General terms of delivery and payment (GTC)
LabConsulting.at GmbH for short
Client/buyer: hereinafter referred to as customer
1. Validity, conclusion of contract
1.1 – The following terms and conditions apply exclusively to all deliveries/services by LabConsulting. Deviations from these and other supplementary agreements with the customer are only effective if they are confirmed in writing by LabConsulting and only apply to the specific business case. When the order is placed with us, at the latest when our delivery/service is accepted, our terms and conditions are deemed to have been accepted by the customer.
1.2 – Any terms and conditions of the customer in his order will not be accepted by LabConsulting unless expressly agreed otherwise in writing. A special objection to the customer’s terms and conditions is not required.
1.3 – Declarations addressed to LabConsulting must be made in writing (including fax or email) to be legally effective. Verbal orders and agreements as well as verbal ancillary agreements and assurances only become legally binding after written confirmation by LabConsulting. The only correct delivery address for documents to LabConsulting is the company headquarters of LabConsulting in 2331 Vösendorf, Zum Anningerblick 10. Delivery to another address is not approved and has no legal effect.
1.4 – In the case of goods ordered electronically – especially in the online shop – we will confirm receipt of the customer’s order. However, the confirmation of receipt does not constitute a binding acceptance of the order. The acceptance of the order only occurs when the ordered goods are shipped, unless LabConsulting has expressly accepted the order in writing in individual cases. At the latest when ordering, the customer must provide an address for electronic mail (e-mail address), the technical functionality of which he assures from the time of the order until the complete fulfillment of the contract. Communications from LabConsulting can be sent by e-mail to the specified e-mail address until revoked or until the customer has notified a change. Messages sent by e-mail are deemed to have been received by the customer after they have been sent, unless the customer provides evidence that a message sent to him has not been received for reasons beyond his control.
1.5 – In the case of obvious typographical, printing and/or calculation errors, we are entitled to withdraw as long as both parties are not completely satisfied; this is subject to the statutory rights to assert lack of will.
1.6 – Should individual provisions of these General Terms and Conditions be ineffective, this shall not affect the validity of the remaining provisions and the contracts concluded on the basis of them. The ineffective provision is to be replaced by an effective one that comes closest to the meaning and purpose.
2. Prices, terms of payment, retention of title
2.1 – Our prices are net prices in € ex works/warehouse plus VAT at the statutory rate. The prices stated at the time of the order apply. If the price is not specified, the calculation will be based on the LabConsulting price list valid on the day of delivery or service. The customer agrees to the transmission of invoices electronically.
2.2 – The purchase price is due for payment immediately upon delivery/service and without deduction, unless special payment terms have been agreed in writing in individual cases. When ordering in the online shop, the purchase price is due for payment in advance, unless other payment terms are granted. Irrespective of a payment term granted, LabConsulting has the right to carry out all outstanding deliveries/services only against immediate cash payment if the customer defaults on payment or LabConsulting becomes aware of circumstances after the conclusion of the contract that result in a significant deterioration in the customer’s financial situation.
2.3 – If the customer defaults in payment, default interest of 10% p.a. or higher statutory default interest will be charged. Furthermore, in the event of default in payment, the customer undertakes to reimburse LabConsulting for the dunning and collection expenses incurred, insofar as they are necessary for appropriate legal prosecution. In any case, this includes, according to § 458 UGB, operating costs of € 40.00, as well as according to § 1333 Para. Costs as a result of commissioning a collection agency or lawyer. Further rights and claims of LabConsulting remain unaffected by this.
2.4 – If LabConsulting has agreed payment in installments with the customer, LabConsulting is entitled to demand immediate payment of the entire outstanding debt in the event of late payment of partial amounts or ancillary claims (loss of deadline).
2.5 – The customer can only offset against claims by LabConsulting if his counterclaim has been recognized in writing by LabConsulting or has been determined by a court.
2.6 – The goods delivered by LabConsulting remain the property of LabConsulting until full payment of the purchase price including all ancillary obligations. The customer must inform us immediately in writing of any access by third parties to the goods, as well as of any damage or a change of ownership. As long as the retention of title exists, a sale, pledging or other transfer of the goods is only permitted if the customer discloses the name and business address of the buyer/entitled person and LabConsulting agrees to this legal transaction. In the event of resale, the purchase price claim is already assigned to LabConsulting and LabConsulting is authorized at any time to inform the third-party debtor of this assignment. At the same time, the customer is obliged in this case to make a corresponding note in his books or on his invoices. After the assignment, the customer is authorized to collect the claim; However, LabConsulting reserves the right to collect the claim itself as soon as the customer does not properly meet his payment obligations. If the customer defaults in payment, LabConsulting is entitled to reclaim the reserved goods from the customer.
3. Delivery/Service by LabConsulting
3.1 – A reasonable delivery period is deemed to have been agreed; we carry out our deliveries/services without unnecessary delay. Unless expressly agreed as binding, the delivery and service periods specified by LabConsulting are only approximate and non-binding. Partial deliveries are permitted.
3.2 – If LabConsulting is in default, the customer can only withdraw from the contract after giving LabConsulting a grace period of at least 14 days in writing and this has expired without result. Claims for damages by the customer due to non-performance or delay, also in the form of contractual penalties, are excluded, except in the case of proof of intent or gross negligence on the part of LabConsulting by the customer.
3.3 – If the delivery/service by LabConsulting is delayed for reasons for which LabConsulting is not responsible, such as events of force majeure and other unforeseeable events that cannot be averted with reasonable means (strikes, operational and traffic disruptions and sovereign decrees), the delivery obligations are suspended for the duration and scope of the hindrance and the deadlines are extended accordingly. If such delays last more than two months, the customer and LabConsulting are entitled to withdraw from the contract.
3.4 – Dispatch/transport takes place ex works/warehouse at the customer’s expense and risk; the risk passes to the customer when the ordered goods are handed over to the transport company selected by LabConsulting, but at the latest when they leave the factory/warehouse. When ordering several products, there may be partial deliveries for packaging reasons. Any costs incurred as a result of default in acceptance of ordered goods shall be borne by the customer.
3.5 – Packaging materials will only be taken back by LabConsulting if there is a legal obligation. If LabConsulting has a take-back obligation in accordance with the provisions of the Waste Electrical and Electronic Equipment Ordinance, an old device will be taken back against an expense allowance of €200.00 to finance the collection or treatment.
4. Liability of LabConsulting
4.1 – In cases of slight negligence, liability on the part of LabConsulting for property damage or financial loss of the customer is excluded, regardless of whether it is direct or indirect damage, lost profit or consequential damage. The exclusion of liability also applies to application technology or other consulting services in any form. In cases of slight negligence, LabConsulting is only liable for personal injury to the customer insofar as there is coverage from the existing business liability insurance, limited in amount to the sum insured of €1.5 million.
4.2 – In cases of gross negligence, LabConsulting is only liable for damage to property or financial losses of the customer insofar as there is coverage from the existing business liability insurance, and limited in terms of amount to the amount insured of €1.5 million. The existence of gross negligence on the part of LabConsulting the aggrieved customer has to prove In the event that the customer has a claim to insurance for the damage incurred, this amount is to be fully offset against the asserted claim for damages.
4.3 – The customer must observe the instructions for use or processing guidelines, safety data sheets and generally accepted rules and the like that are decisive for the use and processing of products. In the event of a breach of these by the customer, the causality of this breach for damage that has occurred and the freedom from defects in the delivery/service by LabConsulting are assumed.
4.5 – Claims for damages by the customer must be asserted in court within 12 months of delivery/service, otherwise they are excluded.
5. LabConsulting Warranty
5.1 – Drawings, illustrations, dimensions and weights of the products we offer in catalogues, brochures or leaflets or similar. are to be understood as guide values just like samples or test pieces and are therefore only approximate, unless they have been expressly designated as binding. Production-related deviations are to be accepted by the customer, provided the underlying sample has been approved or the deviations are not significant. The customer has the instructions for use or similar relevant for the use and processing of products. to be observed by LabConsulting.
5.2 – The customer must notify us of any defects immediately after receipt of the delivery/service, at the latest within five days of delivery/service, hidden defects immediately after recognizing them, in writing with a description of the defect; otherwise the goods are deemed to have been approved and the assertion of warranty and damage claims as well as the right to avoid errors due to defects is excluded.
5.3 – If a delivery/service is defective, the primary warranty is at LabConsulting’s option through improvement, exchange or credit up to the value of the goods complained about or the order. The defective goods must be returned by the customer immediately. Complaints do not entitle the customer to withhold the entire, but at most half of the invoice amount for the delivery/service affected by the defect, but at the longest until the replacement delivery. The customer must provide LabConsulting with a sample of the delivery complained about. In the event of unjustified notices of defects, the customer must reimburse LabConsulting for all costs associated with examining the alleged defects.
5.4 – The warranty period is six months from delivery/service. The right of recourse against LabConsulting according to § 933b Abs. 1 ABGB expires six months after delivery/service; thereafter there is no longer any liability due to a right of recourse by the customer.
6. Intellectual Property Rights and Copyrights / Documents
6.1. – If a third party raises legitimate claims against the customer due to the infringement of property rights by deliveries/services provided by LabConsulting and used in accordance with the contract, LabConsulting will, at its own discretion and at its own expense, either provide a Obtain the right of use, change them in such a way that the property right is not violated, or exchange them. If this is not possible under reasonable conditions, the customer is entitled to the statutory conversion rights.
6.2. – Claims by the customer are excluded if the infringement of property rights is caused by special specifications by the customer, by an application not foreseeable by LabConsulting or by the fact that the delivery/service is changed by the customer or used together with goods not supplied by LabConsulting.
6.3. – The customer is responsible for ensuring that the execution drawings submitted by him do not infringe on third-party property rights; he has to indemnify LabConsulting in case of recourse claims.
6.4. – The customer undertakes to use the delivery/service only within the scope of what is contractually and/or legally permitted and to strictly comply with any license conditions. This also applies to LabConsulting’s rights to its website and its content such as texts, graphics, logos, brands, titles, programs, price lists and other services. Documents handed over by LabConsulting may not be made accessible to third parties or duplicated or used for anything other than the agreed purpose.
The customer agrees, subject to revocability at any time, that LabConsulting may automatically determine, store, process and use the personal data provided by the customer (name, address, e-mail, account details, etc.) for the purposes of contract processing and customer support.
8. Jurisdiction, applicable law, place of performance
8.1 – The place of jurisdiction for all legal disputes in connection with this contractual relationship is the competent court in Wiener Neustadt. LabConsulting is also entitled to sue the customer at his general place of jurisdiction.
8.2 – The contract and all claims derived from it are subject to Austrian substantive law to the exclusion of the UN Sales Convention. The contract language is German.
8.3 – The place of performance for all deliveries/services from this contract is the company headquarters of LabConsulting.