GENERAL TERMS AND CONDITIONS OF BUSINESS AND TERMS OF SALE FOR LTS STROHBOID GMBH
hereinafter also referred to as GTC
TABLE OF CONTENTS
§ 1. Preamble
§ 2. Scope of application
§ 3. Offer, conclusion of contract, terms of payment
§ 4. Retention of title
§ 5. Indexation, acceleration clause
§ 6. Manufacturer's obligations, changes in performance
§ 7. Delivery and performance periods, manufacturer's default
§ 8. Customer's obligations: use and maintenance, user manual
§ 9. Customer's obligations: installation site
§ 10. Liability for damage, insurance
§ 11. Handover and warranty
§ 12. Place of performance
§ 13. Prohibition of set-off
§ 14. Withdrawal from the contract
§ 15. Confidentiality
§ 16. Written form requirement and severability clause
§ 17. Final provisions
§ 1. Preamble
1.1 All parties are always endeavored to handle the service to be provided to the complete satisfaction of all parties through professional action and conduct.
1.2 LTS STROHBOID GmbH (hereinafter referred to as the “manufacturer”) offers the rental and sale of roofing systems under the brand name STROHBOID, with the product names “event tent”, “pavilion”, “lounge”, “chalet” and “glamping”, including transport, assembly and dismantling, as well as a permanent installation for commercial customers. If necessary, transportation, assembly and disassembly will be carried out by contracted subcontractors.
1.3 The commercial customer purchases and uses the roofing systems for commercial purposes.
§ 2. Scope
2.1 These GTC apply between the manufacturer and natural and legal persons (hereinafter referred to as “customer”) for the legal transaction in question and also for all future business with corporate customers, even if no express reference is made to them in individual cases, in particular in the case of future supplementary or follow-up orders.
2.2 The Manufacturer shall enter into contracts exclusively on the basis of its GTC. The Customer's terms and conditions of business or amendments or supplements to these GTC shall require the express consent of the entrepreneur – in writing vis-à-vis entrepreneurial customers – in order to be valid.
2.3 The customer's general terms and conditions and contract forms that contradict these GTC are invalid to their full extent even without the manufacturer's objection, regardless of the form in which they were brought to the manufacturer's attention. Accordingly, silence with regard to the customer's general terms and conditions and contract forms does not in any case constitute consent. Any terms and conditions of the customer or other unilateral conditions of the customer shall not become part of the contract, even if they are included or referenced in the customer's orders accepted by the manufacturer and even if the manufacturer does not expressly object to them.
2.4 If sales contracts with customers contain provisions that deviate from or contradict the content of these GTC, then these provisions shall take precedence over the respective provisions of these GTC.
§ 3. Offer, conclusion of contract, payment terms
3.1 The manufacturer's offers are non-binding and subject to change. The manufacturer reserves the right to sell the goods to someone else until a written purchase contract has been concluded and the deposit has been paid.
3.2 Promises, assurances and guarantees made by the manufacturer or agreements deviating from these GTC in connection with the conclusion of the contract are only binding on business customers if made in writing.
3.3 The purchase price shall be paid as follows: 50% in the form of a deposit, due within 10 days of signing the purchase contract; 30% 10 days before shipment; 20% due 10 days after delivery of the material.
3.4 The purchase contract for the respective purchase item is concluded with a separate written purchase contract and only becomes binding and effective when the purchase contract has been signed by both parties and the deposit of 50% has been paid to the manufacturer.
§ 4. Retention of title
4.1 The purchase item remains the property of the manufacturer until full payment of the purchase price and all costs and expenses. This also applies if the customer's payments have been made specifically for individual, individually designated claims by the manufacturer.
4.2 If the purchased item is combined, mixed and/or blended, the manufacturer is entitled to a corresponding co-ownership share in the newly created items in the ratio of the invoice value of the manufacturer's purchased item to the value of the processed/machined new item. Should the manufacturer's reserved ownership expire for whatever reason during the processing, combining, mixing and/or blending, the customer hereby transfers to the manufacturer in advance any co-ownership or ownership rights or corresponding expectant rights to the newly created items in the value defined above that arise for the customer during these processes and shall store them for the manufacturer free of charge. The aforementioned ownership or co-ownership rights shall also be deemed to be the reserved property of the manufacturer.
4.3 Resale before full payment of the purchase price is only permissible if the manufacturer is notified in good time in advance, stating the name or company name and the exact business address of the second customer, and the manufacturer agrees to the sale. In the event of a sale, the purchase price claim is deemed to have been assigned to the manufacturer and the manufacturer is entitled to inform the third-party debtor of this assignment at any time.
4.4 The manufacturer is entitled, in justified cases, in particular in the event of default in payment by the customer, in the event of justified doubts as to the creditworthiness of the customer or the realizability of the purchase price claim, as well as in the event of an application for the actual opening of insolvency, reorganization or proceedings with effects equivalent to these, to assert the agreed reservation of title in accordance with the contractual and statutory provisions and, among other things, to prohibit any further processing, combination, mixing and/or resale of the purchased item subject to retention of title or co-ownership shares and/or to retrieve the same at the customer's expense and risk and, if necessary, to enter the customer's premises or any existing warehouses for this purpose.
4.5 In the event of default in payment, even if only partial, the customer already now agrees that the manufacturer may collect the object of purchase at its expense at any time. In this case, the manufacturer is entitled to assert its rights under the reservation of title. It is agreed that the assertion of the reservation of title does not constitute a withdrawal from the contract, unless the manufacturer expressly declares the withdrawal from the contract.
4.6 If the retention of title is not effective under the law in whose area of application the relevant object of purchase is located, the means of security that most closely corresponds to the retention of title in the area of application of this legal field shall be deemed to have been agreed. If the customer's cooperation is required in this regard, the customer shall take all reasonable measures that are necessary and appear necessary to establish and maintain such rights. In order to prevent attachment or other impairment of the reserved property or any co-ownership shares of the manufacturer by third parties or official measures, the customer is obliged to take all reasonable and legally permissible measures to prevent this (e.g. labeling). Should a seizure or other impairment nevertheless take place, the customer is obliged to notify the manufacturer of these circumstances without delay.
§ 5. Indexation, loss of term
5.1 All prices and claims are agreed as index-linked. The measure for calculating the stability of value is the Consumer Price Index VPI 2020 published monthly by Statistik Austria or an index replacing it. The reference value for this contract is the index figure calculated for the month of the conclusion of the contract. In any case, no price changes will be charged to consumers as customers during the first two months from the conclusion of the contract, unless these have been expressly negotiated in detail.
5.2 If the manufacturer and the customer have agreed on payment by installments, the manufacturer has the right to demand immediate payment of the entire outstanding purchase price if the buyer is even partially in arrears with an installment (loss of term). In the case of consumers as customers, this right can only be exercised by the manufacturer if he himself has already provided his services, at least one of the customer's services in arrears has been due for at least six weeks and the manufacturer has unsuccessfully reminded the customer of the deadline and set a grace period of at least two weeks.
§ 6. Obligations of the manufacturer, changes in performance
6.1 The manufacturer or a partner contracted by the manufacturer is responsible for the assembly of the roofing systems and their transport, unless otherwise agreed with the customer in individual cases – with the exception of the customer's obligations as stated in §§ 8 and 9.
6.2 If the manufacturer undertakes the transportation and installation of the roofing systems, it shall also provide the necessary personnel for this, unless otherwise agreed with the customer in the individual case. Auxiliary personnel may be provided by the customer in individual cases, in consultation with the manufacturer. If the customer provides their own helpers, these must comply with the safety requirements of the company, otherwise they can be removed from the construction site and the manufacturer is entitled to stop the construction work or the manufacturer continues the work with the help of replacement forces in return for appropriate remuneration. The helpers must be of legal age and suitable for the work to be performed. The manufacturer and its personnel shall be responsible for assessing whether they are suitable.
6.3 Reasonable and objectively justified minor changes to the manufacturer's performance (in particular those that serve to further develop the product) shall be deemed approved in advance by the business customer. This right shall only exist vis-à-vis consumers if it is negotiated in individual cases. In any case, the manufacturer shall inform the customer of such changes.
§ 7. Delivery and performance deadlines, default on the part of the manufacturer
7.1 An agreed delivery deadline shall apply subject to unforeseen events that are beyond the control of the manufacturer. These include, for example, cases of force majeure, strikes, lack of raw materials, import bans, confiscation, official measures and failure on the part of the carrier to provide transportation space in good time. In the aforementioned cases, the manufacturer shall not be liable for damages due to the delayed provision of the roofing systems. The manufacturer must provide evidence of the existence of the aforementioned circumstances. The customer's right to withdraw from the contract in the event of delays that make it unreasonable to be bound by the contract remains unaffected.
7.2 If the manufacturer is in default of performance of the contract, the customer has the right to withdraw from the contract after setting a reasonable grace period. The grace period must be set in writing, with the threat of withdrawal from the contract at the same time.
§ 8. Duties of the customer: place of installation
8.1 It is the sole responsibility of the customer to obtain all necessary approvals and permits from third parties, as well as to report to and obtain permits from authorities of all kinds at his own expense. He must ensure that the legal provisions and standards applicable at the place of installation (e.g. building and event regulations) are complied with.
8.2 The customer shall, at least two weeks prior to the start of the installation, collect the necessary information about the location of concealed lines and their fixtures, escape routes, other obstacles of a structural nature, and other possible sources of disruption and danger, without being asked to do so, and make it available in text or drawing form. The manufacturer assumes no obligation to carry out any further testing or to collect the information itself. If the customer does not provide the aforementioned information or provides incorrect information, the customer shall be liable for any damages (damage to pipes, etc.).
8.3 The customer shall ensure that the ground at the installation site is flat, level and suitable for the roofing system, with dimensions of 14x14m (Pavilion 70) or 6x5m (Glamping/Lounge 20). If there are several roofing systems, the area required is a multiple of this. The installation site must be cleared before the materials are delivered. During the installation, the customer must ensure that unauthorized persons do not enter the work area.
8.4 The access and exit routes, as well as the construction site, must be accessible to vehicle combinations with a 13.5 m long trailer with a total length of 18.7 m, a width of 2.6 m and a height of 4 m, or an articulated lorry with the same dimensions. The customer is responsible for securing the ground at the access and construction site by means of suitable measures such as ground protection mats. The customer is liable for all damage to the ground caused by vehicles or by the installation of the roofing systems.
8.5 In addition, the customer must provide any advance services to be carried out by the customer that are specified in the product plans or sales documents in a timely and proper manner.
8.6 If the location does not meet these requirements, a surcharge may be applied to cover the costs. The customer is liable for any resulting damages, e.g. damages caused by delays or other damages that occur during the assembly and disassembly of the roofing systems. The manufacturer is entitled to charge the customer the additional costs of such delays and waiting times during assembly and disassembly in the amount of the hourly rates stated in the offer, otherwise the standard hourly rate according to the current price list of LTS Strohboid GmbH, unless otherwise agreed in writing.
8.7 If lines, connections, necessary electronic devices, follow-up work (plumber to connect water, air conditioning) and customer (to hand over the product) are not available at the required time, the manufacturer's services shall be deemed to have been checked and accepted. Consequently, all further work and connections are to be organized and carried out by the customer.
8.8 If the installation site does not meet the above requirements and installation is not possible at all, the customer must reimburse the manufacturer for all costs incurred, such as transport costs, labor, loss of earnings.
§ 9. Customer obligations: Product use, maintenance and user manual
9.1 In the case of water pipes, the customer is responsible for keeping the interior and supply line (including by means of the heating system provided) frost-free.
9.2 Repair work on the supporting timber construction may only be carried out by the manufacturer itself or an authorized master carpenter, timber construction engineer or comparable specialist company.
9.3 If the customer moves, modifies or removes construction parts, in particular struts or bracing, at their own discretion, this is at the customer's own risk and the manufacturer is not liable for any consequences arising from this.
9.4 The customer must ensure that the membranes are regularly checked for leaks. The customer must independently repair any water leaks immediately and restore rainproofing.
9.5 The customer is obliged to check the attachment of the ballasting with steel straps on the temporary roofing systems quarterly to ensure it is intact and to repair any damage.
9.6 In the event of a warranty or guarantee claim due to demonstrable manufacturing defects, replacement materials will be delivered to the installation site free of charge as soon as the replacement part is available. The commercial customer is responsible for the replacement and installation.
9.7 Always keep the roof surface free of snow: The snow loads are calculated according to DIN EN 13782. Thus, a snow load of 20 kg/m² is set for the roofing systems, as long as a higher snow load is not explicitly calculated in the location-related statics. This snow load of 20 kg/m² must not be exceeded at any time and must be ensured by clearing or heating the snow off the roofing system. The regulation applies analogously to heavy rain, sleet and hail.
9.8 Maintenance, ventilation of the substructure: The customer is responsible for regular, proper maintenance (including tensioning straps and expander rubbers), ventilation, heating, and ventilation of the substructure (at least 20 cm of air space), inspection and cleaning of the roofing system including membranes and for their maintenance; the manufacturer assumes no responsibility for this. This also applies to consequential damage resulting from damaged membranes, insufficient under-ventilation of the substructure (min. 20 cm) or insufficiently tensioned rubber straps/expander rubber.
9.9 Membranes require the necessary leeway to absorb the movements and geometric deviations of the wooden parts without tearing. This can cause wrinkles, which are unavoidable and therefore to be tolerated.
9.10 To operate zippers, the customer must ensure that they are free of dirt or obstacles and that all tensioning (tensioning straps, expander rubbers, etc.) is released. Since the lifespan depends heavily on use, the manufacturer assumes no liability for damage to zippers and curtains that can be closed.
9.11 Transparent membranes are delicate and have a shorter lifespan than the other membranes. They can break easily at low temperatures and when subjected to mechanical loads. They can turn yellow due to strong sunlight or humidity. Since the lifespan depends heavily on use, the manufacturer does not accept any liability for damage to transparent membranes.
9.12 The wind speeds occurring at the location can differ significantly from the specified basic wind speeds. The actual forces on membranes in a storm depend on the terrain category, exposure, wind gusts and flying objects, and can exceed the calculated wind loads. Therefore, the manufacturer assumes no liability for storm damage.
9.13 The lifespan of membranes depends heavily on their use and on external environmental influences (UV light, wind, temperature). With regular maintenance and comparable environmental conditions to our reference location (showroom: Bahnstraße 57, 2604 Theresienfeld, AT), our membranes have the following minimum service life: Airtex Magic Nature: 2 years, Flexlight Lodge Vanilla (translucent and opaque) 7 years.
9.14 Condensation is physically unavoidable with non-insulated membranes. The amount of moisture that accumulates depends heavily on the location and use. In particular, moisture can penetrate into the interior of the construction through the still-damp substrate, especially in the first year. If moisture is not removed from the interior over a longer period of time, damage and visual defects such as mold can occur. Therefore, the humidity in the interior must not permanently exceed 50% relative humidity. To ensure this at any location, the interior of the strawboid structures must be mechanically dehumidified (especially in fall and spring as well as in the first year after construction, in any case at temperatures between 0 and 15 degrees as well as high humidity). This can be achieved by regular heating and ventilation, the use of industrial drying devices or split air conditioners with a drying function.
9.15 The membranes can only withstand the calculated storm loads when they are closed and, if necessary, when they are correctly tensioned using an expander rope (8 mm or similar). The customer must ensure that the bracing and storm protection are always correctly installed and retightened if the tension decreases. The customer must retighten the expander rope every three months and replace it annually.
9.16 The connection of air conditioning, water and electricity must be carried out by external specialists, who must be provided by the customer. In particular, point 8.6 applies to air conditioning systems: connection, repair and maintenance are the responsibility of the customer. The warranty only covers the individual parts of the air conditioning system.
9.17 We only use high-quality, industrially processed wood to ensure the most consistent quality and surface finish possible. Nevertheless, wood is and remains a natural product that retains its unique characteristics and individuality. Wood swells and shrinks depending on the humidity to which it is exposed and moves in the wind. This applies in particular to bentwood lattice shells and connecting components. Tolerances and gaps are therefore unavoidable. Gaps (especially on doors) of up to 2 cm, geometric deviations of up to 5 cm and deviations of up to 10 cm on lattice shells are unavoidable and must therefore be tolerated.
9.18 We only use high-quality, industrially processed wood to ensure the most consistent quality and surface finish possible. Nevertheless, wood is and remains a natural product that retains its unique characteristics and individuality. Therefore, knots, knotholes, cracks, discolorations and glue joints cannot be avoided.
9.19 The tolerable surfaces and geometric deviations are based on the appearance of the showroom in Theresienfeld.
§ 10. Liability for damages, insurance
10.1 The manufacturer is only liable for financial losses in cases of intent or gross negligence. Liability towards corporate customers is limited to the maximum liability amount of any liability insurance taken out by the company.
10.2 If and to the extent that the customer can claim insurance benefits for damages for which the manufacturer is liable, through an insurance policy taken out by the customer or in the customer's favor (e.g. liability insurance, comprehensive insurance, transport, fire, business interruption or other), the customer is obliged to claim the insurance benefit and the manufacturer's liability is limited to the disadvantages incurred by the customer as a result of claiming this insurance (e.g. higher insurance premium, excess).
10.3 The manufacturer is not liable for damages resulting from improper handling and use, overuse, installation of the roofing system on an unsuitable surface or not in accordance with the installation instructions, failure to follow the user instructions, faulty commissioning, faulty or missing maintenance, provided that this event was the cause of the damage. Likewise, there is no liability for failure to carry out necessary maintenance if the manufacturer has not contractually assumed the obligation for maintenance.
10.4 The manufacturer is not liable for damage caused by the customer through self-assembly by not assembling the products in accordance with the assembly instructions and statics. This also applies if the customer instructs the manufacturer – despite warnings – not to assemble the product in accordance with the assembly instructions and statics.
§ 11. Delivery and warranty
11.1 The customer is obliged to accept the deliveries and services provided, delivered or otherwise made available by the manufacturer. In any case, putting the goods into use shall be deemed to be acceptance. The customer shall certify to the manufacturer in writing that the roofing systems have been properly handed over.
11.2 The statutory provisions of Austrian warranty law shall apply, unless the written purchase contract with the customer provides otherwise.
11.3 In order to rectify defects, the customer must make the system accessible to the manufacturer and give the manufacturer or an expert appointed by the manufacturer the opportunity to inspect it.
11.4 The customer must immediately cease to use the defective items if doing so could result in further damage or make it more difficult or impossible to rectify them, provided that this is reasonable.
11.5 The right of retention is limited to 5% of the order total or three times the expected costs of a substitute performance of the defect rectification for corporate customers.
11.6 The defect is considered remedied when the replacement goods have been delivered. The installation of the replacement goods is not the responsibility of the manufacturer, but of the customer. This applies in particular to defects that are only discovered after the goods have been handed over and the fitters have left .
§ 12. Place of performance
The place of performance for both the manufacturer's performance and the customer's consideration is the manufacturer's registered office at Birkfelder Straße 40, 8160 Weiz.
§ 13. Prohibition of set-off
A set-off with claims of the customer against claims of the manufacturer, of whatever kind, is excluded. This does not apply to consumers as customers in the event of the insolvency of the manufacturer, as well as for counterclaims that are legally related to claims of the manufacturer, have been legally established or recognized by the manufacturer. In the cases mentioned, a set-off by the consumer is permitted.
§ 14. Withdrawal from the contract
14.1 Withdrawal from the contract must be made in writing. The customer may withdraw at any time, but the following cancellation fees (Section 909 ABGB) will be charged to business customers:
Cancellation up to 8 months before the start of installation or delivery date: 25% of the order total
Cancellation up to 4 months before the start of installation or delivery date: 50% of the order total
Cancellation up to 2 months before the start of installation or delivery date: 75% of the order total
Less than 1 month before the start of installation or delivery date: 90% of the order total
The manufacturer's right to claim further damages remains unaffected.
14.2 If the customer does not meet his previous payment obligations, the manufacturer is entitled to withdraw from the contract after setting a reasonable grace period.
14.3 If the customer delays acceptance (refusal of acceptance, delay in advance performance or other), and if the customer has not ensured the removal of the circumstances attributable to him, which delay or prevent the performance of the service, despite the setting of a reasonable grace period, the manufacturer is entitled to withdraw from the contract.
§ 15. Confidentiality
15.1 The customer is obliged to maintain confidentiality regarding the prices agreed with the manufacturer.
15.2 In the event of a breach of this confidentiality obligation, the customer shall pay the manufacturer a penalty of 5% of the order total for each violation, regardless of fault.
§ 16. Written form requirement and severability clause
16.1 No verbal ancillary agreements to this contract have been made. All agreements, subsequent amendments, supplements, ancillary agreements, etc. must be made in writing to be valid, i.e. with an original signature or qualified electronic signature.
16.2 Should individual provisions of the contract with the customer, including these GTC, be or become invalid in whole or in part, the validity of the remaining provisions shall not be affected. In this case, the parties undertake to agree on a new provision that comes as close as possible to the originally agreed provision. In the event of gaps, the provision shall be deemed agreed that corresponds to what would have been reasonably agreed according to the meaning and purpose of the agreement if the gap had been known from the outset.
§ 17. Final provisions
17.1 Contracts between the manufacturer and the customer, including these GTC, are subject exclusively to Austrian law, excluding references to other legal systems or the UN Convention on Contracts for the International Sale of Goods.
17.2 For all business customers based in a member state of the European Union or in Iceland, Liechtenstein or Norway, the exclusive place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship and with regard to these GTC is the competent Austrian court in Graz at the registered office of the manufacturer. However, the manufacturer also has the right to sue the buyer at any other legal place of jurisdiction.
17.3 For all corporate customers not based in a member state of the European Union or in Iceland, Liechtenstein or Norway, all disputes or claims arising out of or in connection with this contract, including disputes regarding its validity, infringement, dissolution or nullity, shall be finally settled under the Rules of Arbitration (Vienna Rules) of the International Arbitration Institution of the Austrian Federal Economic Chamber (VIAC) by three arbitrators appointed in accordance with these rules. The place of arbitration shall be Vienna (Austria). The language to be used in the arbitral proceedings shall be German
17.4 The customer shall immediately notify the manufacturer of any changes to its name, company, address, legal form or other relevant information.
Terms and Conditions - as of 17.01.2025