1. Scope of application
These General Terms and Conditions (AGB) apply to all deliveries, services and offers of AES – Adaptiv Exhibition Setup FlexCo (hereinafter „Seller“) to its customers, who are entrepreneurs within the meaning of § 1 UGB.
Sales are made exclusively to entrepreneurs, legal entities under public law, or special public-law assets.
Consumers within the meaning of the Consumer Protection Act (KSchG) are explicitly excluded from shopping.
By registering in the online shop or placing an order, the customer confirms that they are an entrepreneur and provides a valid UID number. The seller is entitled to check the entrepreneur status and the UID number and to reject orders with invalid or missing information.
Any deviating or additional terms and conditions of the customer shall not be accepted unless the seller explicitly agrees to their applicability in writing. These terms and conditions also apply to all future transactions with the same customer, even if they are not referred to again.

2. Offers and conclusion of contract
All offers from the seller are non-binding and non-binding. Product descriptions in the online shop or in catalogs do not constitute binding offers, but merely an invitation to place an order.
By clicking the „Order subject to payment“ button in the online shop or by confirming an offer in writing, the customer submits a binding offer to purchase.
The contract will only come into effect when the seller accepts the customer’s offer through a written order confirmation, the issuance of an invoice, a payment request, or the shipment of the goods – whichever occurs first.
The seller is entitled to reject orders without giving reasons.

3rd prizes and payment terms
All prices quoted are net, in euros (EUR), plus statutory sales tax, shipping costs and other fees.
The following payment methods are available:
• Pre-payment / Bank transfer (shipping after payment received)
• Invoice (payment term 14 days net; only after express consent of the seller and positive credit check)
• Credit card
• PayPal
Invoices must be paid within fourteen (14) days of the invoice date without deduction, unless otherwise agreed.
In the event of default in payment, the seller is entitled to charge interest for late payment at the rate of 9.2 percentage points above the base interest rate pursuant to § 456 of the German Civil Code (UGB). The customer also undertakes to bear all collection costs and debt collection fees incurred as a result of the default in payment.
The offsetting of counterclaims or the exercise of a right of retention is only permissible if the counterclaim has been legally established or acknowledged in writing by the seller.
Individual price discounts, special arrangements or rebates require the written confirmation of the seller and are exclusively applicable to the respective order.

4th delivery, shipping and transfer of risk
Delivery is made to Europe and, upon request, worldwide.
Shipping costs are based on the weight and size of the shipment and are displayed in the ordering process.
Unless otherwise agreed, the customer bears the costs of shipping.
The delivery deadlines are met by the seller to the best of their ability; they may vary depending on the product and are only binding if expressly agreed in writing.
As soon as the goods are handed over to the transport company, the risk of accidental destruction or damage passes to the customer, even if a free-of-charge delivery has been agreed upon.
Events of force majeure, operational disruptions, delivery difficulties from suppliers, or other unforeseeable events for which the seller is not responsible, entitle him to postpone the delivery for the duration of the impediment or to withdraw from the contract.
Depending on size, weight and design, there are specific delivery and shipping conditions for the Element PROtect and KLIO Wall modules; these are individually agreed upon with the customer.

5. Refusal to accept
If the customer does not pick up the ordered goods without a valid reason, the seller is entitled to insist on acceptance at his discretion or to demand 10% of the net purchase price as a lump-sum compensation for damages.
It is the customer's responsibility to prove that no damage has occurred or that the damage is only minor.
In the event of exceptionally high costs, particularly for storage or return shipping, the seller reserves the right to claim the higher actual damage incurred.
During the period of delay in acceptance, the seller is entitled to store the goods at the customer's risk and expense, and to charge a monthly storage fee of 15.00 euros for this.

6. Ownership reservation
The delivered goods remain the property of the seller until all claims arising from the business relationship have been fully paid.
The customer is obliged to treat the goods under retention of title with care and to provide information on their whereabouts upon request.
If the customer sells the goods before full payment has been received, he/she is already releasing all claims arising from this to the seller. The seller hereby accepts this assignment. The customer remains entitled to collect the claim as long as he/she meets his/her payment obligations.

7. Resignation due to a deterioration in assets
The seller is entitled to withdraw from the contract if insolvency proceedings are opened over the customer’s assets or a corresponding application is dismissed due to lack of merit, if a change of payment method or check protest is made, or if other concrete signs of a significant deterioration in the customer’s financial situation become known.
In these cases, the seller is entitled to only perform outstanding deliveries or services against advance payment or sufficient guarantees.

8. Warranty
The customer is obliged to inspect the delivered goods immediately upon receipt and to complain in writing about any defects within five (5) working days. If the customer fails to make a timely complaint, the delivery shall be deemed to be correct and approved.
The warranty period is six (6) months from the delivery of the goods.
In the event of justified complaints regarding defects, the seller has the right to provide, at its discretion, rectification or replacement delivery.
Further claims, in particular for a change of product or a reduction in price, are only possible if a subsequent repair or replacement is unreasonable or has ultimately failed. The burden of proof under § 924 ABGB is expressly excluded.
No warranty claims are accepted for minor, commercially acceptable deviations in color, size, structure, or design, provided that they do not affect the product's usability.
Note: The exclusion of the burden of proof reversal (§ 924 ABGB) and the shortening of the warranty period should be legally examined before proceeding with the live transaction.

9. Liability
The seller is solely liable for damages resulting from intent or gross negligence.
Liability for slight negligence is excluded, except for damage to life, body or health.
The seller is not liable for indirect damages, consequential damages, lost profits, production failures, data losses, or other property damage caused by the customer.
Mandatory claims under the Product Liability Act (PHG) remain unaffected.

10. Data protection
The seller processes personal data exclusively in accordance with applicable data protection laws, in particular the GDPR and the Austrian Data Protection Act (DSG).
Personal data is only stored to the extent necessary for the processing of the order, the delivery of the goods, and the payment processing. Any disclosure to third parties takes place solely in the context of fulfilling the contract, for example to shipping or payment service providers.
Further information can be found in the privacy policy on the seller's website.

11. Place of performance, place of jurisdiction and applicable law
The place of performance for all deliveries and payments is Vienna (Austria).
The competent court in Vienna shall have exclusive jurisdiction for all disputes arising out of or in connection with this contract.
Austrian law applies, with the express exclusion of the UN Sales Convention (CISG).

12. Final provisions
Changes or additions to these General Terms and Conditions require written form for them to be effective. This also applies to the failure to comply with this requirement of written form.
Should any provisions of these Terms and Conditions be wholly or partially invalid or become invalid, this shall not affect the validity of the remaining provisions. The invalid provision shall be replaced by a provision that is as close as possible to the economic purpose of the invalid provision.
The contract language is German.

Information for business customers
• All prices are net, plus statutory sales tax, shipping costs and fees.
• Sales are exclusively made to entrepreneurs with a valid UID number.
• Orders from consumers are not accepted.
• Delivery is made to Europe and worldwide upon request.