General Terms and Conditions (GTC)

Contract, delivery and payment terms of VERAUT – Verfahrens- und Automationstechnik Ges.m.b.H. (hereinafter “VERAUT”). These GTC are primarily addressed to entrepreneurs pursuant to § 1 UGB. Mandatory statutory provisions apply to consumers.

Contents

1. Scope of Application

These GTC apply to all deliveries, services and offers by VERAUT. Deviating terms of the customer shall not become part of the contract unless VERAUT expressly agrees to their validity in writing. Individual agreements take precedence.

Note: The German version shall prevail.

2. Offers & Conclusion of Contract

  • VERAUT’s offers are non-binding unless otherwise specified.
  • A contract is concluded by written order confirmation or by delivery/performance.
  • Drawings, illustrations, and technical data are only binding if expressly confirmed.

3. Scope of Services (Wireless/ATEX)

VERAUT supplies hardware and software solutions for wireless data communication (including NB-IoT, LTE, Sub-GHz) and – if agreed – ATEX-compliant components. The exact scope is defined in the offer/order including bills of materials, specifications, and service levels.

  • Cloud/server connections, dashboards, interfaces (e.g. MQTT/Modbus) as agreed.
  • Project and commissioning services can be ordered separately.

4. Customer’s Duties of Cooperation

  • Provision of all necessary information, access, and preparatory work (e.g. network coverage, SIM, power supply, sensors, installation requirements).
  • Ensuring compliance with statutory/regulatory requirements at the place of use.
  • Support during testing and acceptance; appointment of a responsible contact person.

5. Prices, Payment Terms

  • All prices are net in EUR plus statutory taxes, duties, customs, and shipping.
  • Unless otherwise stated: 30% advance payment upon order, balance before delivery; invoices are payable within 14 days without deduction.
  • In case of default, statutory default interest applies; set-off/retention rights only for undisputed or legally established counterclaims.

6. Delivery Times, Transfer of Risk

  • Delivery times are non-binding unless expressly agreed in writing as binding.
  • Partial deliveries are permitted.
  • Risk passes to the carrier/forwarder upon handover (EXW/ex works, unless otherwise agreed).

7. Acceptance & Testing

If acceptance is agreed, it shall be carried out based on a joint test protocol. If no acceptance date or justified notice of defects is given within 10 working days, the service shall be deemed accepted.

8. Warranty

  • Warranty period: 12 months from delivery/acceptance (for entrepreneurs), unless mandatory law provides otherwise.
  • VERAUT shall, at its discretion, remedy defects or provide replacement. If rectification fails: price reduction or rescission for affected items.
  • No warranty for wear and tear, improper use, third-party interference, external components, lack of network coverage, or non-agreed operating conditions.

9. Liability

VERAUT is liable without limitation for intent and gross negligence, for personal injury, and under mandatory statutory provisions. Otherwise, liability for slight negligence is excluded; this applies in particular to loss of profit, data loss, consequential damage, or financial loss. Any liability is limited per case to the order value of the affected delivery/service.

10. Retention of Title

Delivered goods remain the property of VERAUT until full payment has been made. Pledging or transfer by way of security prior to transfer of ownership is not permitted.

11. ATEX Instructions & Operation

  • For ATEX products, only the respective certificates, approvals, and operating instructions apply.
  • Installation, commissioning, and operation must be performed only by qualified personnel in accordance with standards/directives/zone classification.
  • Modifications to the device, incorrect accessory selection, or operation outside specifications will void warranty/approval.

12. Software / Rights / Updates

  • For supplied software, a non-exclusive, non-transferable license for the contractual purpose is granted.
  • Copyrights and proprietary rights remain with VERAUT or its licensors.
  • Updates/upgrades/support only as agreed (e.g. maintenance contract/subscription).

13. Confidentiality & Data Protection

Both parties shall maintain confidentiality regarding trade and business secrets that become known to them. Personal data are processed in accordance with the Privacy Policy and the GDPR.

14. Export Control / Sanctions

The customer is responsible for compliance with all applicable export, customs, and sanctions regulations and shall indemnify VERAUT against claims by third parties resulting from any violation.

15. Force Majeure

Events beyond reasonable control (e.g. natural disasters, war, strike, epidemics, governmental measures, shortages of materials/transport) release VERAUT from performance and delivery obligations for the duration and extent of their effects.

16. Final Provisions

  • Jurisdiction & Law: Austrian law applies, excluding the UN Convention on Contracts for the International Sale of Goods. The place of jurisdiction – insofar as permissible – is Linz.
  • Written Form: Amendments/supplements must be in writing; this also applies to any waiver of the written form requirement.
  • Severability Clause: Invalid provisions shall be replaced by those that come closest to the economic purpose.
  • Order of Precedence: Offer/order confirmation → service specification → these GTC → other documents.

As of:

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