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Applicable since: 01-10-2018
The enterprise Asteas Technologies GmbH (in the following referred to as: „ASTEAS“) performs its services exclusively on the basis of the following General Terms and Conditions (T&C). These are applicable on all legal relationships between the ASTEAS and all those persons that make use of services provided by ASTEAS (in the following referred to as „Contractual Partner(s)“), even if reference it not expressly made to them. ASTEAS concludes contracts solely with natural or juristic persons or associations of persons that conduct a business in the sense of sec. 1 of the Austrian Commercial Code (Unternehmensgesetzbuch; UGB). The present T&C shall thus only apply to B2B contracts.
The version applicable at the respective time the contract was concluded shall be authoritative, in absence of such the time when the service provided by ASTEAS was used. Deviations from these as well as other supplementary agreements with the Contractual Partner shall only be effective if they were confirmed by ASTEAS in writing. Any terms and conditions of the Contractual Partner shall not be accepted, even in case of knowledge thereof, unless otherwise expressly agreed upon on a case-by-case basis in writing. ASTEAS expressly objects to the T&C of the Contractual Partner. A further objection against the T&C of the Contractual Partner by ASTEAS shall not be required.
Should single provisions of these T&C be ineffective, this shall not affect the validity of the remaining provisions and of the contracts concluded which these T&C are based on. The ineffective provision shall be replaced by an effective one that comes closest to the object and purpose of the original provision.
To the extent that designations referring to natural persons in these T&C are only indicated in male gender, these shall refer equally to women and men.
The services advertised by ASTEAS do not constitute a binding offer but only an invitation to the viewer to submit an offer to ASTEAS.
Contracts between ASTEAS and its Contractual Partners are exclusively concluded in writing. The contract can either be concluded via the partner portal my.iacbox which the Contractual Partner has access to or which can be initiated by electronic means. Sending a completely filled-out online form does constitute a legally binding offer to ASTEAS to conclude a contract to which the future Contractual Partner shall be bound for 7 working days. Same shall apply for orders placed via email (the prior sending of an order form of ASTEAS to the Contractual Partner does not constitute an offer to the customer). The contract between ASTEAS and the Contractual Partner shall in any case only be deemed concluded upon sending of an order confirmation (via email).
All prices indicated on the partner portal of ASTEAS are exclusive of value added tax and without transportation or, respectively, shipping costs. The respective remuneration shall be payable within 7 days after receipt of the invoice, unless agreed upon otherwise in the respective individual case.
In case of default in payment, default interests of 5 % p. a. shall be deemed convened.
All products obtained from ASTEAS remain in the property of ASTEAS until full payment of the remuneration invoiced for the respective product.
In case of default in payment, ASTEAS shall be entitled to immediately stop the performance of the contractual service and to deactivate the acquired software until full payment of the due remuneration.
The Contractual Partner has to immediately notify ASTEAS of any defects, in any case however within one week after delivery/service performed by ASTEAS and as regards hidden defects within one week after identification of the defect in writing describing the defect; otherwise, the service performed shall be deemed approved of and free of any defects. In this case, the assertion of warranty and damage claims as well as the right of avoidance on the ground of error due to defects shall be excluded.
In case of a justified and timely notification of defects, the Contractual Partner shall have the right to claim rectification or replacement of the delivery / service performed by ASTEAS. ASTEAS shall remedy the defect within a reasonable period of time, the Contractual Partner enabling ASTEAS to undertake all measures necessary to check and remove defects. ASTEAS shall be entitled to refuse rectification of the service if this is impossible or linked with a disproportionate high effort for ASTEAS. In this case, the Contractual Partner shall be entitled to claim the statutory right of price reduction. In case of rectification, it shall be incumbent upon the Contractual Partner to forward the purchase object (e.g. the Hardware) at its expenses, to the extent that a rectification is not possible via remote access.
The warranty period shall be 1 year upon delivery/performance of the service by ASTEAS. Beyond that the guarantee of single hardware components may – to the extent available - be prolonged by the warranty services offered by the supplier of ASTEAS against a fee.
The Contractual Partner shall not be entitled to retain payments for reason of defects which a defect notification was issued for. The presumption provision of sec. 924 of the Austrian Civil Code (Allgemeines Bürgerliches Gesetzbuch; ABGB) shall be excluded as a consequence of which the Contractual Partner will have to prove in any case that the defect asserted by him did already exist upon handover.
ASTEAS shall not be liable for damages – except for personal damages -, unless these damages result from an intentional or grossly negligent behavior of ASTEAS, its legal representatives or its vicarious agents and the behavior having caused the damage does concern the principal duties of ASTEAS resulting from the contract concluded.
This exclusion of liability shall not apply to any damages that are totally unforeseeable or atypical, that the Contractual Partner could not expect. The existence of gross negligence has to be proven by the Contractual Partner.
Damage claims of the Contractual Partner shall lapse within 6 months upon knowledge of the damage and the author of the damage; in any case however after 3 years upon the infringing act was committed by ASTEAS.
ASTEAS undertakes to keep all confidential information secret ASTEAS has gained knowledge of due to the business relationship with the Contractual Partner, and not to hand these over to third parties.
The Contractual Partner consents that his personal data, namely his first name and his surname, corporate name, address, telephone number, cell phone number, fax number, email address, VAT ID number, profession and sector, may be collected, stored and processed by computer for the purpose of the performance of the contract and the support of the Contractual Partner as well as for own advertising purposes, e.g. for sending of offers, advertising brochures and newsletters (in paper and electronical form) as well as to refer to the business relationship existing with the Contractual Partner (reference).
The Contractual Partner agrees to receive electronic mail for advertising purpose until revoked. This consent may at any time be revoked vis-à-vis ASTEAS in writing by email, fax, by regular mail or by clicking on the button „Unsubscribe Newsletter“ (Newsletter abbestellen) in the respectively sent electronic mail.
The application of Austrian law shall be deemed convened, excluding the UN Sales Convention.
Place of performance shall be the seat of ASTEAS.
For all disputes arising out of or in connection with a contractual relationship between ASTEAS and the Contractual Partner, the exclusive jurisdiction ratione materiae of the court competent at the seat of ASTEAS shall be deemed convened.
IACBOX General Terms and Conditions V 2018-01
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