1. Introduction

The sales, delivery and payment terms as set out below shall apply exclusively to any and all legal transactions and any and all legal acts as well as to any and all of our deliveries and services, which shall also apply in the event that the purchaser's or customer's letter of confirmation contains its own terms and conditions and we do not expressly and separately contradict said terms and conditions. Our offers and such in our brochures are made without guarantee, are subject to confirmation and to change without notice. Moreover, we shall reserve the right to make technical changes within the terms of technical progress and changes with respect to shape, color and weight. Our sales, delivery and payment terms shall remain valid for any subsequent orders, even if no further written order confirmation is issued. The same terms and conditions apply as are determined below. In the event that individual articles of the present general sales, delivery and payment terms should prove to be ineffective, the legal validity of the remaining provisions shall not be affected thereby and shall still remain binding.

2. Principle of written documentation

Documentation in written form shall be expressly agreed upon. Notices sent by fax shall meet the requirement of written form. Explanations, consultations and conclusions of business transactions which are issued or concluded by us or our employees shall only become binding for us upon our written confirmation. Any departures from our sales, delivery and payment terms shall only be effective if made or confirmed by us in writing. Any and all declarations made by our customers shall require written form in order to become legally effective. Any conclusive departure from the agreed written form shall be excluded by both parties.

3. Offers, acceptance of orders and conclusion of business transactions

All offers are made without guarantee and are subject to confirmation. The customer (purchaser) shall be bound in an obligatory manner by appending his or her signature to the order (purchase order). The order confirmation defines the individual content of the contract (especially scope, price and other individual provisions) and shall be deemed recognized by the customer (purchaser) unless there is a written objection filed by the same in writing within a period of three days from the date service is effected. The withdrawal of customer from the contract prior to delivery is only possible with our written consent. In this event a cancellation fee of 30% of the sales amount is agreed upon. We shall be additionally entitled to demand full compensation for any advance services provided by us in order to fulfill the contract. Such advance services can also be asserted by us in form of a lump sum of 15% of the sales amount without requiring us to provide any particular evidence thereof.

4. Delivery

All deliveries are made carriage forward (C/F) ex store and are shipped from our distributing warehouse for the purchaser's account and at the purchaser's risk. Agreed delivery dates are met as far as possible, but shall not be mandatory. Good cause such as strikes, plant interruptions, non-observance of delivery dates by our upstream suppliers, force majeur, vacations, hardships, delays in transportation, etc. shall entitle us to postpone the delivery for the duration of the obstruction or to withdraw from the contract in part or in full. We shall therefore be excluded from any and all liability for any and all delays in delivery and for the non-observance of delivery dates. We shall further reserve the right to deliver equivalent designs or such which are improved in respect of appearance, technology or shape. We shall also reserve the right to make partial deliveries. Each partial delivery shall be charged separately under the applicable delivery and payment terms.

5. Prices

All our prices, and especially such as in our price lists and brochures, are net prices. They do not include statutory VAT and the costs for freight and packaging. VAT and costs for freight and packaging must be paid additionally. Prices are subject to change without notice. Postage and shipping costs are charged at cost price.

6. Payment terms

Our invoices are payable within 14 days without any deductions. In the event of payment within two days after receipt of the invoice we shall grant a discount of 3% on the invoiced amount. We shall deliver against invoice, payment on account, direct debit or c.o.d. (cash on delivery). The precondition of payment on account is made with a respective notice to customer and we shall be entitled to insist on payment on account. In the event of payment on account the goods shall only be dispatched after complete payment has been received. Payment by direct debit requires that we are given a direct debit authorization after disclosure of name, address, bank sort code and account number of the bank. If payment is made by direct debit, 4% discount on the invoiced amount shall be granted. The debit is made within a period of five working days after date of invoice from customer's current account. In the event that the minimum purchase quantity (= smallest packaging unit) is not reached, a flat rate for reduced quantity shall be charged. Delivery is made C/F (carriage forward) and shall be payable by c.o.d. without any deductions. New customers are supplied by c.o.d. or payment on account with 3% discount. In the event of default of payment interest in arrears of 10% p.a. from the time of default shall be agreed upon. We shall reserve the right however to demand higher interest in arrears under presentment of a respective confirmation from the bank. The customer is furthermore obliged to pay all reminder fees and all costs incurred prior to legal action (fees from collection agencies and attorneys at law). Our own reminders shall be subject to a flat-rate reminder fee contribution in the amount of EUR 19.00 per reminder notice, whereby payment of such a fee shall be mandatory. Any permitted deductions of discounts of partial invoices shall lose their validity if the final invoice is not paid within the discount period. In this event we shall be entitled to have the partial invoices paid in full without any discount.

7. Reservation of ownership

All supplied goods shall remain our property until complete payment has been effected.

8. Passage of risk

The risk of coincidental destruction or damage shall pass to customer once the goods have left our storehouse.

9. Warranty and claims for damages

Notice of any and all defects must be given in writing immediately after receipt of the goods. Otherwise complete freedom from defects shall apply. Notice of any hidden defects shall be given within a period of 14 days after first discovery. The warranty period shall end in any case not later than six months after delivery. Notices of defects made to representatives shall not suffice. In the event of justified and duly made notices of defect customer (purchaser) may only demand a substitute delivery; any claims for warranty that go beyond this and any consequential damage from defects shall be completely excluded and we shall be exempt from any and all liability therefrom. In the event of justified and duly made notices of defect we shall provide compensation exclusively at our discretion in form of improvement, exchange or grant of a credit. Any directions for use as issued by us shall only serve as a guideline. Any liability therefrom shall be excluded entirely, which shall also apply to any advice, mounting instructions and recommendations on our part. Customer (purchaser) shall bear the sole responsibility for the due and proper use, for the proper assembly and putting into service of the goods. No liability shall be assumed for any normal and natural wear and tear. Claims for damages of any and all kinds shall be excluded and we shall be completely exempt from liability for any and all claims for damages.

10. Place of performance and jurisdiction

Austrian law is agreed upon with the exception of the United Nations Convention on Contracts for the International Sale of Goods. Place of performance and place of jurisdiction shall be the court with exclusive competence for Amstetten.

11. Data storage

Customer data shall be stored and processed electronically to the extent as is necessary for conducting business and within the scope of the Austrian Federal Data Protection Act.

12. Copyright

All goods are protected under copyright. Any infringements of copyright shall especially entail claims for damages.