General Terms and Conditions
of eurodata GmbH, A 1220 Vienna, Technologiezentrum aspern IQ, Seestadtstrasse 27 (Issue: 1 January 2017)
1.1. The General Terms and Conditions (GTCs) of eurodata GmbH (referred to more briefly hereinafter as 'eurodata') apply to all supplies and services rendered by eurodata for its contractual partner (referred to more briefly hereinafter as 'the client').
1.2. These GTCs also apply to future transactions between eurodata and the client, even if no specific reference is made to them during the conclusion of a future contract.
1.3. If any individual provisions of these GTCs should be or become invalid, this shall not affect the validity of the remaining provisions. The invalid provision will be replaced by a valid provision which comes as close as possible to it in terms of its economic and legal intent and purpose.
1.4. These GTCs are available for inspection at eurodata as amended from time to time. They can also be retrieved on the Internet at http://www.eurodata.co.at or transmitted at the request of the client.
2. Conclusion and term of contract
2.1. A contract covering supply or performance becomes legally valid when the order is accepted by eurodata.
2.2. The order is usually issued in the form of a written request signed by the client and sent to eurodata by telefax, e-mail, electronic order form (e.g. on the home page) or post.
2.3. Furthermore, a contract may also be established by verbal or telephonic enquiry, if the client provides eurodata with his master data and eurodata subsequently accepts the enquiry.
2.4. Contracts concluded between the parties on the purchase of services and other continuing contractual obligations are, unless otherwise agreed, concluded for an unlimited period of time and can be terminated by either party in writing or by telefax, unless otherwise agreed, giving notice of at least one month to the last day of a given month.
2.5. Adherence to the agreed deadlines for payment is a material contractual obligation in the rendering of services by eurodata. In case of default, eurodata therefore has the right to annul the contractual relationship with immediate effect after having issued an unsuccessful reminder in writing or by electronic means and set a two-week extension period.
2.6. In any case, eurodata's entitlement to the agreed remuneration for the remaining term of the contract until the next possible date of termination remains unaffected by this. In cases of default of payment, moreover, eurodata has the right to offset any costs incurred thereby, including costs of intervention by debt-collecting agencies and lawyers and interest for default at the usual bank rate as from the day of default.
2.7. The attention of the client is drawn expressly to the fact that on termination of the contractual relationship for whatever reason eurodata is no longer under obligation to continue to provide the agreed service. It follows that eurodata has the right to delete any relevant data it has stored. The timely retrieval, saving and back-up of such relevant data prior to termination of the contractual relationship is therefore the sole responsibility of the client. It follows that the client cannot derive any claims against eurodata from such deletion.
3. Prices and terms of payment
3.1. Unless otherwise agreed, the prices listed in the quotation or quoted on the order form apply. Said prices are shown exclusive of statutory VAT.
3.2. eurodata reserves the right to alter prices, in particular if there is an unusually large number of enquiries for the rental of WWW pages, unlimited access and an increase in the costs incurred by the client as compared with the costs at the time when the contract was concluded.
3.3. eurodata reserves the right to adjust its prices in accordance with the consumer price index of the Austrian Statistical Central Office (ÖSTAT) or any other index applied in place of it.
3.4. Unless otherwise agreed, payments fall due promptly on receipt of the invoice strictly net.
3.5. Fees or charges which remain constant each month or each year are to be paid in advance.
3.6. Payments are to be made either by means of a deposit slip or electronic transfer (on-line banking), or the client will authorise eurodata to collect payment in accordance with the direct debit authorisation scheme.
3.7. If no direct debit authorisation is issued by the client in accordance with said scheme, eurodata shall have the right to demand a fee of € 2.00 exclusive of VAT for each invoice, said fee being featured as a separate item. Electronic transfers (on-line banking) will not under any circumstances be considered as direct debit authorisation.
3.8. There shall be no offsetting of claims with outstanding claims against eurodata, and no retention of payments on the basis of claims of the client's such as are alleged but have not been acknowledged by eurodata.
3.9. Objections by the client to claims invoiced by eurodata are to be made in writing within three weeks. If not, the claims shall be deemed to have been acknowledged.
3.10. Advance payments shall not be subject to interest.
3.11. Goods delivered remain the property of eurodata until such time as payment has been made for them in full.
4. Performance by eurodata
4.1. Performance is in each case rendered by eurodata based on the description of performance and the currently applicable provisions regarding remuneration.
4.2. Mains failures, malfunctions, maintenance work or other events which are unavoidable and outside the scope of eurodata's responsibility can lead to unavoidable interruptions in the rendering of services. Uninterrupted operation can therefore not be guaranteed and is not a thing to which eurodata is contractually bound. Having said that, eurodata shall make efforts to rectify malfunctions and interruptions as quickly as possible from both a technical and an economic point of view. Short-term malfunctions and interruptions do not give the client the right to reduce payments.
4.3. The client is under obligation to notify eurodata in writing without delay of malfunctions, defects or damage in connection with the agreed performance. No other claims of any kind shall be assertable against eurodata by entrepreneurs in default of such notification.
5. Options for termination of the contract
Contractual relationships can be terminated in the following ways:
• by ordinary or extraordinary notice
• by mutually agreed annulment
• by expiry of the term of the contract
• by the initiation of bankruptcy proceedings regarding the assets of the client
• by the demise of the client or the end of the legal existence of a company
• by general discontinuation of performance (see Para. 6)
6. General discontinuation of performance
eurodata reserves the right to discontinue its performance if it cannot reasonably be expected to continue to render it for technical, economic or operational reasons. This discontinuation of performance will not however take effect until 3 months after being announced at the earliest.
7. Data protection
7.1. At eurodata, orders are processed throughout with the aid of automatic data processing. The client hereby gives his express permission for the storage, transmission and further processing of all the data that become known to eurodata in the context of contractual relationships.
7.2. The client hereby agrees to the use of his master and traffic data and other personal data for the purpose of providing services with supplementary benefit, for advertising and / or information about products including quotations exclusively by eurodata by telephone, e-mail or other electronic media. This consent can be revoked at any time.
7.3. The client authorises eurodata irrevocably to pass on all client data for the rendering of the agreed performance to other affiliated companies of eurodata.
eurodata is exclusively liable for loss or damage caused by intent or gross negligence. There shall be no liability toward entrepreneurs for force majeure, consequential loss or damage or lost profit. eurodata does not accept any liability whatsoever for the correctness of data or information which has not been drawn up by eurodata itself but made available to eurodata by a third party or parties. This also applies to all kinds of data analysis and budgeting.
The parties to this contract shall treat trade and business secrets of the other party in confidence, if these have become known to them in the context of the business relationship and are identified or clearly recognisable as confidential, and shall continue to do so after the termination of the business relationship.
10.1. The client shall notify eurodata without delay of any change whatsoever to his company name or trade name, his address, his e-mail address, legal form, company register number or bank account details.
10.2. The court which is competent as regards the subject matter of the contract concerned at eurodata's place of business shall have local competence for any disputes arising from said contract.
10.3. Austrian law shall apply exclusively.