1. Scope of Application

1.1. Deliveries and services by PWA HandelsgesmbH, Nebingerstr. 7a, A-4020 Linz, hereinafter referred to as PWA, are provided exclusively under the following General Terms and Conditions (GTC). Our GTC are explicitly or implicitly acknowledged by business partners through order placement/order or acceptance of delivery or service. By signing the order confirmations, order forms, offers and other business documents of PWA, the customer declares that they have read the GTC and have, in any case, had the opportunity to become aware of the content of these GTC.

1.2. The business partner waives the application of their own GTC. Deviating GTC from business partners are not recognized by us and thus do not become part of the contract; an explicit objection is not required. For the validity of deviating business conditions of a business partner, the express and unambiguous consent of PWA is required. Mere acts of performance on our part do not constitute consent to deviating GTC from business partners.

1.3. The customer declares to PWA that they are not a consumer within the meaning of the Austrian Consumer Protection Act with regard to the concluded transactions. Should this not apply to any business case, the customer is obliged to report this before concluding the relevant transaction. (Contractual penalty).

1.4. These GTC are available to business partners for inspection at any time in our business premises and on our website PWA.

1.5. Changes to these GTC are deemed to be approved by the business partners and are also effective for existing contracts if, after explicit written notice of the change, no explicit declaration of disagreement with the changed GTC is made within 2 months of notification and submission of the changed GTC.

1.6. If these GTC have been accepted by a business partner once, all further transactions, regardless of how much time passes between individual transactions, will be concluded under the GTC of PWA valid at the time. Point 1.4 applies.


2. Deliveries and Services

2.1. Products displayed in catalogs and on the PWA website are not considered written offers but only an invitation to make an offer. PWA's offers are subject to change and non-binding. Only a written offer is legally binding. A verbal offer requires written confirmation for its legal validity.

2.2. A contract is concluded by the written confirmation (acceptance) of a business partner's order. The content of our contract confirmation is deemed agreed if the business partner has not objected in writing within 1 week of receipt of the acceptance confirmation.

2.3. Technical changes as well as the form, color and/or weight of the offered products remain reserved within reasonable limits.

2.4. PWA is entitled to withdraw from the contract if facts arise that lead PWA to believe that the business partner is not creditworthy.
2.5. PWA expressly reserves the right to make reasonable partial deliveries and to invoice them.


3. Prices and Payment Terms

3.1. The final calculation of prices is based on the discounts valid or agreed in writing on the day of delivery. All prices stated are exclusive of VAT and delivery costs. Should cost centers that are important for price calculation, such as raw material prices, etc., increase, we are entitled to increase the prices accordingly. In this regard, the statement in sentence 1 applies. PWA is obliged to prove the price increase at the business partner's request. (The case where, for example, raw materials become more expensive after the conclusion of the purchase contract, leading to higher transport costs, is not regulated).

3.2. Goods listed in price lists exclusively in Euro prices will also be invoiced in USD upon request. The conversion rate on the day of contract conclusion is decisive.


4. Payment

4.1. Unless special payment conditions have been agreed in writing, the purchase price is due for payment before delivery or collection. Deviating regulations require written form. Invoicing takes place upon delivery. Checks are not accepted as a means of payment.

4.2. A payment is considered made on the day on which we can freely dispose of it.

4.3. Business partners are not entitled to withhold or offset payments due to warranty claims or other claims against us. In the event of default in payment, default interest of 8% above the respective base interest rate from the day on which the business partner is in default with their performance is deemed agreed. If costs and interest have already arisen due to default, PWA is entitled to apply the payment first to the costs, then to the interest, and finally to the principal amount.

4.4. We are entitled to apply incoming payments to older unpaid deliveries, even if the business partner has specified otherwise. The granting of cash discounts requires that all already due claims have been settled.

4.5. PWA, without prejudice to its other rights, may suspend the fulfillment of its own obligations until such payment or other services have been made or claim a reasonable extension of the delivery period. In any case, PWA is entitled to charge pre-litigation costs, in particular dunning fees and lawyer's fees.

4.6. If the business partner is in default with a due payment or if there is a significant deterioration in their financial situation, PWA is entitled, even after the conclusion of the contract, to demand advance payment or adequate security and to make further advance services dependent on this. If the business partner fails to comply with the request for advance payment or security after a reasonable deadline, PWA is entitled to withdraw from the contract and demand compensation for damages.

4.7. For existing business partners, payment is made according to written agreement. Points 4.1 to 4.6 apply in this regard.


5. Delivery Times and Dates

5.1. The delivery times and dates specified by PWA are non-binding and are only valid subject to unrestricted transport possibilities. Claims for damages due to possible delivery overruns as well as penalty payments due to delayed deliveries are excluded.

5.2. Delivery free domicile will only be made after explicit written agreement.

5.3. PWA is entitled to extend the delivery date accordingly in the event of unforeseen circumstances and obstacles, regardless of whether these occur at PWA or at PWA's suppliers, such as labor disputes of any kind, government measures, lack of official permits, sabotage, customs clearance delays, failure of a significant and/or difficult-to-replace supplier, etc.

5.4. The agreement on the postponement of the delivery date requires written form. In the event of delay in acceptance, PWA has the right either to demand payment under setting a new delivery date or to withdraw from the contract under setting a reasonable grace period.

5.5. All official permits, except export documents, must be obtained by the business partner. In the event that the business partner also procures the export documents, the costs incurred for this will be borne by PWA. This does not apply to import documents. If such permits are not granted in time, the agreed delivery period will be extended accordingly.

5.6. PWA is entitled to make and charge for partial or preliminary deliveries. If delivery on call is agreed, the goods are deemed to have been called off at the latest 6 months after the order.

5.7. PWA is entitled to involve third parties to an unlimited extent without the business partner's consent.

5.8. In the case of dispatch of goods, this will be done in average packaging usually suitable for dispatch. A special type of packaging must be agreed in writing. Any additional costs arising in this regard shall be borne by the business partner.

5.9. The business partner expressly agrees to the dispatch of the goods by freight forwarders, carriers, rail, post, other parcel services, etc.

5.10. If the delivery is made to a third country outside the EU, the business partner must in any case bear all transport costs and properly clear customs, pay taxes, and possibly insure the goods. Furthermore, the business partner must, at their own expense, obtain all permits and confirmations required by law for the export of the goods from Austria and the import of the goods into the foreign country, and make the corresponding declarations.

5.11. If no place of delivery/performance has been agreed upon at the time of contract conclusion, we are entitled to make the delivery/performance at the business partner's registered office or another branch.

5.12. If the goods are not accepted by the business partner at the place of delivery in due time, we are entitled to withdraw from the entire contract after setting a period of at least 8 days. PWA is further entitled to demand contract fulfillment instead of withdrawing from the contract. The additional costs arising from the delay in acceptance shall be borne by the business partner.


6. Retention of Title

6.1. PWA retains title to the goods until full payment of all existing and future claims arising from its business relationship with the business partner, including its current account claims and including all balance claims from current accounts.
6.2. PWA is entitled, in the event of contractual breaches by the customer, in particular default in payment or conduct by the business partner that is detrimental to PWA, to withdraw from the contract after setting a reasonable deadline.

6.3. The business partner is entitled to resell the goods in the ordinary course of business. They hereby assign to us all claims in the amount of the invoice amount (including interest and incidental costs) for the purpose of payment, which arise from the resale to a third party. The assignment is accepted by PWA. After the assignment, the business partner is authorized to collect the claim until revoked. The business partner undertakes to notify their customers of the assignment and to provide us with the information necessary to assert our rights and to hand over the necessary documents.

6.4. Seizures or other third-party rights that endanger PWA's rights must be reported immediately. If this does not happen, PWA is entitled to withdraw from the contract.

6.5. If the business partner fails to meet their payment obligations, or does not meet them in time, ceases payments, or if insolvency proceedings are opened over their assets, all claims of PWA become due for payment. If the entire remaining debt is not paid immediately, PWA is entitled to demand immediate surrender of its goods, excluding any right of retention. All costs arising therefrom shall be borne by the business partner.


7. Warranty

7.1. The business partner is obliged to inspect and report defects without delay. § 377 HGB or § 377 UGB applies, whereby the period for reporting general defects is reduced to 5 working days. Hidden defects must be reported in writing within 2 working days after their discovery. All defects must be reported in writing, stating the nature and extent of the defect, as well as the exact product designation or product number, the date of performance/delivery, and the invoice number.

7.2. The timely receipt of the written notice of defect by PWA is decisive. A delayed notice of defect leads to the loss of all claims - regardless of their legal basis - but especially of warranty claims under the title of warranty and/or damages.

7.3. Defective goods or parts must be sent to PWA free of charge for PWA with the original delivery note or a copy thereof, or used as instructed by PWA. Furthermore, the return must be made in the original packaging or in transport-safe packaging. If a manufacturing or material defect is found during inspection, either replacement in the form of an exchange of the defective part will be made or a credit note will be issued, at PWA's discretion.

7.4. Returns are generally made in prior agreement with PWA. An error check can only be carried out if a detailed error report is attached to the return. Please refer to section "Return Conditions" as listed under point 8.

7.5. Only the product description of PWA is considered to be the contractual quality of the goods, not advertising and public statements. Properties deviating from the product description must be agreed upon.

7.6. Warranty claims, if material defects are concerned, must be asserted in court within 24 months from the handover of the goods. The period begins with the delivery of the goods, but for legal defects, only on the day on which the legal defect becomes known to the business partner. The presumption of § 924 ABGB is reduced to 14 working days. Otherwise, § 924 ABGB applies without restriction (this includes the proper handling of the item). After the expiry of the 24-month period, limitation occurs, unless otherwise agreed in writing. By claiming the warranty, the period does not start again from the beginning, unless the defect was caused by PWA intentionally or with gross negligence or was not eliminated intentionally or with gross negligence.

7.7. The request for spare parts must be made exclusively in writing using the form provided by PWA. In addition to the fully completed form, a copy of the exploded view drawing of the respective machine must be enclosed, on which the requested parts are clearly marked.

7.8. Warranty claims are excluded if the goods have been altered by a third party or by the installation of parts of foreign origin and this alteration is causally responsible for the defect in the goods.


8. Return Conditions

Customers have the option to return or exchange goods under the following conditions:

8.1 Return Period: Returns are possible within 14 days of receipt of the goods.
For information on reporting potential defects, please refer to point 7 "Warranty."

8.2 Condition of Goods: Returns and exchanges are only permitted for new, unused products. Items must be in their original packaging and must not have been opened or used.

8.3 Defective and Non-Defective Products: Returns are accepted for both defective and non-defective products. Please refer to point 7 "Warranty."

8.4 Exchange: An exchange is possible under the aforementioned conditions.

8.5 Return Procedure: Returns can be made in person at the store or at an authorized drop-off location.

8.6 Return Label: For returns, a return label must be downloaded and printed online or requested from PWA.

8.7 Processing Time: After receipt and inspection of the returned goods, refunds will be processed within up to 5 business days.

8.8 Shipping Costs: If goods are returned under the above conditions, PWA will cover the shipping costs.

General note on return conditions: Please note that returns that do not meet the above conditions may be rejected. General warranty claims are listed under point 7.


9. Liability and Statute of Limitations:

9.1. In the event of slight negligence, all claims for damages are excluded. This does not apply to personal injury.

9.2. Any liability of PWA is limited to 100% of the purchase price. Any compensation for damages exceeding this amount is excluded.

9.3. Any claim for damages must be asserted within 1 month of knowledge of the damage, but at the latest within 6 months after the conclusion of the contract.

9.4. PWA is a distributor and not a manufacturer of the products.


10. Right of Withdrawal

10.1 Right of Withdrawal
You have the right to withdraw from a contract within fourteen days without giving any reason. The withdrawal period is fourteen days from the day of the conclusion of the contract.
To exercise your right of withdrawal, you must inform us of your decision to withdraw from this contract by means of a clear statement (e.g., a letter sent by post or e-mail).

To meet the withdrawal deadline, it is sufficient for you to send your communication concerning your exercise of the right of withdrawal before the withdrawal period has expired.

10.2 Consequences of Withdrawal
If you withdraw from this contract, we shall reimburse to you all payments received from you, including the costs of delivery (with the exception of the supplementary costs resulting from your choice of a type of delivery other than the least expensive type of standard delivery offered by us), without undue delay and in any event not later than fourteen days from the day on which we are informed about your decision to withdraw from this contract. We will carry out such reimbursement using the same means of payment as you used for the initial transaction, unless you have expressly agreed otherwise; in no event will you incur any fees as a result of such reimbursement.

If you requested that the services begin during the withdrawal period, you shall pay us an amount proportionate to what has been provided until you have communicated us your withdrawal from this contract, in comparison with the full coverage of the contract.

11. Consent according to TKG

The business partner declares their consent to receive advertising and information from PWA via email to a reasonable extent. The business partner's data will remain with PWA and will not be passed on. This consent can be revoked by the business partner in writing at any time.


12. Severability Clause

Should individual provisions of these General Terms and Conditions be or become void, ineffective, or contestable, the remaining provisions shall remain unaffected. These shall then be interpreted and/or supplemented in such a way that the intended economic purpose is achieved as precisely as possible in a legally permissible manner. This also applies in the event of any contractual loopholes.

13. Choice of Law and Jurisdiction

13.1. Austrian law shall apply exclusively.

13.2. The applicability of the UN Convention on Contracts for the International Sale of Goods is expressly excluded.

13.3. The court having subject-matter jurisdiction at PWA's registered office shall have exclusive local jurisdiction for deciding all disputes arising from these General Terms and Conditions and contracts based thereon.


14. Place of Performance

The place of performance is PWA's registered office.