version April 5, 2015
The following are the terms and conditions for the sale of products by Hasenhütl Consulting, Dr. Klaus Hasenhütl, Berliner Ring 40, 8047 Graz, Austria, UID ATU 5728 1088, concerning business with enterprises situated in Austria, the EU or outside the EU.
Our offer only concerns business as described in the Austrian law ((BGBl I 2005/120 i.d.g.F. – UGB).
These Terms and Conditions shall apply to the exclusion of all other terms referred to in any purchase order, acknowledgment, confirmation or any other documentation issued by either party, unless agreed in writing and signed by an authorized officer of Hasenhütl Consulting. Hasenhütl Consulting reserves the right to amend these Terms and Conditions at any time.
These terms and conditions also apply to orders which are carried out via our homepage (www.plus-sealmanager.com).
1. Contract closing
1.1 Orders will be initiated by Customer issuing a purchase order to Hasenhütl Consulting. Orders must identify the Products, unit quantities, part numbers, descriptions, applicable prices and requested delivery dates. Orders are subject to Hasenhütl Consulting acceptance. Hasenhütl Consulting reserves the right to limit quantities and to refuse to deal with any person.
1.2 When customer places an order via our homepage (www.plus-sealmanager.com) costumer will receive an email which confirms the reception of its order and summarizes the details of its order and delivery (an “order confirmation”). This order confirmation does not constitute a contract closing. The closing of a contract solely comes into existence, when the transmission of its goods.
The customer acknowledges that Hasenhütl Consulting gives no warranty about the content of the website, especially but not exclusively, the quality, actuality or integrity.
1.3 All orders, sent to Hasenhütl Consulting till 12 o´clock MEZ (Monday to Friday) will be handled the same day. Hasenhütl Consulting starts with checking the VAT Reg. No.. If this is correct Hasenhütl Consulting writes a bill and ask you to transfer the money to our account.
1.4 Hasenhütl Consulting is entitled to send part orders. Short fall quantity will be sent for free.
1.5 Orders must be drawn in writing, preferred via our homepage.
2.1. Orders are billed at the prices (in Euro) in effect at the time of shipment. The catalog reflects the latest pricing information available at the time of printing, which are subject to change without notice. Non-standard Products will be sold at the prices set out in the relevant quotation supplied by Hasenhütl Consulting. If Customer does not purchase the quantity upon which quantity prices are based, Customer will pay the non-discounted price for the quantity actually purchased and/or a cancellation fee. Prices for any rescheduled deliveries may be increased by Hasenhütl Consulting in the event of an increase in Hasenhütl Consulting´s prices or costs or causes beyond Hasenhütl Consulting´s reasonable control.
2.2 The catalog reflects the latest pricing information available at the time of printing, which are subject to change without notice. Prices do not include federal, state and local sale, use, excise and similar taxes that apply to Products, which Customer will also pay at the applicable rate unless an original signed tax exemption certificate is received by Hasenhütl Consulting. All pricing information includes standard packagi
2.3 If Hasenhütl Consulting has not granted credit to Customer payment terms are pre-paid only.
3. Delivery and title
3.1 All shipments by Hasenhütl Consulting are FOB point of shipment from Hasenhütl Consulting´s facility to the named Address. The amount of all shipment charges shall be paid to Hasenhütl Consulting by Customer in addition to the purchase price of the Products. Selection of the carrier and delivery route will be made by Hasenhütl Consulting unless specifically designated by Customer.
3.2 Hasenhütl Consulting will aim to initiate shipment and deliver the Products as close as possible to Customer’s requested delivery date(s). Customer acknowledges that shipment and delivery dates provided by Hasenhütl Consulting are estimates only and that Hasenhütl Consulting will not be liable for failure to achieve such dates. For the avoidance of doubt delivery of Products within 30 days of the requested delivery date shall constitute timely delivery. Delivery of a quantity within ±10% of the quantity ordered will constitute full delivery. Delay in delivery of one installment will not entitle Customer to cancel any other installment(s).
3.3 Delivery to a carrier will constitute delivery to Customer, and risk of loss of or damage to the Products will pass to Customer at this point. Title to the Products shall remain with Hasenhütl Consulting until payment in full for the Products by Customer. Products invoiced and held by Hasenhütl Consulting at Customer’s request will be held at Customer’s risk and expense.
3.4 Complaints about damage or loss in shipment must be set immediately. A statement of fact has to be carried out by the carrier.
3.5 On written request of customer a transport insurance on its costs is possible.
3.6 When customer does not obtain the ordered goods within 8 days, customer has to inform Hasenhütl Consulting in written manner.
4. Industrial property protection
4.1. All types of trade mark rights and industrial property rights belong to Hasenhütl Consulting. Hasenhütl Consulting is owner of all related rights.
5. Cancellations, Returns
5.1 Customer may, without charge, cancel an order for standard Products provided the order is scheduled for shipment by Hasenhütl Consulting more than 60 days after Hasenhütl Consulting receives written notice of cancellation from Customer. Customer may only cancel an order for standard Products scheduled for shipment by Hasenhütl Consulting within 60 days after Hasenhütl Consulting receives written notice of cancellation if accepted by Hasenhütl Consulting in its sole discretion, which acceptance may be subject to Customer accepting a cancellation fee determined by Hasenhütl Consulting. Customer may only reschedule an order if accepted by Hasenhütl Consulting in its sole discretion. Orders may not be cancelled or rescheduled after delivery by Hasenhütl Consulting to the carrier. Customer may not cancel orders for non-standard Products. Non-standard Products include, without limitation, Products which are special orders, products which do not appear in the catalog, products not customarily in stock, value-added products, products to be assembled from kit form, opened software, and products identified as otherwise non-cancelable and non-returnable (“NCNR”).
Customer is deemed to have accepted the Products unless written notice of rejection is received by Hasenhütl Consulting within three days after delivery.
The following provisions apply to the return of Products to Hasenhütl Consulting (except where Section 6 applies):
a. Hasenhütl Consulting will advise Customer at the time of order placement whether any Product ordered is NCNR. NCNR Product may not be returned. Returns are limited to the previous year’s volume of purchases of any given Product.
b. Hasenhütl Consulting will accept Product returns only within 30 days of the date of delivery to Customer.
c. Authorization must be obtained from Hasenhütl Consulting prior to returning any Product by submitting a return material authorization (RMA) request to the Customer Returns desk. Please allow 24 hours for each request to be processed.
d. If approved, Hasenhütl Consulting will issue Customer an RMA number. No return of Product will be accepted without a clearly visible RMA number marked on each carton.
e. Return freight charges must be prepaid by Customer.
f. Returned Product must be in original shipping cartons with all packaging materials included.
g. Product must be in re-sellable condition. Customer will be advised of disposition or credit (whichever applies) after inspection of Product.
h. Product returned due to Customer error may be subject to restocking fee.
i. Hasenhütl Consulting will not be responsible for returned Product lost in transit.
6. Limited warranty
6.1 Hasenhütl Consulting warrants to Customer that Products purchased hereunder will conform to the applicable manufacturer’s specifications for such Products and that any value-added work performed by Hasenhütl Consulting on such Products will conform to applicable Customer’s specifications relating to such work. If Hasenhütl Consulting breaches this warranty, Customer’s remedy is limited to (at Hasenhütl Consulting´s election) (1) refund of Customer’s purchase price for such Products (without interest), (2) repair of such Products, or (3) replacement of such Products; provided that such Products must be returned to Hasenhütl Consulting, along with acceptable evidence of purchase, within 20 days from date of delivery, transportation charges prepaid. No warranty will apply if the Product has been subject to misuse, static discharge, neglect, accident or modification, or has been soldered.
Hasenhütl Consulting will transfer to Customer all transferable warranties which Hasenhütl Consulting receives from the manufacturer of the Products. Details of these warranties can be made available to Customer on request
6.2 Save as expressly provided in these terms and conditions, all implied warranties, terms and conditions (whether statutory or otherwise) are excluded to the fullest extent permitted by law. In particular, Hasenhütl Consulting makes no warranty respecting the merchantability of the products or their suitability or fitness for any particular purpose or use or respecting infringement.
7. Limitation of liabilities
7.1 Customer shall not be entitled to, and Hasenhütl Consulting shall not be liable for, loss of profit, promotional or manufacturing expenses, overheads, business interruptions costs, loss of data, removal or reinstallations costs, injury to reputation or loss of customers, punitive damages, ipr infringement, loss of contracts or orders or any indirect, special, incidental or consequential damages of any nature. Customer´s recovery from Hasenhütl Consulting for any claim shall not exceed the purchase price paid for the affected products irrespective of the nature of the claim whether in contract, tort, warranty, or otherwise.
California Residents — WARNING: Some of Hasenhütl Consulting´s Products may contain chemicals known to the State of California to cause cancer, birth defects, or reproductive toxicity under certain conditions or at certain levels. Hasenhütl Consulting´s suppliers are responsible for proper identification and labeling of these Products.
8. Published Information
8.1 Hasenhütl Consulting makes every effort to ensure the accuracy of the information published in its catalogs. However, Hasenhütl Consulting makes no representations about the information presented, which is provided “as-is” without warranty of any kind. Product specifications and availability are subject to change without prior notice.
9. Limitation of use
9.1 Products sold by Hasenhütl Consulting are not recommended or authorized for use in life support, surgical implantation, nuclear or aircraft applications or for any use in or application in which the failure of a single component could cause substantial harm to persons or property.
9.2 Customer agrees that using or selling Products for use in such applications is done at its own risk, and agrees that Hasenhütl Consulting and the manufacturer of the Products are not liable for any claim or damage arising from such use. Customer agrees to fully indemnify, defend and hold harmless Hasenhütl Consulting and the manufacturer of the Products from and against any and all claims, damages, loss, cost, expense or liability arising out of or in connection with the use or performance of Products in such applications. Use of software will be subject to the terms of any accompanying end user license.
10. Statements and advice
10.1 If statements or advice (technical or otherwise, and whether or not provided by Hasenhütl Consulting technical support group) are offered or given to Customer, such statements or advice will be deemed to be given as an accommodation to Customer and without charge and Hasenhütl Consulting will have no responsibilities or liabilities whatsoever for the content or use of such statements or advice.
11. Force majeure
11.1 Hasenhütl Consulting will not be liable for delays in delivery or for failure to perform its obligations due to causes beyond its reasonable control, including, but not limited to, product allocations, material shortages, labor disputes, transportation delays, unforeseen circumstances, acts of God, acts or omissions of other parties, acts or omissions of civil or military authorities, Government priorities, fire, strikes, floods, severe weather conditions, computer interruptions, terrorism, epidemics, quarantine restrictions, riots, or war. Hasenhütl Consulting´s time for delivery or performance will be extended by the period of such delay or Hasenhütl Consulting may, at its option, cancel any order or remaining part thereof without liability by giving notice to Customer.
12. Export controls
12.1 Products purchased are subject to export control laws, restrictions, regulations and orders of the United States. Customer agrees to comply with all applicable export laws, restrictions and regulations of the United States or foreign agencies or authorities, and shall not export, or transfer for the purpose of re-export, any product to any prohibited or embargoed country or to any denied, blocked, or designated person or entity as mentioned in any such United States or foreign law or regulation. Customer represents and warrants that it is not on the Denied Persons, Specially Designated Nationals or Debarred Persons List and is not otherwise prohibited by law from purchasing the products or services hereunder. Customer shall be responsible for obtaining any required license to export, re-export or import.
13.1 The Terms and Conditions may not be modified or cancelled without Hasenhütl Consulting´s written agreement. Any provision hereof which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof in that jurisdiction or affecting the validity or enforceability of such provision in any other jurisdiction. The provisions set out in these Terms and Conditions are for the sole benefit of the parties hereto, and confer no rights, benefits or claims upon any person or entity not a party hereto. The Terms and Conditions will be governed by and construed in accordance with the laws of the state of Texas, other than the conflicts of laws principles thereof, and subject to the jurisdiction of Fort Worth, Texas courts. Customer will not directly or indirectly export, re-export, sell or transfer any Product to any country for which an export license or other governmental approval is required without first obtaining all licenses and other approvals. Customer acknowledges that Hasenhütl Consulting and its licensors own the intellectual property rights in the Hasenhütl Consulting catalogues, the catalogue content and the stock numbers, and that their whole or partial reproduction without Hasenhütl Consulting´s prior written consent is prohibited.
13.2 Hasenhütl Consulting is only acting as a distributor of products manufactured by other companies. Thus, Hasenhütl Consulting expressly limits its guarantees and warranties for products sold hereunder to those extended and allowed by the manufacturing company to be passed through to Hasenhütl Consulting´s customers. There are no express or implied warranties which extend beyond the description on the face hereof. Hasenhütl Consulting disclaims and excludes from any sale of products herein, any implied warranties or merchantability, or of fitness or suitability for any particular purpose or use. All goods sold by Hasenhütl Consulting are purchased by the buyer "AS IS." Since Hasenhütl Consulting cannot control the manner or use of its products after their sale, Hasenhütl Consulting will not be responsible for any direct, consequential or indirect damages to the purchaser or any third party or ultimate user of the products. Hasenhütl Consulting will, at its option, either replace the goods sold or refund the purchase price should a product defect be brought to its attention within a reasonable time after sale.
14.1. All orders of international origin are exported from Austria in accordance with Export Administration Regulations. All taxes, duties, insurance, shipping charges, and other international charges and fees are the responsibility of the Customer. Information including price quotations, handling, documentation and shipping can be obtained by writing. Contacting the Internet Sales Team: email@example.com
15. Place of jurisdiction, applicable law
15.1. Place of jurisdiction is Graz. The applicable law is the Austrian law, excluding conflict of law. Clauses of UN-sale of goods law are excluded.
16. Product related marketing
16.1. When customer subscribes the newsletter, Hasenhütl Consulting is authorized to send product related information via email to the customer. This agreement can be canceled at any time in a written manner via firstname.lastname@example.org.