General Terms and Conditions of Sale, Delivery, and Payment

The basis for a lasting and successful business relationship is not the General Terms and Conditions of Sale, Delivery, and Payment, but rather good cooperation, mutual trust, and sincerity.  Nevertheless, it cannot be avoided that we agree upon certain points for all business with our customers that differ from or supplement legal regulations.

1. GENERAL

Our business relationships, from the point of initiation to the final completion, are exclusively subject to the terms and conditions of business that are printed on the reverse side of our price lists, business stationery, offers, order confirmations, and invoices.  The terms and conditions for purchase of our customers, whether or not they are different, are fundamentally not recognized.

2. OFFERS AND PRICES

Our offers are subject to alteration until our confirmation of the order and do not obligate us to accept an order.  A contract only comes into existence with the issuance of our order confirmation.  The customer is bound to its orders for two weeks after the receipt of an order.

Unless otherwise expressly agreed upon, the offer price is understood to be net without value added tax, without packaging, and without means of transportation, transport loading ex works.  Any statement about transport costs is not binding and is only based upon charges from past experience.

A price agreement is invalidated if the customer subsequently changes the order or alters the execution documents.

3. DELIVERIES AND DELIVERY DATES

Our delivery obligation is fulfilled at the moment of transfer of the sold goods to the shipping agent.  The transport consequently fundamentally takes place at the risk and at the cost of the receiver.  If the transport is arranged by us, this takes place exclusively in the name of the customer.  We therefore do not accept any responsibility for damages of any kind during transport.

Shipments of slabs or floor tiles that are above or below the amount ordered by up to 5% must be accepted by the customer.

Statements about the delivery time are not binding unless a fixed date of delivery has expressly been agreed upon.  Nevertheless, delivery times that have been provided will be honored to the greatest extent possible.  Exceeding the delivery period does not grant the right of withdrawal from the contract.  Rather, we are granted an additional period of delivery of at least six weeks.  Claims for damages by the customer because of exceeding the delivery period are expressly excluded.  Cases of force majeure are subject to special review on an individual basis.

Delivery periods that are agreed upon begin with the date of the issuance of the order confirmation or with the completion and receipt of all documents necessary for the contractually guaranteed, unequivocal execution of the order.

4. SAMPLES AND QUALITY

Samples always provide only an approximate indication regarding color and structure.  Variations within the framework of that which is reasonable and customary are permissible at the execution of the order.

With large orders, no guarantee is made regarding an absolute match of the material to be supplied.  Natural properties of the material, such as open deposits, discolorations, pores, mineral deposits, veins, petrification, tinges of color, etc. do not constitute grounds for a notice of deficiency.  With colored stone, industrial-quality bonding or reinforcement with fiberglass mesh or polyester do not constitute grounds for a complaint.  Differences in the thickness of the material supplied by up to +/- 2 mm. does not constitute grounds for a notice of deficiency.

5. NOTICE OF DEFICIENCY

Verbal notices of deficiency are fundamentally null and void.

Written notices of deficiency must be received by us within five business days after the receipt of the goods by the customer.  In the case of justified notices of deficiency, we first and foremost reserve the right to provide a substitute shipment.  A reduction in the purchase price is permissible only if we refuse a substitute shipment.  Claims for damages, in particular because of non-compliance or because of indirect or consequential loss, are fundamentally excluded to the extent that they have not occurred because of any intent or gross negligence on our part.  Furthermore, all notices of deficiency are excluded if the material has been reprocessed or installed.

6. PAYMENT

Unless otherwise expressly agreed upon, our invoices are due for payment within thirty days of the date of the invoice.  For payment within fourteen days of the invoice date, we will grant a two percent payment discount.  Conditions of payment that differ from those expressed herein and that have been mutually agreed to are fundamentally valid only for that corresponding order.

We are entitled to require a change in the valid payment conditions up until the point of prepayment if after the order confirmation, circumstances are discovered which provide a reasonable doubt as to the capacity and/or willingness of the customer to pay compared to the level of knowledge at the time of the order confirmation.  In this instance, the customer is not entitled to cancel orders that have already been placed.

In the event that payment is in arrears, we are entitled to impose interest on arrears at a rate of five percentage points above the legally proscribed interest rate in addition to possible interest for damages.

Payment shall be carried out in the currency in which the invoice is issued.

Payments by check or draft shall only be considered to have been carried out when the funds are freely available to us.  All payments shall be made to us net of any possible expenses, charges, or commissions.

An offset against claims from deliveries that have already been supplied is only possible with such counterclaims that have been recognized by us or ascertained by us to be legally valid.  The same holds true for any possible right of retention.

7. RESERVATION OF TITLE

Until complete payment of the purchase price has been effected as well as until all possible other obligations of the customer to us have been fulfilled, the delivered goods remain our property.  In the event that the delivered goods are connected with objects that are not our property, we acquire the co-ownership of the new item brought into existence by them in the ratio of the invoice price of the reserved goods to that of the connected objects without an expressed transfer of property being required.

In the case of the goods that are our reserved property, the customer is obligated on its part to likewise only dispose of them as reserved property.  The customer hereby assigns to us the claims that exist from the resale or other legal justification with respect to third parties for security up to the amount of each claim that is still open.  The customer is empowered to collect the assigned claims but may only require payment to us.  Otherwise, the customer shall make available to us all information and documents necessary for the collection of the assigned claims.  In the case of the access by third parties to goods that are our reserved property, the customer is obligated to immediately make known to them our reservation of title.

In the event that the customer is in arrears, we reserve the right to take possession of the reserved goods without further notice and to transport these away at the customer’s expense without being obligated to a dissolution of the purchase contract.

8. COMPETENT JURISDICTION

The competent jurisdiction for all disputes arising from the business relationship is Bolzano, Italy or, at our option, the jurisdiction of the registered address of the customer.  It is agreed that the legal system to be applied is that of Germany.