GENERAL TERMS AND CONDITIONS OF ISS INDOOR SPORT SYSTEMS GMBHLAST UPDATED ON 1 OCTOBER 2018
Preambel
ISS INDOOR SPORT SYSTEMS GmbH develops, produces and sells indoor sport systems. Its services are geared to both companies and private clients.
1. General
The general terms and conditions below apply to all contracts for deliveries and installation of indoor sport systems concluded between the purchaser and ISS INDOOR SPORT SYSTEMS GmbH (hereinafter referred to as “ISS GmbH”). General terms and conditions of the purchaser only apply if ISS GmbH has explicitly agreed to their validity in writing. The version of the terms and conditions of the ISS GmbH current at the time of placing the order is applicable and also applies when the purchaser’s order is executed without any reservation despite knowledge of conflicting or deviating conditions of the purchaser.
2. Acceptance and conclusion of contract
Offers by ISS GmbH are non-binding and subject to confirmation. The contract shall only be concluded after the purchaser’s concluding confirmation of the written order confirmation to ISS GmbH. The purchaser shall be responsible for checking the content of the order confirmation and declaring possible deviations to his/her order without delay. In the course of the assignment, the purchaser must provide ISS GmbH with suitable construction documents/construction plans concerning the conditions on site for the purpose of planning and installation. Plans and drawings transferred from the purchaser to ISS GmbH as part of the order and that are taken as a basis for said order are to be checked for validity and completeness by ISS GmbH so that ISS GmbH does not have to accept liability for possible deviations in kind. Additional expenditures (in production, materials, working time, travel expenses, repeated planning, drawing, etc.) resulting from this shall be borne by the purchaser without deduction and, in addition, there is no obligation for ISS GmbH to issue any warnings. Supplements and amendments to the contract in writing require the confirmation in writing of the ISS GmbH management. Neither assembly operators nor commercial clerks nor laboratory assistants are authorised in this regard.
3. Plan drawings, forms, offers
ISS GmbH retains all copyrights and property rights of all calculations, plan drawings, illustrations, renderings, etc. These may only be used or forwarded to third parties with the written consent of ISS GmbH.
4. Assembly requirements
The purchaser must ensure that the room in which ISS GmbH is to install the indoor sport systems supplied by it meets all standards and norms of the building law, particularly in terms of ground (floor screed etc., maximum level difference of 0.5 cm over a length of 4 m). Due to the electrics including components that are to be installed in, the purchaser must ensure that no excessive dust formation occurs in the maintenance group area (e.g. due to construction work etc.) before, during and after assembly, and that an average room temperature and a maximum humidity of 50% are given, failing which warranty claims and guarantee claims regarding the mounted parts expire in the event of impairment. Furthermore, the purchaser shall be responsible for ensuring that the room in which the installation is to be executed is freely accessible. ISS GmbH shall otherwise be entitled to abandon the delivery or installation process and to invoice the purchaser for any costs required for new delivery or installation. As the installation takes several days, the purchaser must ensure that the delivered components and tools used can be stored in a lockable room for the duration of several days.
5. Subsequent changes to on-site conditions:
In the event that conditions in kind deviate from the room plans provided by the purchaser in the course of the assignment and ISS GmbH was not advised of this circumstance in advance within a week of the transmission of the order confirmation in writing, and in the event that changes to the on-site conditions (where the installation is to take place) have occurred after the order confirmation, ISS GmbH shall be entitled to invoice the additional expenditures arising from this without deductions. In addition, ISS GmbH is entitled in this case to abandon the delivery and installation of indoor sport systems and to invoice the purchaser for possible additional expenses resulting from this due to the purchaser’s breach of duty.
6. Conditions of payment, partial invoices
As stated in section 2, valid conclusion of contract only occurs after confirmation of the order confirmation by the purchaser to ISS GmbH (which can also be sent electronically by email), and ISS GmbH is thereafter entitled to invoice the purchaser with a first partial invoice for a minimum of 30% of the contract value. The respectively valid, legal value-added tax is included in the amount invoiced and will be shown separately in the invoice in the legal amount on the day the invoice is issued. Cash discount deduction is only permitted in the event of a separate written agreement in the order confirmation. ISS GmbH is entitled to invoice the purchaser for a second partial invoice for 30% of the contract volume immediately after delivery of the agreed components. The final partial invoice to the purchaser becomes due after completion and after training by the employees of ISS GmbH.
Payments are due within 7 days of receipt of the invoice to ISS GmbH unless the invoices or order confirmations stipulate a different date of payment.
7. Default of payment
In the event of default of payment, default interest shall apply as agreed in the respective lawful amount. If the purchaser is an entrepreneur, corporate interests apply. If the purchaser is a consumer, default insert as per Austrian General Civil Code shall apply. In addition, ISS GmbH reserves the right to enforce possible higher damages caused by delay separately, and ISS GmbH is entitled to retract possible given discounts, and the purchaser must reimburse the costs of possible collection procedure steps (by debt collection agency, collection letter from attorney, etc.) within the scope of the applicable collection ordinance.
8. Reservation of title, contractual penalty
The delivered goods shall remain the property of ISS GmbH until all outstanding accounts have been settled. In the event of a breach of contract, ISS GmbH reserves the right to retract the goods already delivered after having set an appropriate grace period, thereby withdrawing from the contract. In this case as well as in the case of an unjustified withdrawal from the contract by the purchaser, the purchaser shall be obliged to remit a valued sum of indemnity of 40% of the entire contract volume as per order confirmation. The penalty is reasonable in so far as ISS GmbH produces all indoor sport systems according to individual measurements on the basis of an individual order, which is why orders are executed in the order in which they are received. Cancellation of an order for manufacturing and installation therefore directly leads to damages from loss of profit in respect to the failure to conclude alternative contracts.
9. Warranty
If the purchaser is an entrepreneur, ISS GmbH shall only be liable if the purchaser has duly met his/her legal obligation to notify defects in accordance with section 377 of the Austrian Commercial Code. In addition, warranty claims due to obvious defects are excepted unless the purchaser has expressly reserved or reported them during acceptance.
By signing the confirmation of acceptance in the course of instruction and commissioning, the purchaser furthermore confirms that the delivery and installed indoor sport system is faultless and undamaged, and that ISS GmbH did not cause any damages whatsoever on site during delivery and installation. If ISS GmbH is actually responsible for a defect, ISS GmbH is entitled to cancel the contract or to reduce the price. ISS GmbH shall only be obliged to remedy the defect if it is statutory and if the purchaser has, in addition, granted adequate additional time. If an improvement is inadvisable or impossible, the purchaser may, at his/her discretion, demand secondary warranty remedy of reduction of price or withdraw from the contract (recission). If the purchaser is an entrepreneur, the warranty claims shall expire one year after delivery or acceptance of the indoor sport systems. If the purchaser is a consumer, the statutory warranty periods shall apply.
10. Liability
ISS GmbH grants a five-year warranty from conclusion of contract for parts manufactured by ISS GmbH that require the conclusion of a maintenance contract with ISS GmbH. All electronic devices are subject to the warranty conditions of the manufacturer, for which the promise of guarantee by ISS GmbH stated above does not apply. The promise of guarantee expires when the delivered facility is networked or connected with other internet-connected games/facilities/consoles, or when the delivered indoor sport system is exposed to direct insolation.
11. Warranty
ISS GmbH grants a five-year warranty from conclusion of contract for parts manufactured by ISS GmbH that require the conclusion of a maintenance contract with ISS GmbH. All electronic devices are subject to the warranty conditions of the manufacturer, for which the promise of guarantee by ISS GmbH stated above does not apply. The promise of guarantee expires when the delivered facility is networked or connected with other internet-connected games/facilities/consoles, or when the delivered indoor sport system is exposed to direct insolation.
12. Data protection
The purchaser agrees that the following personal data, i.e. name/company, date of birth/commercial register number, email address, delivery and billing address, and account or credit card data, are used for the purpose of fulfilment of contract and execution of order as well as for own advertising purposes (with the exception of account or credit card data), e.g. the sending of advertising emails, newsletters, product information or other corporate information of ISS GmbH, determined, processed and stored with automated support.
ISS GmbH protects and respects personal data and its safety. ISS GmbH shall store and process this data in due form within the scope of the prevailing data privacy provisions (GDPR). If legally permissible, ISS GmbH is not liable for damages arising from the use of electronic transmission media, particularly for damages due to errors and delay during the delivery of messages or manipulations by third parties or software or transmission of viruses.
The purchaser expressly agrees to the receipt of messages by ISS GmbH regarding its products, current offers and other corporate information via advertising emails, direct mailing and newsletters.
The purchaser may revoke his or her consent to the receipt of such emails at any time by notifying ISS GmbH accordingly.
13. Place of jurisdiction/applicable law
Austrian law applies. The place of jurisdiction shall be the competent court at the head offices of ISS GmbH. The place of performance is 2544 Leobersdorf, Austria.
14. Severability clause
If individual regulations of these terms and conditions are or become invalid or unenforceable, the contract as a whole and the remaining regulations of these terms and conditions shall remain in effect. The contract parties are bound to replace the invalid or unenforceable regulations by a regulation that comes closest to what is commercially intended.
