1.1 The following terms and conditions of sale and delivery shall apply to all business relations (such as sales contracts, contracts for work and services, assembly contracts, etc.) between Alpenmöbel – Design meets History EU, hereinafter referred to as ALPENMÖBEL, and its customers. The customer recognises them as binding for him when placing an order or concluding a contract with ALPENMÖBEL. Deviating, conflicting or supplementary general terms and conditions shall not become part of the contract, even if they are known, unless their validity is expressly agreed in writing. If terms and conditions are agreed in writing in the contract which deviate from these terms and conditions of sale and delivery, the provisions of the contract shall prevail.
1.2 ALPENMÖBEL concludes contracts with consumers within the meaning of the Consumer Protection Act and with entrepreneurs. If the customer is a consumer within the meaning of the Consumer Protection Act, he shall be obliged to inform ALPENMÖBEL of this fact, otherwise he shall be liable for damages. These General Terms and Conditions of Sale and Delivery apply to business transactions with consumers only insofar as they do not violate the mandatory provisions of the Consumer Protection Act.
2. Offer, Prices
2.1 All prices quoted by ALPENMÖBEL in offers and price lists are subject to change and are net prices, unless it is expressly stated that the statutory value added tax is included. ALPENMÖBEL’s prices are free domicile without assembly. Value added tax shall be charged separately in accordance with the statutory provisions in force on the day of delivery or performance. ALPENMÖBEL reserves the right to make technical and other changes within reason. If a customer’s order does not contain any price information, the price lists of ALPENMÖBEL applicable on the day of receipt of the order shall apply to this order.
2.2 If delivery is not made until after the agreed delivery date – without ALPENMÖBEL being culpably responsible for a delay in delivery – ALPENMÖBEL shall be entitled to increase the agreed prices accordingly. This price adjustment shall be made taking into account the change in the collectively agreed wage costs or other costs necessary for the provision of the service, such as those for materials, energy, transport, financing of external work, etc. between the agreed and the actual delivery date.
2.3 Export deliveries shall be invoiced and paid for in euros. If a different currency is expressly agreed, invoicing shall be based on the exchange rate to the euro on the date of the order confirmation by ALPENMÖBEL. Only the exchange rate calculation of the Austrian banks shall be relevant for this calculation.
3. acceptance of order, basis for order
3.1 If an order is placed with ALPENMÖBEL, a contract shall not be concluded until ALPENMÖBEL issues a written order confirmation or delivers the goods or sends the invoice. When placing the order, the customer shall be obliged to provide all documents necessary for the production of the merchandise (measurements, natural dimensions, plans, etc.) completely and correctly. Any additional costs due to deviations of the actual conditions from the documents or plans provided by the customer as well as additional costs due to delayed provision of the documents shall be borne by the customer. Changes to the order after acceptance are only possible by mutual agreement and in writing. 3.2.
3.2 If at the time of the order the delivery item is not yet fixed in all its details (in particular technical design), a provisional order confirmation shall be issued. The customer shall be obliged to provide details of the order in good time (notification of natural dimensions etc.) so that the delivery deadlines can be met. After the details have been provided, a final order confirmation will be issued, by which the content of the contract will be binding, unless the customer immediately objects in writing. If this occurs, the delivery contract shall remain in force in accordance with the provisional order confirmation. In the event of a change to the order after a provisional order confirmation, the prices shall be adjusted to any preceding cost estimate.
4 Shipping, delivery
4.1 Unless otherwise agreed, the goods shall be delivered free domicile. Transport insurance shall only be taken out at the express request of the customer. Any costs arising from this shall be borne solely by the customer. Unless otherwise agreed in writing, the price risk shall pass to the customer upon dispatch of the goods or, in the event of default of acceptance by the customer, upon readiness for dispatch on the part of ALPENMÖBEL.
4.2 Unless otherwise agreed in writing, ALPENMÖBEL shall choose the place of dispatch and the route and means of transport at its best discretion without assuming any liability for the cheapest and fastest transport. Stated delivery times are always non-binding unless otherwise expressly agreed in writing.
4.3 The agreed delivery periods shall generally commence on the date of the order confirmation. If ALPENMÖBEL is not in possession of the documents required for production, such as in particular room (natural) dimensions, at this point in time (beginning of the period), the delivery period shall begin on the day on which the last document required for production is received by ALPENMÖBEL. The customer shall be obliged to ensure prompt transmission of these documents. Delivery dates (delivery periods) shall be extended by the periods of assembly delays for which ALPENMÖBEL is not responsible. If the customer has to make a down payment, the delivery period shall not begin to run before the day on which the down payment is received.
4.4 If the customer – even through no fault of his own – is in default with the acceptance of the delivery item, ALPENMÖBEL shall be entitled to demand the customary storage fee; in addition, ALPENMÖBEL shall be entitled to withdraw from the delivery contract and the customer shall pay the difference between the agreed price and the expected proceeds from the realisation of the delivery item. In the event of agreed assembly, the customer shall be obliged to accept the contractual items immediately after completion of the assembly within the framework of an inspection. In the event of a refusal to accept, the object of purchase shall be deemed to have been accepted.
4.5 In the event that agreed delivery dates are exceeded by ALPENMÖBEL by more than 3 weeks, the customer shall be entitled to withdraw from the contract after setting a reasonable grace period. If the exceeding of the delivery period is due to operational reasons which cannot be averted by ALPENMÖBEL even with the diligence of a prudent businessman (in particular strikes, operational disruptions, shortage of raw materials, etc.), the customer shall only be entitled to withdraw from the contract if the delivery period is exceeded by 2 months and an appropriate grace period is granted.
5. Withdrawal from the contract
5.1 If the customer does not fulfil his contractual obligations or does not fulfil them in full, ALPENMÖBEL shall be entitled to withdraw from the contract. The right to withdraw from the contract may also be declared with respect to a part of the delivery item. In such a case ALPENMÖBEL shall be obliged to deliver the part of the delivery item not affected by the withdrawal and the customer shall be obliged to make the payment for this part.
5.2 If ALPENMÖBEL exercises its right to withdraw from the contract for reasons for which the customer is responsible, even if the customer is not at fault, or if the customer withdraws from the contract without being entitled to do so, the customer shall pay for the preliminary work performed by ALPENMÖBEL in connection with the performance of the contract (procurement of materials, special services, labour costs and the like). ALPENMÖBEL shall have the option to charge a flat rate of 25% of the order value for the advance services without having to provide specific evidence of individual services. Special designs already produced by ALPENMÖBEL shall be fully remunerated less assembly and delivery costs.
6.1 In the event of agreed installation, the customer shall be obliged to ensure proper access directly to the premises to be installed. If means of transport such as cranes and lifts are available, these shall be made available to ALPENMÖBEL or subcontractors commissioned by ALPENMÖBEL free of charge.
6.2 The customer shall be liable for the storage of the delivered items on the construction site and this shall include in particular the theft-proof and dry storage of the items on the construction site.
6.3 The customer shall ensure that the assembly can be carried out without delay; in particular that the fitters are not hindered by other tradesmen. Furthermore, the rooms to be set up in the assembly area are to be kept ready, if necessary heated, cleaned, sufficiently lit and provided with electricity. The costs for electricity and water consumption shall be borne by the customer. Carpeting must be made non-slip and adequately covered by the customer so that soiling or damage cannot occur.
6.4 If, in the course of the installation, connections are to be made with objects belonging to the customer or third parties (e.g. attachment to masonry by drilling or mortising), the customer shall be obliged to inform ALPENMÖBEL of hazardous locations before commencing the work, in particular the exact course of electricity, gas, water and other pipe systems must be made known.
6.5 ALPENMÖBEL shall not be obliged to examine the properties of the walls or objects to which fastenings are to be made in the course of the installation. On the other hand, the customer is obliged to inform ALPENMÖBEL of the properties of the walls or objects that could jeopardise easy and problem-free assembly. Any additional expenses incurred due to unknown properties of the walls or objects shall be borne by the customer.
6.6 Additional costs for overtime and assembly delays caused by the customer as well as work not included in the order confirmation, or work resulting from defective stock, shall be charged separately in addition. This shall also apply in the event that ALPENMÖBEL has taken over the assembly at flat rates or the assembly work has been granted as a discount.
6.7 The cleaning of the premises after installation shall be carried out by the customer at its own expense. Unless otherwise agreed in the contract, the installation services offered by ALPENMÖBEL do not include the installation and connection of electrical appliances of all kinds and lighting fixtures. Unless otherwise agreed, the customer shall have this work carried out by an appropriately authorised contractor at his own expense. Any packaging material shall be disposed of by the customer at its own expense.
7. Notification of defects
The customer must inspect the delivered goods immediately for any defects. ALPENMÖBEL must be notified in writing of incomplete or incorrect deliveries as well as complaints about recognisable defects immediately after receipt of the goods, whereas non-recognisable defects and faults must be notified immediately after their discovery. The type and extent of the alleged defect must be clearly evident from the complaint. If defects and faults are not notified in good time, the delivery shall be deemed to have been approved and the assertion of the warranty claim shall be excluded.
ALPENMÖBEL warrants the delivered goods for a period of one year from the date of delivery. The warranty period for electrical appliances and lighting supplied by ALPENMÖBEL shall be six months.
In the event of justified and timely notices of defects, ALPENMÖBEL shall, taking due account of the interests of the customer, provide warranty by improving the goods, granting a price reduction or replacement delivery (exchange) or take back the goods against reimbursement of the purchase price. ALPENMÖBEL reserves the right to choose the respective warranty remedy. If ALPENMÖBEL does not fulfil its warranty obligation within a reasonable period of time, the customer shall be entitled to a reasonable price reduction or to withdraw from the contract. Activities which ALPENMÖBEL develops on the basis of unjustified notices of defects shall be deemed to be an order, the performance of which shall be paid for by the customer.
Excluded from the warranty are in particular:
- goods provided by the customer;
- for damage resulting from defects in the existing building (e.g. defective masonry, building moisture, building defects, etc.);
- the compatibility of the materials used by ALPENMÖBEL with other parts and properties of the room to be furnished, such as foreign furnishings, light colours, heating and the like;
- deformation and cracking of solid woods used;
- the function of the delivery item and the suitability of the material used for this purpose, if the construction was created by the customer or his authorised representative (e.g. architect);
- minor deviations in the colour shades and surface or veneer structure of the individual delivery items;
9. Exclusion of liability
9.1 ALPENMÖBEL shall only be liable for damages outside the scope of the Product Liability Act if ALPENMÖBEL is guilty of intent or gross negligence. Liability for slight negligence shall be excluded, as shall compensation for consequential damage and financial loss, savings not achieved, loss of profit, loss of interest and damage arising from third party claims against the customer.
9.2 Within the scope of application of the Product Liability Act, ALPENMÖBEL shall be liable for personal injury as well as for property damage suffered by a consumer. ALPENMÖBEL shall not be liable for property damage suffered by an entrepreneur. Furthermore, the recourse of the customer pursuant to § 933b ABGB is excluded. In any case, claims for damages shall become statute-barred at the latest three years after delivery.
9.3 Furthermore, the contracting parties mutually waive all claims for damages for all losses, insofar as these are covered by an insurance policy of the injured party. This waiver shall not apply to damage caused intentionally or by gross negligence or to the extent that the insurer would be released from its obligation to pay as a result of such a waiver.
9.4 Locking devices and safes supplied by ALPENMÖBEL do not constitute burglary and theft protection, so that claims for damages in this respect are excluded. Any burglary and theft protection must therefore always be provided by the customer himself at his own risk and expense and ALPENMÖBEL shall not be liable for the locked contents.
10.1 Invoices for deliveries of goods shall be paid in accordance with the agreements made in each case. Unless otherwise agreed, the customer shall pay one third of the amount stated in the order confirmation as a down payment promptly after the order has been placed, one third 2 weeks before the goods are ready for delivery and the remaining amount due under the delivery contract immediately after the invoice has been issued without deduction. Unless there is a written agreement on a term of payment between the contracting parties, payments of the invoice amounts shall be due without deduction immediately after receipt of the invoice. Bills of exchange or cheques shall only be accepted on the basis of a special written agreement and always only on account of payment. Discount and bill charges shall be borne by the customer and are due immediately. The customer acknowledges that sales representatives of ALPENMÖBEL are not authorised to collect receivables.
10.2 In the event of default in payment, default interest of 8% above the base rate shall be agreed. Offsetting by the customer shall be excluded, unless with claims recognised in writing by ALPENMÖBEL or legally established.
10.3 If the customer’s business is no longer conducted in an orderly manner, if enforcement measures are taken against the customer, if a cheque or bill of exchange is protested or if payments are delayed or suspended or if the customer files for judicial or out-of-court composition proceedings or if bankruptcy proceedings are instituted against the customer’s assets or if a petition in bankruptcy is dismissed for lack of assets to cover costs, ALPENMÖBEL shall be entitled to declare all claims arising from the business relationship immediately due and payable, even if bills of exchange or cheques have been accepted or payment by instalments has been granted. The same shall apply if the customer defaults on his payments or if other circumstances become known which make his creditworthiness appear doubtful. In addition, ALPENMÖBEL shall be entitled in the above-mentioned cases to demand advance payment or the provision of security, to realise securities provided and to withdraw from the contract and to claim damages for non-performance.
10.4 The customer shall not be entitled to withhold payments on the basis of alleged defects unless the defects and the amount of the amounts to be withheld have been recognised by ALPENMÖBEL in writing or established by a court of law. The assignment of the customer’s claims against ALPENMÖBEL to third parties and the transfer of rights and obligations under the concluded contract shall not be permitted without the prior written consent of ALPENMÖBEL.
11. Retention of title
11.1 The goods delivered shall remain the property of ALPENMÖBEL until the customer has fulfilled his obligations in full, in particular payment of the purchase price together with ancillary costs and interest, fees, expenses, etc. The customer shall not be entitled to claim any compensation for the goods delivered.
11.2 Deliveries made for a specific building project, even if they have been ordered, delivered and invoiced in sections, shall be deemed to be a single order. In this case, the reservation of title to all goods shall only expire when all claims arising from such a uniform order have been settled.
11.3 The customer may only resell the goods delivered under retention of title if they are dedicated as merchandise or the retention of title has expired by payment or ALPENMÖBEL expressly agrees. If the goods are resold, the customer shall assign the claims arising from the sale of the reserved goods to ALPENMÖBEL. The customer shall be obliged to make the assignment known by making a note in its books and, at the request of ALPENMÖBEL, to disclose the names of the debtors of the purchase price and to specify the exact numbers of the assigned claims. The assignment shall be accepted by ALPENMÖBEL. Any fees or taxes in connection with the assignment shall be borne by the customer and shall indemnify and hold ALPENMÖBEL harmless in this respect. ALPENMÖBEL shall be entitled at any time to disclose the assignment and to collect the assigned claims itself.
11.4 The customer shall be obliged to keep the goods subject to retention of title insured against the usual risks, such as natural hazards, to a sufficient extent and to prove this to ALPENMÖBEL upon request. The customer hereby assigns any insurance claims to ALPENMÖBEL. The customer shall furthermore be obliged to store the goods in accordance with ALPENMÖBEL’s instructions and the state of the art. The customer shall be obliged to treat the goods with care during the existence of the reservation of title.
11.5 ALPENMÖBEL shall be notified immediately of any seizure of the reserved property of ALPENMÖBEL by third parties (seizure or description by way of lien, other judicial and/or official orders). The customer shall support ALPENMÖBEL in the pursuit of ALPENMÖBEL’s rights arising from the reserved property and shall bear the associated costs insofar as the customer has caused the risk to ALPENMÖBEL’s reserved property.
11.6 In the event that the goods subject to retention of title are combined or mixed with other items, ALPENMÖBEL shall be entitled to co-ownership of the new item in the ratio of the value of the goods subject to retention of title to the value of the other item at the time of the combination or mixing. If the new item created in this way is resold, the customer shall assign to ALPENMÖBEL the aliquot purchase price from the resale within the meaning of the above provision.
12. Intellectual property
Trademarks, representations, as well as the associated drawings, dimensional drawings and descriptions are the intellectual property of ALPENMÖBEL and may neither be reproduced nor made accessible to third parties without the written consent of ALPENMÖBEL.
It is agreed that objects furnished by ALPENMÖBEL may be used by ALPENMÖBEL for advertising purposes (reference lists, brochures, press publications, etc.) with mention of the name of the customer and pictorial representations of the furnished object. In this context, the customer grants ALPENMÖBEL the right to take photographs of furnished objects.
14. Force majeure
Events of force majeure affecting ALPENMÖBEL or one of its suppliers shall entitle ALPENMÖBEL to suspend deliveries for the duration of the hindrance and a reasonable start-up period without being in default or to withdraw from the contract in whole or in part in accordance with their effects.
Events of force majeure shall be deemed to include, but not be limited to: All effects of natural forces, such as earthquakes, lightning, frost, storms, floods; furthermore, war, laws, official interventions, confiscation, transport disruptions, export, import and transit bans, international payment restrictions, raw material and energy shortages; furthermore, operational disruptions such as explosion, fire, strikes, sabotage and all other events that could only be prevented with disproportionate costs and economically unreasonable means.
15. Data protection consent
The customer expressly consents to the collection, processing and use of personal data provided by the customer or to be provided in the future by ALPENMÖBEL for marketing purposes, inter alia by setting up a customer file. This consent includes, in particular, the transmission of information for the purpose of advertising by fax, letter, e-mail or any other method of transmission. This consent may be revoked by the customer at any time with effect for the future.
16. Final Provisions
16.1 Austrian law shall apply, with the exception of the conflict of laws rules and with the exception of the UN Convention on Contracts for the International Sale of Goods. The place of jurisdiction for all disputes arising directly or indirectly from the contract shall be the competent court in 3100 St. Pölten. The place of performance for delivery and payment shall be the registered office of ALPENMÖBEL.
16.2 Should individual provisions of the contract or of these terms and conditions be or become invalid in whole or in part, this shall not affect the validity of the remaining provisions. The wholly or partially invalid provision shall be deemed to be replaced by a provision whose economic success comes as close as possible to that of the invalid provision.
16.3 All amendments and supplements to contracts between ALPENMÖBEL and the customer must be in writing and this shall also apply to any waiver of the requirement that they be in writing. All declarations on the part of ALPENMÖBEL shall only be legally effective if they are made in writing and by employees of ALPENMÖBEL, Kirchstetten.