General Terms and Conditions
XeNTiS Composite Entwicklungs- und Produktions GmbH
Part 2 of 3:


V. Delivery

The delivery date is the day of shipment. The delivery date basically commences on the
day on which we confirm an order, insofar as the order is clear and the client fulfils the
agreed upon financial obligations. We are authorized to make partial deliveries. Delays
that are not attributable to us, in particular in situations of force majeure or difficulties
with our sub suppliers, extend the delivery date by the duration of the events plus a
suitable start-up time, without the client having any right to withdraw from the contract.
Specifically considered as force majeure are, in particular, interventions by the
authorities, power supply and raw materials difficulties, labour conflicts, accidents,
unforeseeable production difficulties and all other events that make delivery considerably
more difficult or impossible, insofar as no gross negligence is attributable to us with
regard to these events. The delivery date is also extended if the client defaults with
respect to the fulfilment of the above-mentioned obligations, for example the
presentation of documents or other types of cooperation. In case of the agreed upon
changes in the order we are authorized to re-calculate the delivery date.
In any case claims for damages due to late delivery or non-delivery are ruled out if we
cannot be accused of intent or gross negligence. The client is obliged to accept goods
delivered late and declares that he is also prepared to accept partial or advance
deliveries. Significant changes in the person of the client that occur and become known
after the contract is established, in particular with respect to the company circumstances
and the financial situation, justify our immediate withdrawal from the contract.
The client must immediately take receipt of goods that are delivered and must store
them in dry rooms that can be locked. Should the client refuse to accept delivery he is
subject to the consequences of § 1419 ABGB. The agreed upon ordered goods shall be
stored at the expense of the client and we are authorized to invoice them for the goods
as though they had been delivered, with the addition of all additional costs. In addition
the client must pick up the agreed upon ordered goods. This does not affect our rights to
claim damages. The client may not withdraw with regard to already delivered partial
deliveries upon the delivery of partial deliveries still open. The client must always pay
any extra costs incurred due to a delay caused by the client.
VI. Shipment
The time at which the risks transfer with respect to shipment is the time at which goods
are given to the relevant forwarding company. In the absence of special shipment
regulations of the client, we are obliged to effect the shipment in the manner that we
consider to be the best, without being responsible for using the most economical
forwarding method or forwarder. We are not liable with regard to damage and loss during
transport; this must be immediately recorded on the freight documents. The client
himself is responsible for obtaining and paying for the necessary insurance coverage. The
transfer of the goods to the relevant transport company represents the fulfilment of
delivery, at which time the agreed upon goods have transferred into the possession of
the client in the context of production liability as per § 6 and thus placed into circulation.
VII. Complaints and guarantee
The guarantee period for each article commencing at the shipment of the goods applies
in terms of properties that we specifically guarantee in writing, and with regard to the
absence of faults in accordance with the current state of technology. The client must
provide the following data for the handling of any complaints within the guarantee
period: article number, description, units, reason for complaint, date on which the article
was installed, repair date and complaint date.
Should the goods be used excessively or inappropriately, the guarantee deadline shall
decrease to one-half in each instance. Finishing and installation costs, travel time and
travel expenses are the responsibility of the client. No rights to non-payment or
discounts exist unless we are unable to correct a fault or replace defective goods. The
guarantee becomes null and void if the delivery object is changed by being installed
incorrectly or changed by the installation of parts of foreign origin, if installation and
handling instructions are not followed, or if the results are not used according to their
purpose. In addition natural wear and tear and damage due to unprofessional handling
are excluded from the guarantee. When parts are replaced, the guarantee is only granted
with respect to replacement parts. Once payments become due, guarantee claims can
only be made after those payments have been made. If, after a fault has been corrected,
it should prove that no right to a claim had existed, the client must pay for the work that
we have performed.
VIII. Notice of defects and guarantee
After the goods are delivered the client must immediately inspect them. We specifically
extend a guarantee with respect to defects already present at the time of delivery that
are based on material and processing errors. We must be informed of such defects in
writing immediately after individual deliveries are made, since otherwise the delivery
shall be considered to have been unconditionally accepted and the client to have
relinquished all claims in the context of the guarantee and with respect to damages. The
nature and scope of the defect is to be delineated such that we can clearly determine the
reason for the claim. The client is obliged to temporarily store the goods in question and
to forward the goods in question on first call to us at his own expense, to double-check
them.

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