GT&C

10/2024

I. Validity

Our company's deliveries, services, and offers are provided exclusively on the basis of these terms and conditions. We do not recognize any customer terms and conditions that conflict with or deviate from our terms and conditions unless we have expressly agreed to their validity. Our actions in fulfilling the contract shall not be deemed to constitute consent to contractual terms that deviate from our terms and conditions. These terms and conditions also serve as a framework agreement for all further legal transactions between the contracting parties.

II. Conclusion of contract

A customer's offer to conclude a contract requires an order confirmation. The dispatch of the goods ordered by the customer also constitutes the conclusion of the contract. If offers are made to us, the offeror is bound by them for a reasonable period of time, but at least 8 days, from receipt of the offer.

III. Price

Unless expressly stated otherwise, all prices quoted by us are exclusive of VAT. Should labor costs change due to collective bargaining agreements within the industry or internal company agreements, or should other cost centers relevant to the calculation or costs necessary for the provision of services, such as those for materials, energy, transport, subcontracting, financing, etc., change, we reserve the right to increase or reduce prices accordingly. This does not apply to consumer transactions.

IV. Payment terms, default interest

MUnless otherwise agreed, our claims are to be paid in cash upon delivery of the goods. Cash discounts require a separate agreement. In the event of late payment, including partial payments, any cash discount agreements shall also become invalid. Payments by the customer are only considered made upon receipt of the amount in our business account.
In the event of late payment by the customer, we are entitled, at our discretion, to demand compensation for the actual damage incurred or default interest at the statutory rate. In the event of late payment by the customer, our company is also entitled to demand compound interest from the date of delivery of the goods.

V. Withdrawal from the contract

In the event of default in acceptance (Section VII.) or other important reasons, such as in particular the customer’s bankruptcy or the dismissal of bankruptcy due to lack of assets, as well as in the event of default in payment by the customer, we are entitled to withdraw from the contract provided it has not yet been fully fulfilled by both parties. In the event of withdrawal, if the customer is at fault, we have the choice of demanding flat-rate compensation of 15% of the gross invoice amount or compensation for the actual damage incurred. In the event of default in payment by the customer, we are released from all further performance and delivery obligations and are entitled to withhold any outstanding deliveries or services and to demand advance payments or securities, or to withdraw from the contract after setting a reasonable grace period. If the customer withdraws from the contract without being entitled to do so or requests its cancellation, we have the choice of insisting on performance of the contract or agreeing to its cancellation; In the latter case, the customer is obliged, at our discretion, to pay a flat-rate compensation amounting to 15% of the gross invoice amount or the actual damage incurred.

In the case of distance selling contracts (§§ 5a ff of the Consumer Protection Act), the consumer can withdraw from the contract within 7 working days, whereby Saturdays do not count as working days. The period begins on the day the goods are received by the consumer or, in the case of services, on the day the contract is concluded. It is sufficient to send the declaration of withdrawal within this period. If the consumer withdraws from the contract in accordance with this provision, they must bear the costs of returning the goods; if a loan was taken out for the contract, they must also bear the costs of any necessary certification of signatures as well as the duties (fees) for granting the credit. In the case of services whose performance is agreed to begin within 7 working days of conclusion of the contract, withdrawal is not possible.

VI. Reminder and collection fees

In the event of default, the contractual partner (customer) undertakes to reimburse the creditor for reminder and collection fees incurred, insofar as they are necessary for effective legal action. In particular, the contractual partner undertakes to reimburse the fees of the debt collection agency involved, which are determined by the Federal Ministry of Economic Affairs and Energy's regulation on the maximum rates of fees due to debt collection agencies. If the creditor manages the dunning process itself, the debtor undertakes to pay an amount of EUR 10.90 for each reminder issued and an amount of EUR 3.63 per half year for maintaining records of the debt relationship in the dunning process.

VII. Delivery, transport, delay in acceptance

Our sales prices do not include costs for delivery, assembly, or installation. Upon request, however, we will provide or organize these services for a separate fee. The actual costs incurred for transport or delivery will be invoiced, plus a reasonable overhead surcharge, but at least the freight and haulage charges applicable on the day of delivery or the customary rate for the selected mode of transport. Assembly work will be charged based on the time spent, with an industry-standard hourly rate being agreed upon.

If the customer fails to accept the goods as agreed (default of acceptance), we are entitled, after setting an unsuccessful grace period, to either store the goods at our premises, for which we will charge a storage fee of 0.1% of the gross invoice amount per calendar day or part thereof, or to store the goods at the customer's expense and risk with an authorized tradesman. At the same time, we are entitled to either insist on contract fulfillment or, after setting a reasonable grace period of at least two weeks, to withdraw from the contract and otherwise dispose of the goods.

VIII. delivery time

We are only obligated to perform the service once the customer has fulfilled all of its obligations necessary for execution, in particular, all technical and contractual details, preliminary work, and preparatory measures.
We are entitled to exceed the agreed dates and delivery periods by up to one week. Only after this period has expired and after setting a reasonable grace period may the customer withdraw from the contract.

IX. Place of performance

The place of performance is the registered office of our company.

X. Minor performance changes

If the transaction is not a consumer transaction, minor or other changes to our service or delivery obligations that are reasonable for our customers are deemed to be approved in advance. This applies in particular to deviations inherent in the item (e.g., dimensions, colors, wood and veneer pattern, grain and structure, etc.).

XI. Liabillty for damages

All claims for damages are excluded in cases of slight negligence. This does not apply to personal injuries or, in the case of consumer transactions, to damage to items accepted for processing. The injured party must prove the existence of slight or gross negligence, unless the transaction is a consumer transaction. If the transaction is not a consumer transaction, the limitation period for claims for damages is three years from the transfer of risk. The provisions regarding damages contained in these terms and conditions or otherwise agreed upon also apply if the claim for damages is asserted in addition to or instead of a warranty claim.
Before connecting or transporting IT products or installing computer programs, the customer is obligated to adequately back up the data already stored on the computer system; otherwise, the customer will be responsible for any lost data and all related damages.

XII. Product liability

Claims for recourse within the meaning of Section 12 of the Product Liability Act are excluded unless the party entitled to recourse proves that the defect was caused in our sphere of influence and was at least due to gross negligence.

XIII. Retention of title and its enforcement

All goods are delivered by us subject to retention of title and remain our property until paid in full. Asserting our retention of title only constitutes a withdrawal from the contract if this is expressly declared. If goods are taken back, we are entitled to charge any transport and handling costs incurred. In the event of third parties accessing the reserved goods - in particular by way of seizure - the customer undertakes to point out our ownership and to notify us immediately. If the customer is a consumer or not an entrepreneur whose ordinary business operations include trading in the goods purchased from us, he may not dispose of the reserved goods until the outstanding purchase price claim has been paid in full, and in particular may not sell, pawn, give away or lend them. The customer bears the full risk for the reserved goods, in particular for the risk of destruction, loss or deterioration.

XIV. Assignments of claims

In the case of delivery subject to retention of title, the customer hereby assigns to us, on account of payment, any claims against third parties arising from the sale or processing of our goods until our claims have been finally settled. Upon request, the customer must name his purchasers and inform them of the assignment in a timely manner. The assignment must be recorded in the business books, particularly in the open item list, and made visible to the purchaser on delivery notes, invoices, etc. If the customer defaults on payments to us, the sales proceeds received by him must be segregated and the customer holds them solely in our name. Any claims against an insurer are hereby assigned to us within the limits of Section 15 of the German Insurance Contract Act.
Claims against us may not be assigned without our express consent.

XV. Retention

If the transaction is not a consumer transaction, the customer is not entitled to retain the entire gross invoice amount in the event of a justified complaint, except in cases of reversal.

XVI. Choice of law, place of jurisdiction

Austrian law applies. The applicability of the UN Convention on Contracts for the International Sale of Goods is expressly excluded. The contract language is German. The contracting parties agree to the exclusive jurisdiction of Austrian domestic courts. Unless this is a consumer transaction, the court with subject-matter jurisdiction at the registered office of our company shall have exclusive local jurisdiction to resolve all disputes arising from this contract.

XVII. Data protection, change of address and copyright

The customer consents to the automated storage and processing by us of any personal data included in the purchase contract in fulfillment of this contract.
The customer is obligated to notify us of any changes to their residential or business address as long as the contractual transaction has not been fully fulfilled by both parties. If this notification is omitted, declarations shall be deemed received even if they are sent to the last address provided.
Plans, sketches, or other technical documents, as well as samples, catalogs, brochures, illustrations, and the like, always remain our intellectual property; the customer does not receive any rights of use or exploitation whatsoever..