Terms of conditions DHCC Healthcare Consulting GmbH, effective May 2016
1.1. These terms and conditions shall hereby apply to us (DHCC) and natural and legal persons ( customer) for the legal transaction as well as to business customers for all future transactions, even if these terms and conditions are not being explicitly referenced in individual cases, especially in the case of future supplementary or subsequent orders.
1.2. The current version of our general terms and conditions available on the company’s website is applicable to business customers(http://www.dhcc-consult.com).
1.3. We only accept our terms and conditions.
1.4. Terms and conditions of business of the customer, as well as changes or additions to our terms and conditions require our explicit consent – written consent is required for business business customers.
1.5. The customer’s terms of business are not accepted even if we don’t explicitly object to them after receipt.
2. Offer/contract conclusion
2.1. Our offers are noncommittal.
2.2. Promises, warranties and guarantees on our part or agreements deviating from these general terms and conditions in the context with the conclusion of the contract shall be binding to our business customers only by our written confirmation.
2.3. The customer shall provide us with any information about our products and services, that are not attributable to us, published in catalogues, price lists, brochures, advertisements on stands, circulars, advertisements or other media (information material). This is required for us to be able to comment on accuracy. If the customer violates this obligation, such information will not be binding, unless explicitly declared as subject to the contract content by the customer in writing.
2.4. Cost estimates are noncommittal.
2.5. Cost estimates shall be charged to the customer. Customers will be informed about the cost obligation before a quote is provided. If an order is placed including all services quoted, the charge for the cost estimate will be credited to the invoice.
3.1. Prices are not to be understood as a flat rate.
3.2. For services ordered by the customer, which are not covered by the original order, the right for reasonable remuneration applies.
3.3. The customer must arrange for correct and environmentally compatible disposal of waste material. Since there is no explicit remuneration agreement for waste disposal, appropriate compensation is to be agreed on with and paid by the customer, if we are separately ordered to take care of waste disposal.
3.4. We are entitled on our own account, as well as at the request of the customer, to adjust the contractually agreed fees if changes amounting to at least 10% regarding
a) the cost of wages by law, regulation, collective agreement, company agreement or
b) other cost factors necessary to fulfill the contract, such as material costs due to recommendations by the Parity Commission, or changes in national or world market prices for raw materials, changes in relevant exchange rates, etc., have occurred since the conclusion of the contract different from the contract at the time of the actual service provided, provided we are not behind schedule.
3.5. The remuneration for continuous obligations is agreed as value-protected according to the CPI 2005 and therefore adjusting the charges. The starting point is settled with the month of the contracts’ conclusion.
3.6. For consumers as customers, the costs will be adjusted in accordance with point 3.3. as well as in the case of a permanent contract in accordance with point 3.4., only with individual negotiation, if the service is to be carried out within two months after conclusion of the contract.
3.7. Arc-shaped pathways are measured in the outer curve. Mouldings and fittings are measured in the pipe dimensions, but are separately charged. The extent of the corrosion protection and the paint is assumed equal to the extent of the tubes below. The extent of the thermal insulation is measured on the outer surfaces. Gaps up to a maximum of 1 meter are not considered.
4. Contract goods
4.1. Such devices and other materials provided by the customer are not subject of the warranty.
5.1. One-third of the fee is due at the time of signing the contract, one third at the beginning of performance and the remainder after completion of the service. (Unless otherwise agreed uponin writing)
5.2. The right for a discount deduction is subject to an explicit written agreement with the customer.
5.3. For consumers as customers, we are entitled to charge interest at a rate of 8 percentage points above the base interest rate in the event of a delayed payment.
5.4. The right to pursue further claims for delay remains reserved, for consumers as customers only, if this is negotiated in detail.
5.5. If the business customer is in delay with payment in the scope of other contractual relationships with us, we are entitled to terminate the performance of our obligations for this contract until the customer has fully settled the amount owed of any outstanding invoices.
5.6. In that case we are also entitled to demand any claims for services already rendered from the ongoing business relationship with the customer. In case of consumers as customers this applies only if an outstanding claim has been due for at least six weeks and the customer has been given warning without success for at least two weeks.
5.7. The costumer shall only be entitled to set off any amounts to the extent that counterclaims have been judicially recognized by us. Consumers as customers are also entitled to set-off clause as far as counterclaims are legally linked to the customer’s liability to pay, as well as to the insolvency of our company.
5.8. If the payment period is exceeded, any granted discounts will be forfeited and added to the invoice.
5.9. In the event of a delay in payment, the customer commits to pay fees of € 25 for reminders necessary and appropriate for collection purposes, proportionate to the receivables.
6. Credit check
6.1. The customer explicitly agrees that his data may only be transferred to the state-privileged creditor protection associations AKV EUROPA Alpine Creditors’ Association for Credit Protection and Management, Creditreform Wirtschaftsauskunftei Kubicki KG and Credit Protection Association of 1870 KSV for the sole purpose of credit protection.
7. Customer’s co-operation obligations
7.1. Our obligation to perform starts at the earliest, as soon as the customer has created all structural, technical and legal requirements for the execution, which were described in the contract or in the information given to the customer prior to the conclusion of the contract or the customer had to know due to his relevant knowledge or experience.
7.2. Particularly, the customer must provide the necessary information about the position of concealed electricity, gas and water pipes or similar devices, escape routes, other obstacles of constructional nature, other possible sources of interference, sources of danger as well as the required static data and any necessary projected changes to provide. Order-related details on the necessary information can be requested from us.
7.3. If the customer does not comply with this obligation to cooperate, our performance is not deficient, solely with regards to the performance not achieved due to false customer specifications.
7.4. The customer must make the required authorizations of third parties as well as notifications and authorizations by authorities at his expense. We shall indicate these in the context of the conclusion of the contract, unless the customer has refrained from doing so, or the entrepreneur’s customer had to have such knowledge due to training or experience.
7.5. The energy and water quantities required for the performance, including the trial operation, shall be provided by the customer at his expense.
7.6. The customer must provide us with free of charge lockable rooms for the workers as well as for the storage of tools and materials for the period of the service.
8. Goods and services
8.1. Reasonably justified minor changes to our performance are deemed accepted by the customer. This right applies to consumers only if negotiated in individual cases.
8.2. Factual (e.g. Plant size, construction progress, etc.) are justified partial deliveries and services are admissible and can be invoiced separately.
9. Performance deadlines and dates
9.1. Deadlines and dates are postponed due to an act of nature beyond control, strike, unpredictable delay, not caused by us, by our suppliers or other comparable events which are not within our sphere of influence during that period, while the corresponding event lasts. This shall not affect the customer’s right to withdraw from the contract in the case of delays which make a binding commitment to the contract unacceptable.
9.2. If the commencement of the service or the performance delayed or interrupted due to circumstances attributable to the customer is, particularly due to the violation of the cooperation obligations according to point 7 of these General Terms and Conditions, service deadlines shall be extended accordingly and agreed completion dates accordingly postponed.
9.3. In the event that fulfilment of the contract is delayed by us, the customer is entitled to withdraw from the contract after setting a reasonable period of grace. The deadline must be set in writing (by business customers by registered letter) with simultaneous threat of withdrawal.
10. Reference to limitation of scope of service
10.1. Damage may occur during assembly and repair work
a) to existing pipes, pipes, fittings, sanitary fittings and appliances as a result of unrecognizable conditions or material defects
b) In the case of stemming work in non-bonded masonry. We are only responsible for such damages if we have caused them culpably.
11. Improper repair
11.1. In the case of makeshift repairs, there is only a very limited durability.
12. Transfer of risk
12.1. The customer bears the risk for materials and equipment delivered by us and stored or assembled at the place of performance, to where the goods are agreed to be delivered. Losses and damages to our equipment and other objects that are caused by the customer(such as our assembly tools) and that are not subject to become the customer’s ownership according to the contract , are to be covered at the customer’s expense.
13. Default of acceptance
13.1. We are eligible to utilize equipment materials specified for the performance of the service for other purposes, if the customer is in default of acceptance for more than 4 weeks (refusal of acceptance, delay with advance payments or otherwise) and if the customer has not provided for the elimination of the circumstances attributable to him which delay or prevent the performance, if we provide the required equipment within a period which is appropriate to the respective circumstances as soon as the performance of service can be continued.
13.2. In the event of default of acceptance by the customer, we are also entitled to store the goods at our premises at the time of fulfilment of the contract, for which a storage fee of 250.00net is due.
13.3. This shall not affect our right to pay the remuneration for services rendered and to withdraw from the contract after a reasonable period of grace.
13.4. In the event of a legitimate withdrawal from the contract, we may demand a lump sum compensation of 20% of the order value plus VAT from the customer without proof of the actual damage. The obligation to pay damages by an entrepreneurial customer is independent of fault.
13.5. The assertion of a higher damage is permissible. This right applies to consumers only if negotiated in individual cases.
14. Reservation of title
14.1. The goods delivered, assembled or otherwise handed over by us remain our property until complete payment.
14.2. A resale is only permissible if it has been notified to us in due time, stating the name and address of the buyer and we agree to the sale.
14.3. In the case of our consent, the purchase price claim is now deemed to have been assigned to us.
14.4. If the customer is in default of payment, we are entitled to demand the reserved goods if the appropriate period is adequate. We can execute this right only to consumers as customers if at least a backward performance of the consumer has been due for at least six weeks and we have given it without warning with threat of this legal order and with grace period of at least two weeks.
14.5. The customer must notify us immediately about the opening of the bankruptcy on his property or the seizure of our reserved goods.
14.6. We are entitled to enter the location of the reserved goods as far as is reasonable for the customer in order to assert our retention of title, subject to appropriate advance notice.
14.7. The customer shall bear the necessary costs and appropriate costs for the legal consequences.
14.8. In the assertion of the reservation of title, a withdrawal from the contract shall only be accepted if the latter is explicitly declared.
14.9. We shall be entitled to utilize the reserved goods as a stand-alone transaction to the best of our ability.
15. Intellectual property rights of third parties
15.1. If the customer contributes intellectual creations or documents and are asserted with regard to such creations, third party property rights, we are entitled to terminate the production of the delivery item at the risk of the customer up to the clarification of the rights of third parties and to replace the necessary and appropriate costs, except the unjustness of the claims is obvious.
15.2. The customer shall indemnify us against this.
15.3. We are entitled to demand reasonable cost advances from entrepreneurial customers for any process costs.
16. Our intellectual property
16.1. Plans, sketches, cost estimates and other documents, which have been made by us or provided by our contribution, remain our intellectual property.
16.2. The use of such documents outside the intended use, particularly the transmission, reproduction, publication and disposal, including even copying, requires our explicit consent.
16.3. The customer also undertakes to keep confidential the knowledge of the third-party knowledge derived from the business relationship.
17.1. The warranty period for our service is one year from the date of handing over to business customers.
17.2. The date of handover is the date of completion, in the absence of a different agreement (for example, formal acceptance), at the latest when the customer has taken over the service or has refused to accept the goods without any given reason.
17.3. Any deficiencies of a defect claimed by the customer shall not constitute an acknowledgment of the customer’s claim.
17.4. In order to remedy the defects, at least two attempts are to be given to us by the entrepreneur.
17.5. If the customer’s claims for defects are unauthorized, the customer is obligated to compensate us for expenses incurred for ascertaining the defect or fault rectification.
17.6. The entrepreneurial customer must always prove that the defect already existed at the time of handover.
17.7. We accept no liability for the newly established WLAN routers which are installed after conclusion of the contract. In the event of a degraded activation power of W.E.M. Activator would have to be shielded and/or activated afterwards.
17.8. Defects in the delivery item which the business customer must have ascertained or should have ascertained a proper course of business after delivery by inspection shall be notified to us in writing without delay, at least 7 days after delivery. Hidden defects must also be displayed within this reasonable period from discovery.
17.9. Any use or processing of the defective item of performance, which threatens subsequent damage or a cause study is hindered or prevented, has to be stopped by the customer immediately, if this is not unreasonable.
17.10. If a defect notification is not filed in time, the goods shall be deemed approved.
17.11. The defective delivery or samples thereof shall be returned to us by the corporate customer, if economically justifiable.
17.12. The cost of returning the defective item to us is entirely borne by the corporate customer.
17.13. The customer meets the obligation to make an immediate determination of the deficiency possible by us.
17.14. The guarantee is excluded if the technical facilities of the customer such as supply lines, cabling etc. are not in a technically perfect and operational condition or with the supplied items, as far as this fact is attributed to the defect.
17.15. In the private sector, a money-back guarantee is assured for a period of 12 months from installation. In the commercial sector, a money-back guarantee is assured for a period of three months, depending on the agreement, or a free test run – according to pre-agreed conditions. Installation costs are not included, unless otherwise agreed.
18.1. Due to the violation of contractual or pre-contractual obligations, especially due to impracticality, delay, etc., we are only liable in the case of property damage in case of intent or gross negligence.
18.2. We are only liable to business customers, except for personal injury, if gross negligence is proved to us. Entrepreneurial customers are also limited by the liability amount of a liability insurance, which may be concluded by us.
18.3. This limitation also applies to the damage to an item which we have accepted for processing. However, this only applies to customers when this has been negotiated individually.
18.4. Claims for damages by business customers are to be asserted in court within six months from the knowledge of the damage.
18.5. The exclusion of liability also includes claims against our employees, representatives and vicarious agents due to damages to the customers, without reference to the contract.
18.6. Our liability is excluded for damage caused by improper handling or storage, overuse, failure to comply with operating and installation instructions, faulty assembly, commissioning, maintenance, maintenance by the customer or unauthorized third parties, or caused by natural wear and tear.
18.7. If and insofar as the customer can claim damages for which we are liable, insurance claims by his own or in his favoured damage insurance (eg liability insurance, hardship, transport, fire, business interruption and others), the customer undertakes to claim the insurance service and our liability in this respect shall be limited to the disadvantages which the customer incurs due to the use of this insurance (eg higher insurance premium).
19. Severance clause
19.1. Should individual parts of these terms and conditions be invalid, the validity of the remaining parts shall not be affected thereby.
19.2. We, as well as our entrepreneurial customer, are now obliging ourselves to take a joint agreement – based on the good faith of contracting parties – that closely resembles the economic result of such ineffective condition.
20. General information
20.1. Austrian law applies.
20.2. The UN purchase right is excluded.
20.3. Jurisdiction for all disputes arising out of the contractual relationship or future contracts between us and the business customer shall be local to our domicile competent court.