Terms &
Conditions.

All offers are non-binding and subject to change without notice. Cost estimates are generally subject to a fee unless otherwise agreed in writing in advance or explicitly stated to be free of charge. Terms and conditions of third parties and of contractual partners not domiciled in Austria shall not become part of the contract. The terms and conditions of business customers shall not apply even if not expressly rejected by us. Deviations shall require our express written confirmation. All offers, price lists, and information are provided subject to errors, including printing and calculation errors. Infinite Loop reserves the right to correct obvious errors at any time. A contract shall only be deemed concluded upon written order confirmation by Infinite Loop GmbH.

These business and usage conditions, in their respective valid version, shall also apply as a framework agreement to all future contracts for services within the respective business area of Infinite Loop GmbH with the same customer, without the need to refer to them again in each individual case. The current version of these terms and conditions is available at any time at: https://infiniteloop.at/agbs/

All offers and delivery dates are non-binding. Verbal orders shall be confirmed in writing by Infinite Loop GmbH. Verbal side agreements shall only be valid if confirmed in writing (letter, fax, or email). Services shall be individually agreed upon in the contract and documented in writing. Infinite Loop GmbH reserves the right to extend, modify, or improve its services. Infinite Loop GmbH shall also be entitled to reduce services; in such case, the customer shall have no right of withdrawal. Upon completion of the work, a delivery note shall be issued.

The customer shall be obliged to provide all information, materials, data, access credentials, and sufficiently qualified personnel necessary for the performance of the contract in a timely, complete, and usable form. Any delays or additional expenses resulting from delayed, incomplete, or incorrect cooperation shall be borne by the customer. The customer shall ensure that any content and materials provided do not infringe the rights of third parties and shall indemnify and hold harmless Infinite Loop GmbH against any claims by third parties arising therefrom.

Upon completion of the services, Infinite Loop GmbH shall submit a request for acceptance to the customer. The customer shall be obliged to accept the services in writing within seven (7) calendar days or to notify any defects. If no acceptance or notification of defects is made within this period, the services shall be deemed accepted. Minor defects shall not entitle the customer to refuse acceptance.

The availability of the services shall be defined in writing in the contract. Events of force majeure shall entitle Infinite Loop GmbH to postpone the performance of services for the duration of the impediment or to withdraw from the contract. Force majeure shall include, inter alia, strikes, war, shortages of energy, fire, transport restrictions, or comparable circumstances. Technically necessary modifications or adjustments for performance improvements shall be permissible, provided they are reasonable for the customer. A contract shall be concluded upon acceptance and confirmation of the order. The customer undertakes to provide all information necessary for the performance of the contract. Consulting, training, coaching, research, and brokerage of goods and services may be agreed separately. Commenced hours shall be rounded up to half hours. Services provided by third parties shall only be brokered; contracts with such third parties shall require the mutual agreement of the parties.

Subsequent order confirmations and delivery notes: Customer support and maintenance of the customer's system by Infinite Loop GmbH may also be performed outside the customer's business hours, for example via remote maintenance, and may be necessary. In order to ensure smooth operations and the highest possible system availability, Infinite Loop GmbH shall also be entitled to act without a specific written order (however only within the framework of a service contract or in urgent cases based on a verbal order). Upon completion of work on the system, Infinite Loop GmbH shall provide the customer with a subsequent order confirmation listing the services performed. The customer shall sign and return this confirmation within seven (7) days or raise objections. If no objection is raised within this period, the services shall be deemed to have been commissioned and performed. Such confirmation shall not establish any obligation to notify defects and shall not affect the customer's warranty rights. The above shall apply mutatis mutandis to delivery notes.

The contract term shall be agreed on a project-specific basis. Project contracts shall end on the agreed date and shall not renew automatically. Long-term contracts (e.g., domain maintenance) shall include separately agreed notice periods; if not terminated in due time, they shall be extended by the initial term. Termination shall be possible up to thirty (30) days prior to the end of the contract and must be effected by registered mail (the postmark being decisive). Upon termination of the contract, the customer shall be obliged to delete all documents and copies unless further use has been agreed. Publications shall be removed; code and software shall remain the property of Infinite Loop GmbH. If publications remain online fourteen (14) days after termination, this shall be deemed to constitute a new contract.

Infinite Loop GmbH reserves the right to extraordinary termination. Termination by Infinite Loop GmbH may be declared up to the 15th of a month with a transition period of two (2) months.

Price increases during the contract term shall be excluded; price reductions shall be passed on automatically. No legal entitlement shall exist to voluntary free services provided beyond the contractual obligations; such services may be discontinued at any time. Continued provision shall not establish any legal claim. Additional support services shall be invoiced in accordance with the applicable price list or a separate agreement. All prices are net prices and shall be subject to value-added tax (VAT) as well as additional costs such as postage, telephone, fax, courier, or data carriers.

The customer shall be obliged to pay invoices within fourteen (14) days of receipt without deduction. In the event of default, default interest shall be charged; reminder and collection costs shall be borne by the customer. Unless otherwise agreed, one third (1/3) of the estimated costs shall be due upon presentation of the first prototype, one third (1/3) upon presentation of the elaboration, and one third (1/3) upon acceptance—irrespective of whether the service corresponds to the originally intended purpose. In addition, default interest in the amount of 9.2 percentage points above the applicable base interest rate pursuant to § 456 UGB shall be charged.

The customer shall indemnify Infinite Loop GmbH against any claims by third parties relating to the data provided. Infinite Loop GmbH shall not be responsible for data backup with third parties. Data transmissions may be subject to technical risks. Data required for the execution of the contract shall be stored electronically and treated confidentially; disclosure to third parties shall only take place where required by law. The respective contractual partner shall undertake to handle our data with equal care.

Infinite Loop GmbH shall not guarantee the continuous availability of services provided by third parties. Infinite Loop GmbH shall not be liable for disruptions within the internet. Infinite Loop GmbH shall not be liable for any damages or consequential damages caused directly or indirectly by the commissioned work. This shall apply in particular to the content of internet publications and emails created on behalf of the customer, as well as to the functionality of software and similar products obtained via download or otherwise on behalf of contractual partners. Irrespective of the legal basis, liability and claims for damages shall be limited to the amount of the order value.

Websites created shall generally be tested using the latest versions of standard browsers; functionality in other browsers cannot be guaranteed unless contractually agreed. Claims for damages arising from delay, breach of contractual or statutory ancillary obligations, impossibility of performance, culpa in contrahendo, or non-contractual liability shall be excluded unless caused by gross negligence or intent. In particular, (delivery) deadlines for project contracts shall be non-binding. Infinite Loop GmbH shall, however, undertake to perform services to the best of its knowledge and ability.

Should individual provisions be invalid, the validity of the remaining provisions and of the contract shall remain unaffected. In place of the invalid provision, a provision shall apply which most closely reflects the economic purpose of the original provision.

All copyrights to graphics, texts, programs, and concepts created within the scope of offers or contracts shall remain with Infinite Loop GmbH. Works may only be used in their original intended manner; modifications or transfer shall require our consent. Usage rights shall be agreed contractually. Upon full payment, the customer shall be entitled to use the work (e.g., operation, backup copies, adaptations for own purposes). Until full payment has been made, the customer shall only receive a revocable right of use. Infinite Loop GmbH shall be entitled to revoke such right in the event of default or other breach of contract. The right of use shall become final only upon full payment. Where software is developed or delivered, the customer shall receive, unless otherwise expressly agreed, only a right of use to the object code. No claim to the source code shall exist. Transfer to third parties shall be excluded.

Infinite Loop GmbH shall be entitled to name the customer as a reference, in particular to publish the customer's name and logo in reference lists and on its website and to refer to the cooperation. Furthermore, Infinite Loop GmbH shall be entitled to use general concepts, methods, and experience developed in the course of performance for other customers, provided that no confidentiality obligations are violated.

The contractual product shall remain the property of Infinite Loop GmbH until full settlement of all claims arising from this contract and the entire business relationship.

In the event of access by third parties to goods subject to retention of title, the customer shall inform such third parties of the ownership of Infinite Loop GmbH and shall notify Infinite Loop GmbH without undue delay. The goods must be clearly marked as our property. In the event of non-compliance, the customer shall owe a contractual penalty in the amount of twice the net value of the goods.

In the event of combination, processing, or mixing of the goods subject to retention of title with goods not originating from Infinite Loop GmbH, Infinite Loop GmbH shall acquire co-ownership in proportion to the invoice value of the retained goods relative to the other goods.

In the event of default in payment or deterioration of the customer's financial situation, Infinite Loop GmbH shall be entitled to enter the business premises of the customer for the purpose of enforcing the retention of title and to repossess the goods. This shall not constitute withdrawal from the contract where the customer is an entrepreneur.

The customer hereby assigns in advance to Infinite Loop GmbH its claims arising from the resale of the goods subject to retention of title in the respective invoice value at the time of order. The customer shall remain authorized to collect such claims; however, Infinite Loop GmbH shall be entitled to collect such claims in the event of default or insolvency.

The selection of securities to be released shall be at the discretion of Infinite Loop GmbH. For valuation purposes, the following shall apply: for goods subject to retention of title, the current net list price; for assigned claims, the net invoice amount less a safety discount of 30% (50% for debtors already in default); for co-ownership arising from combination, mixing, or processing, the net list price of the delivered goods less 30%.

For test and demonstration goods, ownership shall remain with Infinite Loop GmbH; any use beyond testing or demonstration purposes shall require a separate agreement.

Our offers are non-binding and subject to self-supply. The selection of suppliers shall be at our discretion; substitute procurement from other sources cannot be demanded. A contract shall only be concluded upon our written order confirmation or upon acceptance of the delivery. Infinite Loop GmbH shall be entitled to withdraw from the contract if the customer's creditworthiness is doubtful.

With regard to services and software services, the customer shall inspect the services immediately upon receipt and shall notify any apparent defects in writing within seven (7) days. Hidden defects shall be reported without undue delay upon discovery. If no complaint is made, the services shall be deemed approved. Infinite Loop GmbH shall be entitled, at its discretion, to remedy defects by repair or replacement. Further warranty rights shall be excluded as long as such remedy is possible and reasonable. For software based on open-source components, Infinite Loop GmbH shall assume no warranty for the functionality or freedom from defects of such open-source components.

Technical or design deviations as well as changes in models, construction, or materials in the course of technical progress shall be permissible without giving rise to any claims. Infinite Loop GmbH expressly reserves the right to make partial deliveries and to invoice them separately. Delivery deadlines shall be deemed met upon handover to the carrier. If dispatch is delayed without fault on our part, the goods may be stored at the customer's expense and risk.

Delivery dates shall be agreed based on the estimated performance capacity of Infinite Loop GmbH and shall be non-binding, subject to timely self-supply and unforeseen circumstances and obstacles, regardless of whether these occur at Infinite Loop GmbH or at the manufacturer. This shall include, in particular, force majeure, governmental measures, failure to obtain official permits, labor disputes of any kind, sabotage, shortages of raw materials, or delays in the delivery of materials through no fault of our own. Such events shall extend the delivery period accordingly. If Infinite Loop GmbH is in delay with delivery for more than six (6) weeks, the customer may, after setting a reasonable grace period in writing, withdraw from the contract to the exclusion of further claims. Any claim for damages due to delay in delivery is excluded; otherwise, liability shall be limited to the amount of foreseeable damage, but in no case exceeding five percent (5%) of the delivery value.

If third-party rights are asserted in connection with services provided by Infinite Loop GmbH, Infinite Loop GmbH shall be entitled, at its discretion, to modify or replace the service in such a way that no rights are infringed, or to grant the customer a corresponding right of use. Further claims shall be excluded. The customer shall be obliged to inform Infinite Loop GmbH immediately and comprehensively of such third-party claims and to take all reasonable measures to support the legal defense. The customer shall indemnify and hold harmless Infinite Loop GmbH from all claims and disadvantages arising from a breach of its obligations to cooperate or from materials provided by the customer, irrespective of fault.

If ordered goods are not accepted within twenty-one (21) days after placement of the order, this shall be deemed withdrawal by the customer. If the customer withdraws from the contract without fault on our part, a cancellation fee of twenty percent (20%) of the net order value shall be payable; higher damages shall remain reserved. Place of jurisdiction shall be Klosterneuburg.

For transactions with entrepreneurs, the warranty period shall be twelve (12) months from delivery. The customer shall be obliged to inspect delivered goods immediately and to notify any apparent defects in writing within seven (7) days. Hidden defects shall be reported without undue delay upon discovery. If no timely notification is made, the goods shall be deemed approved. Infinite Loop GmbH shall be entitled, at its discretion, to remedy defects by repair or replacement delivery; other warranty claims shall be excluded as long as such remedy is possible and reasonable. Warranty for used goods shall be entirely excluded. Place of jurisdiction shall be Klosterneuburg.