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Company seat: 8184 Fűzfőgyártelep, Hrsz.:1498/270.
Place of business: 8184 Fűzfőgyártelep, Nitrokémia ipartelep Hrsz.:1498/270.
Contact: info@viarprofil.hu, +36 30/ 205 3303, +36 88/ 574 724
Company registration number: 19 09 512223
VAT: 11678629-2-19
Registration number: VE11678629

General Conditions of Sales

  1. 1.       General

1.1     Our terms of sale and delivery (referred to herein as: “general terms and conditions”) apply exclusively for all current business relationships with the Purchaser and for future business relationships insofar as there are of a legal nature. Earlier general  terms and conditions, which may or not differ from the present term, lose their validity.

1.2    The offer, offer acceptance, order conformation and/or the sale of all products shall be governed by the general terms and conditions set forth below. General terms and conditions of the Purchaser that are contrary to or differ from the following terms and conditions are rejected; we shall only recognize these if we have given express written consent.

1.3     Viarprofil reserves the right to correct errors in its sales brochures, price lists,offer documents or other documentation without our being held liable for these


  1. 2.       Offer and conclusion of contract

2.1    Our offers, regardless of the form in which they are made, are - until we receive the reply - are without engagement, unless otherwise expressly agreed. They are based on the specifications of the Purchaser, which must precisely describe the local conditions insofar as they affect the products we are to deliver.

2.2    The quantity, quality, description and any specific characteristics of the goods are in accordance with our offer. The content and scope of our deliveries and services are defined solely by our written order confirmation. All sales documents, specifications and price lists are to be treated confidentially and may not be disclosed to any third parties without prior our express written consent. We reserve all proprietary rights and copyrights in respect of all sales documentation, specifications and price lists and similar documentation.

2.3    Placement of the order is a binding declaration that the Purchaser will purchasethe ordered item. Changes to the order are no longer possible after order receipt.Additional agreements or assurances are only valid insofar as they havebeen confirmed by us in writing.

  1. 3.       Delivery dates, delivery of goods

3.1     Specific delivery times are only binding if our written order confirmation containsa calendar date for delivery and if this date has been expressly confirmed inwriting as a binding delivery date.

3.2    The delivery period only begins after all technical questions and other particularities of the order have been clarified with the Purchaser and the Purchaserhas duly fulfilled any other obligations in a timely manner. These obligations onthe part of the Purchaser include making available the necessary documentationand the settlement of any agreed advance payments. Plea of unfulfilled contractshall remain reserved.

3.3     The delivery period shall be extended by a reasonable period in the event of

unforeseeable obstacles beyond our control, such as force majeure, strike action,          lockouts and business disruption. The Purchaser shall be immediately informedof the reason and predicted duration of the delay.

If the hindrance is not expected to end within a reasonable period of time, we

shall be entitled to declare the contract avoided in its entirety or partially.

3.4    In the event of a delivery delay, the Purchaser can only declare the contractavoided, if he first fixed an additional period of time of reasonable length for performancein the declaration of avoidance and no performance is rendered withinthis period of time.

3.5     Partial services and partial deliveries are permissible within a reasonable scopeand can be invoiced accordingly.

3.6    Should the Purchaser come into acceptance delay or should he culpably be inbreach of other duties to cooperate, we shall be entitled to make claims for anydamage we incurred, including any extra expenses. This has no influence onthe du-ties of the Purchaser to settle the purchase price when due. In the eventof an acceptance delay, we shall store the goods at the risk and expense of thePurchaser. At the request of the Purchaser, we shall insure the goods at thePurchaser’s expense.

Further claims shall remain reserved.

  1. 4.       Purchase price

4.1.     The purchase price is the price specified in the order confirmation. If no price isspecified there, the purchase price is the price in our current price list that isvalid at the time of order placement, or the price contained in the offer.

4.2.     Expenses that arise from changes requested by the Purchaser after our orderconfirmation to the type or scope of delivery or that arise from the fulfilment ofnew or unforeseeable statutory requirements shall also be invoiced separatelyfrom the quoted purchase price.

4.3.     We reserve the right to raise the price of goods, aftertimely notification of the Purchaser and prior to de-livery of the goods, as necessarydue to general price trends that are beyond our control (such as fluctuationsin currency exchange rates, currency regulations and changes in customs duties)or due to changes in the delivery data.


  1. 5.       Conditions of payment

5.1.      The purchase price is due as of the day of invoice placement. For payments within 8 days from the invoice date, a 2% cash discount is permissible. Interest on latepayment will not be charged for payments effected within 30 days of the invoicedate. Customer-specific or order-specific agreements regarding the size of the discount,the discount deadline or interest on late payment shall only take precedenceif these have been confirmed in writing by us. The discount regulation does not affectthe due date pursuant to Section 1 and does not include extension or standstillagreements. For new customers we require that payment be made prior to delivery.

5.2.     Payments should be made by bank transfer or by cheque; cheque payments areaccepted in lieu of performance. We only accept bills of exchange in lieu of performanceand only if agreed in writing. All costs arising from the acceptance of billsof exchange shall be borne by the Purchaser.

5.3.      If it is agreed that the Purchaser is to open a documentary credit via his bank (oranother bank that is acceptable to us), it is stipulated that the credit opening bemade aligned with the Uniform Customs and Practice for Documentary Credits,Revision 1993, ICC Publication No. UCP 500.

5.4.     If the Purchaser fails to effect payment by the due date, we shall have the right toperform any further deliveries to the Purchaser against advance payment only.Further claims shall remain reserved. Interest on late payment shall be 8 percentabove the respective base rate p.a. The claiming of higher damages shall remainreserved, likewise the claiming of further damage or loss incurred, including legalcosts incurred for the claim.

5.5.      If, after the effective conclusion of the contract, the business circumstances of thePurchaser change to the point where they cast doubt on the creditworthiness ofthe Purchaser on the grounds to reasonable business judgement, or if Viarprofilonly acquires knowledge of this situation at that time, we are entitled to delay deliveryof the goods until the goods are paid in advance or we have been given acommensurate security for the payment. For new orders, in addition to being entitledto demand advance payment, we also have the right to effect delivery versuspayment. Furthermore, we are entitled to rescission of the contract.

5.6.     The Purchaser shall have no right to make offset except in respect of the Purchaser'scounterclaims that have been established at law and are undisputed. Theright of retention is excluded if the Purchaser knew of the defect or any other reasonfor complaint at the passage of risk without having reserved his rights in writingto this effect or if it remained unknown to him due to gross negligence. Thisdoes not apply if we acted fraudulently or if we granted a guarantee for the qualityof the item/work.

  1. 6.       Passage of risk, transport, packaging

6.1.     The route and means of dispatch shall be determined at our discretion. Thepackaging is not determined on an item-related basis but on the grounds of transportrelated, production-related and environmental considerations.Reusable packaging is on loan to the Purchaser. Within three weeks, the Purchasershall notify us in writing of return of the packaging units and make thepackaging available. Failure to do so shall give us the right to charge a rental feeretroactively or to invoice the value of the packaging, which must be paid immediatelyupon receipt. This regulation does not apply to one-way packaging. It becomesproperty of the Purchaser and is not taken back.

6.2.     Risk of coincidental loss and coincidental deterioration of the purchased item shallpass to the Purchaser no later than upon arrival of the goods with our vehicle onthe Purchaser’s company premises or at a destination specified by the Purchaseron a firm road surface; if the transfer location is not navigable, passage of risk shalltake place at the nearest location where arrival and departure are readily possible.If the goods are shipped to a place other than the place of performance at the instructionof the Purchaser, the risk of coincidental loss and coincidental deteriorationof the purchased item shall pass to the Purchaser upon handover of the purchaseditem to the forwarder. The undisputed acceptance of the consignment bythe forwarder shall be deemed as proof of the perfect quality of the packaging andproper loading, provided that the Purchaser does not prove that the packaging exhibiteddefects when the consignment was handed over or the consignment wasnot properly loaded.

6.3.     If the Purchaser delays acceptance, risk of coincidental loss and coincidentaldeterioration of the purchased item shall pass to the Purchaser from the day ofreadiness for dispatch.

6.4.     In the case that we deliver the goods with our own transport vehicles, we shall takeout a transit insurance policy within the framework of our general policy.

6.5.     The above Sections 1 to 4 also apply to partial deliveries.

  1. 7.       Reservation of ownership

7.1.      The delivered item shall only become the Purchaser's property upon completepayment.


  1. 8.       Warranty, notice of defects

8.1.     Warranty rights are subject to the Purchaser having properly complied with hisexamination and notification obligations pursuant to Art. 38 f CISG. If there anycomplaints, apparent faults are to be reported immediately, however within 8 daysafter receipt of the goods at the latest, hidden faults immediately after their discovery,otherwise the goods shall be deemed approved. Art. 39 Para. 2 CISG shallremain unaffected.

  1. 9.       Limitation of liability

9.1.     We shall render damages for the goods' lack of conformity only if we are at faultwith respect to the said lack of conformity. Claims for damages under nonfundamentalbreaches of contract are excluded.

  1. 10.    Final conditions

10.1.  Alterations and amendments to the contract including these general terms andconditions shall require written form. This shall also apply to an alteration of thiswritten form clause. Additional oral agreements have not been made.

10.2.  The UN Convention for the International Sale of Goods (CISG) shall applyunless anything to the contrary arises from these general terms and conditions.Hungarian law shall apply for those areas not covered by the CISG.

10.3.  The sole place of jurisdiction for all disputes arising from the contract shall beour principle place of business in Veszprém, Hungary.

10.4.  The Purchaser is informed herewith that all personal data obtained in regard tothe business relationship shall be processed within the scope of the GermanData Protection Act.

10.5.  Should individual provisions of the contract, including these general terms andconditions, become wholly or partially in-effective, this does not affect the validityof the remaining provisions. The partially or wholly ineffective regulation is tobe replaced with a provision by means of which the in-tended economic purposecan be achieved to the greatest possible extent.