General Terms and Conditions (GTC) for companies in Austria

General Terms and Conditions (GTC) are a key instrument for companies to regulate their legal relationships with customers and business partners. In Austria, strict requirements apply to the drafting of GTCs to ensure that consumers and business partners are not disadvantaged. Well-drafted GTCs not only offer protection for the company, but also create transparency and legal certainty for all contracting parties. In this comprehensive guide, we explain the importance of T&Cs for companies, discuss the legal legal framework in Austria and offer detailed advice on drafting and enforcing GTCs. We highlight clauses that are relevant in practice and show how companies can draft their terms and conditions in a legally compliant and customer-oriented manner.

ATTENTION/DISCLAIMER

Terms and conditions should never be copied from another company’s website (especially not from a German or Swiss company) or from the collection of the Chamber of Commerce without reflection. In practice, this repeatedly leads to legal problems, payment defaults, complex processes and unwanted liability due to the different processes involved.

GTCs are pre-formulated contractual terms and conditions that a contracting party – usually the company – draws up unilaterally and which are used for a large number of contracts. They enable companies to handle recurring business processes in a standardized manner and protect their interests. Examples of typical content in GTCs are payment terms, delivery periods, warranty, liability and rights of withdrawal. GTCs are particularly important for companies because they create a uniform basis for the contractual relationship and minimize legal uncertainties. At the same time, they must not disproportionately restrict the customer’s interests, as this is strictly regulated by law in Austria.

In Austria, specific legal regulations apply to the drafting of general terms and conditions, which are set out in the General Civil Code (ABGB) and the Consumer Protection Act (KSchG). The aim of these regulations is to protect consumers in particular from unfair clauses and to ensure that GTCs are formulated in a transparent and comprehensible manner. In transactions between entrepreneurs (B2B), there is much greater scope for legally permissible and effective regulations.

T&Cs can contain different provisions depending on the industry and business activity. Below we present some common clauses that are relevant for many companies and explain which legal requirements need to be observed.

A) Terms of payment

The terms of payment regulate when and how the customer must pay. Here, companies can also specify due dates and payment deadlines and define regulations on interest on arrears and reminder fees. It is important that the terms of payment are clearly formulated and legally compliant. Due dates and payment deadlines:
The standard deadline is 30 days, but shorter deadlines can also be agreed, although these must be reasonable for the customer. Interest on arrears and reminder fees:
Companies are entitled to charge interest on arrears if the customer is in default of payment. However, the amount of interest may not be disproportionately high.

B) Terms of delivery and service

These clauses regulate the scope of the company’s performance obligations, i.e. when and how the goods are to be delivered or the service provided. They may also contain provisions on delivery deadlines and liability for late delivery. Delivery deadlines:
GTC may stipulate that the company is not liable if delivery is delayed due to force majeure or external circumstances. Partial deliveries:
Many companies reserve the right to make partial deliveries in their GTCs, provided this is reasonable for the customer.

C) Retention of title

Retention of title is a clause that stipulates that ownership of the goods is not transferred to the customer until full payment has been made. This clause is important for companies to protect themselves in the event that the customer does not make payment. Formulation of the clause:
The retention of title should be formulated clearly and unambiguously to ensure that the company can enforce its rights in the event of late payment.

D) Warranty and liability

GTCs may contain clauses that restrict the customer’s warranty rights. However, it should be noted that statutory warranty claims may not be completely excluded in Austria. Exclusion of liability:
companies may not completely exclude their liability, especially not for damages resulting from intent or gross negligence. Exclusion of liability is possible for slight negligence, but only if this is expressly and comprehensibly formulated. Exclusion of liability for personal injury, on the other hand, is not permitted. Liability for material defects:
T&Cs can limit liability for material defects to certain damages, but the minimum requirements of warranty law must be observed. For example, the exclusion of warranty for freshly produced goods is immoral and invalid.

E) Right of withdrawal and termination

The right of withdrawal gives the customer the opportunity to withdraw from the contract under certain conditions. It is therefore important to formulate these regulations clearly. Right of withdrawal for consumers:
Consumers in Austria have a statutory right of withdrawal for distance selling transactions (e.g. online purchases). This cannot be restricted by general terms and conditions. Withdrawal in the event of default:
Many GTCs stipulate that the company is entitled to withdraw from the contract if the customer repeatedly defaults on payment.

In Austria, a distinction is made between consumers (B2C) and businesses (B2B). This distinction is crucial, as consumers are particularly protected and stricter regulations apply.

Creating legally compliant GTCs requires both legal expertise and an understanding of the specifics of the company’s industry. The following tips will help you to draft legally compliant and customer-friendly GTCs.

A) Clarity and comprehensibility

T&Cs should be formulated simply and comprehensibly in order to avoid misunderstandings and legal risks. Avoid technical jargon and use clear, precise language.

B) Regular updating

Legal framework conditions and company processes can change. T&Cs should therefore be reviewed regularly and adapted if necessary.

C) Legal advice

Advice from a lawyer specializing in business law is particularly important to ensure that the terms and conditions are legally compliant and meet the company’s specific requirements. A specialist lawyer can help to identify weaknesses and adapt the terms and conditions to current legal requirements.

D) Simple inclusion of the GTC

T&Cs should be easily accessible, for example on the company website or in the contract itself. Draw your customers’ attention to the GTCs before concluding the contract and ensure that they can be viewed before signing.

General terms and conditions are an indispensable tool for companies to legally secure their business relationships with customers and partners and to create clear conditions. Particularly in Austria, where strict regulations apply to the drafting of general terms and conditions, it is important to know and implement the legal requirements precisely.

By making their T&Cs transparent, comprehensible and legally compliant, companies can not only avoid legal disputes, but also strengthen the trust of their customers. Professional T&Cs ensure clear contractual relationships, secure the company’s long-term success and reduce legal risk.

Ask yourself the following question: Do your company’s general terms and conditions meet the legal requirements?