1. Scope and application
1.1 These terms and conditions apply between us (Event-System GmbH, Grenzgasse 40, 2304 Mödling, Germany) and natural and legal persons (hereinafter referred to as the customer) for the legal transaction in question (in particular sales, rentals, goods and services), as well as for all future business transactions with corporate customers, even if no express reference is made to them in individual cases, in particular for future supplementary or follow-up orders.
1.2 The version of our General Terms and Conditions of Business valid at the time of conclusion of the contract and available on our website (https://www.sys-technik.com/agb) shall apply.
1.3 We contract exclusively on the basis of our AGB.
1.4 The customer’s terms and conditions of business or amendments or supplements to our GTC require our express written consent in order to be valid.
1.5 The customer’s terms and conditions of business shall not be recognised even if we do not expressly object to them after receipt.
2. Offer/Contract conclusion
2.1 Our offers are not binding.
2.2 Promises, assurances and guarantees on our part or agreements in connection with the conclusion of the contract that deviate from these General Terms and Conditions of Business shall only become binding for business customers after written confirmation.
2.3 Information about our products and services which is not attributable to us and which is stated in catalogues, price lists, brochures, advertisements on exhibition stands, circulars, advertising mailings or other media (information material) must be made known to us by the customer – insofar as the customer bases his decision to place an order on this information. In this case we can comment on their correctness. If the customer violates this obligation, such information is non-binding, unless it has been expressly declared in writing – to business customers – to be part of the contract.
2.4 Cost estimates are provided without guarantee and are subject to payment. Consumers will be informed of the cost obligation before the cost estimate is prepared.
3.1 Price quotations are generally not to be understood as an all-inclusive price.
3.2 For services ordered by the customer which are not covered by the original order, the customer is entitled to reasonable remuneration.
3.3 Price quotations are to be understood plus the respective applicable statutory value added tax and ex warehouse. Packaging, transport. Loading and shipping costs as well as customs and insurance shall be borne by the entrepreneurial customer. These costs shall only be charged to consumers as customers if this has been negotiated in an individual contract. We are only obliged to take back packaging if this has been expressly agreed.
3.4 The customer shall arrange for the professional and environmentally friendly disposal of used material. If we are separately commissioned to do so, the customer shall also pay appropriate remuneration to the extent agreed for this purpose, in the absence of any agreement on remuneration.
3.5 Construction site safety devices, barriers, barrier tapes and other safety measures must be provided by the business customer.
3.6 If the customer does not allow us to deliver the goods, including parking, within a maximum distance of 50 m, the additional expenditure shall be compensated by a surcharge of 5% per kilometre or part thereof. There is also a surcharge of 5% per floor to be covered for which no suitable lift is available to transport all contractual services.
3.7 We shall be entitled, both on our own initiative and at the request of the customer, to adjust the contractually agreed remuneration if changes of at least 10% have occurred since the conclusion of the contract with regard to (a) wage costs due to legislation, regulations, collective bargaining agreements, works agreements or (b) other cost factors necessary for the provision of services, such as material costs based on recommendations of the Joint Commission or changes in national or world market prices for raw materials, changes in relevant exchange rates, etc. The adjustment shall be made to the extent that the actual production costs at the time of conclusion of the contract change compared to those at the time of actual performance of the service, provided we are not in default.
3.8 The remuneration for continuing obligations is agreed to be value-hedged according to the CPI 2010 and thus the remuneration is adjusted. The month in which the contract was concluded is taken as the starting point.
3.9 In the case of consumers as customers, an adjustment of the fee pursuant to section 3.6. and in the case of continuing obligations pursuant to section 3.7. shall only be made in the event of individual contractual negotiations if the service is to be provided within two months.
4. Provided equipment, materials, data, etc. (supplies)
4.1 If provisions are provided by the customer, we are entitled to charge the customer a surcharge of 10% of the value of the provisions.
4.2 Such provisions of the customer are not subject to warranty.
4.3 The quality and readiness for operation (including agreed file formats) of provided materials is the responsibility of the customer.
5.1 If not individually negotiated, half of the fee is due upon conclusion of the contract, the other half at the start of the service.
5.2 The entitlement to a cash discount deduction requires an express written agreement with entrepreneurial customers.
5.3 We are entitled to charge entrepreneurs as customers 9.2 % points above the base interest rate in accordance with § 456 UGB (Austrian Commercial Code) in the event of culpable delay in payment. Towards consumers we charge an interest rate of 4%.
5.4 We reserve the right to assert further damage caused by default, however, only if this is negotiated in detail with consumers as customers.
5.5 If the entrepreneurial customer is in default of payment within the framework of other contractual relationships existing with us, we are entitled to suspend the fulfillment of our obligations under this contract until the customer has fulfilled them.
5.6 We shall then also be entitled to make due all claims for services already rendered from the current business relationship with the customer. This vis-à-vis consumers as customers only in the event that an overdue service has been due for at least six weeks and we have unsuccessfully reminded the customer under threat of this consequence by setting a grace period of at least two weeks.
5.7 The customer shall only be entitled to offsetting if counterclaims have been established by a court of law or have been recognised by us. Consumers as customers are also entitled to offsetting if counterclaims are legally connected with the customer’s payment obligation, as well as in the event of insolvency of our company.
5.8 If the payment deadline is exceeded, any remuneration granted (discounts, reductions, etc.) shall be forfeited and shall be added to the invoice.
5.9 For reminders necessary and appropriate for the recovery of payments, the customer undertakes to pay reminder fees of € 10,- per reminder, if the delay in payment is due to his own fault, as long as this is in an appropriate relationship to the claim being pursued.
5.10. Our claims exist independently of the economic success of the event. In the event of delays or premature termination of the service contract due to conduct for which the customer is responsible, we are entitled to charge the service fee for the entire original contract period.
6. Credit assessment
6.1 The customer expressly agrees that his data may be transferred to the state-preferred creditor protection associations Alpenländischer Kreditorenverband (AKV), Österreichischer Verband Creditreform (ÖVC), Insolvency Protection Association for Employees (ISA) and Kreditschutzverband von 1870(KSV) exclusively for the purpose of creditor protection.
7. Agreed right of withdrawal/Cancellation fee
7.1 The customer shall be granted the right to withdraw from the contract in writing up to four days before the agreed commencement of our performance (only in the case of rentals, goods and services) without any particular reason.
In case of withdrawal, the customer is obliged to pay damages to MAJ OG according to the following scale
up to 30 days before the agreed start of the service provision, no cancellation fee is to be paid
up to 14 days before the agreed commencement of services, a cancellation fee of 30 % of the net fee plus VAT is payable
up to 2 days before the agreed start of the service, a cancellation fee of 60 % of the net fee plus VAT is payable
on the day of the agreed commencement of services a cancellation fee of 100 % of the net fee plus VAT is payable
on the day of the agreed commencement of services, in the case of installed/operational technology a cancellation fee of 100% of the net fee plus VAT must be paid
8. The customer’s obligation to cooperate
8.1 Our obligation to perform shall commence at the earliest as soon as the customer has created all structural, technical and legal prerequisites for the performance, including the condition of the ground, access possibilities and the provision of suitable personnel, which were described in the contract or in information provided to the customer prior to the conclusion of the contract or which the customer must have been aware of due to relevant expertise or experience.
8.2 The customer is obliged to arrange everything necessary at his own expense so that the work, including agreed preparatory work and preparatory measures, can be started in good time and carried out without disruption. This will be concretized by us on a contract-specific basis. For example, we are to be granted unrestricted access to the event location for the provision of services.
8.3 Event locations, provisions, constructions, ground conditions, load-bearing capacity, etc. must be suitable for the performance of services. Should it subsequently transpire that the aforementioned or the location of the event must be adapted, this shall constitute an amendment to the contract and the customer shall pay additional compensation for the additional work required as a result.
8.4 In particular, the customer must provide all necessary information about the location of concealed electricity, gas, water and similar lines before the start of the performance of services, without being asked to do so, as well as information to enable proper performance, such as construction and seating plans, necessary details about the time schedule of the event including operating times, stage instructions, accident prevention regulations, etc. and any changes planned in this respect, in good time.
8.5 The customer shall inform us as soon as possible, but in any case before work begins, about special dangers and risks at the venue (e.g. flooding) – usually in the course of a joint inspection of the venue.
8.6 For clarification purposes in the context of the performance of the contract (e.g. time when complete assembly or disassembly is to be made possible for us), the customer shall name a contact person who is comprehensively authorised and informed for the execution of the contract.
8.7 The customer shall provide us with a sufficient number of auxiliary staff during the performance of our services (including assembly and disassembly as well as possible storage of equipment etc.) and we shall notify the customer of this prior to conclusion of the contract.
8.8 The customer shall arrange for the necessary permits of third parties as well as notifications and approvals vis-à-vis authorities, in particular those of a copyright nature, including registration of the event, at his own expense, as well as provide the necessary electronic findings and static reports for authorities. We point these out to consumers within the scope of the conclusion of the contract, unless the customer has waived this.
8.9 The energy and water quantities required for the performance of the service, including the trial operation, shall be provided by the customer at his expense. The customer shall ensure that sufficiently dimensioned electric circuits are protected.
8.10. The customer must provide us with lockable rooms in sufficient quantity and size free of charge for the duration of the performance of the service for the stay of the personnel as well as for the storage of work and consumables, tools and materials as well as toilet facilities.
9. Performance execution (construction, operation, dismantling)
9.1 We are only obliged to take into account subsequent requests for changes and extensions by the customer if they are necessary for technical reasons in order to achieve the purpose of the contract.
9.2 Objectively justified minor changes to our performance that are reasonable for the entrepreneurial customer shall be deemed to be approved in advance. This right only exists vis-à-vis consumers if it is negotiated in individual cases.
9.3 Our performance obligations include installation, instruction, transport, de-installation, storage and training only if this is expressly agreed. If we take over the transport by contract, we can also call in third parties for this purpose.
9.4 Objectively justified partial deliveries and services are permissible and can be invoiced separately.
9.5 Drawings, copies passed on by us. Performance data, data on dimensions and weights, promised assembly and dismantling times, materials used as well as working materials and consumables are only approximate data from our practical experience.
9.6 (Pre-)installation, assembly and dismantling as well as operation of the equipment shall be carried out in accordance with the local conditions, technical possibilities and the customer’s instructions by the contact person designated by the customer and the competent authorities.
9.7 In the event of a significant change in our contractual obligations after conclusion of the contract for the purpose of adapting them to the customer’s concerns (e.g. a trial period not caused by us that exceeds the agreed time), we shall be entitled to charge the customer for the necessary additional expenditure of material and work. This also applies to an extensive examination of whether and under what conditions a change or extension is feasible, but only if we have pointed this out to consumers in writing.
9.8 Likewise, additional expenses resulting from desired additional services, in particular as a result of the submission of data in non-digitized form or other than agreed formats, necessary and reasonable use of services of third parties, expenses for license management, commissioned test, research and legal examinations as well as services provided outside business hours shall be remunerated separately.
9.9 If we are unable to remove equipment and material immediately due to circumstances not attributable to us (e.g. due to applicable night driving bans), such equipment and material will be stored at the event location in the meantime in a suitable manner at the risk and expense of the customer.
10. Performance periods and deadlines
10.1 Deadlines and dates shall be postponed in the event of force majeure, strike, unforeseeable delays on the part of our suppliers for which we are not responsible or other comparable events beyond our control during the period in which the relevant event continues. This does not affect the customer’s right to withdraw from the contract in the event of delays which make it unreasonable to bind him to the contract.
10.2 If the start of the performance of services or the performance is delayed or interrupted by circumstances attributable to the customer, in particular due to the violation of the obligations to cooperate in accordance with point 8 of these General Terms and Conditions, performance deadlines shall be extended accordingly and agreed completion dates shall be postponed accordingly.
10.3 Delivery and completion dates are only binding for business customers if compliance with them has been promised in writing.
10.4 In the event of delay in the fulfillment of the contract by us, the customer is entitled to withdraw from the contract after setting a reasonable period of grace. The setting of the grace period must be made in writing with simultaneous threat of withdrawal.
11. Authorised instruction and decommissioning
11.1 We are entitled to shut down or, if necessary, dismantle the plant if weather conditions pose a risk to our equipment and plant or to the physical integrity of persons present.
11.2 We may also shut down or dismantle the plant if the plant is endangered by riots or similar risky situations.
11.3 If the plant is justifiably shut down, the business customer waives the right to claim damages.
11.4 If persons or property are endangered by the plant, we are entitled to give instructions to avoid danger. In this case, the customer must also point out possible dangers to third parties.
12. Bearing of risk
12.1 Transfer of risk (for loss, damage) For the transfer of risk when sending the goods to the consumer, § 7b KSchG applies.
12.2 The risk shall pass to the entrepreneurial customer as soon as we have the object of purchase, the material or the work ready for collection at the factory or warehouse, deliver it ourselves or hand it over to a carrier.
12.3 The entrepreneurial customer shall insure himself against this risk accordingly. We undertake to take out transport insurance at the customer’s written request and at his expense. The customer approves any customary mode of shipment.
13. Default of acceptance
13.1 If the customer is in default of acceptance for more than 2 hours (refusal of acceptance, delay in advance performance or other) and if the customer has not remedied the circumstances attributable to him which delay or prevent the performance of the service despite having been granted a reasonable period of grace, we may, if the contract is upright, dispose otherwise of the equipment and materials specified for the performance of the service, provided that, if the performance of the service is continued, we procure these within a period of time reasonable under the circumstances.
13.2 If the customer is in default of acceptance, we are also entitled to store the goods on our premises if we insist on fulfillment of the contract, for which we are entitled to a storage fee of € 100,-.
13.3 This does not affect our right to demand payment for services rendered and to withdraw from the contract after a reasonable period of grace.
13.4 In the event of a justified withdrawal from the contract, we may demand lump-sum compensation from the entrepreneurial customer in the amount of 30% of the order value plus VAT without proof of the actual damage. The obligation to pay damages is independent of fault.
13.5 The assertion of a higher damage is permissible. This right only exists vis-à-vis consumers if it is negotiated in individual cases.
14. Reservation of title (purchase)
14.1 The goods delivered, assembled or otherwise handed over by us remain our property until the purchase price has been paid in full.
14.2 Resale shall only be permitted if we have been informed of such resale in good time in advance, stating the name and address of the purchaser, and if we consent to the sale.
14.3 In the event of our consent, the purchase price claim of the entrepreneurial customer shall be deemed assigned to us already now.
14.4 If the customer defaults on payment, we shall be entitled to demand the return of the reserved goods after setting a reasonable period of grace. We may only exercise this right vis-à-vis consumers as customers if at least one arrears payment by the consumer is due for at least six weeks and we have unsuccessfully reminded the consumer under threat of this legal consequence and by setting a grace period of at least two weeks.
14.5 The customer must inform us immediately of the opening of bankruptcy proceedings against his assets or the seizure of our reserved goods.
14.6 In order to assert our reservation of title, we are entitled to enter the location of the reserved goods to the extent reasonable for the customer, after giving reasonable advance notice.
14.7 The customer shall bear any costs necessary and reasonable for the appropriate legal prosecution.
14.8 The assertion of the reservation of title shall only constitute a withdrawal from the contract if this is expressly declared.
14.9 We shall be entitled to freely dispose of the repossessed reserved goods in the best possible way to entrepreneurial customers.
15. Industrial property rights of third parties / AKM
15.1 If the customer provides intellectual creations or documents and if property rights of third parties are asserted with regard to such creations, we shall be entitled to stop production of the delivery item at the customer’s risk until the rights of third parties have been clarified and to claim compensation for the necessary and appropriate costs incurred by us, unless the unjustification of the claims is obvious.
15.2 The customer shall hold us harmless and indemnify us in this respect.
15.3 We are entitled to demand reasonable advance payments from business customers for any legal costs.
15.4 Rights of use shall be obtained by the customer and the customer shall bear the fees incurred, including AKM fees.
16. Our intellectual property
16.1 Plans, sketches, cost estimates and other documents provided by us or created by our contribution shall remain our intellectual property.
16.2 The use of such documents outside of the intended use, in particular the passing on, duplication, publication and making available, including copying even in extracts, requires our express consent.
16.3 The customer further undertakes to maintain secrecy towards third parties with regard to the knowledge received from the business relationship.
17.1 The provisions on the statutory warranty shall apply. The warranty period for business customers is one year from the date of delivery.
17.2 Unless otherwise agreed (e.g. formal acceptance), the time of handover is the time of completion, at the latest when the customer has taken over the service into his power of disposal or has refused acceptance without stating reasons.
17.3 Remedies of a defect claimed by the customer do not constitute an acknowledgement of the defect claimed by the customer.
17.4 The entrepreneurial customer shall grant us at least two attempts to remedy the defect
17.5 If the customer’s allegations of defects are unjustified, the customer shall be obliged to reimburse us for any expenses incurred by us in determining that the goods are free of defects or in remedying the defects.
17.6 The entrepreneurial customer must always prove that the defect was already present at the time of delivery.
17.7 Defects in the delivery item which the entrepreneurial customer has discovered or should have discovered in the course of proper business after delivery by inspection must be reported to us in writing immediately, at the latest 5 hours after handover. Hidden defects must also be reported within this reasonable period of time after their discovery.
17.8 Any use or processing of the defective object of performance which threatens to cause further damage or makes it difficult or impossible to ascertain the cause of the defect must be stopped immediately by the customer, unless this is unreasonable.
17.9 If a notice of defects is not made in due time, the goods shall be deemed to be approved.
17.10. The defective delivery or samples thereof are to be returned to us by the entrepreneurial customer – if economically justifiable.
17.11. The costs for the return transport of the defective item to us shall be borne entirely by the entrepreneurial customer.
17.12. Warranty is excluded if the customer’s technical equipment such as supply lines, cabling, networks and the like are not in technically perfect and operational condition or are not compatible with the delivered items, insofar as this circumstance is causal for the defect.
18.1 We shall only be liable for breach of contractual or pre-contractual obligations, in particular due to impossibility, delay etc., in the case of financial losses in cases of intent or gross negligence due to technical peculiarities.
18.2 In relation to entrepreneurial customers, liability is limited to the maximum amount of liability of a company liability insurance policy possibly taken out by us.
18.3 This limitation also applies to the entrepreneurial customer with regard to damage to an item which we have accepted for processing. However, this only applies to consumers if this has been negotiated in an individual contract.
18.4 The exclusion of liability also includes claims against our employees, representatives and vicarious agents due to damage which they cause to the customer – without reference to a contract on their part with the customer.
18.5 Claims for damages by corporate customers must be asserted in court within two years otherwise they will expire.
18.6 Our liability is excluded for damages caused by improper handling or storage, overstressing, failure to follow operating and installation instructions, faulty assembly, commissioning, maintenance, servicing by the customer or third parties not authorised by us, or natural wear and tear, provided that this event was causal for the damage. The exclusion of liability also exists for failure to carry out necessary maintenance, unless we have assumed the obligation for maintenance by contract.
18.7 If and to the extent that the customer can claim insurance benefits for damages for which we are liable, either through his own or through a damage insurance policy taken out in his favor (e.g. liability insurance, hull, transport, fire, business interruption or other), the customer undertakes to claim the insurance benefits and our liability is limited in this respect to the disadvantages incurred by the customer through the use of this insurance (e.g. higher insurance premium).
19. Special provisions on rent
19.1 Devices, accessories and the like provided by us within the scope of the performance of the contract for a limited period of time shall be handed over to the customer in perfect condition and this shall be confirmed by the customer in a handover certificate. The rental period shall commence upon handover or contractual readiness for collection.
19.2 We are entitled to demand a deposit of 50% of the new value of the rented goods upon handover, from which the customer can release himself by providing proof of a bank guarantee to the appropriate extent.
19.3 Unless otherwise expressly agreed, packaging provided by the customer must be returned.
19.4 The customer shall insure the objects provided against any damage event (damage including vandalism, theft, embezzlement or other loss).
19.5 The customer shall notify us immediately of any damaging event and enable us to carry out repairs without delay. The customer shall compensate us for any disadvantages caused by late notification.
19.6 The customer shall treat the objects provided with care and shall make use of the services of exclusively competent persons for the operation, assembly and disassembly of the objects.
19.7 The customer must protect the equipment, accessories and other objects provided by us from the weather, external influences and other external influences in a suitable manner (e.g. roofing for overhead air, covering of cable paths with heavy rubber mats etc.), otherwise we are entitled to take appropriate protective measures at the customer’s expense.
19.8 The actual rental period ends only when the objects are returned to us, and when they are handed over to us for transport only when they arrive at our premises. If rented equipment is not used and is not returned accordingly, no deduction of costs is possible.
19.9 If the agreed rental period is exceeded, a usage fee corresponding to the calculated agreed fee per rental day shall be charged for each day or part thereof for the duration of the time exceeding. We shall be entitled to assert claims for damages in excess thereof. If the longer rental period is recognisable to the customer, he must notify us 4 working days in advance of an agreed rental period of at least 5 days, stating the expected duration; in the case of a shorter rental period, notification on the last agreed rental day is sufficient.
19.10. The customer is obliged to maintain the objects provided in the usual manner, whereby such work is to be carried out professionally at his own expense. In return, he is not responsible for any changes to the objects provided, including deterioration, caused by their use in accordance with the contract.
19.11. In the case of changes which were not caused by the contractual use, the customer must bear the costs of restoring the condition at handover; in the event of loss, the replacement value must be reimbursed.
19.12. If objects handed over are returned heavily soiled, the customer has to reimburse the costs incurred for cleaning in full.
19.13. The surrender of equipment, accessories and similar items made available by us for a limited period of time to third parties – whether for payment or not – is only permissible insofar as the customer also contractually binds all obligations arising from this contract to the latter. If the customer informs us of such a transfer, no contractual relationship of the third party with us is established, even if we do not object to the transfer. The customer shall remain liable to us for compliance with the contract.
19.14. If the customer does not comply with essential contractual obligations, we can terminate the rental agreement without notice.
20. Severability clause
20.1 Should individual parts of these GTC be invalid, the validity of the remaining parts shall not be affected.
20.2 We as well as the entrepreneurial customer already now commit ourselves – starting from the horizon of honest contracting parties – to jointly agree on a replacement provision which comes closest to the economic result of the invalid provision.
21. General information
21.1 Austrian law shall apply.
21.2 UN sales law is excluded.
21.3 The place of performance is the registered office of the company.
21.4 The place of jurisdiction for all disputes arising from the contractual relationship or future contracts between us and the entrepreneurial customer is the court locally responsible for our registered office. The place of jurisdiction for consumers, provided that the consumer has his place of residence in Germany, is the court in whose district the consumer has his habitual residence or place of employment.