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Terms and conditions

GASCAD 3D TECHNOLOGIE GmbH

  1. General

1.1 These terms and conditions apply without exception to all goods and services of our company.

1.2 The full title of our company is GASCAD 3D Technologie GmbH, hereinafter referred to as GASCAD.

1.3 All contracts and agreements are only binding if they are made in writing by GASCAD and executed or signed by authorised signatories and commit to only cover the extent of the contract.

1.4 Contracting agent terms and conditions are hereby excluded from the legal transaction and the entire business relationship. Offers are subject to change.

1.5 Should any of these terms and conditions be invalidated due to legal provisions, these terms and conditions remain valid with the exception of the provisions which are thereby invalidated.

2. Performance and testing – organisational and programming services and authorisation for use.

2.1 The subject of the contract may be:

- development of an organisational plan

- global and detailed analysis

- creation of customs programmes

- delivery of standard programmes

- acquisition of authorisation for use

- training of operators

- participation in the operation (transition assistance)

- telephone advice

- maintenance programme

- provision of software for online use (application service)

- other services

2.2 The development of individual organisational plans and programmes is based on the type and extent of the information, documents and tools provided by the contracting agent. This includes customary test data and testing capabilities to a sufficient extent, which are provided to the contracting agent in a timely manner at his own cost. If the contracting agent has made provisions for the system to be tested in a working real time operation, the responsibility for securing the real data lies with the contracting agent.

2.3 The basis for the creation of individual programs is exclusively the written terms of reference,which GASCAD places at the disposal of the contracting agent in return for the cost of calculation of the documents and information provided, as well as and those documents which the contracting agent has at its disposal in this regard. Unless specifically stated in the written terms of reference, neither existing software solutions nor other existing work processes are valid as the basis for the creation of the individual program. The written terms of reference should be checked and agreed by the contracting agent for accuracy and completeness. Later changes can result in different deadline and price agreements.

2.4 Individually created software or program adaptations required that each program be accepted by the contracting agent no later than 4 weeks after delivery. This is confirmed in a report by the contracting agent. If this period has passed without the contracting agent accepting the program, the software supplied is taken to be accepted. If is has been used in a real operation, the software is also taken to be accepted.


2.5 When ordering standard programs for purchase or letting, the contracting agent confirms the order with the knowledge of the scope of services of the program ordered.


2.6 If in the course of the work it is determined that the execution of the contract in accordance with the terms of reference is factually or legally impossible, GASCAD is obliged to inform the contracting agent immediately. If the contracting agent does not changes the specification to create the conditions which mean that an execution is possible, GASCAD can refuse to carry it out. If the impossibility is due to a failure on the part of the contracting or to a subsequent change in their specification, GASCAD is entitled to cancel the order. Accrued costs and expenses, and any dismantling costs incurred to that point shall be reimbursed by the contracting agent.

3. Warranty
3.1. On condition that the contracting agent has used the delivered goods/services in accordance with the applicable installation requirements and instructions of the contractor, and under the applicable conditions, GASCAD shall, in accordance with the provisions of these conditions guarantee that the delivered goods/services exhibit the agreed functionality and are free of defects.

3.2. The warranty period is six months from delivery.

3.3. An error is taken to mean any disruption or failing. However, an error exists only insofar as its function deviates from the applicable specifications. For minor and/or negligible errors or impairments no guarantee can be given, in particular for any errors, for which the agreed or usual requirements for usability are not compromised. GASCAD does not guarantee that the programs work together in the selection made by the contracting agent, that these will be uninterrupted or entirely error free or that any errors can be eliminated.

GASCAD is also not responsible for errors if a inadequate or faulty terms of reference are provided by the contracting agenct. GASCAD is also not responsible if the error is based on the requirements of the contracting agent or does not meet the functionality requirements of the contracting agent; furthermore, the warranty shall also not apply if the contracting agent performs or has performed alterations to the software. In any case, GASCAD accepts no liability whatsoever for the legal compliance of functions, especially abroad. The contracting agent is solely responsible for ensuring that he complies with the legislation, its nature and its contents , at all times; GASCAD will remain completely non liable in this regard.

3.4. The contracting agent must report the problem in detail in writing. The warranty covers the diagnosis and correction of errors in the case of a justified complaint. Any malfunctions must be disclosed promptly and in detail. GASCAD shall support the contracting agent in search for the error and the cause of the error. Unless the contractor can prove that the defect is attributable to GASCAD, GASCAD is entitled to charge this to the contracting agent's account. The contracting agent must enable GASCAD to investigate and deal with any necessary corrective measures.

3.5. The application of § § 924 and 933 b of the Civil Code is excluded.

3.6. Repairing errors shall primarily be done through improvements. Improvements are made at the discretion of GASCAD by replacement, by a corresponding change in the software, by delivering new software, by delivery of new software or by showing that GASCAD has taken reasonable steps to avoid the effects of the error. The contracting agent has to support GASCAD in this, in particular it is a prerequisite of any repair of errors that the contracting agent provides GASCAD with all necessary documents and information that will allow GASCAD full access to hardware and software of the contracting agent during normal working hours. A new program status shall be taken over by the contracting agent in any case, unless this leads the contracting agent to inappropriate and unreasonable adjustments or transition issues.

3.7. The contracting agent can request the cancellation of the contract or the reduction of the fee if and only if error has not been rectified within 90 days of the notification in writing. Errors in individual programs do not entitle the contracting agent to cancel the contract for other programs.


3.8. Any replacement of a (successful or attempted) repair by the contracting agent or by third parties (substituted performance) is excluded.

3.9. Costs for support, diagnosis, and error rectifications which are the responsibility of the contracting agent as well as other corrections, changes and additions are carried out by GASCAD only if payment is made. This also applies to the correction of errors when program is changed or additions or other interventions have been made by the contracting agent himself or by a third party.


3.10. Furthermore, GASCAD takes no responsibility for errors, disruptions or damage resulting from improper operation, changing the operating system components, interfaces and parameters or using inappropriate organisational resources and media, unless they are prescribed, or due to abnormal operating conditions due to damage during shipment.


3.11. Insofar as the modification or supplementation of existing programs is the subject of the contract, the warranty applies to the change or addition. The warranty for the original program does not become valid again.

4. Scope: software support services - maintenance


4.1 The implementation of the contracted services by GASCAD occurs within normal working hours of GASCAD. If, in exceptional cases and at the request of the contracting agent, a service is provided outside of normal working hours, the additional costs will be billed separately. GASCAD is responsible for choosing which employee will carry out the contracted service. GASCAD is also entitled to bring in third parties.


4.2 GASCAD is committed to fulfilling the contracted software programs in accordance with the scope of the following contractually agreed service class, unless the contracting agent has stated a previous version of the program as being the one in use:

Maintenance Class A

  • Update service: GASCAD provides program updates to the contractual agent at dates scheduled by the manufacturer. This includes the correction of errors, the resolution of any program issues that arise either during testing or during use within the warranty period, the scope of services including improvements, changes to the software, changes to the legislation.
    Legal changes that lead to a new logistics, in other words alterations to existing features that lead to new programs and program modules, and any necessary enhancements to the hardware are not covered benefits of this agreement. These programs are offered separately in addition to the necessary data sources and documentation to the contracting agent. The contracting agent is responsible for updating master data that has been connected within the contractual software in connection with any contract with a third party, it is definitely not the supplier.


* Archiving and provision of the contractual software programs: GASCAD commits to archive the software programs it develops which are covered by the contract software programs in a form which can by read by computers, along with the documentation necessary to fulfill the obligations arising under this contract, and to provide them if necessary, in accordance with the provisions of contract underlying the purchase made.


* Analysis of reported errors

* Renewal of the online help in accordance with program development

Maintenance Class B


* Scope of Maintenance Class A

Hotline service: GASCAD will provide advice to the contracting agent within the agreed GASCAD hotline times should problems arise in connection with the use of the contracted software programs.

GASCAD is entitled to make repeated use of this advice for similar problems, subject to further additional contractual advice, outside of this contract, as part of paid training.


* Remote Support: If the support provided by the hotline service is not sufficient or the use of a remote tool defined by GASCAD would be useful, this tool, where available, shall be used to correct the problem on the contracting agent’s computer. The purchase and installation of this tool is not part of this scope of work.


* Dealing with problems on site: If problems relating to the contractual scope cannot be resolved through the hotline service or remote support etc (the decision about this is made by GASCAD), GASCAD shall deal with the problem on site where the computer system is, and they shall bill any travel costs or accommodation costs incurred separately.

4.3 An error is deemed to need dealing with if the contracted software program is showing different behaviour to that described in the specification/documentation, in each case in the most recently valid version, and if this behaviour can be replicated by the contracting agent. Any errors or defects must be reported immediately (in writing) to GASCAD. For the purposes of carrying out a careful investigation of possible errors which may have occurred, the contracting agent is obliged to give GASCAD access to the computer (if the computer is connected to others via an internet connection then also access to this connection), the software, the protocols, the diagnosis documentation and data to a level adequate for testing purposes during normal GASCAD working hours without charge, and to support them with their investigation. Any errors detected which are the responsibility of GASCAD will be resolved within a reasonable period. GASCAD is freed from this obligation if shortcomings attributable to the contracting agent prevent the repairs and these are not corrected by him. The error will be resolved with a software update or a suitable alternative solution.

5. Payments not covered in this contract:


5.1 If not explicitly provided in this contract, the costs of travel, accommodation and travel time for persons assigned to carry out GASCAD services.


5.2 In the event of unauthorised use of services, GASCAD is entitled to bill any costs incurred to the contracting agent with the applicable cost principles.


5.3 Services which are linked to the operating system, hardware changes and/or changes in non-contractual mutually dependent software programs and interfaces.


5.4 Individual customisation or new programming.


5.5 Program alterations due to changes in statutory regulations, if they require a change to the program logistics.

5.6 GASCAD is free of all obligations under this contract if program changes are made to the contractual software programs without prior approval from GASCAD, employees of the contracting agent or third parties, or if the software programs is not used as designated.


5.7 The correction of errors caused by the contracting agent or a third party, particularly reporting expenses, which arise due to a lack of training, failing to follow the online help or user errors.


5.8 Loss or damage arising directly or indirectly by acts or omissions in the operation by the contracting agent or user.

5.9 Data conversions. Recovery of databases and interface customisations.

6. Prices

6.1 All prices are in EUR and do not include VAT. They are only applicable to this contract. The fees for training courses organised, unless otherwise stated, refer to the location of Wels.


6.2 For standard programs, the list prices on the day of delivery are applicable. For all other services, rates applicable on the day the service is carried out shall be charged. Changes to the contract price due to time costs which are not the responsibility of GASCAD shall be calculated according to actual event.

6.3 Costs of travel and daily allowances, as well as accommodation costs shall be invoiced separately at the rates valid at the time. Transit time is considered to be working time.

6.4 Agreed package costs for the calendar year/partial year are payable in advance.

6.5 For services that can be provided on the business premises of GASCAD, but are provided at the contracting agent’s premises at their request as an exception to this, the contracting agent bears the cost of travel, accommodation and travel time for the persons carrying out the services on behalf of GASCAD.

6.6 The value of the licence, maintenance and service rates is expressly agreed. As a measure to calculate the value, the Consumer Price Index 2005, as announced monthly by the Austrian National Statistics Office is used, or an alternative index. The basis for the calculation is the index number at the time of the contract. Prices are increased to the same extent that the index figure rises.

6.7 All fees and taxes (including sales tax) are calculated based on applicable laws. Should the tax authorities subsequently impose additional taxes or duties, these will be borne by the contracting agent.

7. Terms of payment


7.1 Unless otherwise agreed, our invoices are to be paid promptly without deduction and free of charges. Notwithstanding any other statements of the contracting agent, GASCAD is authorised to use incoming funds to cover the cost of time accrued, expenses, disbursements, interest, and the repayment of the outstanding invoice amount. If cheques are accepted, this is exclusively as payment. This also applies in the case of assigning receivables. Levies, discount rates and charges shall be borne by the contracting agent.


7.2 The date printed on the invoice is the expressly agreed time of payment for the amount to be transferred to our account specified on the invoice. The risk for the duration of the transfer process up to the receipt in our account is borne by the contracting agents.


7.3 The agreed terms of payment dates are an essential condition for carrying out the contract delivery or performance by GASCAD: for non-compliance with the agreed payment dates, GASCAD is entitled to cease work in progress and to demand advance payments for outstanding services or security. If the contracting agent is overdue with at least one payment of a bill despite having been given a warning and a grace period of two weeks in arrears, all accounts receivable from the business relationship with the contracting agent shall be for immediate payment, regardless of credit terms granted or incoming checks. In the case of default, GASCAD reserves the right to withdraw from the contract, in particular, if it is not paid for any outstanding advance payments or collateral services. All costs incurred due to a delay or cancellation of the contract which incur GASCAD damage for GASCAD, including profits, are to be reimbursed by the contracting agent.


7.4 GASCAD shall further have the right to withdraw the contract if the contracting agent has filed for bankruptcy or is involved in composition proceedings over their assets.

7.5 GASCAD is entitled, in any case, to charge the contracting agent default interest at normal bank level for any periods of undeserved late payment which can be proven.


7.6 The contracting agent is not entitled to withhold payments because of incomplete total delivery, guarantee or warranty claims or any criticisms.


7.7 The contracting agent is not entitled to offset any claims against claims of GASCAD; this also applies if GASCAD files for bankruptcy.

8. Delivery, delivery dates

8.1 Our delivery obligations are fulfilled by sending the goods to the contracting agent or by sending them to the address specified by the contracting agent. The goods are shipped at the contracting agent's risk. If the goods are picked up, GASCAD is entitled but not obliged to check the legal authority.

8.2 GASCAD is entitled to withhold deliveries or services until bills are paid from previous services. A delivery or service can further be withheld if the contracting agent's assets, are the subject of a bankruptcy case or composition proceedings.

8.3 GASCAD shall promptly provide the service as soon as the conditions listed in the above items are eliminated.


8.4 Claims for damages against us due to cancellation of the contract, failure or delay in delivery are only possible in cases of gross negligence, compensation for consequential damages is excluded.

8.5 When updating services, GASCAD strives to provide information, within a reasonable period, relating to the requests made by the contracting agent during normal GASCAD working hours.
The contracting agent has neither the right to withdraw nor the right to claim damages if the prospective delivery date is missed.
Partial deliveries and advance deliveries are permitted.

9. Delivery dates – programming services

9.1 GASCAD strives to keep to the agreed dates of delivery (completion) as closely as possible.


9.2 The target completion dates can only be met if the contracting agent provides all necessary work and documents on the dates GASCAD specifies, in particular the terms of reference agreed by him, and if the contracting agent fulfills his obligations to cooperate to the extent required. Delivery delays and cost increases resulting from incorrect, incomplete, or subsequently changed data and information or documents provided are not the responsibility of GASCAD and can lead to delays. Any resulting additional costs shall be borne by the contracting agent.

9.3 In contracts involving multiple units or programs, GASCAD is entitled to make partial deliveries and to supply partial invoices.

10. Liability


10.1. GASCAD provides compensation only for willful acts of gross negligence, liability for slight negligence is excluded in any case.
The burden of proving that GASCAD has acted willfully or with gross negligence shall rest with the contracting agent. The liability for all claims resulting from GASCAD to the contracting agent out of or in connection with the contract, regardless of the legal basis, is limited to the total amount of the contract or other written agreement by the contracting agent to be paid remuneration.
GASCAD shall in no event be liable for lost profits, expected but not incurred savings, lost savings, damages resulting from third-party claims against the contracting agent, cost increases or additional costs for using the software that have been made, late or deficient transactions between the contracting agent and third parties, indirect or consequential damages or for damage to the recorded data – regardless of whether this is due to an error or malfunction of the software, lack of or limited usability of the software, or failure to comply with other contractual obligations. GASCAD is especially not liable for the replacement of destroyed data.


10.2. For claims made for any legal reason there is a limitation period of one year starting from the date on which the contracting agent notifies GASCAD of the damage.

10.3. GASCAD assumes no protective effect for third parties.

10.4. GASCAD also takes no responsibility for the success of a training course or other service and the resulting benefits. In addition, this title includes no legal right to refuse to pay or withhold agreed payments.

10.5. Any liability on the part of GASCAD on the basis of the provisions in these terms and conditions, for whatever legal reason, is excluded.

10.6. For functional and legal compliance, especially abroad, GASCAD takes no liability whatsoever. The contracting agent himself is responsible for ensuring that he is complying with all relevant legislation, regardless of its type and content. In this regard, the contracting agent ensures that GASCAD is completely non-liable and indemnified.

11. Confidentiality, data protection

1.11 GASCAD and the contracting agent agree to conform with the relevant provisions of data protection, in particular § 15 Data Protection Act, and to oblige their employees to do so as well.


11.2 GASCAD is entitled to pass on information (such as company name, number and scope of licences purchased) due to their contracts with manufacturers and suppliers of programs, software, etc., and other main data suppliers in accordance with obligations to disclose information, and is also entitled to keep this data in a reference list. The contracting agent expressly consents to this.

12. Training and courses
12.1 GASCAD reserves the right to cancel courses without notice for any reason up to 10 days before the course starts, after which cancellation is possible only if there are good reasons (e.g. illness of the instructor).


12.2 In participation in courses or training sessions is cancelled up to 10 days before the beginning, there will be no charge; after this the course fee may be payable.


13. Loyalty


13.1 The parties commit themselves to reciprocal loyalty. They will refrain from any solicitation and employment, including through third parties, of employees who have worked on the implementation of the orders for the other party during the term of the contract and within 12 months of the termination of the contract. Contracting partners in violation of this clause are required to pay compensation in the amount of a year’s salary of the employee.

14. Final provisions


14.1 Even if the program is adapted or developed specifically for the contracting agent, both the exclusive license and copyright remain with GASCAD.


14.2 For all disputes arising out of or through the contract, Austrian law is to be used exclusively. The application of the United Nations Convention on Contracts for the International Sale of Goods is excluded.


14.3 As far as nothing else is agreed, the provisions between the traders are subject only to Austrian statutory regulations, even if the contract is concluded abroad. For any dispute, the competent court is agreed to be that for the headquarters of GASCAD.

For sale to consumers within the meaning of the Consumer Protection Act, the provisions apply only to the extent that the consumer protection law does not enforce any other provisions. Failure to comply with essential elements of the contract will lead to parties being entitled to terminate the contract immediately.


14.4 The venue for all disputes arising in connection with this contract, including billing and checking processes is deemed to be Wels/Upper Austria. GASCAD (the supplier) shall be entitled to sue the contracting agent as it wishes, before any other court which may have jurisdiction under national or international law, particularly the court of the domicile of the contracting agent. The measures taken in the preceding provisions regulations apply even if there is a dispute concerning the training and/or questions arise as to the validity of the contract and/or the effectiveness of the court.


14.5 All legal transactions are subject exclusively to Austrian substantive law, excluding its conflict of laws, in particular those of private international law insofar as these relate to the application of foreign law. If Austrian legislation provides for the use of cross border elements, the international standards applicable in Austria - such as the reciprocal CISG - are not applicable.


14.6 Any fees and charges in connection with supplying goods or services to the contracting agent are the responsibility of the contracting agent alone.

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