General Terms and Conditions

General scope of application
These general terms and conditions (hereinafter referred to as GTC) apply in principle to all legal transactions between LB-Fassadenelemente GmbH (hereinafter referred to as LBF) and the client (hereinafter referred to as the client), unless otherwise agreed and confirmed in writing by LBF. Verbal agreements must be in writing in order to be legally effective.
These terms and conditions alone are authoritative for all contracts. Any conditions of the customer are not binding for LBF. Regulations that contradict or deviate from the LBF terms and conditions only apply if LBF has expressly agreed to their validity in writing. LBF’s terms and conditions also apply if LBF performs the services or deliveries to the customer without reservation in the knowledge that the customer’s terms and conditions conflict with or deviate from LBF’s terms and conditions.
Individual agreements with the customer always take precedence over these terms and conditions.

Quotes / cost estimates
All offers from LBF are non-binding in all components, if and insofar as they are not expressly submitted as binding for a specific period of time.
The information contained in catalogues, brochures, circulars, advertisements, illustrations and price lists etc. are only authoritative if express reference is made to them in the offer and/or the order confirmation.
Plans, drawings, sketches, photographs and other technical documents are the intellectual property of LBF. Any utilisation, duplication, reproduction, distribution and handing over to third parties may only take place with the express consent of LBF. Furthermore, they may not be used for any purpose other than that for which they were supplied.
LBF’s prices are subject to change unless expressly agreed otherwise in writing.
Cost estimates and offers are non-binding unless the binding nature of LBF is expressly declared in writing in the cost estimate or offer.

Conclusion of contract
Contracts are concluded either by LBF’s written order confirmation (by post, fax or e-mail) or by the conclusion of a separate contract signed by both contracting parties.
The scope of services owed is conclusively regulated in the offer/order confirmation and contract.
If LBF determines that the customer’s creditworthiness is doubtful, LBF has the right to withdraw from the contract or is authorised to demand advance payment or sufficient security.
The customer is obligated to cooperate in the provision of services and must in particular fulfil his advance performance obligations in a timely and complete manner. LBF is not obligated to inform the customer of the deadlines for the fulfilment of the performance and cooperation obligations. The customer must reimburse LBF for all costs and other financial disadvantages caused by the failure to fulfil performance and cooperation obligations in a timely and/or complete manner.
All authorisations/permits etc. required for the execution of the work must be obtained and arranged by the customer independently and at his own expense.
Changes in performance are permitted at the discretion of LBF, insofar as the changed performance corresponds qualitatively and quantitatively to the originally agreed performance.

Delivery periods
The delivery and installation periods and dates stated in the order confirmation/contract do not begin before receipt of this advance payment by LBF, insofar as an advance payment has been agreed.
If the customer has to provide advance services, the delivery and installation deadlines and dates are extended by the period by which the customer is late in providing these advance services. LBF is entitled to withdraw from the contract after setting a reasonable grace period. If the customer requests a change in the execution of the work, any bindingly agreed delivery and assembly deadlines and dates are no longer valid. In this case, LBF is authorised to unilaterally announce new, reasonable delivery and assembly deadlines.
In the event of incidents such as, in particular, delayed means of transport, operational disruptions, strikes, delayed delivery by subcontractors, delayed delivery of materials or other important reasons that are not within the sphere of LBF, the deadlines are extended for the duration of the hindrance.

Execution of the delivery, transfer of risk, provision of security
The delivery is subject to correct and timely self-delivery, unless LBF is responsible for the non-delivery or delay.
With the departure of the delivery from the warehouse of LBF, in the case of direct delivery ex warehouse/works of the supplier, the price and performance risk is transferred to the customer, regardless of any separately agreed price regulation for the delivery. This also applies to partial deliveries. In the case of collection by the Customer, the risk of price and performance shall pass to the Customer from the date of handover, in the case of default of acceptance from the date of default.
In the case of call-off orders, goods reported as ready for dispatch must be called off immediately, otherwise LBF is entitled, after setting a reasonable grace period, to dispatch the goods at the expense and risk of the customer at its own discretion or to store them at its own discretion and to invoice them immediately.
If the customer is in default of acceptance, LBF has the right to either store the goods at LBF, charging a storage fee of 0.1% of the gross invoice amount per day or part thereof, and to insist on fulfilment of the contract or to store the goods at the expense and risk of the customer with an authorised tradesman. At the same time, LBF is entitled to withdraw from the contract after setting a reasonable grace period and to resell the goods after cancellation.
The taking back of delivered goods requires a separate agreement. Furthermore, the goods will only be taken back in the condition in which they were delivered and if they are sent carriage paid. Returned goods will be credited less LBF’s proportionate storage and administration costs, but at least less 15% of the invoice amount.
LBF reserves the right to make changes to the delivery and service insofar as these are reasonable for the customer.
When exporting the purchased goods, the customer alone is obligated to ensure the necessary export and customs conditions and the like at his own expense. LBF provides no guarantee whatsoever for the permissibility of the export of the purchased goods.
If it becomes apparent after the conclusion of the contract that the payment claim is jeopardised by poor financial circumstances of the customer, which LBF did not have to be aware of at the time of the conclusion of the contract, LBF is entitled to the rights from § 1052 ABGB (defence of security), in particular LBF is entitled to withhold the goods. LBF is also authorised to collect the goods and to enter the customer’s premises for this purpose. Withholding or taking back the delivery does not constitute cancellation of the contract. After fruitless setting of a grace period for the provision of consideration or security by the customer, LBF can withdraw from the contract and is entitled to assert claims for damages. LBF is also entitled to declare due all claims, including those not yet due, from the current business relationship with the customer. The defence of security also extends to all other outstanding deliveries and services from the business relationship with the customer.

Retention of title
The delivery remains the property of LBF until full payment of the agreed remuneration. In the event of a resale of the delivery or parts of the delivery, the purchase price claim of the customer is considered assigned to LBF until the claims of LBF have been satisfied in full. In the event of default of payment and assertion of the retention of title by LBF, LBF is authorised to collect the goods subject to retention of title from the customer or at another location.

Prices / remuneration
A flat-rate fee must be expressly agreed in writing and only covers the services expressly agreed in the contract. If unit prices are agreed, the quantities stated are estimates. Invoicing shall be based on the services actually rendered.
LBF is authorised to increase the prices appropriately for business transactions if increases in wages, energy costs and purchasing costs for the material to be delivered exceed the costs calculated in the offer/contract conclusion by a total of 5%.

Terms of payment
Unless otherwise agreed on the order confirmations, payments are due upon receipt of the invoice without further deductions.
The place of fulfilment for all payments is exclusively the registered office of LBF. In the event of default of payment, LBF is entitled to make the further fulfilment of the contract dependent on either advance payment or bank security for the agreed remaining amount of the total order or to withdraw from the contract entirely – after setting a reasonable grace period.
The offsetting of claims of the customer against claims of LBF is not permitted in business transactions.

Warranty
LBF assumes the statutory warranty for a period of 2 years from handover, provided that the occurring defect was reported immediately in writing with a precise description of the defect.
Warranted characteristics of the system are only those which have been expressly agreed in writing as warranted characteristics between LBF and the customer. The presumption rule according to § 924 ABGB is excluded. Complaints due to defects that can be determined upon immediate inspection of the delivery must be reported in writing within 5 working days of acceptance at the latest, otherwise the warranty and compensation claims are forfeited.
In the event of a justified defect, LBF is obligated to improve or replace the goods at its own discretion. If the improvement or replacement is impossible or involves a disproportionate effort for LBF, the customer can only request a price reduction even in the case of significant defects. The warranty obligation only applies to defects that occur despite compliance with the intended operating, maintenance and installation instructions for the delivery. In particular, it shall not apply to defects caused by unsuitable or improper use, overloading, incorrect or negligent handling.
LBF is only liable for the costs of a defect rectification carried out by the customer himself if written consent has been given. If the delivery is executed on the basis of design specifications, drawings or specifications of the customer, the liability of LBF does not extend to the correctness of these specifications or specifications, but rather to the fact that the execution was carried out according to the specifications of the customer. LBF’s obligation to inspect and warn is waived by mutual agreement.

Liability / consequential damages / compensation
The liability of LBF for consequential damages such as production downtime, loss of profit, loss of use, loss of contracts or other economic or indirect consequential damages is excluded. The reversal of the burden of proof according to § 1298 ABGB is excluded. LBF is also liable for personal injury in the event of slight negligence. LBF is only liable for damages other than personal injury in the case of intent and gross negligence. In the event of gross negligence, liability is limited to 10% of the order amount, but not more than EUR 10,000.00.

Data protection
For information on the processing of personal data, LBF refers to the privacy policy (available on the homepage www.lb-fassadenelemente.com/datenschutz).

Jurisdiction / applicable law / place of fulfilment
The place of jurisdiction for all disputes arising directly or indirectly from the contract is the Austrian court with local and subject-matter jurisdiction for the registered office of LBF.
The contract is subject to Austrian law to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods.
The place of fulfilment for delivery and payment is the registered office of LBF, even if the handover takes place at a different location as agreed.