantee:
    1. The guarantee granted by the manufacturer of the Goods, even if passed on by the Supplier, shall only give rise to rights towards the manufacturer.
    2. The Supplier shall not be liable for the correctness of any information on how to handle, control and operate the Goods, if this information is contained in brochures, technical descriptions or further instructions; these are within the sole responsibility of the manufacturer or importer.
  10. Damages:
    1. The Supplier shall only be obliged to pay damages for breach of a contractual obligation or an obligation that exists in accordance with the law in force, if he can be blamed for wilfulness or gross negligence. Proof of such circumstances is incumbent on the Customer; the same applies to the compensation for consequential damage caused by a defect.
    2. The right to claim loss of profit and compensation for expenses incurred because of an interruption of operations, loss of production, or indirect loss due to the delivery of Goods not in conformity with the Contract, shall be ruled out.
    3. The Contract concluded between the Parties does not contain any obligations of protection for the benefit of a Third Party. This shall even apply, if it is predictable that a Third Party will be the consignee of the Goods or that a Third Party will come into contact with the Goods.
    4. The right to claim damages shall lapse in any case, when the Goods delivered are treated or processed or resold without the Supplier being given the opportunity to check this for non-conformity with the Contract. Moreover, any rights to claim liability or recourse, including possible rights arising from consequential damage caused by a defect, shall be limited to a maximum of 50% of the payment agreed upon or paid for the respective order, however, to a maximum amount of € 20,000, and are subject to a limitation period of six months after the moment when it was first possible to become aware of the damage and to identify the person liable for the damage.
  11. Product Liability:
    1. Mandatory liability for defective products, if personal injury, death or damage to health are involved, shall be exempted from the limitations stated in clause 10.
    2. Liability for property damage arising from a defective product shall be ruled out for all companies involved in manufacture, importation and sale of the Goods. The Customer shall undertake to transfer this exemption from liability to his customers. Recourse claims according to the legal provisions defined in the above paragraph shall be ruled out, unless the person entitled to claim recourse can prove that the defect was caused within the sphere of influence of the Supplier and came into being due to actions that were at least grossly negligent. The Customer′s right to claim recourse from the Supplier (particularly pursuant to article 12 of the Product Liability Act PHG) shall be ruled out.
  12. Prices and Terms of Payment
    1. Unless otherwise agreed upon, the Supplier′s prices shall be ex works, or ex distribution centre stated in the order confirmation, and include packaging, but do not include transportation insurance, freight and, if applicable, assembly. All prices shall be in Euros and shall be exclusive of the VAT prescribed by law. The Supplier′s invoices shall be due and payable within the period of payment stated in the invoice. Deliveries and services that are not included in the prices shall be charged according to the actual expenditure of time and materials. Surcharges for the compensation of additional expenditure shall be added to the price when minimal quantities are ordered.
    2. Taxes, contractual fees, export and import duties, as well as transit fees, customs duties and fees, and official factorages and the like shall be borne by the Customer.
    3. The prices of the Supplier have been determined depending on the cost of wages and materials valid at the moment of the order confirmation; should these increase in the period between the conclusion of the Contract and the execution of the order, the Supplier shall be entitled (i) to transfer such an increase to the Customer, or (ii) withdraw from the Contract. The same shall apply to the increase of other taxes, customs duties or transportation rates that cannot be influenced by the Supplier.
    4. All prices have been set up taking into account the moment of the written order confirmation; if no written order confirmation has been received or if it does not state a price, the price stated in the Supplier′s price list at the moment of delivery shall apply.
    5. If delivery has to be made more than two months after the Contract has been concluded, or if, for reasons not attributable to the Supplier (i. e., particularly for the reasons stated in clause 5), delivery is made more than two months after the Contract has been concluded, the Supplier shall be allowed to charge the price that is stated in his price list at that moment instead of the price originally agreed upon. The Supplier shall have the right to adapt his price until delivery, (a) if rates of exchange change , (b) if additional costs occur due to incomplete loading, more difficult or impeded circumstances of carriage and transportation, and (c) if the route of transportation changes for reasons not attributable to the Supplier, and (d) if carriage, taxes, customs duties and fees change in the case that the Supplier himself has carried out shipment (clause 3). The price has to be adapted in accordance with the change of the respective constituents of the cost and in the proportion of their share in the price.
    6. Payments with debt settling effect can only be made to the paying agent(s) indicated in the invoice; payments made to representatives or mail carriers shall not relieve the Customer of his liability to pay. The price shall be due and payable without any deductions at the moment of receipt of the invoice. The payment shall become due irrespective of whether or not the Customer has had the opportunity to check the delivery and of whether or not he has claimed damages. If partial deliveries are made, the Supplier shall be entitled to invoice partial sums. The Supplier shall have the right to demand prepayment or a payment bond, if he doubts the willingness or ability of the Customer to settle his accounts.
    7. The Customer shall only have the right to deduct discounts, if these have been agreed upon expressly and in writing. Discounts deducted from the price of former partial invoices shall become invalid if payment of further partial invoices or the final invoice is delayed.
    8. If several accounts receivable are due, any payments made by the Customer shall be credited to the respective oldest account receivable. Costs in connection with the enforcement of the respective debt shall be redeemed first, afterwards the interest and finally the capital. Any differing earmarking of payments made by the Customer shall not be valid.
    9. In the event of default of payment, default interest to the amount of 8 percentage points above the base rate of interest shall be charged. Moreover, the Supplier shall have the right to demand cancellation of the Contract in whole or in part.
    10. Without written consent of the Supplier, the Customer shall not be entitled to redeem his payment obligations by offsetting these against other payment obligations, nor to withhold payment for whatever reason.
  13. Reservation of Title
    1. Until payment is received in full, all Goods and deliveries shall remain the Supplier′s property. Furthermore, the Supplier reserves title until full settlement of all accounts receivable from of the business relationship (even if these concrete Goods have been paid for), including all accessory claims.
    2. If the amounts payable for the delivery are included in a current account, the reservation of title shall cover the respective highest balance due.
    3. Should the reservation of title expire, the Goods, including their processing, mixing or blending, shall pass onto the Supplier, who accepts this transfer of ownership. In that case, the Customer remains depositary without remuneration.
    4. If the Customer resells Goods the ownership of which is reserved, the purchase price claimed by him shall replace the reserved title. It shall be ceded to the Supplier at the moment it arises. The Supplier acquires ownership of the sums received through constructive possession with the Customer. The Customer shall be obliged to make a note of such cession in his books and outgoing invoices, as well as to notify it to the consignee of the Goods.
    5. The Customer shall be obliged to sufficiently insure the Goods with reserved title against fire, theft and damage by Third Parties. He shall be obliged to cede the amounts receivable from such insurance agreement to the Supplier and to notify this circumstance to the insurance company. The Customer shall be forbidden to constitute contractual security interest in the Goods under reservation of title. If enforcement measures are applied to Goods under reservation of title, the Customer shall have to inform the enforcement authorities of such Third Party′s property and to notify the Supplier not later than within 24 hours.
    6. If the Customer falls into arrears concerning the payment secured by reservation of title, the Supplier shall at any time be entitled to take possession of the reserved Goods, even if the Contract has not yet been terminated (right of redemption).
  14. Vouchers:
    1. Vouchers can be redeemed in all Austrian branch offices. The Supplier and the Customer have agreed that vouchers can only be used once. Redemption in cash shall not be possible. Vouchers shall be valid for 3 years from the date of their issue. Vouchers with expired validity date shall become invalid.
  15. Credits:
    1. Credit notes are issued using EDP, have consecutive numbers and indicate the date of issue. It has been agreed upon that credits shall be valid for 3 years from the date of issue. Credit notes with expired validity date shall become invalid.
  16. Place of Performance, Venue, Applicable Law:
    1. The place of performance of delivery and payments shall be the place of business of the Supplier, even if it has been agreed upon that the Goods will be handed over in a different place.
    2. Should any disputes arise in connection with the present GTC or a contract concluded with the Supplier or referring to a breach, the termination or invalidity of the GTC of the contract, including disputes on the existence or non-existence of the present GTC or a contract concluded with the Supplier, the Parties hereto agree upon the exclusive subject matter jurisdiction of the competent court at Zwettl or Krems, Austria.
    3. Only adjective and substantive Austrian law shall apply to all issues of interpretation of the present GTC or any contracts concluded between Supplier and Customer, and the UN Convention on contracts for the international sale of goods or other conflict of law rules shall be excluded.
  17. General Information:
    1. Should individual provisions of the present GTC be ineffective, this shall not affect the other content of the GTC. If any gaps occur in the GTC, the contracting Parties agree to provide a provision the economic result of which is as close as possible to the invalid provision.
    2. To become effective, the assignment of any of the Customer′s rights needs to be confirmed by the Supplier in writing. The Supplier, in turn, is entitled to assign his claims.
    3. Any actions or omissions by the manufacturer, the sub-supplier or the carrier shall not be attributed to the Supplier.
    4. The Customer consents to the computer-aided storage and processing of his data.
    5. The Customer gives his consent that an inquiry can be addresses to the commodity credit register of the Kreditschutzverband von 1870 (Austrian Association for the Protection of Creditors). Furthermore, he consents that in the event of his being in default, all information can be transmitted to the credit register and can be made accessible to Third Parties by the register.