Practice areas
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Contract Law

We review, draft and negotiate contracts for businesses and private clients in Salzburg. We tell you frankly how we assess your matter and give you an estimate of the costs.

We review, draft and negotiate contracts for businesses and private clients, and we enforce contractual claims, out of court and before the courts.

Purchase contracts for machinery or a business, works contracts for a plant, supply, cooperation and licence agreements and your own terms and conditions determine who has to deliver what, who bears which risk and what happens if one side fails to perform. We draft these contracts, review drafts from the other side before you sign and represent you when a contract is not honoured. Our firm is based in the city of Salzburg and acts for clients throughout the province, from the Flachgau and Tennengau to the Pinzgau, Pongau and Lungau.

Our services in contract law

  • Contract review before signature: review of purchase, works, supply and licence agreements presented to you by the other side; assessment of risks, unclear clauses and missing provisions, in writing or in a meeting; drafting of the amendments.
  • Contract drafting: purchase contracts for movable goods, machinery and vehicles, business purchase agreements, works and service contracts, supply and framework agreements, cooperation and distribution agreements, licence and non-disclosure agreements.
  • General terms and conditions: drafting and updating your standard terms and your terms of purchase and terms of sale; review of whether they withstand the tests of incorporation and content under the ABGB (Austrian Civil Code) and the KSchG (Consumer Protection Act).
  • Contract negotiation: support during the negotiation, coordination of drafts with the other side, recording of the outcome.
  • Contract amendment and termination: amendment agreements, termination, withdrawal, termination by mutual consent.
  • Warranty and non-performance: notice of defects, grace periods, repair, price reduction, rescission, damages; defence against unfounded claims.
  • Representation in court: enforcing contractual claims and defending you against them before all Austrian courts, together with our civil litigation practice.

Contract review before signature

Many engagements begin with a draft presented by the other side. We read it with a possible dispute in mind and check whether the performance is described in a way that allows a defect to be established, when the price falls due and what applies in the event of default, who bears the risk until handover, how far warranty and liability are retained and how far they are excluded, and whether rights of withdrawal, a contractual penalty, a choice of court or a choice of law have been agreed. In doing so we ask about the business behind the contract: what is actually being delivered, which risks you can bear and which must be excluded. This determines which clauses the contract needs and which can be dropped.

You receive an assessment of the risks and of the points we would change, in writing or in a meeting and, where needed, with the amended draft. If you wish, we negotiate the amendments with the other side or its legal representatives.

Purchase contracts, works contracts and standard terms: what they must cover

Purchase contract. For the sale of movable goods, such as a machine, a vehicle or a consignment of goods, the contract governs characteristics, price, handover and passing of risk, and the warranty. Between businesses, there is also a duty to give notice of defects: defects that could be detected by inspection in the ordinary course of business must be notified to the seller within a reasonable period; whoever fails to give notice loses the warranty claims and the claim to damages for the defect (§ 377 UGB). Whoever acquires a business and carries it on takes over its legal relationships with their rights and obligations under § 38 UGB, unless otherwise agreed; the purchaser remains liable to creditors for the obligations even where individual relationships are not taken over, unless the exclusion of liability was entered in the commercial register, made known in the customary manner or notified to the creditor (§ 38 Abs. 4 UGB). In addition, under § 1409 ABGB the purchaser is liable for the business's existing debts that it knew or ought to have known of at handover, up to the value of the assets taken over. The scope of the transfer, liability and the warranty for the business must therefore be set out in the purchase agreement. Purchase contracts for land, flats and units in developer projects are drawn up by our real estate and construction law practice.

Works contract. Under a works contract (Werkvertrag), the party who undertakes to produce a work owes a result (§ 1151 ABGB); unless otherwise agreed, the remuneration is payable once the work is completed (§ 1170 ABGB). The contract determines what counts as completed, how acceptance takes place, what consequences delay has and who is responsible for plans, materials and instructions supplied by the customer; the contractor must warn the customer if the customer's specifications are obviously unsuitable (§ 1168a ABGB). Construction contracts are handled by our real estate and construction law practice, software projects by our IT law practice.

General terms and conditions. Standard terms apply only if they have been validly incorporated into the contract. Unusual, disadvantageous clauses which the other party had no reason to expect do not become part of the contract (§ 864a ABGB); grossly disadvantageous clauses are void (§ 879 Abs. 3 ABGB); in contracts with consumers, the list of prohibited clauses in § 6 KSchG also applies. We draft standard terms so that they withstand this scrutiny and review existing terms against the current legal position; most recently, the right-to-repair legislation (WaRUG) and the Consumer Rights Amendment Act 2026 (Verbraucherrechts-Änderungsgesetz 2026) required adjustments.

Statutory warranty: what has applied since 1 October 2026

Since 1 October 2026, new rules on statutory warranty in consumer transactions have applied under the Warenreparaturrichtlinie-Umsetzungsgesetz (WaRUG, BGBl. I Nr. 60/2026), which implements the EU Right to Repair Directive. For contracts concluded on or after that date, the warranty period is extended once by one year following a repair (§ 10 Abs. 2a VGG); further repairs do not extend it again. Before providing the remedy, the business must inform the consumer that they may choose between repair and replacement and that the period may be extended (§ 12 Abs. 2a VGG). The WaRUG also provides that manufacturers must repair goods in certain product groups (§ 9b KSchG) and introduces the European repair information form (§ 5d KSchG). What this means for retailers, manufacturers and buyers is set out in our article Right to repair: what applies from 1 October 2026. For businesses it follows that standard terms, guarantee terms, deadline tracking and service processes must comply with the law now in force; we make the necessary changes.

Representation in contractual disputes

If a contract is not performed, we first establish what was agreed, what was delivered, what was notified as defective and when, and which deadlines are running. We then choose the remedy that fits your objective: grace period and withdrawal in the event of default (§ 918 ABGB); repair, replacement, price reduction or rescission in the event of defects (§ 932 ABGB); damages; or enforcement of a contractual penalty. If a claim is brought against you, we examine its basis, its amount and whether it is time-barred, and resist it to the extent that it is unfounded. We represent you before the district courts, the Regional Court of Salzburg and on appeal; many contractual disputes end in a settlement, the terms of which we negotiate for you.

Process and costs of an engagement

It begins with an initial consultation in which we discuss the contract, your objective and the timetable, and estimate the effort involved. Depending on the case we agree a fixed fee or bill at an hourly rate; you know what to expect before you instruct us. For a contract review you receive our assessment of the risks, on request in writing and with the amended draft; for contract drafting, a draft which we agree with you, negotiate with the other side and see through to signature. You can send us contracts and documents electronically; we hold meetings at our office, by telephone or by video conference, so that you need not travel to Salzburg for every step.

Contract law and its neighbouring fields

Not every contract falls under general contract law. Tenancy and lease agreements are governed by their own rules, some of them mandatory; they are handled by our tenancy and lease law practice. Articles of association and shareholdings are a matter for corporate and company law, employment contracts for employment law. Purchase and developer contracts for real property, including escrow arrangements and the land register, fall within real estate and construction law, software contracts and licence audits within IT law. The boundaries are fluid and within the firm the practice areas work together; you do not have to decide which of them is responsible.

Your lawyer for contract law in Salzburg

We advise businesses and private clients on contract law in the city of Salzburg and throughout the province. Write to us or give us a call if you would like a purchase contract, a works contract or your standard terms reviewed, or a contract drawn up; the most effective time for that is before signature.

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Frequently asked questions

What does a lawyer check in a purchase contract?

What does a lawyer check in a purchase contract?

We read the draft for the points that may be disputed later: the description of the goods, due date and default, passing of risk, warranty and liability, rights of withdrawal, contractual penalty, choice of court and choice of law. Between businesses, the duty to give notice of defects under § 377 UGB (Austrian Commercial Code) also applies. You receive an assessment of the risks with proposed amendments, in writing or in a meeting. If you wish, we negotiate the amendments with the other side. Purchase contracts for land and flats are drawn up by our real estate and construction law practice.

Do contracts have to be in writing under Austrian law?

Do contracts have to be in writing under Austrian law?

As a rule Austrian law does not prescribe any particular form (§ 883 ABGB, the Austrian Civil Code); oral agreements are binding too. For certain transactions, however, the law does require a specific form, for example a notarial deed for the transfer of shares in a GmbH (§ 76 Abs. 2 GmbHG) or for gifts without actual handover (§ 1 Abs. 1 lit. d NotAktsG). Regardless of this, written form is almost always advisable: in a dispute you must prove what was agreed, and an oral arrangement often cannot be substantiated.

How long do I have to assert warranty claims?

How long do I have to assert warranty claims?

Under § 933 ABGB the statutory warranty period (Gewährleistung, as distinct from a guarantee) is two years for movable goods and three years for immovable property, in each case from handover. Once it expires, only three months remain to assert the claims in court (§ 933 Abs. 3 ABGB); this short limitation period is often overlooked. In consumer transactions the Consumer Warranty Act (VGG) has applied in addition since 2022, with a reversal of the burden of proof in the first year: if a defect emerges within one year of handover, it is presumed to have existed at handover (§ 11 VGG). For contracts concluded on or after 1 October 2026, the warranty period is extended once by one year following a repair (§ 10 Abs. 2a VGG). Between businesses the warranty can be restricted by agreement; we review such clauses before you sign.

What is the difference between statutory warranty and a guarantee?

What is the difference between statutory warranty and a guarantee?

Statutory warranty arises by operation of law: the seller is liable for the goods being free of defects at handover, without this having to be agreed. A guarantee, by contrast, is a voluntary promise, usually given by the manufacturer; whoever gives it determines its content, duration and conditions. In consumer transactions a guarantee can supplement the statutory warranty, but it can neither replace nor restrict it (§ 9, § 9a Abs. 3 KSchG, the Consumer Protection Act). Your statutory warranty claims against the seller remain in place even if the seller refers you to the manufacturer's guarantee.

Can the statutory warranty be excluded?

Can the statutory warranty be excluded?

That depends on who is selling. In contracts with consumers the statutory warranty cannot be excluded or restricted before the defect becomes known (§ 9 KSchG, § 3 VGG); only for second-hand goods may the period be shortened to one year, provided this is individually negotiated, and for motor vehicles only once more than one year has passed since first registration (§ 10 Abs. 4 VGG). Between businesses an exclusion or reduction is in principle permissible and common; the limit is the prohibition of grossly disadvantageous clauses in standard terms (§ 879 Abs. 3 ABGB). In a private sale, for example a used car bought from a private seller, an exclusion is also effective; according to the case law, however, it covers neither fraudulently concealed defects nor expressly promised characteristics. How far an exclusion reaches is a question of its wording; we review and draft such clauses.

Can a contract be adjusted if circumstances change?

Can a contract be adjusted if circumstances change?

Without a contractual basis, this is possible only in exceptional cases; Austrian law does not recognise a general right to adaptation. That is why price adjustment clauses, termination and withdrawal rights, force majeure and adaptation clauses belong in every long-term contract. Existing contracts can be amended by mutual agreement; we support you in the negotiation and record the outcome in legally sound terms.

Are our general terms and conditions enforceable?

Are our general terms and conditions enforceable?

General terms and conditions only become part of a contract if they are expressly referred to and the other party has the opportunity to take note of them. Unusual and disadvantageous clauses which the other party had no reason to expect do not become part of the contract under § 864a ABGB; grossly disadvantageous clauses are void under § 879 Abs. 3 ABGB. In consumer transactions the list of prohibited clauses in § 6 KSchG also applies. Regular review of standard terms prevents central clauses from failing when they are first relied on in a dispute.

What can I do if the other party fails to perform?

What can I do if the other party fails to perform?

In the event of default you may insist on performance and claim damages for the delay, or withdraw from the contract after setting a reasonable grace period (§ 918 ABGB); for defects you may first demand repair or replacement and only if both fail or are refused reduce the price or rescind the contract (§ 932 ABGB); damages may be claimed alongside. The steps must follow the correct sequence: usually a grace period must be set and the breach documented so that it can be proved. We assess your claims, formulate the demand and enforce it, in court if necessary.

Can I simply withdraw from a contract?

Can I simply withdraw from a contract?

In principle, no; contracts are binding. The often-cited 14-day right of withdrawal applies only to consumers in distance contracts and contracts concluded away from business premises (§ 11 FAGG, the Distance and Off-Premises Contracts Act), such as online purchases or doorstep sales, not to purchases in a shop and not between businesses. Beyond that, you can rely only on contractually agreed rights of withdrawal or on statutory exceptions such as default, mistake or receiving less than half the value of what one gives (laesio enormis, § 934 ABGB). If you want to keep exit options open, they must be negotiated into the contract before it is concluded.

Can I challenge a contract on grounds of mistake?

Can I challenge a contract on grounds of mistake?

Yes, under narrow conditions. Under § 871 ABGB a contract can be challenged where the mistake concerns the substance of the transaction or a material characteristic and was caused by the other party, must have been obvious to them, or was clarified in good time. If the other party deceived you deliberately, this is deceit (List, § 870 ABGB); then the contract does not bind you either and the requirements are lower. A challenge for mistake must be brought within three years of the conclusion of the contract (§ 1487 ABGB); in cases of deceit this short period does not apply and the general thirty-year period remains (§ 1478 ABGB). We assess whether a challenge has prospects of success or whether adapting the contract is preferable.

Is an agreed contractual penalty enforceable?

Is an agreed contractual penalty enforceable?

A contractual penalty (Konventionalstrafe) can be validly agreed (§ 1336 ABGB), but it is subject to judicial reduction: if it is excessive in relation to the actual detriment and the debtor proves this, the court must reduce it (§ 1336 Abs. 2 ABGB). The contract must also state whether it applies in addition to, or instead of, damages, and whether it presupposes fault. In employment contracts and in contracts with consumers the limits are narrower than in dealings between businesses. Details are set out in our article Contractual penalties and judicial reduction.

What does it cost to have a contract reviewed or drawn up?

What does it cost to have a contract reviewed or drawn up?

That depends on the scope: a two-page purchase contract is costed differently from a set of licence agreements with schedules. Depending on the case we agree a fixed fee or bill at an hourly rate; we discuss both in advance at the initial consultation, where we also estimate the effort involved. You therefore know what to expect before you instruct us. Measured against the cost of later proceedings, a contract review before signature is usually the cheapest step.

Last reviewed October 2026

This overview is general in nature and does not replace advice on an individual case. We research carefully; even so, errors cannot be ruled out and the law keeps changing. Binding information is given in a personal consultation.

Questions about contract law?

Tell us about your case. We will give you a candid assessment and a clear picture of the cost.

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