AGB - General Terms and Conditions
1. validity of general terms and conditions (GTC)
Unless expressly agreed otherwise, our General Terms and Conditions of Business made known to the contractual partner shall apply.
Our contractual partner agrees that, in the event of doubt, our terms and conditions shall be assumed in the event of the use of general terms and conditions by him, even if the terms and conditions of the contractual partner remain unchallenged.
In this respect, contractual performance on our part shall not be deemed to constitute consent to contractual terms and conditions that deviate from our terms and conditions. If ambiguities nevertheless remain in the interpretation of the contract, these are to be resolved in such a way that the contents that are usually agreed in comparable cases are deemed to have been agreed.
2. offerOur offers are subject to change. The contract shall not be deemed concluded until we have sent a written order confirmation.
3. protection of plans and documents / confidentialityPlans, sketches, cost estimates and other documents such as brochures, catalogues, samples, presentations and the like shall remain our intellectual property. Any use, in particular the passing on, duplication, publication and making available, including the copying of extracts, requires our express consent.
All of the documents listed above can be reclaimed by us at any time and must be returned to us immediately without being asked if the contract is not concluded.
Our contractual partner also undertakes to maintain confidentiality vis-à-vis third parties with regard to the knowledge gained from the business relationship.
4. price (purchase price, remuneration for work)
If no reasoned objection to our invoice is raised in writing within 2 weeks, it shall in any case be deemed approved.
Unless expressly stated otherwise, all prices quoted by us are exclusive of VAT. In the event of invoicing, the statutory VAT will be added to these prices.
5. terms of payment (due date, partial payment, discount)The buyer/customer undertakes to pay the full purchase price/work wage upon conclusion of the contract.
The purchase price/remuneration is to be paid within 7 days of receipt of the invoice without any deductions and free of charges.
6. interest on arrears
Even in the event of default in payment by the Buyer/Customer through no fault of its own, we shall be entitled to charge default interest in the amount of 10% above the base interest rate per annum; this shall not affect any claims for compensation for proven higher interest rates.
7. transport - assumption of risk
Unless expressly agreed otherwise, the costs and risk of transport for deliveries shall be borne by our contractual partner.
8. retention of title
The goods shall remain our property until the purchase price and all costs and expenses have been paid in full. A resale is only permitted if we have been notified of this in good time in advance, stating the name or company name and the exact business address of the buyer, and we agree to the sale. In the event of our consent, the purchase price claim shall be deemed assigned to us and we shall be authorised to notify the third-party debtor of this assignment at any time. In the event of a plurality of claims on our part, payments by the debtor shall be allocated primarily to those of our claims that are not (or no longer) secured by retention of title or other means of security.
In the event of default, we shall be entitled to assert our rights arising from the retention of title. It is agreed that the assertion of the retention of title does not constitute a cancellation of the contract, unless we expressly declare the cancellation of the contract.
9. place of performanceThe place of performance for both our service and the consideration is Lerchenstraße 17/26 5023 Salzburg, AUSTRIA.
10. non-performance/delay in delivery and performance
In any case, the buyer/customer must accept minor delays in delivery without being entitled to claim damages or to withdraw from the contract
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10.1 Default of acceptance
If our contractual partner is in default of acceptance, we shall be entitled to store the goods at our premises, for which we shall charge a storage fee of EUR 4.50 per calendar day or part thereof
.11. cancellation fees/repentance fee
The buyer has the right to withdraw from the contract without giving reasons (§ 909 ABGB) against payment of a cancellation fee (a regret fee) of 15% of the purchase price/remuneration
.12. unilateral changes in performance
Properly justified and reasonable changes to our performance or delivery obligation, in particular reasonable delivery deadlines or short-term payment deadline overruns on our part, shall be deemed to have been approved in advance.
13. warranty
Apart from those cases in which the right to rescission (cancellation of the contract) is granted by law, we reserve the right to fulfil the warranty claim at our discretion by improvement, replacement or price reduction.
The recipient must always prove that the defect already existed at the time of handover.
The goods must be inspected immediately after delivery. Any defects found must also be reported to the seller immediately, but at the latest within 3 days of delivery, stating the nature and extent of the defect.
Concealed defects must be reported immediately after their discovery. If a notification of defects is not made or not made in good time, the goods shall be deemed to have been approved. The assertion of warranty claims or claims for damages as well as the right to challenge errors due to defects are excluded in these cases.The statutory warranty provisions apply.
14. compensation for damages
Apart from personal injury, we are only liable if the injured party can prove gross negligence on our part.
15. product liability
Any recourse claims directed against us by contractual partners or third parties under the title "product liability" within the meaning of the Austrian 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 due to gross negligence
.16. offsetting
A set-off against our claims with counterclaims of any kind whatsoever is excluded.
17. prohibitions on refusal of performance and prohibitions on retention
Justified complaints do not entitle the customer to withhold the entire invoice amount, but only a reasonable part of it.
18. formal requirements
All agreements, subsequent amendments, supplements, collateral agreements, etc. must be made in writing to be valid, including the original signature or secure electronic signature.
19. choice of law
This contract shall be governed by Austrian substantive law; the applicability of the UN Convention on Contracts for the International Sale of Goods is excluded.
20. jurisdiction agreement
The court with subject-matter jurisdiction at the registered office of our company shall have local jurisdiction to decide all disputes arising from this contract. However, we also have the right to take legal action at the general place of jurisdiction of the contractual partner.
21. arbitration agreement - arbitration21.1 Domestic arbitration
Any dispute or claim arising out of or in connection with this Agreement, including disputes concerning its validity, breach, termination or nullity, shall be finally settled under the Rules of Arbitration (Vienna Rules) of the International Arbitral Centre of the Austrian Federal Economic Chamber (VIAC) by one or three arbitrators appointed in accordance with these Rules.
21.2 International arbitration in the VIAC
"All disputes or claims arising out of or in connection with this Agreement, including disputes concerning its validity, breach, termination or nullity, shall be finally settled under the Rules of Arbitration (Vienna Rules) of the International Arbitral Centre of the Austrian Federal Economic Chamber (VIAC) by one or three arbitrators appointed in accordance with these Rules."
English version
All disputes arising out of this contract or related to its violation, termination or nullity shall be finally settled under the Rules of Arbitration and Conciliation of the International Arbitral Centre of the Austrian Federal Economic Chamber in Vienna (Vienna Rules) by one or more arbitrators appointed in accordance with these rules.
21.3 Arbitration at the International Chamber of Commerce in Paris
Any dispute arising out of or in connection with this Agreement shall be finally settled under the Rules of Arbitration of the International Chamber of Commerce (ICC) by one or more arbitrators appointed in accordance with the said Rules.
The provisions on emergency arbitration shall not apply.English version:
All disputes arising out of or in connection with the present contract shall be finally settled under the Rules of Arbitration of the International Chamber of Commerce by one or more arbitrators appointed in accordance with the said Rules.
The Emergency Arbitrator Provisions shall not apply.
22.1 Cost estimate
The cost estimate is prepared to the best of our knowledge, but no guarantee can be given for its accuracy. If costs increase by more than 15% after the order has been placed, the Contractor shall inform the Client immediately.
In the case of unavoidable cost overruns of up to 15%, a separate notification is not required and these additional costs can be invoiced without further ado.Unless otherwise agreed, order changes or additional orders can be invoiced at reasonable prices.
22.2 Electronic invoicing
Our customer agrees that invoices may also be issued and transmitted to him electronically
.22.3 Loss of appointment
If the customer has to pay his payment obligation in instalments, it shall be deemed agreed that if even one instalment is not paid on time, all outstanding instalments shall become due immediately without any further grace period being set.
In the case of consumer transactions, the above provision shall apply mutatis mutandis insofar as we have rendered our service in full, even if only one outstanding payment by the customer is due for at least six weeks, and if we have sent the customer a reminder setting a grace period of at least two weeks under threat of losing the deadline.
22.4 Default interest for credit transactions with consumers
In the case of credit transactions with consumers, the default interest shall amount to the interest rate agreed for the contractual payment plus 5 percentage points per annum.
