TERMS OF SERVICE
The following terms and conditions shall apply to all deliveries and services of any nature ordered from Murexin GmbH (hereafter abbreviated to “MUREXIN”). In the event of material damage, the liability of MUREXIN shall be limited as its liability for damages caused by minor negligence is excluded. Any existing terms and conditions of the customer will only apply if they are expressly acknowledged in writing by MUREXIN.
The prices per billing unit shall be deemed agreed in accordance with the price list valid at the time the contract was concluded, unless otherwise agreed in writing in the contract. Rounding differences in prices cannot be excluded. Our quoted container prices apply exclusively. As regards price, delivery date and quantity, our offers are, unless explicitly otherwise agreed, non-binding and without value-added tax, duty paid for domestic deliveries and duty unpaid for deliveries abroad on the basis of the wage, custom, tax, duty and freight rates that are valid on the date of the offer. Any increases of the wage, customs, tax, duty and freight rates up until the date of delivery, will be paid by the customer. Offers expressly designated as binding shall be excluded from this. The customer’s purchase conditions will only apply if they have been acknowledged by MUREXIN in writing. In the event of outstanding payments by the customer or repayment claims by MUREXIN, of whatever type, MUREXIN will have no obligation to deliver until the outstanding payments are settled in full.
Deliveries shall be made exclusively on the basis of the customer’s order. Ambiguities and illegibility are charged to the customer.
- Payment conditions:
The payment terms shall apply as listed on the invoice. Discounts cannot be deducted for cash on delivery invoices. If no payment terms are listed on the invoice, a payment term of 30 days from the date of invoice shall be deemed agreed. The payment shall deem to have been made on the day of crediting the account specified on the invoice and this day is decisive for the payment term. Unsuccessful remittances and resulting damages will be borne by the customer. In case of late payment, default interest amounting to 12% per annum shall be agreed. In the event of late payment, MUREXIN is entitled to charge the expenses and costs related to the payment reminder and collection of the amounts due, including costs associated with consulting a lawyer and the collection expenses resulting from default in payment. If the late payment exceeds 30 days, MUREXIN is entitled to revoke all discounts and payment terms granted for the past and future. Payment deferrals and installment payment agreements shall be agreed in writing, otherwise they are not effective. Any handing over of a cheque by the customer shall only take place on account of payment and shall not be deemed as payment until payment has been honoured. Unallocated payments will always be offset against the oldest debt. The customer is not entitled to offset counterclaims of any nature.
- Retention of title:
All goods remain the property of MUREXIN until the payment has been made in full. In the event of resale of the contractual goods, the customer is obliged to disclose the agreed retention of title to their buyer, stating the amount of the claim. If there is a resale of goods by the customer, they shall assign the purchase price claim to MUREXIN. The customer is obliged to disclose the name and address of the buyer as well as the existence and extent of the claim resulting from the resale in writing to MUREXIN within 3 working days. Extraordinary dispositions such as pledges, transfer of goods by way of security and the like, are inadmissible and the customer is obliged to completely indemnify and hold MUREXIN harmless in the event of infringement. If the goods delivered under retention of title are processed, MUREXIN shall be entitled to co-ownership of the new trade in the proportion of the invoice amount of the materials delivered by MUREXIN. The customer is obliged to note our receivables by means of booking notes. In the event of late payment, suspension of payments, insolvency or the initiation of bankruptcy proceedings, MUREXIN is entitled to demand the immediate surrender of the remaining goods subject to retention of title. The enforcement of the title of retention by MUREXIN shall not constitute a withdrawal from the contract, but instead merely a safeguarding of rights by MUREXIN.
- Application consultation:
If consultation services are performed by MUREXIN, this shall be done to the best of their knowledge and according to the state-of-the-art, however, only based on information from the customer regarding the purpose for which goods are required. MUREXIN is not obliged to verify the information from the customer. All information and details from MUREXIN about the condition, soundness, adequacy and use of the delivered goods shall not exempt the customer from their own inspection obligation. In particular, MUREXIN shall not be liable if substances are added by the customer or persons that can be assigned to them, which are neither listed in the product information nor in the technical descriptions or on the homepage of MUREXIN at www.murexin.com.
- Delivery and transfer of risk
- a) Standard deliveries (up to a total gross weight smaller/equal to 2,500 kg) by Murexin within Austria greater a net order value of greater /equal EUR 375 excluding VAT shall be delivered pursuant to Incoterms 2010 CPT to the destination named on the order confirmation and/or delivery note up to the first kerbside; transport costs incurred to the specified destination shall be borne in full by Murexin. For a net order value of less than EUR 375 a flat rate for freight charges of EUR 20 excluding VAT shall be charged. Crane deliveries and deliveries deviating from the standard deliveries are subject to charge and prolong the delivery time.
- b) Standard deliveries (up to a total gross weight smaller/equal to 4,000 kg) by Murexin to Germany greater a net order value greater /equal EUR 800 excluding VAT shall be delivered pursuant to Incoterms 2010 CPT to the destination named on the order confirmation and/or delivery note up to the first kerbside; transport costs incurred to the specified destination shall be borne in full by Murexin. For a net order value of less than EUR 880 a flat rate for freight charges of EUR 65 excluding VAT shall be charged. Deliveries deviating from the standard deliveries are subject to charge and prolong the delivery time.
- c) Customer-specific delivery: In case of collection by the customer or delivery via transport companies that were commissioned by the customer or a mode of transport expressly required by them, the customer shall be solely responsible for the secure and reliable delivery including loading and unloading. If MUREXIN participates in this upon the customer’s request, this shall take place on behalf of and at the risk of the customer. The customer will indemnify and hold MUREXIN harmless for all associated claims asserted against MUREXIN owing to damaging events. Risk and happenstance are transferred to the customer as soon as the goods have left the factory premises, the warehouse or the respective place of delivery (hereafter abbreviated to “place of delivery”).
- d) No liability is assumed for compliance with a certain delivery period, in particular MUREXIN shall not be liable for delays in delivery resulting from traffic obstructions (e.g. traffic jams), force majeur, strikes, revolts, riots, war or other reasons over which MUREXIN has no influence and which disrupt the delivery or fulfilment of the contract. Claims for damages arising from late delivery, except in case of intent, are excluded. Additional costs incurred for delivery on schedule will be passed on to the invoice recipient without surcharge and separately charged. These tariffs which are to be additionally agreed, shall be made available upon request.
- e) A so-called thermal hood will be used for each pallet to protect frost-sensitive products irrespective of the weather and transport time. This shall become the property of the invoice recipient and will be charged separately at EUR 25 excluding VAT .
Packaging that leaves the place of delivery without objection or is accepted at the destination without complaints, shall be deemed free of defects. The customer will waive claims arising from leakage loss, unless they themselves or a carrier or freight forwarder designated by them asserted the defects in writing at the latest when leaving the place of delivery. Reusable packaging (containers and pallets) remain the property of MUREXIN and must be delivered freight paid to MUREXIN within 2 months from the time of leaving the place of delivery in clean and undamaged condition, and of the same type and quality. Return is only considered completed if confirmed in writing by MUREXIN. If the reusable packaging is not returned in good time, MUREXIN shall be entitled to either demand the return or to claim damages amounting to the replacement costs. Up to this amount, MUREXIN is entitled to charge a usage fee up to 5% of the value of the reusable packaging per day up until the return. In all cases, the customer will bear the risk for loss and destruction (also for accident) regarding the transferred empty containers from the time of leaving the place of delivery. In any event, EUR 9.45 per piece shall be charged for pallets from the day of leaving the place of delivery and re-credited following arrival of the undamaged pallets at MUREXIN. For disposable packaging which is subject to the packaging ordinance, Altstoff Recycling Austria AG (ARA), of whom MUREXIN is a licensee (license number 568) is obligated to take this back. Therefore, MUREXIN is not obliged to take back packaging material which is not subject to the above-mentioned ordinance. For disposable packaging not subject to the packaging ordinance, the customer is obligated to dispose it themselves and to indemnify and hold us harmless to this effect.
- Warranty and damage compensation:
- a) Pursuant to § 377 and § 378 of the Austrian Commercial Code (UGB), deliveries are to be checked by the customer or persons assigned to them with the necessary care upon acceptance. Obvious defects shall be immediately notified in writing upon acceptance by the customer. Hidden defects will be disclosed to MUREXIN immediately after their discovery, otherwise liability is excluded. Subsequent complaints shall be irrelevant. The goods shall not be used, processed or resold until final, mutually agreed written or legally binding clarification from MUREXIN, otherwise MUREXIN’s liability shall be excluded. The customer is obliged to store the goods in such a way that damage to the goods and hazards to other people or goods is excluded. The customer shall completely indemnify and hold MUREXIN harmless in the event of infringement.
- b) The customer bears the burden of proof to demonstrate that a defect that emerged within six months following acceptance, already existed when the goods were accepted.
- c) Goods from MUREXIN must be processed in accordance with the processing guidelines and the state-of-the-art, otherwise liability will be excluded for whatever legal reason. It is the customer’s responsibility at all times to obtain the above-mentioned guidelines, standards and sets of rules and to become familiar with the state-of-the-art and/or to commission suitable experts.
- d) Claims for damages, irrespective of the legal grounds of such claims, can only be asserted in the event of gross culpability (intention, gross negligence). In any case, claims for damages merely encompass the damage repair, but not other claims such as due to consequential damages or loss of profit, provided that this does not violate against mandatory legal provisions.
- e) All warranty claims will expire within six months. Unless otherwise agreed in writing, claims for damages lapse within six months.
- f) In the event of unjustified notifications of defects, the customer shall reimburse all expenses and costs associated with the handling and investigation of such defects within 14 days after disclosing the amount of the claim to MUREXIN.
- g) Any technical dimensions, weight or quality data as well as consumption data contained in the internet, in catalogues, technical data sheets, brochures or illustrations (which are essentially dependent on the respective condition and type of substrate as well as the mode of operation), as well as samples or specimens, are approximate values or average values of our respective production. All drawings, plans, quantity extracts, needs assessments provided to the customer by MUREXIN, are non-binding and shall not exempt the customer from the obligation to carry out their own tests. They are the property of MUREXIN and must not be provided to third parties, unless otherwise agreed in writing. As regards processing and treatment instructions or similar, liability shall only be assumed by MUREXIN – for whatever legal reason – if these instructions are binding, in writing, refer to a specific construction project known to us in all relevant details in relation to the performance specification. No liability shall be assumed for subsequent changes of the performance specification or other circumstances and situations, of which MUREXIN had no knowledge. The customer shall remain obliged to check the instructions from MUREXIN, taking into account the product descriptions and characteristics of the goods and the specific intended use, and in case of doubt, to communicate this in writing to MUREXIN and consult a specialist when necessary.
- h) Recourse of the customer against MUREXIN pursuant to § 933b of the General Terms and Conditions Act (AGBG), is excluded.
- Removal of the obligation to deliver and withdrawal:
Cases of force majeur or extraordinary obstacles, release MUREXIN from the obligation to deliver. Above all, extraordinary obstacles constitute all official or other reasons not attributable to MUREXIN which may have an influence on the execution of the contract or on pricing. This equally applies to all unforeseeable disruptions, obstructions to availability, strikes, revolts, riots, war, to breakdowns of all kinds, shortage of raw materials and official orders of any nature, partial or total failure of deliveries due to existing or envisaged sources of supply or other reasons, over which MUREXIN has no influence and which disrupt the delivery or fulfilment of the contract. Should the customer be in default regarding the legal acceptance (e.g. call orders) or payment, MUREXIN has the right, without prejudice to the right to fulfillment, to withdraw from the outstanding part without warning or grace period. Accrued storage costs and expenses for goods not retrieved shall be borne by the customer. These terms shall also apply to all subsequent deliveries from MUREXIN to the customer.
- Return of delivered goods:
In general, a return of delivered goods is not possible. In justified exceptional cases, MUREXIN reserves the right to charge a handling fee of 20% of the net value of the returned goods. No credit will be issued for soiled or damaged containers or goods spoiled due to improper storage. A disposal fee of EUR 1.50 per kg shall be charged in this case. The transport risk and the transport costs to MUREXIN or to the disposal point, shall be borne by the customer.
- Applicable law:
Legal disputes arising from or in connection with the contract shall be exclusively governed by Austrian law. The competent court at the registered office in Wiener Neustadt shall be agreed upon as the place of jurisdiction for all disputes, of any nature whatsoever, directly or indirectly connected to the contractual relationship or its realisation. The customer was fully aware of these terms and conditions prior to placing the order, and accepted them in full by issuing the order.
Valid as of 1/1/2019