1 Scope of Validity
1.1 These General Terms and Conditions (hereinafter referred to as ‘GT&C’) of Rocket NG GmbH (hereinafter referred to as ‘Rocket NG’) apply to all services and deliveries provided in Austria or in another country and regulate the legal framework for all contractual relationships concluded between Rocket NG, partners, and customers (both hereinafter referred to as ‘Clients’), even if no express reference is made to them.
1.2 Clients of Rocket NG are entrepreneurs within the meaning of Section 1(2) of the Consumer Protection Act (KSchG).
1.3 The GT&C shall also apply to all ancillary work associated with the performance of the service, without these having to be explicitly stated.
1.4 The GT&C shall also apply to follow-up orders which are not agreed separately verbally or in writing or which are not based on a written order.
1.5 The GT&C of Rocket NG shall apply exclusively to all contractual relationships, Other GT&C, in particular those of the Client, shall not become part of the contract, even if they are not expressly contradicted.
2 Contracts
2.1 Unless otherwise agreed, contracts shall enter into force for one year from the date of signing and shall be automatically extended for a further year unless they are cancelled in writing by Rocket NG or the Client with a notice period of 3 months.
2.2 Depending on the type of service, a minimum contract term may be agreed upon within the framework of individual contracts. If a minimum contract term has been agreed, the contract in question may be terminated by both Rocket NG and the Client at the earliest after this period has expired.
2.3 Agreements and orders shall only be legally binding if they are signed by Rocket NG in writing and on behalf of the company and shall only be binding for the scope defined in the order.
2.4 An order confirmation from Rocket NG by e-mail is defined as legally binding with or without a company signature.
2.5 Offers are subject to change unless they are expressly designated as binding offers.
3 Prices
3.1 All prices (e.g. in the price list) are net prices and are therefore exclusive of statutory taxes (e.g. VAT) and duties, customs and insurance fees.
3.2 All prices are set in euros (€). Accordingly, all payments (including interest on arrears) must be made in euros (€) and free of charges.
3.3 For Clients in Austria, the applicable statutory VAT is also shown on the invoice. For Clients outside Austria, the tax liability is transferred to the Client (reverse charge).
3.4 The prices are valorised on the basis of the current base price of the Chamber of Civil Engineers for Vienna, Lower Austria and Burgenland on 31st December of each year.
4 Deliveries
4.1 The Incoterm FCA (Free Carrier) in accordance with the Incoterms® 2020 of the International Chamber of Commerce (ICC) shall apply to all product deliveries.
4.2 Rocket NG shall organise the transport of the products to the nearest location of the transport provider selected by the Client (e.g. Österreichische Post postal station).
4.3 Shipping costs, custom duties and insurance shall be borne by the Client.
4.4 The Client shall have no right to return Rocket NG products.
4.5 In the event of subsequent additions, the delivery period may be extended accordingly. The Client shall not be entitled to any claims as a result.
5 Reservation of Ownership
5.1 The products of Rocket NG shall remain the property of Rocket NG until the purchase price and all associated costs and expenses have been paid in full.
6 Order Processing and Payment
6.1 Services shall commence promptly after receipt of the order.
6.2 The timeline and implementation plan shall be determined by mutual agreement.
6.3 Invoices are due for payment within 14 days of the invoice being issued unless a different payment term has been agreed in writing between Rocket NG and the Client.
6.4 If the Client is in default of payment under existing contractual relationships, Rocket NG shall be entitled to suspend fulfilment of the obligations under this contract.
6.5 For orders in which a down payment was specified in the offer, the Client must pay the agreed down payment for the products and services of Rocket NG within 14 days of order confirmation. If the down payment has not been paid on time, Rocket NG reserves the right to reject the respective order within a further 7 days or to extend the payment deadline for the down payment once.
6.6 If the Client does not fulfil their contractual payment obligation on time, Rocket NG shall be entitled to claim default interest at a rate of 9.2 percentage points above the respective base interest rate from the first day after the due date, irrespective of any further claims of damages (see §456 UGB; §1333 ABGB).
6.7 If the installation is carried out by Rocket NG, the Client must make the system or all equipment necessary for the installation (e.g. BIG, riser) accessible. If necessary, this includes access authorisation and the provision of the necessary barriers and security on site. The costs for this shall be borne by the Client.
6.8 Rocket NG reserves the right to update or modify the products and associated software in order to optimize their functionality or adapt them to changed technical conditions. Such changes shall not affect the contractually guaranteed services.
6.9 Rocket NG reserves the right to select and deliver a replacement product of equal or higher value in the event of non-availability or changes to a purchased product (e.g. sensor). If a comparable product is not available, the Client will be informed immediately.
6.10 If the hardware was rented from Rocket NG, the Client shall have 14 days from the last day of the contract term to dismantle and return it to Rocket NG. The costs for the return shipment shall be borne by the Client.
6.11 If the returned hardware cannot be reused or shows damage that goes beyond normal wear and tear, Rocket NG reserves the right to charge up to 50% of the original purchase price. The amount depends on the extent of the damage and will be communicated in writing in advance.
6.12 Expendable materials such as sensors that are used during installation and can no longer be separated from the system must be purchased by the Client. More information can be found in the price list.
7 Warranty
7.1 The Client is obliged to check the products from Rocket NG immediately upon receipt for completeness and conformity according to the delivery note or invoice.
7.2 If no notice of defects is given, the product shall be deemed to have been delivered and approved completely and properly, unless a defect already existed at the time of delivery which could not have been recognised even on careful inspection.
7.3 The Client shall lose the right to invoke a lack of conformity of the product if they fail to carry out this immediate inspection or if they have not given written notice of a lack of conformity within 14 days of the time at which they could have recognised it for the first time during a proper inspection, describing the defect as precisely as possible and stating the possible causes.
7.4 The warranty claim requires that the Client has reported the defects in writing, that the notification is received by Rocket NG and that the Client provides Rocket NG with the documents or data available to them. In the event of a defect covered by the warranty, Rocket NG may initially carry out an improvement or replacement at their own discretion. If this is not possible or involves disproportionate costs and effort, the Client and Rocket NG may agree on a price reduction.
7.5 In order to rectify defects, the Client shall make the installation and the necessary equipment accessible to Rocket NG without culpable delay and grant Rocket NG or an expert appointed by Rocket NG the opportunity to carry out an inspection. The costs for this shall be borne by the Client.
7.6 The warranty shall expire immediately if the Client themselves or a third party not expressly authorised by Rocket NG makes changes or repairs to the products or services without the written consent of Rocket NG.
7.7 Any warranty shall also be void for programmes that are subsequently modified by the Client’s own programmers or by third parties.
7.8 Unless otherwise agreed upon, the statutory warranty period shall apply.
7.9 Any use or processing of the defective delivered product which threatens further damage or makes it difficult or impossible to remedy the cause must be discontinued by the Client immediately, unless this is unreasonable.
7.10 The transportation or travelling costs incurred in connection with the rectification of defects shall be borne by the Client.
7.11 The defective delivery or samples thereof shall be returned to Rocket NG by the Client – if economically justifiable.
7.12 It is not a defect if the technical systems of the Client or their customers, such as supply lines, cabling, networks and similar things, are not in technically flawless and operational condition or are not compatible with the delivered products.
8 Compensation for Damages
8.1 Rocket NG accepts no liability for any damage incurred by the Client, their customers or third parties that is not attributable to intent or gross negligence on the part of Rocket NG. The burden of proof lies with the Client. Unless otherwise agreed upon, Rocket NG’s total liability for gross negligence shall be limited to the total net price of the order.
8.2 Rocket NG’s liability for product damage and defects shall be limited to the total net price of the product.
8.3 Liability for material damage resulting from a product defect for all companies involved in the manufacture, import and distribution, is excluded.
8.4 Rocket NG is not liable for damage caused by the actions of third parties, atmospheric discharges, overvoltage, physical and chemical influences.
8.5 Liability for indirect damages, such as loss of profit, costs associated with business interruption, loss of data or third-party claims, is completely excluded to the extent permitted by law.
9 Data protection and Copyright
9.1 The Client and Rocket NG undertake to keep all confidential information in connection with the concluded contract secret and not to disclose it to third parties. This also includes business transactions, projects, prices, costs, and discounts granted. This obligation is unlimited in time.
9.2 The Client agrees that their personal data and company data, insofar as their collection is necessary and permissible for the fulfilment of the contract in accordance with Art. 6 para. 1 lit. b GDPR, may be digitally stored and processed for payment transactions, accounting purposes, customer records, and advertising purposes (see 9.3).
9.3 The Client grants Rocket NG the right to name them (using their logo) as a reference customer and to use the measured data anonymously for demonstration purposes.
9.4 The Client agrees that the measured data may be used in anonymized form for research purposes and further development.
9.5 Any disclosure of personal data to third parties is explicitly excluded. The Client therefore obliges its employees or authorized third parties to comply with the provisions of Section 6 of the Data Protection Act.
9.6 Rocket NG retains all property rights and copyrights for designs, models, templates, drawings, software, databases, and comparable works. Excluded from this are physical products (e.g. hardware) that are expressly labelled as such and have been purchased by the Client. The participation of the Client in the creation of a work does not establish any additional rights beyond the use agreed in the contract.
9.7 The Client shall receive the right to use the software after payment of the agreed fee exclusively for their own purposes and only for the hardware specified in the contract.
9.8 The Client shall be responsible for taking appropriate precautions to back up the data on an ongoing basis. The Client is also responsible for taking into account the quantity and importance of the data when selecting an appropriate backup procedure.
10 Right of Withdrawal
10.1 If an agreed payment deadline is exceeded by the Client, Rocket NG shall be entitled to withdraw from the order in question in writing.
10.2 Each party has the right to terminate contracts without notice for good cause. Good cause shall be deemed to exist in particular if a party is in material breach of its contractual obligations.
11 Place of Fulfilment/Place of Jurisdiction
11.1 The place of fulfilment is the registered office of Rocket NG. Contractual relationships of Rocket NG and all possible disputes arising therefrom shall be subject to Austrian law. The place of jurisdiction is Korneuburg.
11.2 The provisions of the UN Convention on Contracts for the International Sale of Goods are excluded.
12 Severability Clause
12.1 Should individual parts of these GT&C be invalid, this shall not affect the validity of the remaining parts.
14 Final provisions
14.1 In the event of contradictions or deviations, the contracts concluded between Rocket NG and the customer shall take precedence over the GT&C in cases of doubt.
14.2 In the event that mandatory statutory provisions (national, international, EU law) as amended from time to time conflict with these GT&C, these shall of course apply.
14.3 Changes or additions to contract details or the scope of the contracts on which these GT&C are based require written confirmation from the management of Rocket NG.
14.4 Verbal commitments of any kind shall only become effective upon written confirmation by Rocket NG.
