I. General

1. The present conditions apply for all offers, sales and deliveries and, correspondingly, also for services unless agreed otherwise and confirmed by us in writing in our order confirmation. Verbal arrangements in any case require written confirmation.

2. Our offers are always non-committal and without obligation, provided always that assignments making reference thereto are not included in our order confirmation.

 

II. Acceptance of order and Vendor’s right of withdrawal

1. Details given in the catalogues, leaflets, circulars, advertisements and price lists concerning dimensions, prices, services and the like apply only if expressly referred to in the order confirmation. Plans, drawings and other technical documents, and models, samples, leaflets, illustrations, etc., remain at all times the intellectual property of the vendor under the protection of the relevant legal provisions with regard to reproduction, imitation, competition, etc. We reserve changes in technical execution or design, changes from the catalogue, etc., within the meaning of the term technical progress.

2. If an order is accepted we may withdraw from the contract if the client contests a bill or cheque or suspends payment, or if legal or extra-legal settlement or bankruptcy proceedings are initiated against his assets. We may also declare withdrawal if relations of liability towards the client change to our disadvantage or cease to apply that were expressly conditions for conclusion of the contract, of if the client gave incorrect information on placing the order that would have caused Wick not to accept the contract had Wick been aware of the situation. We may finally also withdraw from the contract if the client, despite reminder and deferment of payment, does not effect advance payments or instalments before commencement of production.

 

III. Prices

1. All prices are given without assembly, insurance and any other extra costs; value-added tax is not included.

2. The prices are set on the basis of the currently applicable wage and materials costs. The following circumstances, which are beyond our volition and control, entitle us to price increases: changes and revisions of taxes or other state contributions, changes of issue prices for equipment and raw materials, wage increases due to legal and joint bargaining provisions.

3. On conclusion of the contract with open prices the applicable sale price will be calculated on the day of delivery.

4. Delivery is carriage-paid, not unloaded, provided that the gross value of the goods is not less than EUR 3 500.-- (not incl. VAT). This includes a lump-sum transport charge of EUR 110.--, net (incl. VAT). Carriage-paid delivery assumes that the construction site may be reached by properly maintained main roads. Deliveries cannot be made via side-streets and in mountainous areas. In this case delivery is made as far as an agreed place of delivery, after which the goods are conveyed by the Vendor, at his own expense and own risk, to the final destination.

 

IV. Conditions of payment

1. Unless otherwise agreed, deliveries and services become due and payable in full within 30 days of the date of invoice. Payments within 10 days are eligible for a 2% discount. Invoices for services rendered are in principle due and payable within 10 days net and without discount. After the due date the purchaser is liable to bank interests for late payment, in any case not less than 10% p/a. In case of late payment the purchaser shall also defray all costs for reminders, collection and legal proceedings.

2. Bills and cheques are accepted only by express agreement. Discount and bill charges are charged to the purchaser.

3. After setting an appropriate period of grace for retailers, Wick may withhold deliveries until due claims are paid. Wick is also within its rights to declare due and payable all claims against a retailer ahead of their due date if that retailer is late in effecting payment.

 

V. Retention of title

1. All goods are delivered under retention of title and remain our property until paid for in full. Only after complete payment of our claim under the contract does property in the goods go over to the Purchaser. In case of non-payment of the purchase price we are within our rights to assert our retention of title and terminate the contract and to refuse the purchaser the right to use our goods even without legal assistance, more particularly all separate elements of the delivery, such as window sashes, door wings, shutters, blinds and awnings, that are objects of the work and materials contract and can be removed. In these cases the client shall refrain from making any claim to disturbance of possession.

2. Retailers are within their rights to resell our contract goods in their commercial premises; pledging or mortgaging, however, is not permitted. In the event of resale the client - with other liability for loss or damage - undertakes to transfer the retention of title to the purchaser of the goods subject to retention of title. The client now transfers to us the claims arising from the resale of the goods subject to retention of title against the purchaser, this with all ancillary rights; we accept this transfer. The client undertakes to note the retention of title and the details of the purchaser and the transfer in his business documents.

3. Retailers are, however, obliged to inform us immediately of any attempts to mortgage or of any other third-party claims on the goods.

 

VI. Delivery times

1. Delivery times stated by us are subject to alteration without notice. Indicating or agreeing delivery times does not form a fixed transaction. The delivery time, which should always be understood as approximate, does not begin until receipt of the order confirmation signed by the client, but never, however, before final clearance of all technical delivery details and financial conditions, e.g., advance payments. Changed orders entail changed delivery dates!

2. If our delivery dates are exceeded by three weeks the client is within his rights - after granting a period of grace of three weeks that cannot be set, however, otherwise than by registered letter – to withdraw from the contract by written statement that must likewise be submitted by registered letter within three weeks. All other claims, with the exception of claims for loss or damage on acoount of malicious intent or gross negligence, are then excluded. If the indicated delivery times for a complete order are exceeded only for a part, the present agreement applies with the proviso that the withdrawal is permitted only in respect of that part delivery that was not effected within the period of grace.

3. Unforeseen obstacles to delivery (strikes, non-arrivals of material delivery, prevention of communication links or other force majeure, etc.) entitle us, at our discretion, to reasonable extension of the delivery date or partial cancellation of the contract.

4. We are in principle within our rights to make partial deliveries and to present the corresponding partial invoices.

5. In case of non-acceptance of the contractually supplied goods on the part of the client we may, at our discretion, either demand compliance or withdraw from the contract with observation of a period of formal notice of 14 days. In this case Wick is within its rights, optionally, instead of the compenation for loss or damage, to demand an expressly agreed penalty for breachs of contract at the rate of 30% of the agreed price within the meaning of § 1336 ABGB or of § 348 HGB. The penalty for breach of contract is in particular payable if justified withdrawal from the contract occurs before preparation of the goods.

 

VII. Guarantee (valid only on presentation of an invoice or copy)

1. Wick guarantees the function of the product acc. Ö-Norm for a period of 2 years after delivery. For plastic profiles we give a 10-year guarantee for outdoor durability and resistance to distortion and stratches. We further extend to the client the 5-year guarantee against discoloration ("blushing") of the insulating glass offered to us by the manufacturer. Exception is made here in respect of: insulating elements with mounting bars; rattling in constructional elements with mounting bars will not be accepted as a valid complaint. We offer no free replacements for cracked glazing not reported to us in writing within 14 days of acceptance. The guarantee claims regarding the coating finish of wood-frame windows expires if the surface is damaged by mechanical effects/influences during mounting. Nor is there any grounds for complaint if this also happens to compromise the resistance or stability of the surface. Wood is a natural material; as such, because of its varying density or absorptive capacity, the finishing surface-treatment of the wood will usually produce non-uniform coloration, even in one and the same element. Such non-uniform colorations cannot be accepted as a valid complaint for the simple reason that they cannot be expected not to occur in natural materials. Nor indeed will the occasional deformation (e.g., knots, lumps, burls, etc.) or a certain roughness of the surface be accepted as valid grounds for complaint. Knots are accepted on the hidden surfaces of the Wick-Stabilholz material (door rabbet or outer profile). To all intents and purposes the visible surface is free of any aesthetoc defeci. "Needle eyes" of a diameter not exceeding 8 mm and the occasional touched-up resin gall are acceptable and will not be taken into consideration as grounds for complaint. Tests, samples and leaflets will be accepted as no more than approximating indicators of quality, dimension and colour; minor gradations of colour between the sample or illustration and the actual material or between different batches of the same material shall not be taken into consideration as grounds for complaint, this because of the varying absorptive capacity; the same likewise applies for sunshade and awning elements.

2. The heights of the exterior and interior blinds may change according to the contraction and expansion of the leader frame. Coloured polyester cords and lead frames are not UV-resistant; discoloration is therefore possible. Uneven winding on the reel may also cause blinds with lifter bands to skew and tangle their strips. Only white and grey plastic blind coatings are resistant to UV radiation.

3. The purchaser is obliged to check every incoming delivery immediately for full load and acceptable quality. Complaints regarding full or light load must be communicated in writing to the manufacturer’s production plant within 14 days of delivery.

4. The guarantee expires if the object of purchase is incorrectly assembled or not correctly maintained by the purchaser; it likewise expires if any repairs or modifications are executed by any third party or if parts of third-party manufacture are incorporated in the object of purchase. Wick declines all liability for the costs of repairs undertaken by the purchaser or by any third party on the latter’s behalf.

5. The guarantee is likewise denied for natural wear and tear and for any damage resulting from negligent or incorrect use of the object of purchase.

6. The guarantee expires in the event of resale of the object of purchase, exception being made for specialist stores.

7. The simple fact of Wick producing an item based on construction details, drawings or models provided by the purchaser does not engage the liability of our company as regards the correctness and fitness for purpose of the construction insofar as construction faithfully follows the instructions provided by the purchaser.

8. The guarantee covers all defects noted at the time of acceptance of the goods. Minor colour gradations are not considered as defects. Motors and other electrical devices are covered by a guarantee period of 6 months.

9. The client expressly takes cognizance of the Ö-Norm B 5305 maintenance standard that has been explained to him for the purpose of acceptance of contract.

 

VIII.Competent Court of Law

The competent Court for any case of dispute that may arise from the present contract is the District Court of Linz. For the purposes of this contract the place of execution for payment is Linz. All cases shall be governed by Austrian Law.