|
General business conditions of the
inSynergie GmbH and its respective contract partner,
in the
following called "customer":
I. General
These terms of sale, delivery
and payment are applied exclusively to all commercial
relationships, sales and other legal acts between the
inSynergie GmbH and non-consumers, therefore other entrepreneurs,
authorities or a legal special property and similar. The general
business conditions are also valid for future business relationships
of the contract partners. For this, it needs no further express
agreement. At the latest with the receipt of the supplies or
performance, these regulations are regarded as assumed.
As far as the customer considers his
own AGBs (General Business Conditions) as priority and decides with
it, that the contract should only come into existence under
conditions, which deviate from those present, the general business
conditions of the customer are not valid.
The partial disagreement of our general
business conditions by use of own general business conditions of the
contract partner is furthermore excluded.
Possible deviations of our general
business conditions and the written agreements need our express
confirmation.
II.
Offer and contractual agreement
Our offers are always subject to
change and not binding, provided we do not call the offer binding
expressly. The obligingness of our offers may also be limited
timewise. All contract agreements as well as alterations and
supplements need express written or fax
confirmation for effectiveness.
We accept services and orders by
written confirmation (e.g. Email/Fax/Letter) or the delivery of merchandise. The contract will be
valid by accepting. In case an offer of
contract alterations and other agreements is produced by us and is not answered
by the contract partner, his silence is regarded as consent. The
confirmation may also take place in form of an invoice.
In cases of essential deterioration of the
economic circumstances of the customer, especially
enforcement measures, insolvency proceedings, sale of a business, delay of
obligations to us, we are always entitled to rescission of the
contract even with orders confirmed in writing, provided the
customer does not provide security on demand in the amount of the
contract amount or advance payment within a period of two weeks. The
rescission may take place after delivery of the merchandise as well.
Drawings, illustrations, dimensions,
weights or other performance data are only binding if
arranged specifically in writing. Technical data and descriptions in
the product information represent no assurance or
guarantee of certain qualities. A guarantee is given only with
written confirmation. Alterations of
by the inSynergie GmbH contractually owed performance remain within the framework of the
reasonable reservation.
III. Prices
As far as not declared differently, the
inSynergie GmbH considers itself bound to the prices contained in
their offers 20 days from their date. Decisive for a contract are the
prices stated in the confirmation of order of the inSynergie GmbH. These
prices understand themselves plus the lawful value-added tax.
Packages become property of the customer and will be invoiced by the
inSynergie GmbH. Postage, package and
transportation insurance expenses are separately invoiced from
storage or when directly shipped from the German border or
German port of entry.
IV. Delivery, shipping, transition of
danger
The mode of dispatch, dispatch route and the company engaged
with the shipping are determined by us in principle. The articles
will be shipped customary packed. The danger of the deterioration
or accidental downfall of the purchase-matter becomes the
property of the customer with leaving the storage area.
Partial deliveries through us are permitted as far as this is reasonable with the customer.
The items will be insured on expense
of the customer, except in cases in which the customer contradicts expressly.
When items are shipped to the inSynergie GmbH, the sender carries the risk
and the expenses of the transportation up to the arrival of the items at
the inSynergie GmbH.
Times of delivery are regarded as not
binding in principle. A binding time of delivery will be noted
separately by the inSynergie GmbH in writing and is possible only
after agreement. Times of delivery are therefore only valid
under the condition that the inSynergie GmbH is supplied in time
and is not responsible for a possible non-supply.
The beginning of a time of delivery requires the agreement of all technical questions and the timely supply of the inSynergie GmbH. The time of delivery begins with the dispatch of the
order confirmation, however not before the customer furnishes any necessary
records, authorizations or decontrols, as
well as before receipt of an appointed deposit. Appointed delivery dates are
regarded as kept if the item was handed over to the carrier at the
appointed delivery date.
V. Cancellation-expenses
In case the customer steps back
unauthorized from a given order, the inSynergie GmbH may, regardless of
the possibility to assert a higher actual damage, demand 10% of
the sales price for the expenses originated by the order processing and for missed profit. The customer is expressly allowed to
produce the proof of a not originated or more inferior damage.
VI. Guarantee
The customer is obligated to report all obvious lacks, shortfall quantities or misdeliveries instantly after receipt of the items in
text-form, preferably with the form offered on our website. §§
377, 378 HGB are valid. UN-purchase-right is valid for foreign businesses.
Irrelevant deviations of the purchased
items such as quality, color, form, storage capacity etc.
represent no defects as far as they are customary and reasonable
for the customer. Lacks or mistakes of the delivered items are
removed by rectification or replacement delivery of our choice. A
reduction in expenses is in principle impossible. The warranty period amounts to 2 years for
all new purchase-items and 1 year for used purchase-items.
Claims of damages of our customers are excluded, except in cases in which intent or gross negligence is found. This does not apply to claims of damage concerning the injury of
lives, body or health. In these cases lawful rules apply. Claims concerning the Product Liability Act exist in the legal extent.
The use of the inSynergie software is
only possible and allowed via a functional and by the
inSynergie GmbH licensed dongle. This also applies to updates.
Damaged dongles are exchanged with expense allowance. Lost
dongles must be acquired by the user via purchase again.
VII. Payment Terms
The inSynergie GmbH
normally serves on bill with bank-transaction, however offers the
purchase per advance payment for new customers. However, we reserve the right
to agree to separate terms according to contract volumes. A payment
per credit card or check is not possible.
When paying in advance, you
transfer the stated order value incl. shipping and handling onto our
business account. In case the appointed advance payment does not
take place on schedule, all agreed-upon rebates will become invalid.
This also applies if the customer wishes a change of the
delivery date and therefore the advance payment will be made accordingly
later. Partial deliveries and partial performances may be invoiced
separately.
All payments are credited on the in each case
eldest debts,
independent of a satisfaction-regulation of the customer, provided
serious interests of the customer do not oppose. In case additional operating costs and interests have been generated, the payment will be credited first on the
expenses, then on the interests and finally on the principal demand.
The customer is only entitled to the invoicing, if the counterclaims
are determined final or indisputable.
If a customer delays payments, the
inSynergie GmbH may invoice the
amount of eight percent-points above the basic interest rate as of the relevant date.
VIII.
Rights of
third party
The customer assures to possess the necessary rights for
the figurative works. He frees the inSynergie GmbH insofar from
claims of third parties.
IX. Liability
We do not take over liability for contents of
Internet pages to which we connect by links.
The inSynergie GmbH accepts no liability for the contents of the linked
pages. No liability, except
the fundamental assurance of functionality of the delivered software, is granted.
X. Reachability
We can be contacted
by telephone between 9.00 -17.30 o'clock on weekdays, as well as around
the clock by fax and per e-mail. The corresponding telephone number
and addresses are listed on the contact form.
For additional information, we refer
to the handbooks accessible by our support-page and instructions. A
forum is on our homepage as well, in which besides questions and
answers, also current hints are given as well as new developments introduced.
XI. Copyright
The offer on the
Internet page of the inSynergie GmbH is prepared and controlled by it. All data, information and the material on this Internet page is
protected by copyrights, trademarks and other rights respecting
mental property, which are controlled by the inSynergie GmbH or other
parties and for which the inSynergie GmbH was given licenses. This data is neither allowed to be copied, duplicated, republished, uploaded, sent or
transferred, nor distributed in other manner, including e-mail and other
electronic methods.
XII.
Data Protection
The personal information of the customer, necessary for the fulfillment of the contract, will be used by the inSynergie GmbH
only for the fulfillment of the contractual duties and will not be passed on to third parties. We
do store the order data.
XIII.
Reservation of Proprietary Rights
We reserve ourselves the property in the purchase order item up to the complete
payment of all demands of the delivery contract, including
additional demands (for example change expenses, funding expenses,
interests etc.).
In the case of seizures or other interventions of
a third party, the customer has to inform us instantly in writing.
He has to inform them as well as the third party in the remainder of the
existing rights of the inSynergie GmbH, especially on it, that the
matter is reserved. The customer has to support the inSynergie GmbH with
the assertion of claims in reasonable manner. The customer is authorized to resell the merchandise in a proper course of business. However, he
immediately turns over all demands from the resale towards his buyer or third party in the amount of the invoice to us. The items
are only to be resold under the reservation of proprietary rights.
As far as the items or
individual parts delivered by us according to §§ 946 and following BGB are
connected, processed or mixed, the inSynergie GmbH will become owner as
well as manufacturer of the new matter.
XIV. Location of fulfillment and
jurisdiction
Place of fulfillment of the delivery will be from
storage of the inSynergie GmbH, and the
location of our company for all obligations of the customer. Place of jurisdiction is the location of the inSynergie
GmbH. This is also valid specifically for all cases of document
and check complaints. The inSynergie GmbH reserves the right to take action at the location of the customer.
XV. Other
In cases of inefficiency of
individual terms of the delivery contract or these general
business conditions, the remaining regulations still remain
effective. The Uniform Law on the International Sale of Goods is valid in international
delivery traffic.
Before being granted a credit through
the inSynergie GmbH, the customer is committed to notify us of his vaild Tax ID and to prove its correctness by
transmission of a copy of the notification issued by the responsible tax
office. The inSynergie GmbH is entitled the right of retention at each credit balance
of the customer up to transmission of
a verifiable Tax ID.
These business conditions are valid
from January 29, 2009 and replace the previous.
|
