Terms and Conditions

General Terms and Conditions As of: 2025
 

I. Applicability The deliveries, services, and offers of our company are made exclusively on the basis of our terms and conditions. We do not recognize any terms and conditions of the customer that conflict with or deviate from our terms and conditions, unless we have expressly agreed to their applicability in writing. Acts of contractual performance on our part shall not be deemed consent to contractual terms deviating from our conditions. These terms and conditions shall also apply as a framework agreement for all further legal transactions between the contracting parties.

II. Conclusion of Contract A contractual offer from a customer requires a written order confirmation. The dispatch of the goods ordered by the customer also constitutes conclusion of the contract. If offers are directed to us, the offeror is bound by them for a reasonable period, of at least 8 days from receipt of the offer.

III. Prices All prices quoted by us are to be understood as exclusive of VAT unless expressly stated otherwise. All offers, unless explicitly noted, are valid for three months from the date of issue. Should labor costs change due to collective bargaining agreements in the industry or internal company agreements, or should other cost centers relevant to the calculation, or costs necessary for service delivery — such as those for materials, energy, transport, third-party work, financing, etc. — change, we are entitled to adjust prices accordingly upward or downward. Our offers are always non-binding and subject to change.

IV. Payment Terms, Default Interest Only written agreements are valid. Unjustified cash discount deductions will be reclaimed. Cash discount deductions require a separate agreement. In the event of payment default, including partial payments, any cash discount agreements become void. Payments by the customer are only considered made at the time they are received in our business account. In the event of payment default by the customer, we are entitled to charge a processing fee as well as default interest at a reasonable rate. Our company is entitled, in the event of payment default by the customer, to also charge compound interest from the day of delivery of the goods.

V. Withdrawal from Contract In the event of acceptance default (Clause VII.) or other important reasons, such as in particular the customer's insolvency, or rejection of insolvency proceedings due to lack of assets, as well as in the event of payment default by the customer, we are entitled to withdraw from the contract, provided it has not yet been fully performed by both parties. In the event of withdrawal due to fault on the part of the customer, we have the option of demanding either a lump-sum compensation of 15% of the gross invoice amount, or compensation for the actual damage incurred. In the event of payment default by the customer, we are released from all further performance and delivery obligations and are entitled to withhold outstanding deliveries or services and demand advance payments or securities, or to withdraw from the contract after setting a reasonable grace period. If the customer withdraws from the contract without being entitled to do so, or requests its cancellation, we have the option of insisting on performance of the contract or agreeing to its cancellation. In the latter case, the customer is obliged, at our discretion, to pay either a lump-sum compensation of 15% of the gross invoice amount or the actual damage incurred. For contracts concluded at a distance (§§ 5a ff of the Consumer Protection Act), the customer may withdraw from the contract within seven working days, with Saturdays not counting as working days. The period begins on the day the goods are received by the customer, or in the case of services, on the day the contract is concluded. It is sufficient to dispatch the withdrawal declaration within this period. If the customer withdraws from the contract pursuant to this provision, they must bear the costs of returning the goods. The returned goods must be sent back to us in perfect condition. They must be resalable. The customer bears the risk of transport. Should the goods not arrive in the condition described above (e.g. visually unsightly, partially or completely defective), we are entitled to claim the damage incurred. If a loan was taken out for the contract, the customer must also bear the costs of any required authentication of signatures, as well as the charges (fees) for the granting of credit. For services that are contractually agreed to commence within seven working days of the conclusion of the contract, withdrawal is not possible.

VI. Reminder and Collection Costs The contracting party (customer) undertakes, in the event of default, to reimburse the creditor for any reminder and collection costs incurred, to the extent they are necessary for appropriate legal enforcement, whereby they specifically undertake to reimburse at most the fees of the engaged collection agency as set out in the ordinance of the Federal Ministry of Economic Affairs on the maximum rates of remuneration due to collection agencies. If the creditor operates the reminder system themselves, the debtor undertakes to pay an amount of EUR 10.90 per reminder issued and an amount of EUR 3.63 per half-year for maintaining records of the debt in the reminder system.

VII. Delivery, Transport, Acceptance Default Our sales prices do not include costs for delivery, assembly, or installation. Assembly, cable laying, and power supply must be carried out or provided by a specialist body/superstructure company and are not included in the scope of delivery. Upon request, these services can be organized by us for separate payment, subcontracted to external companies, or, depending on feasibility, carried out by us directly. For transport or delivery, the actual costs incurred plus a reasonable overhead surcharge will be charged, with a minimum of the freight and haulage rates applicable or customary on the day of dispatch for the chosen mode of transport. Services provided by us are charged based on time spent (travel to/from site + service time). Services are performed on working days between 07:30 and 16:30. For services requested outside these hours, we charge a surcharge of 100%. If the customer has not accepted the goods as agreed (acceptance default), we are entitled, after an unsuccessful grace period, to either store the goods at our premises — for which we charge a storage fee of 0.1% of the gross invoice amount per commenced calendar day — or to store them at a cost and risk to the customer at an authorized facility. At the same time, we are entitled to either insist on performance of the contract or, after setting a reasonable grace period of at least two weeks, to withdraw from the contract and dispose of the goods elsewhere. We deliver our goods via freight forwarder or parcel services. Confirmed delivery times or delivery dates are therefore to be understood as the date on which the goods leave our company. We are not liable for transport-related delays or misdeliveries.

VIII. Delivery Period We are only obliged to perform once the customer has fulfilled all obligations required for execution, in particular all technical and contractual details, preliminary work, and preparatory measures. We are entitled to exceed the agreed dates and delivery periods by up to one week. Only after that may the customer withdraw from the contract after the expiry of a reasonably set grace period, provided the goods have not been delivered within that period either.

IX. Place of Performance The place of performance is the registered office of our company.

X. Minor Changes to Performance Minor or other changes to our performance or delivery obligations that are reasonable for our customers are deemed approved in advance.

XI. EU Conformity Assessment of KWS Scales KWS scales are delivered in individual parts and have therefore not yet been subject to a conformity assessment (EU conformity assessment procedure), nor have they been adjusted or calibrated. The optional, chargeable EU conformity assessment procedure (commonly known as initial verification) of the weighing system can and may be carried out by KWS GmbH upon written order. The calibrated weights and the necessary lifting equipment including support aids must be provided by the customer. The vehicle or equipment must be in a structurally delivery-ready condition, and the application of calibrated weight pieces must be safely possible. The customer bears the risk of an EU conformity violation that may arise from subsequent work on the vehicle or equipment. The user of the scale assumes responsibility, as well as the rights and obligations arising from the use of our weighing system. They ensure that the scale delivered by us is not used for legally relevant commercial transactions until its EU conformity has been established. In the event of any legal disputes between authorities/courts and third parties arising from a failure to carry out the EU conformity assessment or re-verification, the company that carried out the handover to the user shall bear all costs incurred by KWS in such proceedings. It also undertakes to indemnify and hold harmless KWS GmbH in this regard.

XII. Warranty, Guarantee, and Damages The warranty for products manufactured by KWS is 12 months from the date of invoicing. The conclusion of a separate guarantee or warranty extension can only be accepted in written form and requires an individual agreement. A repair does not extend the guarantee or warranty period. All claims for damages and any associated consequential costs are excluded when making use of a warranty or guarantee, as well as independently thereof, unless the injured party can document and independently prove gross negligence. The limitation period for claims for damages is three years from the transfer of risk. We are generally not liable for damages arising from the use of our products and systems. Warranty, as well as any guarantee available under a separate agreement, can only be claimed for products and not for services of our company. For products not manufactured by KWS (trade goods), no warranty or guarantee can be granted; the conditions of our suppliers or manufacturers apply in such cases. Before connecting or transporting IT products or before installing computer programs, the customer is obliged to adequately back up the existing data on their computer system; otherwise they shall bear responsibility for any lost data and all related damages.

XIII. Product Liability Recourse claims within the meaning of § 12 of the Product Liability Act are excluded, unless the party entitled to recourse proves that the defect was caused within our sphere of responsibility and was at least grossly negligent.

XIV. Retention of Title and Its Enforcement All goods are delivered by us subject to retention of title and remain our property until full payment has been made. The enforcement of the retention of title only constitutes withdrawal from the contract if this is expressly declared in writing. In the event of goods being returned, we are entitled to charge the transport and handling costs incurred. Returned goods must be sent to us in perfect, resalable condition. The customer bears the risk of transport. Should the goods not arrive in the condition described above (e.g. visually unsightly, partially or completely defective), we are entitled to charge for the damage incurred. In the event of third-party access to the goods subject to retention of title — in particular through seizure — the customer undertakes to point out our ownership and to notify us immediately. If the customer is not a trader for whom dealing in the goods acquired from us forms part of their ordinary business operations, they may not dispose of the goods subject to retention of title until the outstanding purchase price has been paid in full, and in particular may not sell, pledge, give away, or lend them. The customer bears the risk for the goods subject to retention of title, including in particular the risk of destruction, loss, or deterioration.

XV. Assignment of Claims In the case of delivery under retention of title, the customer hereby assigns to us, by way of payment, their claims against third parties arising from the sale or processing of our goods, until our claims have been finally settled. Upon request, the customer must inform us of their buyers and notify them of the assignment in a timely manner. The assignment must be recorded in the business books, in particular in the open items list, and must be made visible to the buyer on delivery notes, invoices, etc. If the customer is in default of their payments to us, the sales proceeds received by them are to be kept separate, and the customer holds these solely in our name. Any claims against an insurer are hereby already assigned to us within the limits of § 15 of the Insurance Contract Act. Claims against us may not be assigned without our express consent.

XVI. Choice of Law, Jurisdiction Austrian law applies. The applicability of the UN Convention on Contracts for the International Sale of Goods is expressly excluded. The language of contract and negotiations is German. The contracting parties agree on Austrian, domestic jurisdiction. In the case of non-consumer transactions, the court with subject-matter jurisdiction at the registered office of our company shall have exclusive local jurisdiction over all disputes arising from this contract. The locally competent court is agreed to be the District Court of Stockerau, and in any case the court with subject-matter jurisdiction within the district of the Regional Court of Korneuburg.

XVII. Data Protection, Change of Address, and Copyright The customer gives their consent for the personal data contained in the purchase contract to be stored and processed by us in an automated manner in fulfilment of this contract. The customer is obliged to notify us of any changes to their residential or business address for as long as the legal transaction forming the subject of the contract has not been fully performed by both parties. If such notification is omitted, declarations shall be deemed received even if sent to the last known address. Plans, sketches, or other technical documents, as well as samples, catalogues, brochures, illustrations, and the like, remain our intellectual property at all times; the customer does not receive any rights of use or exploitation of any kind therein.