Over 30 years experience in the Pet Food business
We produce natural dog treats and sell PAWZ dog boots.
General Sales Terms
a.) All our offers, deliveries and services shall be subject to these General Terms and Conditions of Sale.
b.) Our Terms of Sale shall apply exclusively. Different terms shall only apply if we have expressly acknowledged them in writing. Acceptance of our services shall be deemed to be an acknowledgement of our Terms of Sale, even if the customer has confirmed our services using deviating terms and conditions.
2. Conclusion of the contract
a.) All our offers are subject to confirmation. Contracts will only be concluded validly by means of a confirmation from ourselves. Oral representations made by our representatives or employees shall only be binding for us if they have been expressly confirmed by us in writing.
b.) A contract will only be concluded if Firma Douglas, has confirmed the placed order in writing or has shown by delivering the goods that it has accepted the order.
3. Prices, payment
a.) Subject to special agreement, prices shall apply ex works.
b.) Should the applicable prices charged by our suppliers, or other costs incurred for our products, rise after the conclusion of the contract and before delivery, we shall be entitled to adequately increase the agreed prices.
c.) The customer may only assert rights to set-off if his counter-claims have been conclusively determined or have been acknowledged by ourselves. The customer may exercise a right to retention only if his claim is based upon the same contract.
4. Delivery and delayed delivery
a.) Agreements on a binding delivery date must be made in writing. Delivery periods shall commence at the date of our order confirmation, however, not before all details of the order have been completely clarified, all documents and/or deposits have been received and any required certificates from national or foreign authorities have been provided.
b.) Delivery periods and delivery dates refer to the time of dispatch from our warehouse. They shall be deemed to have been met upon notification of the readiness for dispatch, if goods cannot be sent on time due to reasons for which we are not responsible.
c.) Unless agreed otherwise in writing, our delivery terms shall only be approximations. Even if a fixed delivery period or delivery date has been agreed, we must be granted an adequate period of grace should we be in default. After fruitless expiry of the period of grace, the customer may disengage from the contract with regard to the quantity which has not been notified to be ready for dispatch at the time the period of grace expires.
d.) We shall not be liable for delayed deliveries, or deliveries not performed at all. Delivery periods shall be extended – not withstanding our rights in case of default by the customer – by the period of time during which the customer is in default with his obligations from this contract or from other purchases. Force majeure, and circumstances for which we are not responsible, shall entitle us to postpone the delivery by the period of time of the hindrance or by an adequate start-up period, or to terminate the contract, either in part or completely, with regard to the non-performed part. The customer may request a declaration from us stipulating whether we intend to terminate the contract or provide delivery within an adequate period of time. If we do not provide this declaration, the customer may terminate the contract.
5. Passing of risk and dispatch
For all transactions, including deliveries, the risk of damage to, or loss of, the goods shall pass to the customer upon the goods being handed over to a forwarder or carrier, at the latest, however, upon the goods leaving the warehouse or the supply facility. Default of acceptance on the customer’s side shall be deemed tantamount to handover. We shall not be obligated to insure the goods. If the customer requests so in writing, we shall cover the delivery by means of a transport insurance; any costs incurred shall be paid by the customer. We shall not be liable for weight losses during transport. Requests with regard to shipping shall always be provided to us by the customer upon placement of the order. The choice of the type and route of shipment shall, however, always be at our discretion – without a guarantee for the fastest way of delivery. Extra expenses for courier or express shipment, being effected upon the customer’s request, shall be borne by the customer.
6. Dimensions, weights and delivered quantities
For purposes of billing, the dimensions, weights and quantities stipulated in the shipping/accompanying documents shall be decisive. Objections with regard to delivered dimensions, delivered weights and delivered quantities must be made in writing at the latest three working days after receipt of the goods at their destination.
7. Reservation of title
a.) The goods shall remain our property up until the time all present and future claims from the business relationship with the customer have been fulfilled.
b.) The customer shall be obligated to separately store and mark the goods belonging to us (reserved-title goods).
c.) The customer shall be obligated to specially store our reserved-title goods and to mark them clearly. The customer shall be obligated to handle the purchased objects with care; in particular, the customer shall be obligated, at his own cost, to sufficiently insure these goods at their replacement value, against damage due to fire, water and theft.
d.) Should our reserved-title goods be processed or mixed, intermingled or compounded with other objects which do not belong to us, we shall obtain joint ownership in the new object, to the relation of the value of the purchased product to the other processed goods at the time they were processed. What has been said for the purchased object delivered subject to reservation of title shall also apply to the object emerging from the processing. Reserved-title goods may only be sold within the due course of business.
e.) Any other dispositions, in particular pledging and transferral as security of the reserved-title goods, are prohibited. All claims the customer obtains with regard to the reserved-title goods from re-sales or on other legal grounds are hereby fully assigned to us in advance; in case of joint ownership, the assignment shall only encompass the share of the claim corresponding to our share of joint ownership. Re-sales are only admissible subject to safeguarding of this assignment.
f.) The customer shall only be authorised to collect the assigned claims within the due course of business, and only revocable. Upon our request, he shall inform his debtors of the assignment. We shall also be entitled to carry out this notification at any time.
g.) The customer’s authorisation to dispose of the reserved-title goods as well as to process, remodel, compound, mix and intermingle them, furthermore to collect the assigned claims, shall cease to exist in case of a non-compliance with the terms of payment, in case of unauthorised dispositions, protests of bills of exchange or cheques as well as in cases where the opening of insolvency proceedings against the customer has been applied for, or if we learn of a substantial deterioration of the customer’s financial situation. In such cases, we shall be entitled to immediately take possession of the reserved-title goods, to enter the customer’s facilities for this purpose, to request useful information on the reserved-title goods and on any claims from their re-sale, as well as to inspect the customer’s books, in as far as this serves to secure our rights. Furthermore, we shall be entitled to expressly prohibit processing and any modification of the delivered reserved-title goods, to revoke the authority for collection, and to inform third-party companies of the prohibition and the revocation. The costs for collection, return or transfer of indirect possession of the delivered reserved-title goods shall be borne by the customer.
h.) In as far as registration and/or fullfilment of other requirements is a prerequisite for the validity of this reservation of title, the customer shall be obligated – notwithstanding our own authority – to immediately undertake any necessary activities, and to provide all necessary information. If, and as far as, the decisive legal system does not provide for the arrangement of a reservation of title, the customer shall provide us with other adequate security, should he make use of a commercial credit.
i.) The customer shall inform the seller immediately of any attachments or other interference by third parties, in order to enable the seller to file a law suit. Should the customer not meet this obligation, he shall be liable for any damage incurred.
j.) Upon the customer’s request, the seller undertakes to release the security interest he holds, in as far as the liquidable value of such security interest exceeds the seller’s claims. The seller shall choose which securities to release.
8.Notification of defects and warranty
a.) The customer must examine the goods and their packaging immediately upon receipt. In particular, the customer shall open individual samples of the goods and inspect them. The customer must provide written information on all perceptible defects, shortfall quantities or incorrect deliveries, within five working days after delivery, however, in all cases before the goods are re-sold, used or processed. The customer must provide written notification of any hidden defects immediately after they have been detected. Due to the nature of the delivered goods, the customer shall only be entitled to this right during the first four weeks after delivery.
b.) Our statutory liability for defects is limited to subsequent performance, i.e. at our discretion either elimination of the defect or substitute delivery. The customer must give us sufficient opportunity to provide subsequent performance; if he does not do so, we shall be released from any liability for the consequences resulting from this. The customer may eliminate the defect himself or through third parties, and request reimbursement of the necessary expenses in urgent cases only, for instance in order to maintain safe operation or to prevent disproportionately large damage. The customer must always return the replaced parts to us.
c.) Claims by the customer obliging us to carry out cover purchases in cases of non-performance, shall be excluded.
d.) Any further claims by the customer due to defects, other than those provided for in the above sections
b.) to e.) shall be excluded. Therefore, we shall not be liable for damages which have not occurred to the product itself, nor for any other damages to the customer’s estate. In particular, we shall not be liable for damages occurring to pets and farm animals through animal feed, or for damages caused by the delivery of pest-afflicted products, for instance animal feed products, to other estate positions of the customer.
a.) We accept liability for our products to be free of defects according to state-of-the-art technology. Our liability is excluded:
aa.) if our products are not stored or used properly by the customer or by third parties;
bb.) in cases of natural wear-and-tear or deterioration of the products;
cc.) if the products are not handled or processed correctly;
dd.) if unsuitable operating media are used;
ee.) in case of damage caused by work carried out by third parties, if such work had not expressly been approved by us.
b.) Our liability, irrespective of its legal basis, shall be limited to intent, gross negligence, and slight neglicence in case of breach of an essential contractual obligation, on our part or on the part of our vicarious agents. In cases of slight negligence we shall only be liable for damages which are predictable and characteristic of the contractual use of the products.
c.) All limitations of liability stipulated in these Terms and Conditions of Sale shall not apply:
aa.) to cases of damage to persons,
bb.) to damage caused by the lack of a property which we have guaranteed,
cc.) to claims under the Austrian Product Liability Act.
10. Written form, partial invalidity
a.) Modifications of, amendments to, and the mutual rescission of, this contract shall be preferably in writing. Notifications by telefax or other means of electronic communication shall be deemed to meet the written form requirement. The same shall apply for any other representations by the contracting partners which may be necessary for the establishment, safeguarding or exertion of their rights, in particular notifications of defects, setting of deadlines, or unilateral declarations of rescission.
b.) Should one provision be or become void or invalid, this shall not affect the validity of the remainder of the provisions.
c.) Should one or several provisions in this contract including these General Terms and Conditions be invalid, the contracting partners shall agree on a legally valid substitute regulation which comes as close as possible to the economic content of the invalid regulation.
11. Data Protection
Firma Douglas shall be entitled to record, store, process, use information and data about the customer and to transmit them to third parties.
12. Assignment of claims
Neither this Agreement nor any of the rights, interests or obligations under the Agreement shall be assigned, in whole or in part, by operation of law or otherwise by the customer without the prior written consent of the Firma Douglas. 13. Place of performance, place of jurisdiction, applicable law
a.) The place of performance shall be Vienna.