General terms and conditions
1. General - scope of application
The deliveries, services and offers of ilvi are made exclusively on the basis of these terms and conditions; ilvi does not recognize any terms and conditions of the customer that conflict with or deviate from ilvi's terms and conditions, even if ilvi does not expressly object to them. Other terms and conditions shall only apply if they are mutually agreed upon by ilvi and the customer and expressly confirmed in writing. These terms and conditions also apply as a framework agreement for all further legal transactions between the contracting parties.
2. Offers and conclusion of contracts
All offers and price lists of ilvi are non-binding and subject to change. Contracts are only concluded by a written order confirmation from ilvi or delivery of the goods. All other agreements or ancillary agreements, including those made at a later date, only become effective through a written confirmation from ilvi.
We reserve the right to make model changes or changes to software versions, provided that the basic properties are not impaired thereby. Subsequent changes to sales contracts must be confirmed in writing by ilvi. ilvi reserves the unrestricted property rights and copyrights to all documents provided to the customer (cost estimates, offers, specifications, illustrations, etc.). Documents may not be made accessible to third parties.
3. Delivery times and delivery, force majeure
Agreed delivery periods or delivery dates will be adhered to by ilvi as far as possible, but are only approximate and are not binding. ilvi is entitled to make partial deliveries. Delays in delivery do not entitle the customer to withdraw from the contract or to assert warranty claims, claims for the avoidance of errors or claims for damages. Operational disruptions and events of force majeure as well as other events outside the sphere of influence of ilvi, in particular also delays in delivery and the like on the part of upstream suppliers, entitle ilvi either to extend the deadlines or to withdraw from the contract due to the part not yet fulfilled, to the exclusion of warranty claims, claims for the avoidance of errors and claims for damages. If a delivery date has been expressly agreed in writing as binding, ilvi is only in default if a grace period is exceeded, which is half of the originally agreed delivery period, but at least 4 weeks. Upon notification of readiness for shipment by ilvi to the customer, at the latest, however, upon departure of the delivery from the warehouse, in case of direct delivery from the warehouse of a supplier, the risk of price and performance shall pass to the customer, irrespective of any separately agreed price regulation for the delivery. If the dispatch of goods ready for dispatch is not possible through no fault of ilvi, ilvi is entitled to store the goods at its own discretion at the expense and risk of the customer, whereby the delivery is deemed to have been made.
Payments are to be made within 14 calendar days of the invoice date, unless otherwise agreed in writing. ilvi reserves the right to charge reminder fees in excess of €10 per reminder. A reminder will be issued if the payment period exceeds 14 days.
ilvi reserves the right to dedicate incoming payments to any multiple claims at its discretion. In case of default of payment by the customer, ilvi is released from all further service and delivery obligations and is entitled to retain outstanding deliveries or services or to demand advance payments or securities.
5. Reservation of proprietary rights
ilvi reserves the right of ownership to all goods delivered by ilvi until full payment of the purchase price or compensation for work, including interest and ancillary charges, irrespective of the legal grounds - also from previous transactions. Assignments of claims that have been made to other suppliers within the framework of an extended reservation of title only become effective when the current reservation of title expires. The installation of the software delivered by ilvi and the training of the customer on this software is not included in the sales price, nor is the installation of and training on the device itself. This also applies to updates, retrofits and upgrades. Deviations from this can be agreed in writing.
6. Warranty, product liability and compensation
The statutory warranty obligation applies. The warranty begins on the day of delivery or installation and is not extended in the event of defects and their rectification. Any defects must be reported by the customer in writing without delay, stating the date of delivery, the product concerned (item number and serial number, if applicable). For this purpose, the ilvi ServiceDesk is to be used with priority. Access to the ilvi ServiceDesk will be granted upon request to firstname.lastname@example.org. ilvi reserves the right to a response time of 2 working days. Excluded are warranty claims for damage caused by transport or by improper handling and operation contrary to the enclosed instructions for use or operation; in the case of interventions by bodies not authorized by ilvi and in the case of use of parts and consumables not obtained from ilvi or otherwise suitable. Excluded are all further claims of the purchaser, for whatever legal reason, in particular those for compensation for damages caused by defects or consequential damages caused by defects, unless they were demonstrably caused intentionally or by gross negligence on the part of ilvi.
Claims for damages of any kind whatsoever (in particular indirect and/or consequential damages, etc.), and on any legal grounds whatsoever, are excluded. This does not apply if liability is mandatory in cases of intent or gross negligence of a legal representative or executive employee of ilvi as a vicarious agent.
The purchaser is granted a non-exclusive and non-transferable right to use the software for internal use in connection with the delivered products. All copyrights and other rights to the programs remain with ilvi or its licensors. The programs may not be made accessible to third parties and may not be copied under any circumstances. The selection and specification of the software offered by ilvi is made by the customer, who must ensure that it is compatible with the technical conditions on site. The customer is responsible for the use of the software and the results achieved with it. For software to be produced individually, the performance features, special functions, hardware and software requirements, installation requirements, conditions of use and operation result exclusively from the specifications to be agreed between the contracting parties. The customer must provide ilvi with the information required for the production of individual software prior to the conclusion of the contract. Exceptions to this must be made in writing.
8. Choice of law, place of jurisdiction
ilvi and the customer agree that all legal relationships arising from these terms and conditions shall be governed by Austrian law, to the exclusion of international conflict of laws provisions and the UN Convention on Contracts for the International Sale of Goods. For all disputes arising in the context of the execution of this contractual relationship, Graz is agreed as the exclusive place of jurisdiction, to the extent permitted by law.
ilvi undertakes to process the personal data collected in the course of this contract conclusion exclusively within the scope of the DSGVO. All information on data processing in accordance with § 13 DSGVO can be viewed at any time at www.ilvi.io.