General Terms and Conditions
of Styrian Timber Construction Companies - Provincial Guild of Timber Construction
1. Validity
1.1.
These terms and conditions apply between us as the contracted company and natural and legal persons (hereinafter referred to as the customer) for the present legal transaction, and also for all future transactions with business customers, even if no explicit reference is made to them in individual cases, especially in future supplementary or follow-up orders.
1.2.
The version of our GTC valid at the time of contract conclusion, available on our homepage or on the Provincial Guild of Timber Construction's website www.holzbau-stmk.at, applies.
1.3.
We contract exclusively based on our GTC.
1.4.
The customer's terms and conditions or changes and amendments to our GTC require our explicit - for business customers, written - consent to be valid.
1.5.
The customer's terms and conditions will not be recognized even if we do not explicitly object to them upon receipt.
2. Offer/Contract
2.1.
Our offers are non-binding.
2.2.
Commitments, assurances, and guarantees on our part or agreements deviating from these GTC in connection with the contract conclusion become binding for business customers only through our written confirmation.
2.3.
Information about our products and services listed in catalogs, price lists, brochures, advertisements at trade fairs, circulars, advertising mailings, or other media (information material) that is not attributable to us must be disclosed by the customer to us if the customer bases their decision to commission us on it. In such cases, we can comment on their accuracy. If the customer violates this obligation, such information is non-binding unless it is expressly - in writing for business customers - declared as part of the contract.
3. Cost Estimates
3.1.
Cost estimates are non-binding and without warranty. In particular, price changes may occur until the actual order is placed due to, for example, wage increases or material cost increases. Consumers are informed about the non-binding nature of the cost estimate.
3.2.
Cost estimates are subject to charges. Consumers are informed about the cost obligation before the cost estimate is prepared.
3.3.
If no separate agreement on the amount of the fee is made, an appropriate fee is due. If an order is placed for all services covered in the cost estimate, the fee for the cost estimate will be credited to the relevant invoice.
3.4.
Our offers and cost estimates assume that the equipment, materials, and constructions provided by the customer and the information and instructions given by the customer for the execution of the service are suitable. If it turns out subsequently and not recognizable by us that the provided equipment, materials, constructions, information, or instructions are defective or incorrect, this constitutes a change of contract, and the customer must additionally compensate for the necessary additional expenses.
3.4 The creation of natural measurements, plans, sketches, etc., for the preparation of an offer or cost estimate is also subject to charges. Consumers are informed about the cost obligation before the cost estimate is prepared. Such sketches, plans, etc., serve only as a basis for our offer submission or preparation of a cost estimate without further liability.
4. Prices
4.1.
Price quotations are generally not to be understood as lump-sum prices, but billing is based on effort or agreed units. If quantities are indicated, they are estimated values. Billing is based on actual effort.
4.2.
If no other agreements are made in the contract, the prices for business customers are considered variable prices. Any price adjustments are made according to ÖNORM B 2111 "Price Adjustment of Construction Services," edition 1.5.2007 - or the version valid at the time of contract conclusion - according to the values of construction cost changes. For customers who are consumers, variable prices do not apply - unless they are negotiated individually - for services to be rendered within 2 months.
4.3.
For services ordered or agreed upon by the customer that are not covered by the original order, there is a claim for additional appropriate compensation. Such additional orders are billed in the absence of a separate agreement based on actual effort with reasonable compensation.
4.4.
Price quotations are understood as excluding the applicable statutory VAT and ex warehouse. Packaging, transport, loading, and shipping costs, as well as customs and insurance, are borne by the business customer. For consumers as customers, these costs are only charged if agreed individually. We are only obliged to take back packaging if explicitly agreed.
4.5.
The customer is responsible for the professional and environmentally sound disposal of old materials, packaging, and construction debris. If we are separately commissioned with this, it is to be appropriately compensated by the customer in the absence of a fee agreement.
4.6.
Construction site security, barriers, and other safety measures are - unless otherwise agreed - to be provided by the customer at their expense.
5. Provided Goods and Equipment
The quality and operational readiness of provided items are the responsibility of the customer. In the use of equipment and materials provided by the customer, warranty or other liability is limited to the extent of § 1168a ABGB. We are not liable to the customer for any resulting financial damages in cases of slight negligence.
6. Payment
6.1.
We are entitled to issue a down payment invoice and monthly partial invoices according to performance or construction progress. The due date of a partial invoice occurs 3 days after receipt of the invoice, and the due date of the final invoice 5 days after receipt of the invoice, unless otherwise agreed.
6.2.
The entitlement to a discount deduction requires an explicit written agreement. If a discount deduction is generally agreed, it applies - unless otherwise agreed - to all partial invoices and the final invoice. However, if the customer defaults on a partial invoice, the entitlement to a discount deduction also retroactively lapses for all already issued partial and final invoices as well as for all future partial and final invoices.
6.3.
Payment designations made by the customer on transfer slips are not binding for us.
6.4.
If the business customer defaults on payments within the framework of other contractual relationships with us, we are entitled to suspend the fulfillment of our obligations under this contract until all due payments are made by the customer.
6.5.
In the event of payment default by the customer, we are entitled to withdraw from the contract in accordance with §§ 918ff ABGB. The billing of the services (partial) provided by us upon withdrawal is done at the contractually agreed prices.
6.6.
Upon exceeding the payment deadline, granted discounts (rebates, deductions, etc.) expire and are added to the invoice.
6.7.
The customer is only entitled to set off counterclaims to the extent that they have been legally established or expressly acknowledged by us. Consumers as customers are also entitled to set-off rights to the extent that counterclaims are legally connected with the customer's payment obligation, as well as in the event of our company's insolvency.
7. Credit Check
7.1.
The customer expressly consents that their data may be transmitted exclusively for the purpose of creditor protection to the state-privileged creditor protection associations Alpenländischer Kreditorenverband (AKV), Österreichischer Verband Creditreform (ÖVC), Insolvenzschutzverband für Arbeitnehmer oder Arbeitnehmerinnen (ISA), and Kreditschutzverband von 1870 (KSV).
8. Customer's Participation Obligations
8.1.
The energy and water quantities required for the execution of the service, including the trial operation, must be provided by the customer at their expense.
8.2.
The customer must provide us with lockable rooms that are not accessible to third parties free of charge for the duration of the execution of the service for the workers' stay as well as for the storage of tools and materials.
8.3.
The customer is responsible for ensuring that the necessary structural, technical, and legal conditions for the work to be produced or the purchase object are met, as described in the contract or in information provided to the customer before the contract conclusion, or as the customer must have known due to relevant expertise or experience.
In particular, the customer must provide the necessary information about the location of concealed electrical, gas, and water lines or similar devices, escape routes, other structural obstacles, other possible sources of disturbance, sources of danger, as well as the necessary static information and any related projected changes unrequested before the start of the service execution. We do not assume any duty to conduct further inspections. Such an inspection obligation requires a separate agreement with a separate fee.
8.4.
Order-related details of the necessary information can be requested from us.
8.5.
The customer is responsible for obtaining the necessary consents and approvals from third parties as well as notifications to and approvals from authorities at their expense.
8.6.
If the certificate of the construction manager according to § 38 para 2 no. 1 Stmk BauG or such confirmation according to other state laws is associated with additional costs or effort for us, the creation of this certificate requires a separate agreement and compensation.
8.7.
Any necessary static verifications or other verifications also require a separate agreement and compensation.
8.8.
If the customer provides construction helpers, they must comply with the client's safety regulations, otherwise they can be expelled from the construction site and the client is entitled to stop construction works or the client continues the work with replacement forces for appropriate compensation.
8.9.
If legally provided, the customer as the client is responsible for compliance with the Construction Coordination Act (BauKG). The customer is therefore obliged to ensure the proper cooperation of their contractors and in particular to coordinate their deployment.
9. Execution of Services
9.1.
We are only obliged to consider subsequent change and extension requests from the customer if they are technically necessary to achieve the contractual purpose and are reasonable for us. Otherwise, a subsequent change/expansion of our services requires an agreement.
9.2.
Minor changes to our service execution that are objectively justified and reasonable for the business customer are considered pre-approved. This right exists for consumers only if negotiated in individual cases.
9.3.
If the order is changed or expanded after the order is placed for any reason, the delivery/performance period is extended by an appropriate period.
9.4.
If the customer requests a service execution within a shorter period after the contract conclusion, this is only possible through a mutually agreed contract amendment. This may require overtime and/or increase costs due to the acceleration of material procurement, and the compensation is increased proportionally to the necessary additional effort.
9.5.
Objectively justified partial deliveries and services are permissible and can be billed separately.
10. Temporary Repairs
10.1.
Temporary repairs have only a very limited and circumstance-appropriate durability.
10.2.
The customer must immediately arrange for professional repairs in case of temporary repairs.
11. Performance Periods and Dates
11.1.
Delivery and completion dates are only binding for business customers if their compliance is confirmed in writing.
11.2.
Periods and dates, especially penalized periods and dates, are postponed in the event of extraordinary weather conditions, weather-related downtimes (rain, snow, cold, heat, etc.), force majeure, strikes, unforeseeable and not our fault delays of our suppliers or other comparable events beyond our control, appropriately. The customer's right to withdraw from the contract in case of delays that make adherence to the contract unreasonable remains unaffected.
11.3.
If the start of the service execution or the execution is delayed or interrupted due to circumstances attributable to the customer, especially due to the violation of the participation obligations according to point 8 of these GTC, performance periods are extended appropriately and agreed completion dates are postponed.
11.4.
We are entitled to charge additional costs due to such delays. This particularly concerns the necessary storage of materials and equipment and the like in our operation as well as construction site overheads.
11.5.
In case of delay in contract fulfillment by us, the customer has the right to withdraw from the contract after setting a reasonable grace period. The setting of the grace period must be done in writing (for business customers by registered letter) with simultaneous threat of withdrawal.
12. Notice on Limitation of Performance Scope
12.1.
In the context of assembly and repair work, damages (a) to already existing lines, devices, and the like as a result of not recognizable circumstances or material defects (b) during chiseling work in non-cohesive masonry may occur. We are only responsible for such damages if we have caused them culpably.
12.2.
If point repairs are made to existing aged timber constructions, the durability of the repaired parts may also be limited due to the condition of the construction.
13. Default of Acceptance and Contract Withdrawal
13.1.
If the customer is in default of acceptance (refusal of acceptance, delay with preliminary work, or otherwise), and the customer has not remedied the circumstances attributable to them that delay or prevent the service execution despite setting a reasonable grace period, we may dispose of the devices and materials specified for the service execution elsewhere while the contract is still valid. After the end of the default of acceptance, an appropriate period for the resupply or reproduction of such devices and materials is considered agreed. The customer must compensate for the resulting additional costs.
13.2.
In case of default of acceptance by the customer, we are also entitled to store the goods with us, for which we are entitled to a reasonable storage fee.
13.3.
In case of default of acceptance by the customer, we are also entitled to invoice and make due the services provided so far.
13.4.
If the customer defaults on their obligations, we are entitled to either insist on fulfillment or withdraw from the contract after setting a reasonable grace period.
13.5.
If the customer is a consumer within the meaning of the Consumer Protection Act and it is a distance selling contract (a contract concluded without the simultaneous physical presence of the entrepreneur and the consumer within the framework of a distribution or service system organized for distance selling, where only means of distance communication are used up to and including the conclusion of the contract) or an off-premises contract (a contract concluded in the simultaneous physical presence of the entrepreneur and the consumer at a place that is not a business premise of the entrepreneur) according to the FAGG, the customer can withdraw from their contract declaration within 14 days without stating reasons.
13.6.
In case of contract withdrawal, the services provided are billed at contract prices, even if they are only partially provided and usable.
14. Retention of Title
14.1.
The goods we deliver, assemble, or otherwise hand over remain our property until full payment is made.
14.2.
A resale is only permissible if we agree to this sale in advance and the retention of title remains in place.
14.3.
In case of our consent, the purchase price claim from the resale is considered assigned to us.
14.4.
The customer must notify us immediately of the opening of insolvency proceedings over their assets or the seizure of our goods subject to retention of title.
15. Third-Party Intellectual Property Rights
15.1.
If the customer provides intellectual creations or documents and third-party intellectual property rights are asserted regarding such creations, we are entitled to suspend the production of the delivery item at the customer's risk until the rights of third parties are clarified and to claim compensation for the necessary and appropriate costs incurred by us, unless the claims are obviously unfounded.
15.2.
The customer holds us harmless and indemnified in this regard.
16. Intellectual Property
16.1.
Plans, sketches, cost estimates, and other documents provided by us or created through our contribution remain our intellectual property.
16.2.
The use of such documents outside of their intended use, in particular their distribution, reproduction, publication, and making available, including only partial copying, is not permitted without our express consent.
16.3.
The customer further undertakes to maintain confidentiality regarding the knowledge gained from the business relationship with third parties.
16.4.
We are entitled to create photographs, videos, and drone recordings of our work and use them for advertising purposes unless the customer objects in writing.
16.5.
We are entitled to mention the customer's name and the fulfillment location as a reference on our homepage and in offers according to the Federal Procurement Act (BVergG).
17. Warranty
17.1.
The provisions on statutory warranty apply.
17.2.
For business customers, the warranty period is one year from handover.
17.3.
Acceptance can take place with a specific form (formal acceptance) or without special formalities (informal acceptance). In the case of formal acceptance, we must notify the customer of the completion of the service as soon as possible in writing and request acceptance. The customer must accept the service within 14 days after receiving the request if nothing else is agreed in the contract. Acceptance is considered to have occurred with the expiration of the period if the customer does not formally accept the service without giving reasons after being requested to do so. In consumer transactions, we must inform the customer of the legal consequences of failing to respond and point out that an explicit declaration must be made within one month after receiving this notification. If no formal acceptance is required, acceptance is considered to have occurred when the customer has taken the service into their power of disposal.
17.4.
To improve defects, the customer must make the system or devices accessible to us and give us the opportunity for inspection by us or experts appointed by us.
17.5.
The obligation to give notice of defects under § 377 UGB is agreed for entrepreneurs also for the production or installation of immovable things.
17.6.
If defect claims by the customer are culpably unfounded, they are obliged to reimburse us for expenses incurred in determining the absence of defects.
17.7.
The use or processing of the defective delivery item, which threatens further damage or complicates or prevents improvement, must be immediately stopped by the customer, as far as is reasonable.
17.8.
For business customers, we must be given at least two attempts to remedy defects.
17.9.
If the performance items are manufactured based on instructions or from a material provided by the customer, the warranty or other liability is limited to the extent of § 1168a ABGB. We are not liable to the customer for any resulting financial damages in cases of slight negligence.
18. Liability
18.1.
Both contractual parties are liable for damages only in cases of intent or gross negligence; this does not apply to personal injury.
18.2.
For business customers, liability is limited to the maximum liability amount of any liability insurance concluded by us.
18.3.
This limitation also applies to the damage to an item we have taken over for processing. For consumers, this applies only if negotiated individually.
18.4.
Compensation claims of business customers must be asserted in court within two years from recognizability, otherwise they expire. In any case, they become time-barred 10 years after handover.
18.5.
Our liability is excluded for damages due to improper handling or storage, overloading, failure to follow operating and installation instructions, incorrect assembly, commissioning, maintenance, servicing by the customer or unauthorized third parties, or natural wear and tear, provided this event was causally responsible for the damage. The exclusion of liability also applies to failure to perform necessary maintenance unless we have contractually assumed the maintenance obligation.
18.6.
Beyond § 922 para 2 ABGB, we do not assume any third-party guarantees, such as those directly promised by manufacturers or others.
18.7.
The customer as a reseller must conclude adequate insurance for product liability claims and hold us harmless and indemnified concerning recourse claims.
18.8.
If and to the extent that the customer can claim insurance benefits from their own or a damage insurance concluded in their favor (e.g., liability insurance, comprehensive insurance, transport, fire, business interruption, or other) for damages for which we are liable, the customer is obliged to claim the insurance benefit, and our liability is limited insofar to the disadvantages that the customer incurs from claiming this insurance (e.g., higher insurance premium).
18.9.
The warranty remedy of contract dissolution is limited for business customers in such a way that a removal of installations must only be carried out if it is reasonable for the contractor.
19. Severability Clause
19.1.
If individual parts of these GTC are invalid, the validity of the remaining parts is not affected.
20. General
20.1.
Austrian law applies.
20.2.
The UN Sales Convention is excluded.
20.3.
The place of performance is the seat of the contracted company.
20.4.
The court of jurisdiction for all disputes arising from the contractual relationship or future contracts between us and the business customer is the court with subject-matter and local jurisdiction for our seat.
20.5.
The customer must immediately inform us of any changes to their name, company, address, legal form, or other relevant information.
Graz, November 2024