General Terms

The General Terms and Conditions of Sale and Delivery below apply to all deliveries, services and orders of Condeli GmbH, Summerauerstr. 1, 4193 Reichenthal. In the event of conflicting general terms and conditions of the contractual partner, these shall only apply if the present terms and conditions have been expressly waived in writing. These terms and conditions shall also apply to further deliveries and subsequent transactions, even if they have not been expressly agreed again. All deviations must be made in writing.

Transfer of Risk and Delivery Periods

Upon dispatch of the goods ex works, the risk shall pass to the buyer. The transport risk and any weight loss during transport shall be borne by the buyer. If dispatch of the goods ready for shipment is not possible through no fault of our own or is not desired by the buyer, we may – subject to available capacity – store the goods at the buyer’s expense, whereby delivery shall be deemed to have been effected and the risk shall be deemed to have passed. Compliance with the agreed delivery time shall be subject to unforeseeable circumstances, such as all cases of force majeure, including official interventions and labour disputes. The aforementioned circumstances entitle us, at our discretion, to withdraw from the contract or to extend the delivery periods. Partial deliveries are generally permitted. If compensation for delayed delivery (contractual penalty) was agreed upon at the time of conclusion of the contract, this shall only be paid if the buyer has suffered demonstrable damage in the amount of the contractual penalty. Claims for damages due to impossibility of performance for which we are responsible are excluded in cases of slight negligence.

Warranty

Complaints regarding defects can only be considered if they are made in writing and substantiated immediately after receipt of the shipment. The occurrence of defects does not entitle the buyer to withhold the purchase price or any part thereof, or to offset claims. The delivered goods must be inspected immediately upon receipt and stored properly. The goods must be stored in accordance with the storage conditions stated on the packaging. “Store chilled” means: storage of the goods in refrigerated rooms at a temperature of +2°C to +4°C, and “Store frozen” means: storage at a temperature of at least -18°C or below. If the goods are not stored in accordance with these guidelines, all warranty claims shall expire. Goods returned to us will only be accepted if a justified complaint regarding defects has been submitted beforehand and we have given our written consent to the return. If we acknowledge that goods delivered by us are defective, we shall be entitled, at our discretion, either to provide replacement deliveries within a reasonable grace period or to issue a credit note in the invoice amount of the defective goods. Warranty or compensation claims exceeding the invoice value, as well as claims for consequential damages, are excluded. For defects in goods not produced by us, we shall only be liable to the customer to the extent that the upstream supplier or manufacturer is liable to us. In such cases, we shall also be entitled to assign our claims against the upstream supplier to the recipient of the goods and shall thereby be released from any liability. In the event of official complaints or sampling by the food inspection authorities, the customer is obliged to request counter-samples. The customer must freeze these counter-samples immediately and notify us. Failure to comply with this obligation shall make the customer liable to us for damages.

Terms of Payment

Our prices are net prices, payable and due upon receipt of the invoice without any deduction. In the event of late payment, we are entitled to charge default interest at a rate of 9% (plus VAT) on the outstanding amount. Any reminder fees incurred (€15 for the first reminder; €20 for the second reminder; €25 for the third reminder, in each case plus VAT) shall be borne by the customer; the same applies to all pre-litigation costs, such as the involvement of a debt collection agency and similar expenses. The buyer is not entitled to withhold or offset payments due to asserted warranty claims or other counterclaims. If the buyer is in default of payment, or if circumstances become known after conclusion of the contract that call their creditworthiness into question, if they suspend payments, or if the initiation of insolvency proceedings is being considered, all claims shall become due immediately. Incoming payments shall first be used to cover any reminder fees and interest incurred and then to settle the oldest outstanding liability. In the event of late payment or the occurrence of other circumstances, the assessment of which is at our discretion, we are entitled to make deliveries only against cash payment or advance payment.

Retention of Title

We retain title to the purchased item and/or to the proceeds of sale until full payment has been made. The retention of title shall not lapse through processing, mixing or resale. As long as the goods have not been paid for, the proceeds of sale must be held in trust as third-party funds. Any access by third parties (enforcement, etc.) to goods owned by us, or to the proceeds thereof, must be reported to us immediately.

Final Provisions

The place of performance is Reichenthal. Austrian law shall apply. The place of jurisdiction is Linz. Should individual provisions of these General Terms and Conditions of Sale and Delivery be void, invalid or contestable, or be contested, the remaining provisions shall remain unaffected and shall be interpreted or supplemented in such a way that the intended economic purpose is achieved in a legally permissible manner. This also applies to events and circumstances not expressly mentioned in these terms and conditions.