GENERAL CONDITIONS OF PURCHASE (GCP) aqotec GmbH
1. order placement
Oral agreements and amendments are only valid if they are made by aqotec in writing. Complete or partial transfer of the aqotec order to third parties requires an explicit prior Approval from aqotec. Delivery conditions of the supplier obligate aqotec only if they are acknowledged by aqotec in writing. On Upon request of aqotec these deliveries and/or services are within a reasonable period of time, failing which at the expense of the supplier of aqotec. aqotec shall be entitled to entitled to make changes to quantities and dates of placed orders under take into account the agreed response time. Offers are binding for the supplier until the acceptance of the order by an aqotec order. Documents that were created by machine are also valid without signature.
2. order confirmation
Orders are to be placed immediately on the aqotec order form, with price- and delivery time information. aqotec reserves the right to change revocation of the placed order. If the proper Order confirmation not received by aqotec within 3 working days has been received, the order/service shall be deemed confirmed. aqotec is bound to deviating conditions, e.g. prices, dates or production data etc. shall only be bound if they have been expressly approved by aqotec have been confirmed in writing. Performed deliveries or services shall in any case be deemed to be an unconditional acceptance of aqotec terms and conditions, even if none or a deviating Order confirmation
The agreed prices are fixed prices and are to be understood including the packaging necessary for transport, all Service charges and various surcharges. Delivery and dispatch are free of all expenses.
4. delivery time
All orders placed by aqotec shall be deemed to be a firm deal in the sense of of § 376 UGB, whereby the goods are delivered on the day of delivery at the must have been received by the receiving agency.
All delivery dates of aqotec are understood to be incoming delivery address.
Should the agreed delivery time, for whatever reason, not be met, the can be complied with, aqotec must be able to prove without delay be informed thereof in writing. In the case of advance deliveries, the returned at the expense and risk of the supplier or the payment of the on the agreed delivery date, from which the agreed payment date can be moved. If partial deliveries are expressly excluded, the period of payment for all partial deliveries shall begin only with the complete delivery of the order. In the case of orders placed by the aqotec shall be entitled to cancel the contract if the supplier is responsible for a too high delivery frequency, to charge the supplier with the additional costs.
Should aqotec, despite exceeding the deadline, decide to accept the goods and specific measures are required, are all costs for this (e.g.: air freight, express freight etc.) are to be paid by the supplier wear.
5. delivery/delayed delivery
All shipments are accompanied by a delivery note with a precise summary to be attached. Deliveries may only be made in accordance with the written specifications and test arrangements are carried out. Additional costs for accelerated transport shall, without exception, be charged in the event of delay in delivery of the supplier. In case of missing or incomplete shipping documents, the supplier aqotec reserves the right to refuse acceptance of the delivery. All damages caused by improper packaging shall be borne by the customer. of the supplier. If the supplier suspends payments or delivery or if bankruptcy proceedings are instituted against its assets or a judicial or out-of-court settlement proceedings are requested, aqotec is entitled to withdraw from the contract for the unfulfilled part. At Delivery of dangerous goods must comply with the existing official regulations, in particular the requirements for the execution of the and labelling of the packaging must be observed. aqotec is entitled, in the event that the agreed delivery date is exceeded from Order in whole or in part without setting a grace period without prejudice to aqotec’s claims for damages. Excess or short quantities shall not be accepted by aqotec. Receipts of receipt of the aqotec goods acceptance shall not be deemed to be a declaration on the part of aqotec aqotec about the final takeover of the delivered goods.
The invoice shall state all order data, in particular regarding order/frame number, order text, article number, country of origin and sales tax regulations, to which billing address and must comply with the legal requirements correspond. Bills that do not correspond will not be paid. In these cases, invoices are considered not to be paid until they are received again. laid. The term of payment shall begin upon receipt of the corresponding invoice. Cessions require the prior written consent of aqotec Agreement.
7. payment, strong,
The period for payment of the invoice begins on the day of the the proper receipt of goods or the service rendered and never before receipt of a proper invoice within the meaning of point 7. Payment will be made within 30 days after aqotec election less 3 discount or 90 days net. Until the settlement of any aqotec shall be entitled to withhold the payment in its entirety. The Offsetting against counterclaims is permissible, in both cases the following applies the cash discount claim exists. The payment does not constitute recognition the regularity of the delivery, nor a waiver of the right to aqotec rights. Payment claims of the supplier from deliveries of goods or The provision of services is subject to a limitation period of one year after acceptance of the goods or completion of the work.
8. warranty, product liability
The supplier warrants the use of the best quality materials and appropriate material, professional and according to drawing Design, functional construction and perfect installation. The Warranty period is 36 months and begins with the acceptance of the purchased parts or with the first commissioning of the machines or Tools. Any defects and damage incurred shall be borne by the customer at the expense of the Supplier’s free place of use. defects, which only become apparent after working or processing or during use are, aqotec is entitled to claim additionally the damage incurred as well as to offset any penalties. At goods receipt at aqotec only a check for obvious damage to the packaging and a comparison of the 7-digit Article codes on the accompanying documents. (completeness of the delivery).
§ Section 377 (1-3) UGB is hereby expressly excluded.
If defective goods have been delivered to aqotec, aqotec is entitled to choose at the expense and risk of the supplier:
a) to demand the exchange of the defective goods into goods free of defects.
b) carry out the improvement of the defective goods himself or by third parties, even if the cost price of such an operation is not reworking are higher than the reworking at the supplier’s site would result in.
c) to return the entire delivery or defective parts, or to defective parts at aqotec or third parties at the expense of the supplier to store.
If, within 3 days after the dispatch of the notice of defects by the Supplier does not provide a shipping instruction RMA (Return Material Authorization) for the defective delivery arrives, aqotec shall be entitled to to the address of the supplier at the supplier’s expense and Danger.
The supplier has to inform aqotec of any patent rights arising from the delivery, copyright and trademark disputes without damage and without complaint to and the unrestricted use of the delivered goods and the unrestricted guarantee. For a period of 20 years from the last delivery the supplier undertakes, with regard to the goods delivered by him products, aqotec on request the respective manufacturer, importer or supplier to be named without delay.
The supplier shall indemnify aqotec for all costs and damages, in particular those which are Austrian, EU or foreign product liability regulations, or that aqotec is subject to by the agreement, deviating or defective deliveries arise, to or to indemnify and hold aqotec harmless.
The supplier expressly undertakes to conclude a contract for the Insurance with a sufficiently high liability sum, which in particular the coverage of all warranty and liability claims claims for damages, which are based on the defectiveness of the product to be delivered, whereby in particular also serial damages must be covered. The obligation of the supplier to pay compensation shall include also all complaint costs, as in the quality agreement described in detail.
Upon request of aqotec, the supplier has to provide the proof of insurance immediately.
Machinery and equipment must be fitted with the prescribed safety devices be equipped and comply with the applicable safety regulations and comply in particular with the provisions of employee protection law. In the case of the erection of electrical systems or the supply of electro-technical products, the supplier undertakes to ensure that the aqotec about dimensions, quality and design as well as all information to comply with electrotechnical safety regulations. In particular the Electrical Engineering Act 1965 in the currently valid version, and all regulations based on this (all regulations specified in the currently valid version) as well as the respective valid ÖVE or applicable VDE regulations as well as the Ö-Norms and the rules of technology on note. Also a longer lasting use of the defective item shall not be deemed to be their approval or a waiver of any statutory or claims to which we are entitled under the conditions of purchase.
9. drawings, tools, moulds
Drawings and technical calculations are, where necessary, to be supplied free of charge by the supplier. The information provided by aqotec drawings and auxiliary materials as well as tools, moulds and the same, as far as they are used by aqotec for the execution of the remain the property of aqotec, may not be made available to third parties, and may not be made accessible and not used for advertising purposes. They are with delivery or cancellation of the order. tools, moulds and the like, which are entirely or partly produced at aqotec costs shall become the property of aqotec upon manufacture. Accordingly, the tool must be transferred by the supplier as aqotec property be marked.
Before the delivery of new series articles, serially produced outturn sample with measurement report. The same applies to First commissioning of a tool after a design change or tool overhaul.
The word ‘sample’ must appear on the delivery note and on the packaging appear. The actual series production will only be started by aqotec after Approval of outturn samples released. After written Release are changes of the materials used and the manufacturing process only with the written consent of aqotec.
Such tools, as well as the tools provided by aqotec, are to be provided by to store and maintain the goods carefully at the supplier’s expense or to renew. In case of production difficulties of the supplier, aqotec to demand the free provision of all tools, moulds and equipment to demand such a thing. A right of retention of the supplier is …at least, out of the question. Tools and moulds are at least 20 years after the last delivery of the product. Before Scrapping is subject to written approval by aqotec.
10. provision of material
Provided material remains the property of aqotec, is to be treated as such label, store and manage separately. In the event of depreciation or Loss is to be compensated by the supplier. Provided material may can only be used for aqotec orders. For machining and processing of this material, aqotec becomes the direct owner of the new or reworked thing. Settlement for the material provided is in the form announced by aqotec. Not required or unprocessed material is sent to aqotec carriage paid …to return. The supplier is obliged to notify aqotec of any defects of the immediately and in writing.
The delivered goods must comply with Austrian, EU and international safety and environmental protection regulations and the comply with the latest applicable legal provisions. The Furthermore, the supplier has to inform aqotec about the possibility of hazardous waste or waste oils in the goods supplied by him and in particular the nature and any possible disposal options. In particular to send safety data sheets in electronic form. The The supplier is obliged to store all packaging in accordance with the packaging ordinance 1996.
12. Amendment and duration of the agreement
Amendments and supplements to this agreement require the approval of the Effectiveness of the written form. Neither party may rely on any provision of the contract actual exercise, as long as the deviation is not is set out in writing. The agreement begins with the date of the last signature and is concluded for an indefinite period. The agreement can be terminated by giving 3 months’ notice. be terminated before the end of the year. Should this agreement not be terminated within the prescribed period, it shall be automatically extended by 12 months. aqotec shall have the right to terminate this contract on the basis for good cause without observing a period of notice to be dissolved prematurely without further obligations.
Important reasons are in particular:
a) Acquisition or participation in the supplier by a direct or indirect competitor of aqotec
b) Violations of the confidentiality agreement
c) Violations of the quality management agreement
d) Violation of the agreed delivery time
13. severability clause
Should individual provisions of this agreement be ineffective or subsequently become ineffective, this shall not affect the effectiveness of the other provisions of this agreement. An ineffective or subsequently become ineffective, both parties are obliged to inform the to replace by mutual agreement by such a provision which is in accordance with the the economic purpose of the invalid or ineffective determination as close as possible.
14. Place of performance and jurisdiction
These terms and conditions of purchase are subject to Austrian law under Exclusion of the private and conflict of laws IPRG/EVÜ and the UN Sales Convention, CISG). As exclusive place of jurisdiction for all disputes arising out of or in connection with these conditions of purchase or subsequent amendments thereto, or if the conditions of purchase their establishment, infringement, dissolution or invalidity the competent court in Wels shall be agreed.