1. Validity
1.1. Bauboxx GmbH (hereinafter referred to as “Bauboxx”) is a limited liability company registered in the commercial register under FN 623799b with its registered office in Vienna. Bauboxx provides sourcing services for goods in the construction and building supplies.
1.2. These General Terms and Conditions (hereinafter referred to as the “GTC”) shall apply to all contracts concluded between Bauboxx and a third party (hereinafter referred to as the “contractual partner”), irrespective of whether this third party is a natural person or a legal entity. Contracts are all agreements concluded expressly or impliedly, in writing or orally. The GTC shall also apply to all future transactions, even if no express reference is made to them in individual cases, particularly in the case of supplementary or follow-up orders.
1.3. Any terms and conditions of the contractual partner that conflict with or deviate from the GTC shall only be effective if they are expressly agreed to by Bauboxx in writing. Bauboxx’s performance of the contract shall not be deemed to constitute consent to contractual terms and conditions that deviate from the GTC.
2. Basis of the service relationship
Bauboxx acts exclusively as an intermediary in the context of the present contract. A request for the delivery of goods addressed by Bauboxx to the contractual partner or an offer submitted to the contractual partner by Bauboxx is therefore always preceded by an order for these goods from Bauboxx by a third party other than the contractual partner. The contracting party therefore expressly acknowledges that Bauboxx resells the goods purchased from the contracting party to third parties or passes them on to third parties in any other way and the contracting party also gives its express consent to this. Bauboxx shall at no time use the goods delivered by the contractual partner itself. Bauboxx shall be entitled to increase or reduce the price for the goods delivered by the contractual partner in the context of a resale or transfer in any other way without the further consent of the contractual partner.
3. Offer/conclusion of contract
3.1. The contractual partner shall be bound by offers submitted to Bauboxx for at least three weeks from receipt of the offer by the contractual partner.
3.2. Bauboxx shall only accept an offer from the contractual partner in writing. Verbal communications in this respect shall not be legally effective.
3.3. The contractual partner agrees that it has prepared its offer (complete or partial offer) with a view to the complete functionality of the services offered. This means that the offer of the contractual partner contains all necessary partial services and components. Missing partial services and/or components are to be provided by the contractual partner without separate payment.
3.4. All offers submitted by Bauboxx shall be subject to change and shall only be legally binding if they are submitted in writing or, if submitted verbally, subsequently confirmed in writing.
3.5. If Bauboxx submits a binding offer, Bauboxx shall be bound by the offer for a reasonable period of time, up to a maximum of five working days, unless an alternative binding period is agreed to in writing in individual cases.
3.6. The contractual partner must provide the services in such a way that the services and results at the time of acceptance at least correspond to the advanced state of the art.
3.7. Promises, assurances and guarantees by Bauboxx or oral agreements deviating from the GTC in connection with the conclusion of the contract shall only become binding upon written confirmation by Bauboxx.
3.8. The commissioning of subcontractors by the contractual partner is only permitted if this has been expressly approved by Bauboxx in writing and in advance. Even if the services commissioned by Bauboxx or parts thereof are provided by third parties with the consent of Bauboxx, the contractual partner shall be liable for the provision of all contractually agreed services and their subsequent obligations.
3.9. If the fulfillment of the contractual services by the contractual partner is dependent on third parties who are not vicarious agents of the contractual partner itself and are not within the contractual partner’s scope of liability the contractual partner undertakes to disclose this circumstance in writing when submitting the offer.
3.10. In the absence of a separate written agreement, cost estimates addressed to Bauboxx shall be binding and free of charge. Even if the services or parts thereof are provided by third parties, the contractual partner shall be liable for the provision of all contractually agreed services and their subsequent obligations.
4. Prices
4.1. Unless otherwise agreed in writing and negotiated in detail, prices quoted by the contractual partner to Bauboxx in the course of contract negotiations and offers shall be deemed to include all fees, taxes and duties. If it has been expressly agreed that these costs are to be borne by Bauboxx, this shall also include packaging and transportation costs, whereby all delivery, loading, shipping, freight and customs costs shall be included.
4.2. Furthermore, agreed prices or prices on which the contract is based shall be deemed fixed prices. Price escalation clauses, value maintenance agreements and other clauses that provide for an increase in prices under certain circumstances shall not be accepted by Bauboxx unless they have been negotiated in detail.
4.3. If no fixed prices are agreed, any price reductions occurring between the date of conclusion of the contract and the provision of the service shall be passed on to Bauboxx.
4.4. The acceptance of fictitious consent, in particular if Bauboxx does not comment on invoices or other declarations submitted by the contractual partner, is in any case inadmissible.
5. Terms of payment
5.1. Unless otherwise agreed in writing, invoicing shall only be permitted after the contractual partner has provided the service in full. However, Bauboxx shall be entitled in any case, i.e. even in the case of advance or partial payments, to withhold the outstanding remuneration until the contract has been fulfilled in full.
5.2. The order or project number of Bauboxx must be stated on all invoices from the contractual partner. Furthermore, the contractual partner must itemize the individual services provided on each invoice and designate them in such a way that they can be assigned to the services in the underlying offer or contract. Invoices without a breakdown of services and order or project number shall be deemed not to have been submitted and shall not oblige Bauboxx to make payment.
5.3. The contractual partner shall issue invoices in accordance with the applicable VAT guidelines in a form that enables Bauboxx to check the invoice with reasonable effort.
5.4. All invoices must show any discounts (e.g. cash discount, rebate) separately.
5.5. Unless expressly agreed otherwise, the payment period shall be 40 days from receipt of the invoice. If payment is made within 30 days of receipt of the invoice, Bauboxx shall be entitled to a discount of 3%. If the invoice is paid in installments as agreed, Bauboxx shall not lose the discount deduction for the installments paid on time if later installments are not paid within the discount or due date.
5.6. The period for payment of the invoice shall commence upon receipt of the invoice by Bauboxx.
5.7. The timeliness of the payment shall be determined by the time of the bank or wire transfer order by Bauboxx.
5.8. Expenses incurred in connection with the payment method selected by Bauboxx (e.g. credit card payments, foreign bank transfers, etc.) shall be borne by the contractual partner.
5.9. Payment allocations made by Bauboxx are binding for the contractual partner.
5.10. In the event of default in payment by Bauboxx, the contractual partner shall be entitled to demand default interest in the maximum amount of 4 % p.a.
5.11. The assertion of any further damage caused by default is limited to the extent that only the postage costs of the first reminder are to be reimbursed by Bauboxx. Bauboxx shall not reimburse any further damages caused by delay, dunning and collection costs and it is mutually agreed that these do not serve the purpose of appropriate legal prosecution.
5.12. In the event of default of payment by Bauboxx, the contractual partner shall only be entitled to withdraw from the contract if it has previously granted Bauboxx a grace period of at least three weeks.
5.13. Separate contracts concluded between Bauboxx and the contractual partner and the rights and obligations regulated therein shall always be considered independent of each other. Accordingly, Bauboxx’s default in payment shall not entitle the contractual partner to declare claims from another contractual relationship due and payable.
6. Offsetting and retention
6.1. Bauboxx shall always be entitled to offset claims of the contractual partner. The contractual partner shall only be entitled to off-set to the extent that counterclaims have been established by a court or recognized by Bauboxx.
6.2. The restriction of Bauboxx’s statutory rights of retention is also inadmissible. Bauboxx shall in any case be entitled to withhold the remuneration to be paid until the contract has been fulfilled in accordance with the contract, unless otherwise agreed in writing in individual cases. The contractual partner’s rights of retention shall be excluded.
7. Credit check
Bauboxx expressly does not consent to the transmission of your data for the purpose of carrying out a credit check.
8. Protection of plans and documents / confidentiality
8.1. Technical drawings, plans, sketches and other documents such as brochures, catalogs, samples, presentations and the like provided by Bauboxx shall remain the intellectual property of Bauboxx or the person to whom the intellectual property belongs. In any case, the contractual partner shall not acquire any intellectual property. Any use, in particular the passing on, reproduction, publication and making available, including the copying of extracts, requires the express consent of Bauboxx or the person affected by the infringement.
8.2. All of the provisions in clause 8.1. may be reclaimed by Bauboxx at any time and must be returned by the contractual partner immediately in such a case, but also without being requested to do so upon termination of the contract.
8.3. The contractual partner undertakes to maintain confidentiality vis-à-vis third parties with regard to information, technical drawings, plans, sketches and other documents received from the business relationship.
9. Duty to cooperate
9.1. Any obligations of Bauboxx to cooperate shall be agreed in writing, otherwise they shall be ineffective.
9.2. If the provision of materials and/or information by Bauboxx has been agreed for the performance of the contract by the contractual partner, the materials and/or information provided may be used by the contractual partner exclusively for the provision of the agreed service. If the materials and information provided (e.g. in the form of documents) are no longer required by the contractual partner for the provision of the agreed services, they must be returned to Bauboxx without delay.
9.3. The materials and/or information provided as well as the rights associated with these materials and/or information shall remain the property or intellectual property of Bauboxx or the person to whom the intellectual property belongs. In the event of depreciation, damage or loss of materials provided to the contractual partner, the latter shall be liable for damages. If information is passed on by the contractual partner without the consent of Bauboxx, Bauboxx shall be entitled to assert claims for damages and injunctive relief.
9.4. If Bauboxx is in default with the provision of materials and information due to circumstances for which Bauboxx is responsible, the contractual partner shall notify Bauboxx in writing of any resulting delays. If necessary, the delivery date may be postponed accordingly in consultation with Bauboxx. The contractual partner shall not be entitled to increase the agreed fees as a result of this delay. In this case, the contractual partner shall only be entitled to claim damages (in particular also for storage costs etc.) if the delivery date is postponed for a period of more than two weeks (cf. clause 10.11.) and if, in addition, any damage resulting from the delay was caused by Bauboxx through gross negligence or willful misconduct.
10. Delivery, performance, transportation and transfer of risk, default
10.1. The contracting party guarantees that all goods delivered by it to Bauboxx bear a CE marking and have therefore been tested by the contracting party or, if the manufacturer is a different person from the contracting party, by the manufacturer, and that the goods meet all EU-wide requirements for safety, health protection and environmental protection. The contractual partner guarantees certification in accordance with ISO 9001.
10.2. Bauboxx reserves the right to stipulate further special requirements for the goods to be delivered by the contractual partner (e.g. characteristics of the goods themselves, compliance with certain procedures and standards such as other ÖNORMEN, DIN standards, etc.) in a separate document. In this case, the special requirements for the goods standardized in this document shall be communicated to the contractual partner prior to conclusion of the contract and a contract shall only be concluded if the special requirements for the goods are accepted by the contractual partner. Any terms and conditions of the contractual partner that conflict with these special requirements or otherwise deviate from these special requirements shall only be effective if they are expressly recognized by Bauboxx in writing. Bauboxx’s performance of the contract shall not be deemed to constitute acceptance of the contractual terms and conditions deviating from the special requirements.
10.3. The contractual partner bears the risk of transportation. The risk of loss or damage shall only pass to Bauboxx upon delivery of the goods.
10.4. Unless expressly agreed otherwise in writing, the costs of transportation shall be borne by the contractual partner. Transportation costs shall include all delivery, loading, shipping, freight and customs costs.
10.5. The contractual partner shall provide Bauboxx with all documents relating to the product description as well as any delivery, freight and customs documents.
10.6. The place of performance for the contractual partner’s service is the agreed delivery address.
10.7. If the contractual partner is in default with its performance for reasons for which Bauboxx is not responsible, Bauboxx shall be entitled to
10.7.1. to insist on fulfillment of the contract and to demand a no-fault contractual penalty in accordance with clause 10.8,
10.7.2. without prejudice to the right to assert the no-fault contractual penalty pursuant to clause 10.8 and without reimbursement of any costs already incurred by the contractual partner, to withdraw from the contract without setting a grace period or
10.7.3. without prejudice to the right to assert the no-fault contractual penalty pursuant to clause 10.8 and without reimbursement of any costs already incurred by the contractual partner, to withdraw from the contract by setting a reasonable grace period. A period of three days is agreed as reasonable, whereby Bauboxx is free to grant the contractual partner a longer period.
10.8. The contractual penalty shall amount to EUR 200.00 per calendar day or 1% of the order amount per calendar day, whereby Bauboxx shall be entitled to demand the higher of the two amounts. The contractual penalty shall be limited to 35% of the order amount and shall be due for payment within three weeks of Bauboxx’s request for payment. This shall not affect Bauboxx’s right to assert any claims for damages in excess of the contractual penalty.
10.9. The goods do not have to be accepted by Bauboxx, as they can also be accepted by third parties on behalf of Bauboxx.
10.10. Bauboxx is not obliged to accept the goods or services of the contractual partner. Rather, the non-acceptance constitutes a mere breach of obligation.
10.11. If Bauboxx is in default of acceptance, the goods must be kept by the contractual partner for at least two weeks before a judicial deposit is permissible. The interim storage of the goods must be carried out by the contractual partner himself, not by an authorized tradesman. The contractual partner shall only be entitled to claims for damages (in particular also for storage costs etc.) if Bauboxx has caused damage resulting from the delay through gross negligence or willful misconduct. Any other use of materials intended for Bauboxx is not permitted.
10.12. Any packaging material shall be removed and disposed of by the contractual partner at its own expense and in a professional manner.
10.13. Performance periods and deadlines shall not be extended in the event of force majeure, strikes or unforeseeable delays caused by suppliers or other comparable events beyond the control of the contractual partner.
11. Changes in performance
11.1. If, in the course of the execution of the order, a service of the contractual partner is required which is not provided for in the contract, the contractual partner shall submit a written offer comprising these additional services. The additional services offered shall only be paid for separately by Bauboxx if Bauboxx has accepted the offer and thus issued a written order to the contractual partner. If the contractual partner provides additional services without a prior written supplementary agreement with Bauboxx, Bauboxx shall not be obliged to pay a fee for the service provided.
11.2. Suspension: Bauboxx shall have the right to demand that the contractual partner suspend the current order at any time, provided that the goods have not yet been dispatched. In this case, the contractual partner must inform Bauboxx of the corresponding consequences and offer the best possible change to the schedule. The contractual partner may not derive any claims from suspensions of up to two weeks, in particular no claims for damages, unless such was caused by gross negligence or intent on the part of Bauboxx.
11.3. The contractual partner must tolerate objectively justified changes to the content of the service ordered by Bauboxx if the resulting expenditure does not exceed 5% of the total order value.
11.4. Partial deliveries and/or partial services are only permissible if this has been agreed upon in writing with Bauboxx in the individual case. The same shall apply with regard to the invoicing of partial deliveries or partial services.
12. Termination
12.1. Bauboxx is entitled to terminate the contract at any time without notice, for good cause by means of a written declaration with immediate effect. Good cause shall be deemed to exist particularly in the following cases:
12.1.1. Commissioning of a subcontractor not approved by Bauboxx;
12.1.2. Breach of the confidentiality obligation (clause 8.);
12.1.3. Default in performance by the contractual partner, if necessary, by setting a grace period (see clause 10.7.);
12.1.4. Actual or legal impossibility of performance;
12.1.5. Failure to deliver or perform for other reasons that lie within the scope of the contractual partner;
12.1.6. The existence of a permanent obstacle (lasting at least four weeks) due to force majeure;
12.2. If the contractual partner – without being entitled to do so – withdraws from the contract or requests its rescission, Bauboxx shall have the choice of insisting on the performance of the contract or agreeing to the rescission of the contract. In the latter case, the contractual partner shall be obliged to pay, at Bauboxx’s option, liquidated damages amounting to 15% of the gross invoice amount or the actual damage incurred.
13. Product liability and retention of title
13.1. Any exclusion of recourse claims by Bauboxx on the basis of § 12 PHG is inadmissible.
13.2. Retention of title by the contractual partner is not permitted and is expressly excluded.
13.3. Should a reservation of title nevertheless have been agreed in writing with Bauboxx in individual cases, the following provisions of this clause (clause 13.4. to 13.8.) shall apply.
13.4. Bauboxx shall be entitled to process and sell the goods subject to retention of title in the ordinary course of business until they are realized. In the event of sale, Bauboxx shall, upon express written request and at the expense of the contractual partner, assign to the contractual partner all claims and security interests to which Bauboxx is entitled from the resale up to the amount of the purchase price on account of payment.
13.5. The reseller shall be notified by the contractual partner, whose data Bauboxx shall disclose to the contractual partner in the event of sale.
13.6. The contractual partner may only demand the return of the reserved goods if an overdue payment by Bauboxx has been due for at least three weeks and the contractual partner has been warned of this legal consequence and granted a grace period of at least two further weeks without success.
13.7. Access to the location of the goods subject to retention of title shall only be possible by agreement with Bauboxx.
13.8. The assertion of any agreed retention of title shall only constitute a withdrawal from the contract if this is expressly declared.
13.9. Bauboxx shall not reimburse dunning and collection costs in connection with the repossession of the reserved goods and it is mutually agreed that these do not serve the purpose of appropriate legal prosecution.
14. Warranty
14.1. The statutory warranty provisions shall apply to the contractual relationship in question with the exceptions set out in this clause (14.)
14.2. The contractual partner warrants that the goods delivered by it are free of defects and have the agreed and/or usually assumed characteristics (§ 922 ABGB). Any deviation of the goods from the agreed and/or usually assumed characteristics shall constitute a defect.
14.3. The lack of CE marking and the lack of ISO 9001 certification constitutes a defect in any case (see clause 10.1.).
14.4. Special requirements for the goods resulting from documents provided to the contractual partner (clause 10.2) shall always constitute a defect if they are not complied with by the contractual partner.
14.5. The contractual partner warrants that the goods are not encumbered with third-party rights, including third-party intellectual property rights (e.g. copyrights, trademark rights, patent rights). Should third parties nevertheless assert claims – of any kind whatsoever – against Bauboxx due to the infringement of their rights, the contractual partner undertakes to indemnify and hold Bauboxx harmless.
14.6. The warranty period is 36 months.
14.7. The warranty period shall commence from the date of handover or from the date on which Bauboxx had to provide its own warranty to the third party placing the order, whichever is later.
14.8. In the absence of a written agreement to the contrary, the time of handover shall always be the time at which Bauboxx or a person commissioned or authorized by Bauboxx has taken over the goods in its power of disposal or has accepted the service.
14.9. The warranty period shall commence anew for the (partial) services affected by the rectification of defects. Warranty claims expire one year after expiry of the warranty period.
14.10. Bauboxx shall notify the contractual partner of any defects that are not already known at the time of acceptance (hidden defects) within a reasonable period of time. A period of at least two weeks shall be deemed reasonable.
14.11. The contractual partner expressly waives the objection of delayed notification of defects in accordance with § 377 UGB. The exclusion of the right of recourse pursuant to § 933b ABGB is inadmissible.
14.12. If the application of Section 377 UGB is nevertheless agreed in individual cases or should this otherwise applied, the notification of a defect within three weeks of handover or acceptance shall in any case be deemed to be a timely notification of defects. The deadline is justified in particular by the fact that Bauboxx acts as an intermediary with the consent of the contractual partner and does not use the goods itself (clause 2.).
14.13. Bauboxx shall be entitled to the statutory warranty remedies (see also clause 14.1.). A restriction of these or their assertion, in whatever form, is not permitted.
14.14. Defects shall in any case be remedied without delay. If the contractual partner is unable to remedy defects within a reasonable period of time, Bauboxx shall be entitled, at its own discretion, to have the defects remedied by third parties at the contractual partner’s expense, to demand a price reduction or, in the case of minor defects, to rescind the contract (rescission). If Bauboxx insists on repair or replacement, Bauboxx shall be entitled to withhold the entire remuneration until complete fulfillment of the service/delivery owed.
14.15. The rectification of a defect by the contractual partner shall constitute an acknowledgement of the defect alleged by Bauboxx.
14.16. The burden of proof for the non-existence of defects shall be borne by the contractual partner.
14.17. Transportation costs incurred in connection with the improvement or replacement of delivered goods, particularly those incurred for the inspection of a defect, shall in any case be borne by the contractual partner.
15. Compensation for damages
15.1. The contractual relationship in question shall be governed by the statutory provisions on damages with the limitations set out in this clause (clause 15.). Other exclusions of liability in favor of the contractual partner or other modifications of the statutory provisions relating to claims for damages by Bauboxx or the contractual partner are not permitted unless they have been negotiated in detail with Bauboxx.
15.2. The provisions on damages contained in the GTC or otherwise agreed shall also apply if the claim for damages is asserted in addition to or instead of a warranty claim.
15.3. The contractual partner shall be liable for all personal injury, property damage and financial loss (including loss of profit) – even in the event of slight negligence – caused by it or its vicarious agents. The same shall apply in the event of omission or improper performance of contractually agreed upon work or other breaches of the contract.
15.4. The amount of Bauboxx’s claims for damages shall not be limited.
15.5. The period for asserting claims for damages by Bauboxx shall be 4 years from the date on which Bauboxx becomes aware of the damage and the damaging party, or from the date on which Bauboxx itself had to pay damages to the third party that commissioned it, whichever is later, whereby a claim must be asserted within 10 years in either case.
15.6. The fault of the contractual partner is always presumed and the contractual partner must provide evidence to the contrary.
15.7. Bauboxx shall be entitled to assert claims for error and claims arising from a reduction of more than half (laesio enormis). Any exclusion of these claims to the detriment of Bauboxx is inadmissible.
15.8. The contractual partner shall also be liable to Bauboxx for indirect material damage, loss of profit, loss of interest, consequential and mere pecuniary loss and damage caused by unsuitable or improper use, wear and tear, incorrect or negligent handling or storage of the goods by the contractual partner.
15.9. Insofar as this does not violate mandatory law and unless otherwise stipulated in these terms and conditions, Bauboxx shall only be liable to the contractual partner for property damage caused by gross negligence or willful misconduct.
15.10. In the event of gross negligence, liability for material damage shall be limited to the contractual value of the respective (partial) delivery, but not more than the amount covered by Bauboxx’s liability insurance.
15.11. The warranty period for claims for damages by the contractual partner against Bauboxx is one year, whereby the contractual partner must provide proof of fault.
15.12. If and to the extent that the contractual partner can claim insurance benefits for damages for which Bauboxx is liable through its own damage insurance or damage insurance taken out in its favor (e.g. liability insurance, comprehensive insurance, transport, fire, business interruption and others), the contractual partner undertakes to claim the insurance benefit and the (fault-based) liability of Bauboxx shall be limited to the disadvantages incurred by the contractual partner as a result of claiming this insurance (e.g. higher insurance premium).
16. Audit at the contractual partner
16.1. In the event of a quality failure identified by Bauboxx, Bauboxx shall be entitled to conduct audits at the business or production premises of the contractual partner in order to ensure that the contractual partner fulfills all contractual obligations (in particular agreed certifications, ÖNORMEN, DIN standards pursuant to clause 10.1 and special requirements for the goods pursuant to clause 10.2). The audits by Bauboxx may cover all aspects of service provision (e.g. quality standards, processes, safety precautions).
16.2. Irrespective of Bauboxx’s authorization to conduct such audits, occurrence of these shall be mutually agreed upon by Bauboxx and the contracting party in such a way that the contracting party’s business operations are not unreasonably impaired.
16.3. The contracting party shall provide Bauboxx with reasonable assistance and reasonable access to the relevant premises, documents, records and employees.
16.4. Upon completion of an audit, Bauboxx shall inform the contractual partner in writing of the results of the audit. The contractual partner must respond in writing within a reasonable period of time, not to exceed two weeks, and propose measures to remedy any deficiencies or irregularities identified.
16.5. The parties undertake to treat all information obtained during the audit as confidential and to use it only for the purpose of fulfilling the contract.
16.6. The costs for carrying out the audit shall be borne by the contractual partner.
17. Data protection and change of address
17.1. The contractual partner is obliged to comply with the provisions of the Data Protection Act (DSG), the General Data Protection Regulation (GDPR) and will take the necessary, appropriate and reasonable technical and organizational measures for data protection.
17.2. Bauboxx shall also comply with the provisions of the Data Protection Act (DSG), the General Data Protection Regulation (GDPR) and any statutory confidentiality obligations to the best of its knowledge and belief and shall take the necessary, appropriate and reasonable technical and organizational measures for data protection. If a third party succeeds in gaining control of stored data in an unlawful manner or continues to use it, Bauboxx shall only be liable in the event of intent or gross negligence.
17.3. The data of Bauboxx or data provided by Bauboxx in any way whatsoever may be processed exclusively for the purpose of fulfilling the contract and Bauboxx shall also process the data of the contractual partner exclusively for the purpose of fulfilling the contract (Art. 6 para. 1 GDPR).
17.4. The contractual partner consents to the automated storage and processing of the personal data contained in concluded contracts on the one hand and the electronic correspondence (e-mail, etc.) between Bauboxx and the contractual partner relating to the respective contractual relationship on the other hand and, if necessary, to the transmission of such data to authorities.
17.5. If Bauboxx processes third-party data provided by the contracting party within the scope of the contractual relationship for the purpose of the contract, the contracting party shall be obliged to take all necessary data protection measures, particularly those within the meaning of the GDPR (e.g. obtaining the declaration of consent of the data subjects), so that Bauboxx may process the personal data for the purpose of the contractual relationship.
18. Final provisions
18.1. All agreements, subsequent amendments, supplements, collateral agreements and declarations etc. addressed to Bauboxx must be made in writing to be valid, including the original signature or secure electronic signature.
18.2. Legally binding declarations by the contractual partner require error-free receipt by Bauboxx in order to be effective. Transmission errors – regardless of the cause – shall be borne by the contractual partner.
18.3. Severability clause: Should individual provisions of the GTC be or become invalid, this shall not affect the legal validity of the remaining provisions. The same shall apply if it should transpire that the GTC contain a loophole. In place of the invalid or unenforceable provision or to fill the loophole, an appropriate provision shall be deemed to have been agreed which – as far as legally possible – comes closest to what the contracting parties would have wanted economically if they had considered this when concluding the contract or when subsequently including a provision.
18.4. The contractual partner must notify Bauboxx immediately of any change to its name, company name, place of residence and business, invoice address, legal form and any other material circumstances that may be relevant to the contractual relationship with Bauboxx. If such notification is omitted, declarations shall be deemed to have been received even if they are sent to the last known address.
18.5. The GTC and all contracts concluded between Bauboxx and the contractual partner shall be governed exclusively by Austrian law to the exclusion of international conflict of law rules and the UN Convention on Contracts for the International Sale of Goods.
18.6. For all disputes arising from or in connection with a contract concluded between Bauboxx and the contractual partner and/or the GTC, it is agreed that the court with subject-matter jurisdiction for commercial matters for the first district of Vienna shall have exclusive jurisdiction. Bauboxx shall also have the right to file a claim at the general place of jurisdiction of the contractual partner.
18.7. The GTC were drawn up in German and have been translated into English. In the event of discrepancies or inconsistencies between the two language versions, the German version shall prevail. The German version shall also be authoritative for the interpretation of the GTC.