Terms and Conditions
This English version is provided for convenience only. In case of discrepancies, the German version of the terms and conditions shall prevail.
Version as of: November 5, 2021
1. Validity of the purchasing conditions
For business relations with Mauracher IT-Solutions GmbH, registered under FN 643230b, hereinafter flustron, the following terms and conditions apply exclusively to the contractual partner, hereinafter contractual partner.
These terms and conditions are binding for all current and future business relations, even if no express reference is made to them.
Any provisions deviating from these terms and conditions, in particular general terms and conditions of the contractual partner, as well as any supplements, shall become part of the contract only if expressly confirmed by us in writing.
2. Offer and conclusion of contract
Orders placed by the contractual partner are legally binding only if made in writing and duly signed on behalf of the company, and only to the extent stated in the order confirmation. Terms and conditions of the contractual partner are excluded for the present legal transaction and for the entire business relationship. Offers are generally non-binding. Unless otherwise agreed in writing, the contract is binding for at least 1 month.
Indivisible overall services are agreed.
Upon purchase of flustron software, a licence agreement is concluded under the following terms.
The licence agreement entitles the contractual partner to use the licensed material for programming purposes within the European Union for the duration of the contract concluded with flustron. The right of use is non-exclusive. The contractual partner must comply with the provisions governing the contractual use of the transferred software. Any other transfer is invalid. Use of the licensed subject matter is permitted only within the company of the contractual partner. Transfer to third parties or reproduction is not permitted.
The contractual partner undertakes to acquire the operating systems or network software necessary for the operation of our software. These are not part of this contract.
3. Intellectual property rights for standard software
After payment of the agreed fee, flustron grants the contractual partner a non-exclusive, non-transferable, non-sublicensable and time-limited right to use the software on the hardware specified in the contract and within the scope of the acquired number of licences for simultaneous use on multiple workstations for its own internal purposes. All other rights remain with flustron.
The contractual partner is free to use the number of acquired standard software licences within the scope of these terms and conditions.
4. Transport
In the event of physical transport, the contractual partner shall bear the costs and risks of transport until handover at the agreed place of delivery.
5. Prices
The contractual services are provided by flustron against licence fees. The licence fees are invoiced monthly at the published prices. The licence fees are adjusted annually in line with changes to the consumer price index published by Statistics Austria.
All services necessary for proper performance of the contract are included in the agreed licence fees.
Invoices issued by flustron, including value-added tax, are payable no later than 14 days after receipt of the invoice without deduction and free of charges. The payment conditions agreed for the overall order apply analogously to partial invoices.
Compliance with the agreed payment dates is an essential condition for delivery and contract performance by flustron. Failure to comply with agreed payments entitles flustron to suspend ongoing work and withdraw from the contract. All associated costs and loss of profit shall be borne by the contractual partner.
In the event of late payment, default interest of 6% per annum will be charged. If two instalments are not paid in the case of partial payments, flustron is entitled to declare the loss of term.
Unsuccessful SEPA direct debit mandates or returned direct debits will be charged at EUR 20.00 per unsuccessful payment transaction.
The contractual partner is not entitled to withhold payments due to incomplete overall delivery, warranty or guarantee claims, or complaints.
6. Place of performance and acceptance
The place of performance for deliveries and/or services is the place specified by flustron, in particular in the order, or flustron’s registered office.
7. Warranty / liability
flustron does not warrant that program functions will meet the requirements of the contractual partner or function together in the chosen configuration. By its nature, no warranty can be given that programs will run uninterrupted or without errors or that all program errors can be remedied within the scope of program service.
In the event of a warranty claim, flustron is entitled to determine the type of warranty remedy, namely improvement, replacement, price reduction or rescission.
flustron is liable for damages only in cases of gross negligence and intent. In any case, liability for consequential damages and financial losses, in particular due to delay, impossibility of performance, loss of profit, expected but unrealised savings, damages from claims of third parties against the contractual partner, indirect damages and damages to recorded data is excluded to the extent permitted by law.
Compensation for all damages is in any case limited, vis-à-vis all injured parties together, to three times the annual remuneration to be paid by the contractual partner to flustron. Any liability for damage caused by acts brought about by flustron is otherwise excluded in full.
8. Termination (continuing obligations)
In the case of continuing obligations, flustron may terminate with 30 days’ notice, and the contractual partner may terminate with 30 days’ notice, effective at the end of the service period. Termination must be made in writing, for example by post or email.
Any waiver of termination by flustron requires the express written confirmation of flustron; otherwise it is not validly agreed.
For good cause, flustron may terminate a contract without notice at any time. Good cause includes in particular the reasons stated in section 9, or where the contractual partner dies, where a legal entity is liquidated, or where insolvency proceedings are opened over the assets of the contractual partner or rejected for lack of sufficient assets.
9. Withdrawal from the contract
flustron is entitled to declare withdrawal from the contract if good cause exists, in particular:
- if the contractual partner violates official regulations or the provisions of these terms and conditions;
- if the contractual partner has taken actions, in particular if it has entered into agreements with other companies that are detrimental to flustron, contrary to good morals or contrary to the principle of fair competition;
- if the contractual partner has directly or indirectly promised or granted advantages to employees of flustron involved in the conclusion or performance of the contract, or has threatened or inflicted disadvantages on them.
If one of these reasons exists, flustron is entitled to withdraw either from the entire unfulfilled contract or only from individual parts of it.
10. Data protection
flustron will store and automatically process personal data and intermediary data of the contractual partner and delete them when the contractual relationship ends, unless further storage is required to fulfil legal obligations of flustron.
The contractual partner permits flustron to include its name or company name, email address and registered office in a reference list.
flustron and its employees are subject to the confidentiality obligations under data protection law.
The contractual partner acknowledges that flustron is neither obliged nor entitled to store or keep available for retrieval certain content data for the contractual partner for an unlimited period.
11. Severability clause
Should any provision of these terms and conditions be wholly or partially invalid or unenforceable, this shall not affect the validity of the remaining provisions. The contracting parties shall replace the invalid or unenforceable provision with a valid and enforceable provision that comes as close as possible to the content and purpose of the invalid or unenforceable provision.
12. Written form requirement
Amendments or supplements to a contract must be made in writing. This also applies to any amendment of the written form requirement itself.
13. Place of jurisdiction
The courts with subject-matter jurisdiction at the registered office of flustron shall have exclusive jurisdiction to decide all disputes arising from a contract, including disputes concerning its existence or non-existence.
14. Choice of law
The contract is governed exclusively by the law of the Republic of Austria, excluding the UN Convention on Contracts for the International Sale of Goods.
15. Set-off
Set-off against claims of flustron with counterclaims of any kind is excluded.