Terms and Conditions

Table of Contents

• § 1 Scope
• § 2 Conclusion of Contract
• § 3 Scope of Services
• § 4 Prices and Payment Terms
• § 5 Delivery and Execution Deadlines
• § 6 Customer's Obligations to Cooperate
• § 7 Handover
• § 8 Warranty
• § 9 Liability
• § 10 Retention of Title
• § 11 domolink connect© Software
• § 12 Final Provisions

§ 1 Scope

These General Terms and Conditions apply to all contracts for deliveries and services provided by Gedomo GmbH (building automation, media technology, video surveillance, public address technology, IT and network solutions, and special developments) with its customers.

These Terms and Conditions apply exclusively to entrepreneurs within the meaning of Section 1 of the Austrian Consumer Protection Act (KSchG). Gedomo GmbH does not enter into contracts with consumers within the meaning of the Austrian Consumer Protection Act.

Deviating, conflicting, or supplementary terms and conditions of the customer shall only become part of the contract if Gedomo GmbH has expressly agreed to their application in writing.

§ 2 Conclusion of Contract

Offers made by Gedomo GmbH are non-binding. A contract is only concluded upon written order confirmation by Gedomo GmbH or upon actual performance of the ordered service.

§ 3 Scope of Services

The scope of the deliveries and services to be provided results from the respective order confirmation. Changes and extensions to the scope of services require a separate agreement.

§ 4 Prices and Payment Terms

Invoicing takes place after delivery or after the service has been performed. For projects involving multiple partial deliveries, the respectively delivered quantity is invoiced separately. Services are invoiced upon their completion; formal acceptance is not a precondition for this.

Unless otherwise agreed, invoices are due for payment net, without deduction, within 15 days of the invoice date. Deviating payment terms require a separate agreement.

In the event of late payment, the statutory default interest for business-to-business transactions (Section 456 of the Austrian Commercial Code, UGB) applies, as well as reimbursement of reasonable reminder and collection costs.

§ 5 Delivery and Execution Deadlines

Agreed delivery and completion dates are non-binding unless expressly agreed in writing as binding. Delays resulting from late or insufficient cooperation by the customer (§ 6) entitle Gedomo GmbH to a reasonable extension of deadlines; any resulting additional costs shall be borne by the customer.

§ 6 Customer's Obligations to Cooperate

The customer shall, at its own expense and in good time before the start of works, provide Gedomo GmbH with all prerequisites required for commissioning, in particular:

• the mechanically and electrically fully installed components, regardless of whether these are supplied by Gedomo GmbH or provided/supplemented by the customer itself;
• a functioning network and power supply;
• all access credentials required for commissioning.

The electrical installation of the components supplied by Gedomo GmbH is carried out by the customer or by electrical contractors engaged by the customer.

§ 7 Handover

Handover takes place on site during joint commissioning together with the customer's electrical contractor. A separate formal acceptance is not required. The time of commissioning is deemed to be the delivery date for warranty purposes.

§ 8 Warranty

The warranty period for goods delivered and services performed by Gedomo GmbH is, by way of derogation from the statutory provision of Section 933 of the Austrian Civil Code (ABGB), six months from the delivery date pursuant to § 7. This shortened period applies exclusively to entrepreneurs pursuant to § 1.

Excluded from the warranty are defects resulting from improper handling, interference by the customer or third parties, normal wear and tear, or from faulty electrical installation not carried out by Gedomo GmbH.

§ 9 Liability

Gedomo GmbH shall not be liable for damages arising from slight negligence, in particular for consequential damages, loss of profit, and business interruption. This limitation of liability does not apply to intent, gross negligence, or personal injury.

Gedomo GmbH assumes no liability for the proper electrical installation of the delivered components or for damages resulting therefrom, as this installation is not carried out by Gedomo GmbH.

§ 10 Retention of Title

Delivered goods remain the property of Gedomo GmbH until full payment of all claims arising from the respective contractual relationship has been received.

§ 11 domolink connect© Software

The control software domolink connect©, developed by Gedomo GmbH, is part of the delivered hardware and runs locally at the customer's premises following commissioning. The customer is free to decide how to use the commissioned system.

A separate configuration software is available, which is currently provided free of charge, but only upon request to Gedomo GmbH. Gedomo GmbH reserves the right to change the terms under which this configuration software is made available in the future.

§ 12 Final Provisions

These Terms and Conditions are governed by Austrian law, excluding its conflict-of-laws rules and the UN Convention on Contracts for the International Sale of Goods (CISG).

The place of performance and the place of jurisdiction for all disputes arising from this contractual relationship shall be the competent court for Hartberg.

Amendments and supplements to these Terms and Conditions require written form. This also applies to any waiver of this written form requirement.

Should individual provisions of these Terms and Conditions be or become invalid, the validity of the remaining provisions shall remain unaffected.