Unless otherwise agreed in writing, the following terms and conditions apply and are an integral part of the contract between Mevisto GmbH, an Austrian limited liability company („Mevisto“), and the customer („Customer“). The Customer's terms and conditions and any different or additional terms or conditions contained in any documents issued or submitted by Customer are expressly rejected. Mevisto’s terms and conditions shall apply even if the Customer does not refer to them or refers to its own terms and conditions. Verbal or telephonic supplementary agreements are only legally valid after written confirmation by Mevisto. These terms and conditions together with other applicable order confirmation and the delivery documention constitute the sole, exclusive, and entire agreement between the Customer and Mevisto.
All of Mevisto’s offers to manufacture gemstones from hair or ashes, ceramics and jewelry („Product“) provided by the Customer shall exclusively be made in written form. All offers are non-binding and subject to change and do not bind Mevisto to fulfilment. Product specifications provided by sales representatives, in catalogs or brochures, etc. are non-binding and only become valid when expressly referred to in the order confirmation.
3. Order and Confirmation
Contracts shall be entered into upon receipt of Mevisto‘s written order confirmation. In addtion, a contract is also concluded when Mevisto has commenced performance or made delivery as a result of an order placed by Customer.
4. Delivery and Time of Delivery
The scope of delivery shall be limited to include only the products and services, including any specifications of the products and services explicitly agreed upon in the order confirmation. All manufacturers, suppliers, forwarding agents, etc. required to fulfill the order shall be determined and commissioned by Mevisto. Agreed delivery dates shall be met as far as possible, but shall always be considered non-binding. Partial deliveries are possible and are considered to be a partial fulfilment. Events of force majeure, operational disruptions, transport and customs clearance delays, etc., in Mevisto‘s own operations as well as those of our suppliers shall entitle Mevisto, to the exclusion of claims for damages, to postpone delivery for the duration of the impediment, as well as to cancel the delivery obligation in whole or in part. Even after the conclusion of a contract, Mevisto has the right to make changes to the quality of the delivery item (e.g., with regard to its technical or tasteful design). Claims arising from non-performance or delay are expressly excluded.
5. Price and Payment
All prices include applicable sales tax. The published prices at the time of order are applicable. Mistakes and printing errors are to be disregarded. After publication of a newprice list, all previous prices become invalid. Payment is due and payable upon receipt of the invoice.
6. Warranty and Liability
Claims for damages of any kind are excluded, except in the case of intentional acts. Customer acknowledges thatProducts are manufactured specifically and are unique, therefore, there shall be no valid claims to a deviation from the color request, carat weight, or the purity of the Product.
IN NO EVENT SHALL MEVISTO BE LIABLE TO CUSTOMER FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE AND WHETHER OR NOT BUYER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE. IN NO EVENT SHALL MEVISTO’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE TOTAL AMOUNT PAID TO MEVISTO FOR THE SPECIFIC PRODUCT OR SERVICE PROVIDED PER ORDER. THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSES ARE EXPRESSLY EXCLUDED.
7. Custom-Made Products
Custom-made products are manufactured specifically for Customer. Deviations in color, shape, size, carat weight, purity or number of pieces of an order are not a defect and do not entitle the Customer to complain or change the order because such characteristics can not be influenced. The Product’s achieved carat weight is the basis of the order and corresponding invoicing.
8. Data Protection
For each specific order, Mevisto obtains consent to transfer data if this is required for the execution of the specific order (e.g., in the case of legal obligations and for handling of money and payment transactions). All other transmissions of data require mutual agreement.
In the event of cancellation, Mevisto has the option, if Customer is at fault, to claim the greater of (i) liquidated damages of 15% of the gross invoice amount, or (ii) compensation for the actual damage incurred. If, after order confirmation and conlcusion of the contract, Mevisto learns of circumstances about Customer's assets which plausibly call into question Customer's ability to pay, Mevisto shall be entitled to cancel the contract at any time without setting a grace period. Likewise, Mevisto is entitled to cancel the contract if Mevisto made an error in the preparation of the offer or in the price information. In this case, Customer is not entitled to assert any claims against Mevisto.
10. Partial Invalidity
If individual provisions of the above terms and conditions of sale become wholly or partially invalid as a result of separate business agreements or as a result of amended court findings, law, etc., this shall not affect the validity of all other provisions.
11. Applicable Law and Jurisdiction
Any and all transactions between Mevisto and Customer shall be governed by the laws of Austria, without regard to its choice of law principles. The applicability of the UN Convention on the International Sale of Goods is expressly excluded. The contractual language is English. All disputes arising out of the business dealings between Mevisto and Customer shall exclusively be subject to the jurisdiction of the local court at the registered office of Mevisto and Customer expressly consents to the jurisdiction of such court.