Conditions
1. Validity of general terms and conditions (GTC)
Unless expressly agreed otherwise, our general terms and conditions made known to the contractual partner shall apply.
Our contractual partner agrees that in the case of the use of general terms and conditions by him, our conditions are to be assumed in case of doubt, even if the conditions of the contractual partner remain unchallenged.
Actions to fulfill the contract on our part do not count as consent to contractual terms that deviate from our terms. If there are still ambiguities in the interpretation of the contract, these are to be cleared up in such a way that those contents that are usually agreed in comparable cases are deemed to be agreed.
2nd offer
Our offers are non-binding. The contract is only deemed to have been concluded once we have sent a written order confirmation.
3. Protection of Plans and Documents / Confidentiality
Plans, sketches, cost estimates and other documents such as brochures, catalogues, samples, presentations and the like remain our intellectual property. Any use, in particular passing on, duplicating, publishing and making available, including copying only in part, 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 does not come about.
Furthermore, our contractual partner undertakes to keep secret the knowledge that has come to him from the business relationship towards third parties.
4th prize (purchase price, wages)
If no reasoned objection is raised in writing against our invoice within 2 weeks, it is deemed to have been approved.
Unless expressly stated otherwise, all prices quoted by us are exclusive of sales tax. In the event of offsetting, the statutory sales tax will be added to these prices.
5. Terms of payment (due date, partial payment, discount)
The buyer/customer of work undertakes to pay the purchase price/wage in full upon conclusion of the contract.
The purchase price/wage is to be paid within 7 days of receipt of the invoice without any deductions and free of charges.
6. Default interest
Even if the buyer/orderer is in default of payment through no fault of his own, we are entitled to charge interest on arrears at a rate of 10% above the base interest rate annually; this does not affect claims for reimbursement of proven higher interest.
7. Transport - risk of loss
In the absence of an express agreement to the contrary, our contractual partner bears the costs and risk of transport for deliveries.
8. Retention of Title
The goods 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 informed of this in good time beforehand, stating the name or company and the exact business address of the buyer, and if we agree to the sale. If we agree, the purchase price claim is deemed to have been assigned to us and we are authorized at any time to notify the third-party debtor of this assignment. In the case of a number of claims on our part, payments by the debtor are primarily attributed to those of our claims that are not (or no longer) secured by a retention of title or other means of security.
In the event of default, we are entitled to assert our rights from the retention of title. It is agreed that the assertion of the retention of title does not constitute a withdrawal from the contract unless we expressly declare our withdrawal from the contract.
9. Place of Performance
The place of performance for both our service and the return service is Lerchenstraße 17/26 5023 Salzburg, AUSTRIA.
10. Non-performance/delay in delivery and performance
In any case, the buyer/orderer has to accept minor exceeding of the delivery period without being entitled to a claim for damages or a right of withdrawal.
10.1. delay of acceptance
If our contractual partner is in default of acceptance, we are entitled to store the goods at our premises, for which we charge a storage fee of EUR 4.50 per calendar day or part thereof.
11. Cancellation Fees/Peneties
The buyer has the right to withdraw from the contract against payment of a cancellation fee (a penalty) of 15% of the purchase price/work wages without giving reasons (§ 909 ABGB).
12. Unilateral Changes in Benefits
Objectively justified and appropriate changes to our performance or delivery obligation, in particular reasonable delivery times or short-term payment deadlines on our part, are deemed to have been approved in advance.
13. Warranty
Apart from those cases in which there is a legal right to conversion (cancellation of the contract), we reserve the right to fulfill the warranty claim through improvement, exchange or price reduction at our discretion.
The transferee must always prove that the defect already existed at the time of handover.
The goods must be examined immediately after delivery. Defects found in the process must also be reported to the seller immediately, but no later than 3 days after delivery, stating the nature and extent of the defect.
Hidden defects must be reported immediately after their discovery. If a notice of defects is not raised or not raised in good time, the goods are deemed to have been approved. The assertion of warranty or damage claims as well as the right to contest errors due to defects are excluded in these cases.
The statutory warranty provisions apply.
14. Indemnification
Apart from personal injury, we are only liable if gross negligence can be proven by the injured party.
15. Product Liability
Any claims for recourse that contractual partners or third parties direct against us under the title "product liability" within the meaning of the PHG are excluded unless the person entitled to recourse proves that the error was caused in our sphere and was at least the result of gross negligence.
16. Set-off
Offsetting against our claims with counterclaims of any kind is excluded.
17. Bans on refusing performance and bans on retention
Justified complaints do not entitle the holder to withhold the entire, but only a reasonable part of the invoice amount.
18. Formalities
All agreements, subsequent changes, additions, ancillary agreements, etc. must be in writing to be valid, including the original signature or a secure electronic signature.
19. Choice of Law
Austrian substantive law is to be applied to this contract, the applicability of the UN Sales Convention is excluded.
20. Jurisdiction Agreement
The competent court at the registered office of our company is locally responsible for deciding all disputes arising from this contract. However, we have the right to sue at the contractual partner's general place of jurisdiction.
21. Agreement to Arbitrate – Arbitration
21.1. Domestic Arbitration
Any dispute or claim arising out of or in connection with this contract, including disputes as to its validity, breach, termination or nullity, shall be settled in accordance with the Rules of Arbitration (Vienna Rules) of the International Arbitration Institution of the Austrian Federal Economic Chamber (VIAC) of one or three pursuant arbitrators appointed under these Rules.
21.2. International arbitration in the WKÖ
"Any dispute or claim arising out of or in connection with this contract, including disputes as to its validity, breach, termination or nullity, shall be settled in accordance with the Rules of Arbitration (Vienna Rules) of the International Arbitration Institution 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 Center 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
All disputes arising out of or in connection with this Agreement shall be finally decided under the Rules of Arbitration of the International Chamber of Commerce (ICC) by one or more arbitrators appointed pursuant to these Rules.
The provisions on the summary arbitration procedure do 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 correctness. Should there be cost increases of more than 15% after the order has been placed, the contractor will inform the client immediately.
In the case of unavoidable cost overruns of up to 15%, a separate agreement is not required and these additional costs can be billed 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 can also be created and sent to him electronically.
22.3. missed deadline
Insofar as the customer has to make his payment obligation in installments, it is agreed that if payment is not made on time, even just one installment, all outstanding partial services will become due immediately without setting a further grace period.
In the case of consumer transactions, the above provision applies accordingly if we have rendered our service in full, even if the customer's service is at least six weeks overdue, and if we have reminded the customer, setting a grace period of at least two weeks and threatening to lose the deadline.
22.4. Default interest on credit transactions with consumers
In the case of credit transactions with consumers, the interest on arrears amounts to the interest rate agreed for the contractual payment plus 5 percentage points per year.
