General Terms and Conditions of Sale and Delivery
of STASTO Automation KG (hereinafter referred to as “STASTO”) for all quotations, deliveries and services provided to its contractual partners. They replace the version dated November 2015.
STASTO Automation KG
Feldstraße 9d, 6020 Innsbruck, Austria
FN 442444 d, Regional Court Innsbruck · VAT No. ATU70017046
As of: September 2026
Content
- Scope of application, exclusion of third-party terms and conditions
- Quotation, Order, Conclusion of Contract
- Prices
- Delivery, delivery period, transfer of risk
- Export control and sanctions
- Terms of payment
- Retention of title
- Return of goods
- Warranty
- Liability
- Product liability, product safety, transfer
- Documents, intellectual property rights, confidentiality
- Special provisions for consumers
- Data protection, communication
- Place of performance, applicable law, place of jurisdiction
1. Scope of application, exclusion of conflicting conditions
These conditions apply to all offers, deliveries and services provided by STASTO to entrepreneurs within the meaning of § 1 UGB, legal entities under public law and special funds under public law. Section 13 also applies to consumers within the meaning of the KSchG.
Exclusively these conditions shall apply. Any purchasing, ordering, framework, or other terms and conditions of the contractual partner shall not become part of the contract – even if STASTO does not expressly object to them in individual cases, delivers with knowledge of such conditions, or accepts payments. This applies equally to conditions printed in or referred to in orders, framework agreements, supplier portals, supplier codes, quality assurance agreements, or order forms.
Differing or supplementary terms and conditions of the contractual partner shall apply only if STASTO has expressly agreed to them in writing for the specific contract. This consent must be signed by the management of STASTO; email correspondence, order confirmation, delivery, invoicing or registration in a supplier portal do not constitute such consent. Silence in response to the transmission of third-party terms and conditions shall never be deemed consent.
If these Terms and Conditions conflict with the terms and conditions of the contractual partner, without STASTO having agreed pursuant to paragraph 3, these Terms and Conditions shall apply to the extent of the conflict; alternatively, the non-mandatory provisions of Austrian law shall apply.
These terms and conditions, in the version current at the time the contract is concluded, shall also apply to all future transactions with the same contractual partner without the need for any renewed reference. The current version is available at www.stasto.eu/generalterms.
Employees of STASTO are not authorized to make verbal commitments deviating from these terms. Amendments and additions to a contract must be made in writing; e-mail is sufficient unless these terms expressly require a signature.
Should individual provisions of these terms be or become invalid, the validity of the remaining provisions shall remain unaffected. The invalid provision shall be replaced by the valid provision that comes closest to its economic purpose.
Contracts with other companies of the STASTO Group are subject to their own terms and conditions. If a national subsidiary has not published its own terms and conditions, these terms and conditions shall apply accordingly.
In the event of discrepancies between the German version of these terms and any translation, the German version shall prevail.
2. Offer, Order, Conclusion of Contract
Offers from STASTO are subject to change and non-binding unless they are expressly designated as binding and provided with a binding period.
Orders placed by the contractual partner constitute binding offers. The contractual partner is bound by them for four weeks from receipt by STASTO.
A contract shall only come into effect upon STASTO’s written order confirmation (email is sufficient) or upon delivery. The order confirmation shall be decisive for the content of the contract. If it deviates from the order, the contract shall be deemed concluded with the content of the order confirmation unless the contracting party objects in writing within three working days of receipt.
In the STASTO online shop, the presentation of the goods does not constitute a binding offer. By submitting the order, the contractual partner makes an offer. The automatic order receipt confirmation does not constitute acceptance; acceptance takes place through order confirmation or dispatch of the goods.
Information in catalogs, data sheets, price lists, in the online shop and in other documents is non-binding unless it is expressly declared to form part of the contract. STASTO reserves the right to make technical changes in the course of product maintenance, provided these are reasonable for the contractual partner and do not impair the agreed intended use.
Cost estimates are non-binding. Services exceeding the usual scope – in particular planning, design, engineering and travel – will be charged at the rates customary at STASTO, even if no order is placed.
Application-related information and design guidance from STASTO are based on the operating conditions communicated by the contractual partner. The contractual partner must disclose to STASTO all circumstances that may be relevant to the suitability of the goods (medium, pressure, temperature, installation situation, switching frequency, environmental conditions, legal requirements). The contractual partner is responsible for verifying whether the goods are suitable for the specific application.
3. Prices
Prices are quoted in euros, net excluding VAT, EXW warehouse Innsbruck (Incoterms 2020), including standard commercial packaging and excluding loading, freight, insurance, duties, fees and other incidental costs.
If more than four months elapse between conclusion of the contract and delivery, and if STASTO’s production costs (materials, energy, wages, freight, customs duties, exchange rates) demonstrably increase during this period, STASTO shall be entitled to adjust the price to the extent of such increase. If the adjustment exceeds 10% of the agreed price, the contractual partner may withdraw from the affected part of the contract within 14 days of notification. In the case of call-offs under framework agreements, the price valid at the time of the call-off shall apply.
Orders without a price agreement will be invoiced at the STASTO list prices valid on the day of the order confirmation.
For orders below the minimum order value stated in the applicable price list, STASTO may charge a small-quantity surcharge.
4. Delivery, Delivery Period, Transfer of Risk
Unless otherwise agreed, delivery shall be EXW warehouse Innsbruck (Incoterms 2020). If a different delivery term has been agreed, the transfer of risk shall be governed by that term.
If STASTO handles the shipment, STASTO shall choose the route and means of transport at its reasonable discretion. Transport insurance shall only be taken out at the express request and expense of the contractual partner.
Delivery periods shall commence on the date of the order confirmation, but not before all technical and commercial issues have been clarified, the documents and approvals to be provided by the contractual partner have been furnished, and any agreed down payments have been received. Delivery dates are specified by calendar week and shall only be binding if they are expressly designated as binding.
STASTO is entitled to make partial deliveries insofar as they are reasonable for the contractual partner, and may invoice them separately.
Events of force majeure and other circumstances for which STASTO is not responsible – in particular war, civil unrest, epidemics, official measures, sanctions and export restrictions, strikes, shortages of energy or raw materials, transport disruptions, cyberattacks, as well as the failure or delayed delivery of upstream suppliers despite a matching cover transaction – shall extend the delivery period by the duration of the impediment plus a reasonable start-up period, even if STASTO is already in default. If the impediment lasts longer than three months, both parties may withdraw from the part of the contract that has not yet been performed. Claims for damages are excluded in these cases.
If STASTO is in default of delivery, the contractual partner must set an appropriate grace period of at least four weeks in writing. Withdrawal from the contract is effective only if, when setting the grace period, it was threatened in writing for the event that the period expires without result. STASTO shall owe damages for delay in delivery only in cases of intent or gross negligence. Contractual penalties, fines, or lump-sum compensation for delay shall apply only if STASTO has expressly agreed to them in writing.
If the contractual partner does not accept the goods at the agreed time or place, STASTO may store the goods at the contractual partner’s expense and risk and, starting from the second month, charge storage costs of 0.5% of the net invoice value for each commenced month, but at least the actual costs incurred. After setting a reasonable grace period, STASTO may withdraw from the contract, claim damages, and otherwise dispose of the goods.
The recipient must record transport damage and shortages upon acceptance with the carrier and notify STASTO in writing within three working days. They neither entitle the recipient to refuse acceptance nor to withhold payment.
Official approvals, import and export permits, as well as notifications to authorities shall be handled by the contracting party at its own expense.
A formal acceptance shall only take place if expressly agreed.
5. Export Controls and Sanctions
Performance is subject to the proviso that no provisions of national, European, or U.S. foreign trade, export control, or sanctions law prevent it. Delays caused by export inspections or licensing procedures shall extend the delivery period accordingly and shall not constitute default.
The contractual partner shall, upon request, provide STASTO with information on the final destination and end use of the goods. The contractual partner must not supply the goods to persons, companies or countries that are subject to sanctions or embargoes and, in the event of any onward transfer, shall itself comply with the relevant regulations.
If there is reasonable suspicion of a violation of these provisions or if a required authorization is not granted, STASTO may withdraw from the contract. In this case, any claims for damages by the contractual partner are excluded.
6. Terms of payment
Invoices are due net within 30 days from the invoice date unless otherwise agreed in writing. For payment within 14 days from the invoice date, STASTO grants a 2% cash discount, provided that no due liabilities of the contractual partner are outstanding at that time.
STASTO issues invoices electronically and transmits them by email or via an agreed portal. The contractual partner agrees to this.
Payments shall be made by bank transfer to the account specified in the invoice. Bank charges shall be borne by the contractual partner.
Default in payment occurs automatically upon expiry of the payment period without the need for a reminder. In the event of default in payment, default interest of 12% p.a., but at least at the rate specified in Section 456 UGB, as well as the lump sum pursuant to Section 458 UGB and all reminder, collection and legal enforcement costs necessary for appropriate prosecution, shall be reimbursed. The right to assert any further damages remains reserved.
In the event of default in payment, suspension of payment, the opening of insolvency proceedings, or a material deterioration in the contractual partner’s financial circumstances, all outstanding claims shall become due immediately. In such cases, STASTO may make further deliveries dependent on advance payment or the provision of security and, after the unsuccessful expiry of a reasonable grace period, withdraw from contracts that have not yet been performed.
Agreed discounts, bonuses and cash discounts are subject to timely payment.
The contractual partner may only set off counterclaims that have been finally adjudicated or acknowledged by STASTO in writing. A right of retention shall only be available to the contractual partner in respect of claims arising from the same contractual relationship.
If STASTO withdraws from the contract for reasons for which the contractual partner is responsible, or if the contractual partner cancels an order with STASTO’s consent, the contractual partner shall return the goods already delivered at its own expense and pay liquidated damages amounting to 20% of the net order value. For custom-made products and goods not kept in stock, the actual costs incurred, up to a maximum of the net order value, shall be reimbursed. STASTO reserves the right to prove greater damages.
7. Retention of title
The delivered goods shall remain the property of STASTO until the purchase price has been paid in full, including interest and costs (goods subject to retention of title), even if they have already been assembled or installed.
The contractual partner may resell the reserved goods in the ordinary course of business. Pledging and transfer by way of security are prohibited. The contractual partner hereby assigns to STASTO, up to the amount of STASTO’s claims, the claims arising from the resale; STASTO accepts the assignment. The contractual partner shall record the assignment in its books (book entry) and, upon request, notify the purchasers. Until revoked, the contractual partner is authorized to collect the assigned claims.
Any processing or treatment of the reserved goods shall be carried out for STASTO. If they are combined, mixed or processed with other items, STASTO shall acquire co-ownership of the new item in the proportion of the invoice value of the reserved goods to the value of the other items. The contractual partner shall hold the new item in safekeeping for STASTO free of charge.
In the event of attachment or any other access by third parties to the reserved goods, the contractual partner shall draw attention to STASTO’s ownership and shall notify STASTO without undue delay. The contractual partner shall bear the costs of defending against such access.
In the event of default in payment or insolvency of the contractual partner, STASTO may demand the return of the goods subject to retention of title and collect them at the contractual partner’s expense. Such repossession shall only constitute withdrawal from the contract if STASTO expressly declares this.
If the retention of title is not effective under the law of the place where the goods are located, or is effective only under special conditions, the contractual partner shall, at its own expense, cooperate in all actions required to establish an equivalent security right there.
8. Return of Goods
The return of defect-free goods is only accepted with the prior written consent of STASTO and only for unused, undamaged goods in their original packaging that are returned within 30 days of delivery.
STASTO charges a handling and restocking fee of 20% of the net value of the goods for returns, with a minimum charge of 25 euros. Return transport shall be at the contractual partner’s expense and risk.
Excluded from return are custom-made products, customer-specific configured or cut-to-length goods, goods with opened seals, as well as goods that are no longer part of the current delivery program.
9. Warranty
The warranty period is 36 months from the transfer of risk. For repaired or replaced goods, the original period continues to apply, but in any case for at least six months from delivery of the repaired or replaced goods.
The presumption under § 924 ABGB that a defect already existed at the time of delivery is excluded. The contracting party must prove that the defect existed at the time of delivery.
The contractual partner must inspect the goods without undue delay after taking delivery. Apparent defects and shortages must be reported in writing (e-mail is sufficient), describing the defect, no later than within eight days from delivery; hidden defects must be reported in writing (e-mail is sufficient), describing the defect, within eight days from discovery; any processing that has already commenced must be stopped. If timely notice is not given, the goods shall be deemed approved and claims under warranty, damages due to the defect, and mistake regarding the absence of defects are excluded (§ 377 UGB).
In the event of a justified notice of defects, STASTO shall, at its own discretion, provide rectification or replacement, either on site or after the goods have been returned to a location designated by STASTO. Replaced parts shall become the property of STASTO. If rectification or replacement fails twice despite the granting of a reasonable grace period, the contractual partner may demand a price reduction; rescission is permitted only in the case of a material defect that cannot be remedied.
STASTO shall bear the costs of improvement or replacement, including the shipping costs of the replacement goods. Any additional costs incurred because the goods were transported to a place other than the place of delivery - in particular removal and installation costs, travel costs, and transport costs abroad - shall be borne by the contractual partner. If a notice of defects proves to be unjustified, the contractual partner shall reimburse STASTO for the costs of the inspection.
Excluded from the warranty are natural wear and tear, consumable and wear parts (in particular seals, diaphragms, filter elements, rubber components, light sources), as well as defects attributable to improper storage, assembly, commissioning or operation, to non-compliance with the operating instructions or the application limits specified in the data sheets (pressure, temperature, medium, compressed air quality, switching frequency, environment), to unsuitable operating materials, to interventions or repairs by the contractual partner or third parties, or to overloading.
No warranty is assumed for used goods or for modifications or conversions to goods that were not supplied by STASTO.
Recourse claims of the contracting party under Section 933b of the Austrian Civil Code (ABGB) shall exist only insofar as the contracting party has not entered into any warranty agreements with its purchaser that go beyond the statutory scope.
10. Liability
STASTO shall be liable for damages only in cases of intent or gross negligence. Liability for slight negligence is excluded; this shall not apply to personal injury or to claims under the Product Liability Act, insofar as such liability is mandatory.
Compensation for consequential damage, loss of profit, production downtime, business interruption, data loss, removal and installation costs, recall costs, as well as claims by third parties against the contractual partner is excluded unless there is intent.
To the extent liability is not excluded, it is limited in amount – except in cases of intent and personal injury – to the net value of the delivery causing the damage, but at most to the coverage amount of STASTO’s public liability insurance.
The contractual partner must prove the existence of gross negligence.
Claims for damages must, failing which they lapse, be asserted in court within six months of becoming aware of the damage and the party causing it, but no later than within two years from delivery.
Application engineering advice is provided to the best of our knowledge; liability for its accuracy exists only if the advice has been designated as binding in writing. The contractual partner shall verify the suitability of the goods for the intended use.
11. Product liability, product safety, transfer
Claims for recourse under Section 12 of the Product Liability Act (PHG), as well as claims for property damage suffered by an entrepreneur to items used predominantly in the entrepreneur’s business, are excluded. The contractual partner shall impose this exclusion on its customers and obligate them to pass it on further.
The contractual partner must observe, retain and, when passing on the goods, fully transmit to its customers the product information, data sheets, operating instructions and safety notices supplied or provided by STASTO.
Components supplied by STASTO are intended for installation in machines and systems. The contractual partner, as the manufacturer or integrator, is responsible for the risk assessment, conformity, and marking of the complete machine or system in accordance with the applicable product regulations of the European Union.
The contractual partner must document the onward transfer of the goods in such a way that the purchaser, product and date can be identified, retain these documents for at least ten years from the date of onward transfer, and make them available to STASTO immediately and in full upon request. The contractual partner must cooperate in recalls and safety measures and report any product defects that become known to it to STASTO without delay.
The contractual partner shall indemnify and hold STASTO harmless against any claims by third parties insofar as such claims are based on circumstances attributable to its sphere, in particular improper use, faulty integration, modification of the goods or failure to pass on product information.
12. Documents, Intellectual Property Rights, Confidentiality
All quotations, drawings, designs, calculations, data sheets and other documents provided by STASTO remain the intellectual property of STASTO. They may neither be reproduced nor made accessible to third parties without written consent and must be returned upon request.
If STASTO supplies goods based on drawings, samples or other specifications provided by the contractual partner, the contractual partner shall indemnify and hold STASTO harmless against any claims and legal actions arising from the infringement of third-party intellectual property rights.
Tools, molds, and fixtures remain the property of STASTO even if the contractual partner has contributed to their costs, unless otherwise agreed in writing.
Both parties shall treat all non-obvious commercial and technical information of the other party, in particular prices and terms, as confidential.
The use of STASTO trademarks and logos by the contractual partner requires prior written consent.
13. Special provisions for consumers
If the contractual partner is a consumer within the meaning of the Consumer Protection Act, these terms and conditions shall apply only insofar as they do not conflict with the KSchG, the FAGG and other mandatory consumer protection provisions. In particular, the following shall not apply to consumers: the price adjustment pursuant to Section 3 Paragraph 2, the limitations of warranty pursuant to Section 9 Paragraphs 1 to 3, 5 and 8, the limitations of liability pursuant to Section 10 Paragraphs 3 to 5, the prohibition of set-off pursuant to Section 6 Paragraph 7, and the agreement on jurisdiction pursuant to Section 15 Paragraph 3.
Consumers who place orders via distance selling may withdraw from the contract within 14 days of receiving the goods without stating any reasons. Details and the model withdrawal form are contained in the separate withdrawal instructions. There is no right of withdrawal for goods that are manufactured according to customer specifications or clearly tailored to personal needs.
Default interest charged to consumers is 4% per annum.
14. Data Protection, Communication
STASTO processes personal data of the contractual partner and its contact persons for contract performance in accordance with the GDPR and the Data Protection Act. Details are provided in the privacy policy at www.stasto.eu/privacy-policy.
Declarations in connection with the contract may be made by email to the last address notified, unless these conditions expressly require a signature.
15. Place of performance, applicable law, place of jurisdiction
Place of performance for delivery and payment is Innsbruck, even if the transfer actually takes place at another location.
Austrian law shall apply to all contracts and any claims arising therefrom, to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG) and the conflict-of-law rules of private international law.
The exclusive place of jurisdiction for all disputes arising out of or in connection with a contract is the court with subject-matter jurisdiction in Innsbruck. STASTO is entitled to sue the contractual partner at its general place of jurisdiction as well.
Version dated September 2026. Replaces the version dated November 2015. The German version shall prevail.