Terms and Conditions

Terms and Conditions

General Terms and Conditions of Business and Delivery

1. General:

These terms and conditions of business are an integral part of every product and service we offer and every legal transaction made with us. Other agreements, especially contradictory oral arrangements, are only legally binding if we confirm them in writing. General business relationships, regardless of the type, that conflict with these terms and conditions of business shall be considered invalid and therefore do not form part of agreements made between the contract parties. If individual provisions in this contract prove to be legally invalid, the remaining provisions are not affected.


2. Products and services:

Our range of products and services is subject to confirmation. We reserve the right to make changes to products due to technical developments. All technical documents remain our intellectual property.


3. Orders:

We accept telephone orders only at the risk of the contract partner and subject to our general terms and conditions of business. Direct orders from our contract partners become legally binding on receipt of our order confirmation or the delivery slip. Oral agreements, promises etc. including those of our representatives and other company employees require our written confirmation before they become legally effective. If this is not revoked in writing within a week, it is deemed to be agreed. Special requests and guarantees of special properties which vary from standard product properties must be agreed in writing.


4. Prices:

Unless otherwise agreed in writing, prices are net prices ex works, not including packaging and not including discounts. They are guide prices unless a fixed price has been expressly agreed in writing. If material costs increase between the time the quote is issued and when the contract is signed, the prices increase accordingly, provided the granting of the order and provision of the service are more than two months apart. All services above and beyond the original subject of the contract must be paid for in accordance with the actual cost. Price reductions agreed only apply when all ordered goods are purchased.


5. Delivery/provision:

Delivery is made at the contract partner‘s cost and risk. When the goods are handed over to the transport company, the price risk is transferred to the customer, even if delivery is made „free to destination“ or „free of charge“. The shipping location is the place of fulfilment. The contract partner is aware that a delivery route which can accommodate a heavy truck is required for delivery. If this requirement is not fulfilled by the specified delivery address, the contract partner must bear any resulting additional costs. The address of the contract partner is always the delivery address. If the contract partner requests another delivery address, we are entitled to invoice them for the additional costs (kilometre charge etc.). The contract partner undertakes to provide staff to unload the goods, for heavy or bulky products in particular. The contract partner must store the goods separately from the goods of other vendors and label them as our goods. The delivery periods are subject to correct and punctual delivery by our suppliers. Delivery dates are never binding unless a fixed date is expressly agreed. They begin on receipt of our order confirmation or on the day of agreement by our sales staff, but never before clarification of all implementation details. If no other agreements are made, delivery periods apply from the shipping location. Even if fixed dates are agreed, they are only effective if all implementation details are clarified in good time. If the contract partner does not inform us in good time, they are responsible for resulting delays in delivery and we are freed from any claims for liability. If a change to an agreement is agreed retrospectively, we are entitled to set a new delivery date. The goods shall be considered to be delivered on time even if they are not called immediately after we report shipping readiness on the delivery date. If this occurs, we are entitled to store the goods at the cost of the customer. We are not liable for delivery delays that are not due to our fault or slight negligence. In this case, the contract party waives the right to withdraw from the purchase and from asserting claims to damages. The contract partner is liable for delays in the provision of the service caused by themselves and must bear all resulting additional costs. These costs can be invoiced separately. Labour disputes or unforeseen events, such as mandatory measures, traffic impediments, etc., release us from our obligation to deliver for the duration of their effect, or entirely, if delivery becomes impossible.


6. Shipping costs:

All shipping costs must be borne by the contract partner, unless other agreements are made.


7. Transport damage:

The contract partner bears the costs resulting from transport damage due to force majeure and other risks excluded from the indemnity insurance of the shipping company. The contract partner is obliged to check the condition of goods with the delivery company on receipt. The contract partner must indicate written reservation on the delivery slip or shipping document for all externally visible losses or damage (where applicable, railway department statement of condition) and have the delivery company confirm this by signing. Losses or damage not visible externally must be reported to the delivery company and us in writing without delay. This report must reach us within seven days of the acceptance of the delivered goods. Otherwise, all claims for compensation are void. If the contract partner fails to fulfil these conditions, they must make any claims for compensation directly to the delivery company. If this is the case, we cede our claims from the shipping or transport contract to the contract partner if requested. If the case for indicating transport damage is valid, the contract partner must report the damage in writing immediately upon receipt of the goods, otherwise claims for compensation are lost. Claims against third parties resulting from this damage must be ceded to us on request. If we are no longer able to claim compensation from the delivery company because the contract partner reports the damage late, or if the claims are void as a result of the statute of limitations, we are released from any liability for compensation to the contract partner.


8. Complaints and warranty:

The contract partner or recipient of the goods is obliged to examine the goods without delay on delivery and to report all visible faults or transport damage to the sender immediately. Concealed and therefore undetected faults and/or transport damage must be reported to the sender in writing 4 working days after delivery at the latest. If the abovementioned periods and conditions for complaint or reporting transport damage are not met, the warranty to the contract partner is void. If a fault occurs at a later time, but obviously before the agreed warranty period expires, the contract partner must report it in writing immediately after its discovery, but within a week at the latest, and stop any processing immediately. If no report is sent within the period set, the goods shall be considered approved. In contrast to the legal regulations, it is hereby agreed that the warranty period shall expire within two years of the date of the invoice issued by TiSUN® GmbH. In addition to the legal warranty, for collectors (FA, FI and FM) we offer a functional warranty for ten years from the date of the invoice issued by TiSUN® GmbH, and for all tanks (BE-SSP, BESSPK, FS, PC, PSN, PH, BE), we shall replace materials that demonstrably fail to meet one of the requirements of the standard EN 12975 at no charge, within five years of the date of the invoice issued by TiSUN® GmbH. We are not liable, however, for damage caused by mechanical stress and/or changes caused by weather-related influences (e.g. broken glass for collectors). Minor variations in colour and/or damage to the surface that have no effect on the function of the collector are also not covered by the warranty. The warranty excludes damage caused by force majeure and malfunctions due to improper assembly and/or product installation. We are not liable for any follow-on costs resulting from defects. In order for TiSUN® GmbH to be liable, the product must be installed in accordance with the valid installation instructions,

  • Installation must be carried out by a licensed, specialised company (plumber),
  • TiSUN® GmbH or its representative was given the opportunity to check complaints on site immediately after any defect occurred,
  • Confirmation exists that the system was commissioned properly and that the system was checked and maintenance was performed annually by a specialised company licensed for this purpose,
  • The protective anode must be checked once a year for all tanks, boilers and combination tanks and is functional (no warranty is provided if the protective anode is missing),
  • The electrical separations are installed if finned tube heat exchangers are used
  • Original TiSUN® GmbH frost protection is used for collectors and the expansion compensation and solar connection set is used.

TiSUN® GmbH will not accept liability for static professional implementation of the base and the on-site frame. No changes may be made to the subject of complaint without our express written approval, or the warranty claims become void. Objects are warranted at our discretion by repair or replacement of the subject of complaint. Replaced parts and products become our property. There is no entitlement to conversion or price reduction, unless we are unable to rectify the fault within a suitable period. Any labour costs associated with replacing the goods and the costs of finding the fault must be borne by the contract partner. We do not accept liability for production and material-related variations in colours. If our products are installed in other systems, they must comply with the technical standards in our product descriptions and operating instructions or the warranty becomes void. Damage resulting from improper treatment by the contract partner or their assistants is excluded from the warranty. The right of recourse in accordance with § 933b ABGB (Austrian civil code) between the parties to the contract is excluded.


9. Product liability and compensation:

We do not accept liability for the correctness of data on handling, operating or running contained in brochures, technical descriptions or other manuals of the manufacturers. Resulting damage is the liability of the manufacturer or importer and all claims must be made to them. In such cases, we undertake to cede any claims for compensation resulting from the contractual relationship with the importer or manufacturer to the contract partner on request. The contract partner waives the right to claim compensation for follow-on damage for which we are liable, and to claim for lost profit, if we are not responsible for either intentional or grossly negligent action.


10. Returning delivered goods:

Returns of delivered goods which are non-defective are only accepted in special cases and after prior written approval by us. Custom-manufactured parts or special orders cannot be accepted under any circumstances. Goods no longer in their original packaging or damaged goods are also not accepted. The returns must be sent shipping paid at the risk and costs of the contract partner to our warehouse in Söll. Credit for returned goods in perfect condition will be calculated based on the invoice amount and the remaining value of the goods minus handling fees of 15% of the net value of the goods. When returning to a supplier, the customer must also bear the transport costs incurred, whereby the transport is at his own risk.


11. Payment:

If no other agreements were made, all payments must be made immediately. The full amount must be paid by credit transfer, including all transaction fees. If a discount is granted, all previous invoices must be paid to entitle the customer to deduct the discount amount. Cheques and bills of exchange will only be accepted if agreed separately and only as payment, not instead of performance. All recovery and discount charges are payable by the contract partner. Payments must be made relieving debt only to the account specified in the order confirmation or invoice or to a person with the authority to collect. Sales tax on the entire price must be paid in full after billing unless other terms and conditions of payment were agreed correcting the purchase price.


12. Late payment:

If the credit period is exceeded, if payment is received late or if deadlines are not met, late charges in the amount of 5% above the rate set by the Austrian National Bank will be levied. We reserve the right to claim additional damages. If the contract partner makes a late payment, we are entitled to demand immediate payment of all unmade payments, even if there has been a prior deferral. Furthermore, we are entitled to demand advance payment and sureties for remaining deliveries, without affecting other rights. All dunning and collecting charges incurred, as well as legal costs, must be paid by the contract partner. They agree that incoming partial payments will first be used for costs and dunning fees, then interest and other additional fees, and finally for the purchase price.


13. Retention of title:

13.1 All goods delivered, installed or otherwise transferred remain our property until the entire purchase price has been paid. The retained title is a surety for our payment balance requests for running invoices.

13.2 If goods subject to retention of title are processed by the contract partner with other goods which do not belong to us, title is not lost. Instead, the new item becomes joint property, to a value in proportion to the value relationship of the processed goods at the time of processing.

13.3 If the goods under retention of title are sold on, the contract partner cedes the resulting claims from the customer(s) to the amount of the value of the sold goods under retention of title as surety. Until revoked at any time, the contract partner is entitled to collect amounts due ceded to us as surety. However, they may not cede these to third parties. At our behest, they are obliged to inform the customer of the cession, and that they can only clear their debts by paying us.

13.4 The agreed cession of payments does not release the contract partner from full payment of our claims.

13.5 The contract partner is obliged to inform us immediately of seizure of goods under retention of title.

14. Place of performance and jurisdiction:

Place of performance for both parties is the headquarters of our company. For all legal disputes arising from this contract, the sole competent court is the district court of Kufstein, regardless of the amount in dispute in accordance with § 104 JN (Austrian Code of Judicial Organisation) or item 17 of the 1968 convention (EuGVÜ) or Lugano convention (LGVÜ). This also applies to cases for bills of exchange and cheques.


15. Applicable law:

The contract parties agree that only Austrian law will be applicable for all legal matters related to the contractual relationship, including the matter of the existence of the contract. The application of the provisions of the United Nations convention on contracts on international purchasing is excluded on mutual agreement.


16. Data storage:

The contract partner agrees that we shall store and process their data electronically where necessary for business, and in accordance with the data protection law.


Subject to technical changes! Setting and printing errors are reserved! Figures and illustrations used. Prices excluding value-added tax. Prices subject to change (prices without indication of quantity are prices per piece).


Photos: TiSUN® GmbH, Thomas Kirschner

General Terms and Conditions of Purchase

1. General terms

  1. The following terms and conditions of purchase apply exclusively for all business relations with suppliers or other contractors (hereinafter referred to jointly as “Supplier”). Any conflicting terms and conditions whatsoever are excluded, even for ongoing business relations, without special allusion or reference to this. Furthermore, any general or contractual terms, agreed individually and in writing, apply and take precedence over these terms and conditions in the event of confliction. We do not recognise the Supplier’s conflicting terms and conditions of sale or delivery even if we do not expressly contradict these terms.
  2. These terms and conditions of purchase also apply if the Supplier refers to his own terms and conditions of business, especially when accepting or confirming orders, unless we expressly agree to this.
  3. These terms and conditions of purchase also apply for subsequent orders, given in writing or verbally, without the need for us to refer to them separately.

2. Contracts/Conclusion of contract/Changes to the contract/Required form of contract

  1. Supply and service agreements, as well as work agreements (contracts, orders, delivery plans and schedules, quantity contracts and JIT delivery schedules, hereinafter referred to as “contracts”), as well as their amendments and extensions are only deemed binding if they are placed and confirmed by us in writing. An order is also deemed to comply with the written form when made by fax or by electronic data transmission (email etc.).
  2. Acceptance of the contract shall only be deemed valid if the Supplier returns the order confirmation sent by us, legally signed within 3 days of receiving it.
  3. Changes and extensions must be notified in writing by the Supplier within three working days.
  4. Orders that have been placed may not be passed on to sub-contractors, either fully or partly, without our written consent.
  5. Our order number must be supplied on all documents relating to the contracts, especially delivery notes and invoices. Otherwise we are entitled to hold the document in abeyance without processing it. In case of doubt, this document is deemed to have not been received by us. With orders made by telephone (without an order number), the first and last name of the orderer shall be supplied on the document.

3. Prices

  1. Prices are fixed prices insofar as no special agreements are made, including delivery free to destination, as well as all packaging, insurance and other delivery costs.
  2. Offers shall solely be made to our Purchasing Division and will not be remunerated, regardless of the preliminary work required.

4. Delivery

  1. Agreed dates and deadlines are binding. The delivery dates contained in our contracts (delivery day) refer to the arrival at the agreed delivery location.
  2. All deliveries shall be accompanied by respective shipping documents (especially exact details of the contents), otherwise we are entitled to refuse the delivery.
  3. If the Supplier is in default, we are entitled to demand payment of a contract penalty at 0.5% of the net order value per week or commenced week from the agreed delivery date onwards, for orders having a fixed delivery date or otherwise, after issuing a reminder, up to a maximum of 5% of the net order value and/or the value of the delivery, and/or we are entitled to withdraw from the contract without setting a new deadline. The contractual penalties agreed in this contract shall not be subject to reduction by judgment. We reserve the right to claim additional damages. Contractual penalties paid will be set off against a claim for compensation. If the Supplier recognises, prior to the agreed delivery date, that timely delivery cannot be made in full, he shall notify us immediately of this giving the reasons and the estimated duration of the delay. In this case as well, we are entitled to withdraw from the contract without waiting until the agreed delivery date and without setting a new deadline.
  4. Deliveries to us shall not be subject to retention of title.
  5. Part deliveries or premature deliveries are not permitted without our approval.
  6. Place of fulfilment is the location to which the goods are to be delivered, in accordance with our contract.

5. Payment

  1. Payment will only be made if a faultless delivery is received and, for work contracts or work supply contracts, the service in accordance with the order is fulfilled and the final acceptance is completed, and upon subsequent presentation of the invoice consistent with the order.
  2. Insofar as no special agreement is made, payment is made within 14 days deducting 3% cash discount, or net within 30 days.
  3. The payment period starts with the date on which we receive the invoice and the requirements according to item 5.1 are fulfilled. Invoices received before the payment requirements are fulfilled will be returned to the Supplier.
  4. The date of the credit transfer, electronically prepared by us, is decisive for the fulfilment of the payment.
  5. Claims against us on the part of the Supplier may only be ceded to third parties with our permission. Payments are only made to the Supplier. The Supplier’s rights and obligations arising from contracts with us are not transferable unless we give our written permission.

6. Claims for defects/Liability for defects/Handling defects

  1. The legal stipulations regarding the Supplier’s liability for defects shall apply, unless other provisions regarding this are made below or in separate agreements and contracts.
  2. The Supplier commits himself to comply fully with our specifications, especially order documents for our contracts, thereby satisfying the agreed properties of the delivery items.
  3. The deliveries and services of the Supplier shall be made and/or provided according to the recognised technical rules and complying with any EN, ÖVE, DVGW or equivalent standards that may apply. Furthermore, the deliveries and services of the Supplier on the day of delivery shall comply with all statutory and official provisions, including those regarding the protection of machines and protection of the environment and shall satisfy the prevailing accident prevention provisions.
  4. The Supplier shall guarantee that the delivery/service has been executed in accordance with the order and in compliance with the provisions according to item 6.3 for a period of 5 years, subject to longer statutory periods. The guarantee period starts with the delivery or after the final acceptance if no other written agreements exist.
  5. We are not committed to checking the delivery/service immediately upon transfer or to complaining about visible defects (notification of defects). Rather, we are entitled to make warranty claims at any time for defects arising within the guarantee period as given in item 6.4.
  6. In the event of a warranty claim, we are entitled to demand free rectification or exchange, as we wish, of the faulty delivery/service, to rectify the fault ourselves or have it rectified by another party at the Supplier’s expense, to obtain replacement from a third party while charging the Supplier for the additional costs, to change the contract immediately or to request a reduction in price. In the event that defects are rectified by the Supplier, the guarantee period for the entire delivery/service affected by the defect begins after final acceptance of the rectification by us.
  7. We always charge the return of rejected goods against the value of the goods. Rectified and redelivered goods approved by us or replacement deliveries are to be invoiced anew.
  8. Goods rejected during the guarantee period that are built into our products or that are already in the possession of our customers or their customers (field failures), will normally be removed by our service technicians or by our customer’s specialist personnel (heating engineers) without prior agreement with the Supplier, and returned to the Supplier making a charge amounting to the value of the goods. Furthermore, we are entitled to charge the Supplier for all expenditures necessary for this type of subsequent fulfilment and to pass on justified claims for expenses by our customers, directly related to the defective vendor goods, to the Supplier. Return deliveries of subsequently improved goods that have failed in the field may not be made to us. In the event that the Supplier wishes to carry out the subsequent fulfilment of rejected field goods with our customers or with the end customers himself, this must be agreed with us.
  9. The Supplier shall guarantee the traceability of his deliveries and pledges himself to supply us with all information regarding this.

7. Confidentiality

  1. The Supplier shall be committed to keep confidential all information about our business processes and operating procedures that may become known to him or to his employees during the execution of the order. He shall expressly inform the employees deployed by him about the commitment to confidentiality.
  2. Documents (drawings, technical specifications, BOMs etc.), other papers and specimens of any type made available by us to the Supplier shall be treated strictly confidentially, shall only be used for purposes of fulfilling the order, shall be protected from misuse and, without the right of retention, shall be given back, unsolicited, at the end of the contract.
  3. Information that becomes known due to the execution of contracts with us may not be used for own account or passed on to third parties. Contravention justifies claims for compensation made by TiSUN against the Supplier.

8. Manufacturer’s liability

The Supplier shall be committed to take out sufficient product liability insurance and to maintain cover. On demand, he must provide proof that possible third party claims for product liability due to faults in the delivered items are covered by this product liability insurance. The Supplier shall indemnify us from product liability arising from faults for which he is responsible to the extent to which he would also be directly liable.

9. Industrial property rights

The Supplier shall be liable for ensuring that no patents or other third party industrial property rights, both inland and abroad, are violated by his delivery and its usage. He shall indemnify us and our customers from all claims arising from the use of such property rights.

10. Acts of God

War, civil war, export restrictions or trading restrictions due to changes in political relations, as well as industrial disputes, lock-outs, operational disruptions, operational restrictions and events making the fulfilment of the contract impossible or unreasonable for us are Acts of God and release us from the obligation to timely acceptance as long as they exist. The contract partners are committed to inform one another about this and to adjust their obligations according to the changed circumstances, in good faith. The Supplier is obliged to inform us immediately about all circumstances that make it impossible for him to keep to the delivery date.

11. Withdrawal

In case of a significant deterioration of the Supplier’s economic or financial circumstances, particularly in the event that equalisation or insolvency proceedings are opened for his assets, we shall be entitled to withdraw from the contract if processing of the contract appears to be at risk because of the aforementioned circumstances. Accepting part deliveries and part services after one of the aforementioned circumstances arises does not prejudice the right to terminate the contract for the rest.

12. Place of jurisdiction/applicable law

For all legal disputes arising from this contract, the sole competent court is the district court of Kufstein, regardless of the amount in dispute in accordance with § 104 JN (Austrian Code of Judicial Organisation) or item 17 of the 1968 convention (EuGVÜ) or the Lugano convention (LGVÜ). Austrian law applies, excluding the provisions of the United Nations Convention on Contracts for the International Sale of Goods.

13. Severability clause

If individual terms or provisions of the contract should be or become ineffective, the other provisions and the contract as a whole are not affected by this.

Version 02/2009 -  © TiSUN GmbH