Terms and conditions

General Terms & Conditions

General Terms & Conditions of TreeChip GmbH for IT

 

1. General

1.1 These general terms and conditions shall apply to all sales and supplies of TreeChip GmbH ("Vendor") to the IT contracting partner ("Customer") and form an integral part of the sales and supply contracts concluded between Vendor and Customer ("Contracts"). They shall apply to all dealings between Vendor and Customer, in particular all future business even when not expressly referred to. General terms and conditions of the Customer will not form an integral part of the Contract.

1.2 Amendments, changes, or supplementary agreements are only valid if concluded in writing.

 

2. Conclusion of Contract

2.1 The conclusion of a Contract between the Vendor and the Customer shall occur on the basis of a written “Order” of the Customer and the acceptance of the Order by the Vendor by way of a written order confirmation.

2.2 The Customer may transfer any of its rights arising from, or in connection with, the Contract to any third party only with the prior written approval from the Vendor.

2.3 Offers, other estimates and sales documents of the Vendor are non binding.

2.4 Subsequent changes in the Contract shall only be binding when the changes are agreed upon in writing.

2.5 The Customer is obliged to immediately object to any deviation between the order confirmation and the Order in writing to the Vendor. Any omission to timely object to the deviations shall be deemed as an acceptance of the deviation by the Customer and the deviation shall become subsequently a term of the contract replacing the conditions originally foreseen.

 

3. Price

3.1 If not otherwise agreed upon, the price of the goods of the Vendor is determined according to the valid price list for the relevant year. The price includes the cost of packaging. The transportation costs shall be borne by the Customer.

3.2 All prices printed on the price lists are non binding and are calculated on the basis of the costs at the time of the indication of the price. The Vendor reserves the right to offer the goods only at revised prices, if material factors alter the price calculations.

3.3 Any applicable value added tax is not included in the prices, but will be shown separately on the invoice in full on the day of the issuance of the invoice.

3.4 If the Vendor undertakes further services in addition to the goods delivery (for example, within the framework of realization of a project), the Customer shall bear all necessary costs (such as travel costs) in addition to the agreed upon price of the services.

 

4. Conditions of Payment

4.1 Unless otherwise agreed in writing, payment is due, in full, within fourteen (14) days after the issuance of the invoice.

4.2 Customer shall not setoff any counterclaims with claims of the Vendor. The Customer is not entitled to withhold payment due to eventual counterclaims or complaints.

 

5. Term of Delivery

5.1 The term of delivery will be determined by a specific agreement on a case by case basis.

5.2 Unforeseen events (like force majeure, strikes, lock outs, production shortfalls, lack of transportation, disruptions in traffic, and stoppage) shall release the Vendor (without limiting Vendor's right of subsequent delivery) from timely fulfilment. The Customer is not entitled to claim damages, loss of profits, or default fines, if in case of unforeseen events, the Vendor exceeds the agreed upon term of delivery.

 

6. Retention Title

6.1 The Vendor shall retain the title to the goods until all claims of the Vendor against the Customer resulting from their business relationship are settled.

6.2 The Customer is prohibited from pledging the, or transferring the ownership of the goods by way of security during the existence of the retention of title. A resale is only permitted with the prior explicit approval of the Vendor. The Customer shall notify the Vendor immediately in case of pledging, confiscation, or other disposition or third party intervention.

 

7. Risk Transfer

The goods of the Vendor are deemed to be sold "ex works" (ready to be picked up). Any risk shall pass to the Customer upon the handing over of the goods to the carrier entrusted with the transport. If the transportation (shipment) is delayed for reasons beyond Vendor's control, the risk shall be deemed to pass upon the goods readiness for dispatch.

 

8. Project Development

8.1 If the Vendor provides system solutions for the Customer and implements such solutions on site, the Customer is obliged to provide, or to procure that it is provided by a third party, in a timely manner and at the Customer's cost, all additional ancillary services required for the implementation including the required specialists, assistants, building materials, and tools.

8.2 Prior to the commencement of the implementation the Customer shall unsolicited provide the Vendor with any and all necessary information regarding the position of hidden power supply lines, gas, water or similar facilities as well as the necessary statistical information.

8.3 If the implementation, installation, or operation is delayed by events not caused by the Vendor, the Customer shall bear all reasonable costs for standby time and maintenance and additional necessary travel activities of the Vendor.

8.4 The Customer shall approve any goods and services within two (2) weeks after completion upon demand by the Vendor. If the approval does not timely occur, the goods and services shall be deemed to be approved. The acceptance shall be deemed to have occurred, if the goods after an agreed upon trial period are used by the Customer or third parties.

 

9. Damages and Product Liability

9.1 The Vendor shall only be liable for any damage to the Customer if the Customer can prove that the damage was caused by a gross negligent behavior of the Vendor. The liability of the Vendor for consequential damages is in any case excluded. Any compensation for damage is limited to the value of the delivered goods.

9.2 All recourse claims of the Customer against the Vendor based on product liability are excluded, unless the Customer can prove that the defect was caused by gross negligence in the sphere of the Vendor.

 

10. Warranties

10.1 Any warranty claim of the Customer shall require that the Customer notifies immediately to the Vendor the defect. If the notification of defects is unjustified, the Customer shall bear any and all costs in connection with the handling and investigation of such defects.

10.2 All warranty claims shall expire within six (6) months after the transfer of risk. The burden to prove that the goods were defective at the time of transfer shall be on the Customer.

10.3 Guarantee claims brought as a result of a justified and timely notification of defects shall be limited to supplementary and improvement claims. Any claim for price reduction shall be excluded. If the defect is not able to be remedied, only a claim for exchange can be made.

10.4 The Customer is not entitled to refuse the acceptance of the goods of the Vendor due to insignificant defects.

 

11. Intellectual Property

11.1 If, and to the extent, the Customer receives or is permitted to use software products of the Vendor, the Customer shall have the non exclusive, non transferable, non licensable right, limited to the duration of the contract, to use the software in unchanged form.

11.2 The Customer is not entitled to change, translate, or use as the basis of his own software the software delivered.

11.3 None of the documents made available to the Customer, in particular documentation concerning software products, may be copied or disseminated in any form, with or without compensation, without the explicit permission of the Vendor.

11.4 All rights to ideas, plans, concepts, techniques, inventions, discoveries, or improvements communicated to the Customer in conjunction with the performance by the Vendor shall remain the sole property of the Vendor.

 

12. Venue and Applicable Law

12.1 Exclusive venue for all disputes arising indirectly or directly from the Contract shall be the competent court at the headquarters of the Vendor that has jurisdiction as regards the subject matter.

12.2 The Contracts shall be governed by and construed in accordance with Austrian law, excluding the conflict of law rules and the Vienna Convention on the Sale of Goods.

12.3 The place of performance for the delivery and payment shall be the headquarters of the Vendor, even if the Contract stipulates that the transfer of the goods will take place elsewhere.

 

13. Data Protection

13.1 The Customer expressly consents to the processing and transmission of its data within the Vendor's Group for the purpose of providing all services stipulated in these general terms and conditions as well as for advertising purposes. The Customer may withdraw this permission at any time.

 

14. Miscellaneous

14.1 Should one or more of the provisions of these general terms and conditions be or become invalid, inapplicable, or void, the invalidity, inapplicability or voidness does not affect the validity of the remaining terms and conditions of the Contract. The invalid, inapplicable, or void term shall be deemed to be replaced by an effective, applicable, and valid term that comes as close as possible to the content of the replaced term.

 

 

 

 

 

Revocation of consumers for a contract in which the goods are delivered in a single supply

revocation honour
Consumers are any natural person who concludes a legal transaction for purposes which are not, in the main, eligible for their commercial or self-employed activity.

right of revocation
You have the right to revoke this contract within fourteen days without giving reasons. The withdrawal period shall be fourteen days from the date on which you or a third party you have designated, who is not the carrier, have taken possession of the goods or have taken possession of them. Hut. To exercise your right to revoke, you must use us (insert: name/firm, address, telephone number, e-mail address and, if available, fax number.) by means of a clear explanation (e.g. inform a letter, fax or e-mail sent with the mail about your decision to revoke this contract. You can use the attached pattern revocation form for this, but it is not prescribed. In order to maintain the revocation period, it is sufficient that you send the notice of the exercise of the right of revocation before the expiry of the revocation period.

Consequences of revocation
If you cancel this contract, we shall reimburse all payments we have received from you, including delivery costs (except the additional costs resulting from the choice of a different type of delivery than the most favourable standard delivery we offer), immediately and at the latest within fourteen days from the day on which the notification of your revocation of this contract has been received by us. For this repayment we use the same means of payment you used in the original transaction unless you have been explicitly agreed otherwise; in no case will you be charged for this repayment. We can refuse to repay until we have regained the goods or until you have provided proof that you have returned the goods, depending on which is the earlier time. You shall send the goods back to us immediately and in any case not later than fourteen days from the date on which you inform us of the revocation of this contract. The period shall be respected if you send the goods before the expiry of the fourteen-day period.
They shall bear the immediate costs of returning the goods.
They must only occur for any loss of value of the goods if this loss of value is due to a handling of the goods not necessary to verify the nature, characteristics and functioning of the goods.

pattern revocation form
(If you want to revoke the contract, please fill out this form and send it back.)
– Hallotag
TreeChip GmbH
Hallerschloßstraße 18/8
8010 Graz
Austria

– I/we (*) hereby revoke the contract of purchase of the following goods (*)/ the provision of the following service (*) concluded by me/us (*)
– Ordered on (*)/received on (*)
– Name of consumer(s)
– Address of the consumer(s)
– Signature of the consumer(s) (only when notified on paper)
– Date
—————————————
(*) Delete as appropriate.

Exclusion or early extinguishing of the right of revocation
The right of revocation does not exist in contracts
for the supply of goods not prefabricated and for the manufacture of which an individual choice or destination is relevant by the consumer or which are clearly tailored to the personal needs of the consumer;
supply of goods that could quickly spoil or which would quickly exceed the expiry date;
the supply of alcoholic beverages, the price of which has been agreed upon upon conclusion of the contract, but which may not be delivered at the earliest 30 days after the conclusion of the contract, and whose current value depends on variations in the market to which the operator has no influence;
for the delivery of newspapers, magazines or illustrators except subscription contracts.
The right of withdrawal expires early on in contracts
for the supply of sealed goods which are not suitable for return for health or hygiene reasons when their sealing has been removed after delivery;
for the supply of goods, if they were inseparably mixed with other goods after delivery, on the basis of their nature;
for the delivery of sound or video recordings or computer software in a sealed pack when the sealing has been removed after delivery.

Revocation of consumers for a contract for several goods ordered by the consumer in the context of a single order and delivered separately

revocation honour
Consumers are any natural person who concludes a legal transaction for purposes which are not, in the main, eligible for their commercial or self-employed activity.

right of revocation
You have the right to revoke this contract within fourteen days without giving reasons. The withdrawal period shall be fourteen days from the day on which you or a third party you have designated, who is not the carrier, have taken possession of the last goods or have taken possession of them. Hut. To exercise your right to revoke, you must have us ([Setting: Name/Firma, Address, Telephone Number, Email Address and, if available, Telefax Number. You can also use the shortcode for it, and deposit the address in settings DE.]) by means of a clear explanation (e.g. inform a letter, fax or e-mail sent with the mail about your decision to revoke this contract. You can use the attached pattern revocation form for this, but it is not prescribed. In order to maintain the revocation period, it is sufficient that you send the notice of the exercise of the right of revocation before the expiry of the revocation period.

Consequences of revocation
If you cancel this contract, we shall reimburse all payments we have received from you, including delivery costs (except the additional costs resulting from the choice of a different type of delivery than the most favourable standard delivery we offer), immediately and at the latest within fourteen days from the day on which the notification of your revocation of this contract has been received by us. For this repayment we use the same means of payment you used in the original transaction unless you have been explicitly agreed otherwise; in no case will you be charged for this repayment. We can refuse to repay until we have regained the goods or until you have provided proof that you have returned the goods, depending on which is the earlier time. You shall send the goods back to us immediately and in any case not later than fourteen days from the date on which you inform us of the revocation of this contract. The period shall be respected if you send the goods before the expiry of the fourteen-day period.
They shall bear the immediate costs of returning the goods.
They must only occur for any loss of value of the goods if this loss of value is due to a handling of the goods not necessary to verify the nature, characteristics and functioning of the goods.

pattern revocation form
(If you want to revoke the contract, please fill out this form and send it back.)

– Hallotag
TreeChip GmbH
Hallerschloßstraße 18/8
8010 Graz
Austria

– I/we (*) hereby revoke the contract of purchase of the following goods (*)/ the provision of the following service (*) concluded by me/us (*)
– Ordered on (*)/received on (*)
– Name of consumer(s)
– Address of the consumer(s)
– Signature of the consumer(s) (only when notified on paper)
– Date
—————————————
(*) Delete as appropriate.

Exclusion or early extinguishing of the right of revocation
The right of revocation does not exist in contracts

for the supply of goods not prefabricated and for the manufacture of which an individual choice or destination is relevant by the consumer or which are clearly tailored to the personal needs of the consumer;
supply of goods that could quickly spoil or which would quickly exceed the expiry date;
the supply of alcoholic beverages, the price of which has been agreed upon upon conclusion of the contract, but which may not be delivered at the earliest 30 days after the conclusion of the contract, and whose current value depends on variations in the market to which the operator has no influence;
for the delivery of newspapers, magazines or illustrators except subscription contracts.
The right of withdrawal expires early on in contracts
for the supply of sealed goods which are not suitable for return for health or hygiene reasons when their sealing has been removed after delivery;
for the supply of goods, if they were inseparably mixed with other goods after delivery, on the basis of their nature;
for the delivery of sound or video recordings or computer software in a sealed pack when the sealing has been removed after delivery.

Revocation for consumers for a contract for the delivery of a commodity in several partial services or pieces

revocation honour
Consumers are any natural person who concludes a legal transaction for purposes which are not, in the main, eligible for their commercial or self-employed activity.

right of revocation
You have the right to revoke this contract within fourteen days without giving reasons. The withdrawal period shall be fourteen days from the day on which you or a third party you have designated, who is not the carrier, have taken possession of the last part or the last part of the shipment or the last part. Hut. To exercise your right to revoke, you must have us ([Setting: Name/Firma, Address, Telephone Number, Email Address and, if available, Telefax Number. You can also use the shortcode for it, and deposit the address in settings DE.]) by means of a clear explanation (e.g. inform a letter, fax or e-mail sent with the mail about your decision to revoke this contract. You can use the attached pattern revocation form for this, but it is not prescribed. In order to maintain the revocation period, it is sufficient that you send the notice of the exercise of the right of revocation before the expiry of the revocation period.

Consequences of revocation
If you cancel this contract, we shall reimburse all payments we have received from you, including delivery costs (except the additional costs resulting from the choice of a different type of delivery than the most favourable standard delivery we offer), immediately and at the latest within fourteen days from the day on which the notification of your revocation of this contract has been received by us. For this repayment we use the same means of payment you used in the original transaction unless you have been explicitly agreed otherwise; in no case will you be charged for this repayment. We can refuse to repay until we have regained the goods or until you have provided proof that you have returned the goods, depending on which is the earlier time. You shall send the goods back to us immediately and in any case not later than fourteen days from the date on which you inform us of the revocation of this contract. The period shall be respected if you send the goods before the expiry of the fourteen-day period.
They shall bear the immediate costs of returning the goods.
They must only occur for any loss of value of the goods if this loss of value is due to a handling of the goods not necessary to verify the nature, characteristics and functioning of the goods.

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