General terms and conditions

1. validity of the general terms and conditions and deviations

The following General Terms and Conditions apply to all current and future contracts between the Client and the Contractor.
Deviations from these terms and conditions and in particular also conditions of the client shall only apply if they are expressly recognized and confirmed in writing by the contractor.
In the event of a continuous business relationship, subsequent orders shall be subject to these General Business Conditions, even if the Contractor does not refer to them again.

2. offers, ancillary agreements

Unless otherwise specified, the Contractor’s offers are subject to change without notice with regard to all specified data, including the fee.
If an order confirmation of the Contractor contains changes compared to the order, these shall be deemed to be approved by the Client unless the Client objects in writing without delay.
Agreements and any subsequent amendments to these agreements must always be in writing.

3. placing of order

The type and scope of the agreed service result from the contract, power of attorney and these General Terms and Conditions.
Changes and additions to the order require written confirmation by the Contractor in order to become the subject of the present contractual relationship.
The Contractor undertakes to duly execute the order placed with it in accordance with the generally recognized rules of technology and the principles of economic efficiency.
The Contractor may engage other appropriately authorized persons for the performance of the contract and place orders with them in the name and for the account of the Client. However, the Contractor shall be obliged to notify the Client of this intention in writing and to give the Client the opportunity to object to this placing of the order with a third party within 10 days.
The Contractor may also engage other appropriately authorized persons as sub-planners for the performance of the contract and place orders with them in the name of and for the account of the Contractor. However, the Contractor shall be obliged to notify the Client in writing if it intends to have orders carried out by a sub-planner and to give the Client the opportunity to object to this placing of the order with the sub-planner within one week; in this case, the Contractor shall carry out the order itself.

4. warranty and compensation

Warranty claims can only be made after notification of defects, which must be made exclusively by registered letter within 14 days of handover of the service or partial service.
Claims for redhibitory action and price reduction are excluded. Claims for improvement or supplementation of what is missing shall be fulfilled by the Contractor within a reasonable period of time, which shall generally be one third of the period agreed for the performance of the service. A claim for damage caused by delay cannot be asserted within this period.
The Contractor shall only be liable to the Client in the event of at least gross negligence.

5. withdrawal from the contract

Withdrawal from the contract is only permissible for good cause.
If the Contractor is in default with a service, the Customer may only withdraw from the contract after setting a reasonable grace period; the grace period must be set by registered letter.
In the event of a delay on the part of the Customer with regard to a partial performance or an agreed cooperation activity, which makes the execution of the order by the Contractor impossible or significantly impedes it, the Contractor shall be entitled to withdraw from the contract.
If the Contractor is entitled to withdraw from the contract, the Contractor shall retain the claim to the entire agreed fee, likewise in the event of unjustified withdrawal by the Client. Furthermore, §1168 ABGB (Austrian Civil Code) shall apply; in the event of justified rescission by the Client, the Contractor shall pay for the services rendered by the Client.

6. fee, scope of services

Unless otherwise stated, all fees are in EURO.
The stated fee amounts do not include value added tax (VAT), which is to be paid separately by the client.
Compensation with any counterclaims, for whatever reason, is inadmissible.
Unless otherwise agreed, the non-binding calculation recommendations issued by the Contractor’s trade association shall form part of the contract.
Unless otherwise agreed, the fee shall be paid within 30 days from the date of issue of the submitted invoice. In the event of a delay in payment, interest on arrears and compound interest shall accrue at a rate of 9.2 percentage points above the base interest rate p.a..

7. place of performance

The place of performance for all services shall be the Contractor’s registered office.

8. secrecy

The Contractor is obliged to keep confidential all information provided by the Client.
The Contractor shall also be obliged to keep its planning activities confidential if and as long as the Client has a justified interest in such confidentiality. After execution of the order, the Contractor shall be entitled to publish the contractual work in whole or in part for advertising purposes, unless otherwise agreed by contract.

9. protection of the plans

The Contractor reserves all rights and uses to the documents created by it (in particular plans, brochures, concepts, strategy papers, implementation plans, technical documents).
Any use (in particular processing, execution, duplication, distribution, public presentation, making available) of the documents or parts thereof shall only be permitted with the express consent of the Contractor. All documents may therefore only be used for the purposes expressly specified when the order is placed or by a subsequent agreement.
The Contractor shall be entitled, and the Client shall be obliged, to state the name (company, business name) of the Contractor in publications and announcements about the Project.
In the event of a violation of these provisions for the protection of the Documents, the Recipient shall be entitled to a penalty in the amount of twice the reasonable fee for the unauthorized use, whereby the right to assert a claim for damages in excess thereof shall remain reserved. This penalty is not subject to judicial mitigation. The burden of proof that the Client did not use the Contractor’s documents shall be on the Client.

10. choice of law, place of jurisdiction

Contracts between the Client and the Contractor shall be governed exclusively by Austrian law.
For all disputes arising from this contract, the exclusive jurisdiction of the Commercial Court of Vienna is agreed.

11. severability clause

Should any of the above contractual provisions be or become invalid, this shall not affect the validity of the remaining contractual provisions. A provision that comes closest in economic terms shall be deemed to have been agreed.

[1] Therefore, the following regulations do not apply or apply with the following deviations for consumers:

Points 1.b, 2.c and 3.b do not exclude the validity of informally submitted declarations of the engineering company or its representatives.
The engineering office will point out the legal consequence of the failure to object within the period according to points 3.d and 3.e in the notification.
Points 4.a and 4.b do not apply.
Point 5.b does not apply to fixed transactions.
Item 5.d shall apply with the proviso that only the provision of § 1168 ABGB shall apply.
The prohibition of set-off in item 6.c does not apply in case of insolvency of the engineering office and for counterclaims that have been judicially determined, acknowledged by the engineering office or are legally related to the claim of the engineering office.
The last two sentences of item 9.d do not apply.
Item 10.b shall only apply if the Client has its domicile, habitual residence or place of employment at this location. This shall not exclude other places of jurisdiction to which the Client is entitled.