§ 1 GENERAL
1.1 | All deliveries and services of Krutec SoftCon GmbH relating to the conclusion of contracts are based on the following General Terms and Conditions (GTC). They are recognized by the customer when the order is placed or when the contract is signed, but no later than when the first delivery / service is accepted, and they are valid for the entire duration of the business relationship.
1.2 | Any other terms and conditions of the customer are ineffective, even if we do not expressly contradict them; they only apply if they are recognized by us in writing or in text form in individual cases.
1.3 | These terms and conditions also apply to future contracts with the customer. However, we reserve the right to change the terms and conditions at any time.
1.4 | These terms and conditions only apply to entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB).
1.5 | The contractual partner of Krutec SoftCon GmbH is hereinafter also referred to as the buyer or purchaser, and Krutec SoftCon GmbH is also referred to as the seller.
§ 2 SCOPE OF THE OBLIGATION TO DELIVER
2.1 | Our offers are non-binding, even if they are submitted at the request of the customer. A legally binding contractual relationship with the customer does not exist until the customer has confirmed the order, which can be, for example, by fax or email (text form).
can happen, provided that the authorship is established. For scope,
The type and time of delivery or service provision is ours
Order confirmation is decisive.
2.2 | We reserve the right to make changes to hardware and software. The details and information published on the Internet are constantly updated
revised. Specifications described on the website
can therefore differ from those in offers. The
contractually agreed technical details and specifications.
The representations contained on our website are neither an indication of the quality nor a declaration of guarantee.
§ 3 DELIVERY AND PERFORMANCE TIME, FORCE MAJEURE
3.1 | Unless otherwise agreed, the software is delivered in the version current at the time of delivery.
3.2 | The seller effects the delivery by either providing the buyer with a program copy of the software on a machine-readable data carrier or by making the software available on a network and notifying the customer of this. The application documentation is also left to the buyer depending on the variant.
3.3 | In the case of physical dispatch, the time at which the seller hands over the software and application documentation to the carrier is decisive for compliance with delivery dates and the transfer of risk, otherwise the time at which the software is made available on the network and this is communicated to the customer. If the software or the application documentation is damaged or destroyed after the risk has passed, the seller will provide a replacement against reimbursement of the copy and shipping costs. Sentences 1 and 2 apply accordingly to deliveries as part of subsequent performance.
3.4 | As long as the seller is waiting for the buyer's cooperation or information or is hindered by strikes or lockouts in third-party companies or in the seller's company (in the latter case only if the labor dispute is lawful), official intervention, legal prohibitions or other circumstances through no fault of their own is ("force majeure"), delivery and service deadlines are considered to be extended by the duration of the hindrance and by an appropriate start-up time after the end of the hindrance ("downtime") and there is no breach of duty for the duration of the downtime. The seller will notify the buyer of such hindrances and their likely duration immediately. If the force majeure lasts longer than three months, both parties have an immediate right to withdraw from the contract.
§ 4 DELIVERY AND PERFORMANCE TIME, FORCE MAJEURE
4.1 | All prices are exclusive of the statutory sales tax. Prices are always given in euros. Any packaging and shipping costs will be charged extra. For VAT-exempt deliveries to EU member states or the reverse charge procedure, the VAT identification number is required.
4.2 | Work or services to be provided by us will be billed according to the time required, unless a flat-rate price has been expressly agreed. Billing takes place after the service has been completed. At our request, the customer has to make an appropriate advance payment.
4.3 | The terms of payment stated in our order confirmation apply.
§ 5 INSTALLATION, TRAINING, MAINTENANCE
5.1 | For the installation of the software, the seller refers to the installation instructions described in the application documentation, in particular to the hardware and software environment that the buyer must have (system requirements). At the request of the buyer or for certain products (see website), the seller takes over the installation of the software on the basis of the concluded contract. In this case, the buyer agrees an appointment with the seller for the installation and grants the seller the necessary access (remote access) to his system.
5.2 | The seller provides instruction and training according to a separate agreement on the basis of the currently valid price lists.
5.3 | If desired, a separate maintenance contract will be concluded for the purchased software.
§ 6 DEFECTS OF MATERIAL AND LEGAL DEFECTS, OTHER PERFORMANCE FAULTS, LIMITATION OF WARRANTY AND LIABILITY
6.1 | In accordance with the rules of sales law, the seller warrants the agreed quality of the contractual items in accordance with Section 1 Clause 2.1 and that the purchaser's use of the contractual items within the scope of the contract does not conflict with any third-party rights.
6.2 | Claims by the customer due to the expenses required for the purpose of supplementary performance, in particular transport, travel, labor and material costs, are excluded if the expenses increase because the goods delivered by us have subsequently been moved to a location other than the customer's branch unless the shipment corresponds to its intended use.
6.3 | In the event of material defects, the seller initially provides a guarantee through supplementary performance. For this purpose, he gives the buyer a new, defect-free software version or removes the defect; The remedy of defects is also considered to be the case if the seller shows the buyer reasonable options for avoiding the effects of the defect. The seller is entitled to make supplementary performance dependent on the buyer having paid at least a reasonable part of the remuneration.
6.4 | If the seller delivers a defect-free item for the purpose of supplementary performance, he can demand the return of the defective item from the buyer in accordance with §§ 346 to 248 BGB (§ 439 Paragraph 4 BGB).
6.5 | The buyer is obliged to adopt a new software version if the contractual scope of functions is retained. The rights of the buyer according to § 439 BGB remain unaffected.
6.6 | If the supplementary performance fails, the buyer is entitled to set a reasonable grace period to remedy the defect. He must expressly point out in writing that he reserves the right to withdraw from the contract and / or to demand compensation if the contract fails again. If the improvement fails in the grace period, the buyer can withdraw from the contract or reduce the remuneration, provided that there is not a minor defect. Compensation for damages or reimbursement of wasted expenses due to a defect shall be paid by the seller after a period set in accordance with sentence 1 has expired, and demand that the buyer exercise his rights resulting from the expiry of the period within two weeks of receipt of the request. After the deadline, the right to choose is transferred to the seller.
6.7 | If the seller provides services for troubleshooting or troubleshooting without being obliged to do so, he can demand remuneration for this in accordance with his usual rates. This applies in particular if a defect cannot be proven or cannot be attributed to the seller. The additional expense on the part of the seller, which arises from the fact that the buyer has not properly fulfilled his obligations according to § 7, is also to be remunerated.
6.8 | For other breaches of duty by the seller, the buyer
Only derive rights if he has reprimanded them in writing to the seller and granted him a grace period to remedy the situation. This does not apply if, depending on the type of breach of duty, a remedy is not possible. For damages or reimbursement of wasted expenses, the limits set out in § 10 apply.
6.9 | The limitation period for all warranty claims is one year and begins with the delivery or provision (and notification of the buyer thereof) of the contractual items; the same period applies to other claims of any kind against the seller.
In the case of intent or gross negligence on the part of the seller, in the case of fraudulent concealment of the defect, in the case of personal injury or legal defects in the sense of § 438 Paragraph 1 No. 1a BGB and guarantees (§ 444 BGB), the statutory limitation periods apply, as well as claims under the Product Liability Act. 6.10 | For an integrated camera that takes pictures when a person is booked, the seller does not guarantee the display of the pictures in the time recording software, as the transmission is highly dependent on the nature of the network. The fingerprint terminals cannot guarantee recognition of heavily stressed or dirty hands.
§ 7 PURCHASER'S OBLIGATIONS TO COOPERATE AND INFORMATION
7.1 | The buyer has informed himself about the essential functional features of the software and bears the risk of whether it corresponds to his wishes and needs; Before concluding the contract, he obtained advice from the seller's employees or from a competent third party on questions of doubt.
7.2 | The establishment of a functional hardware and software environment for the contractual objects is the sole responsibility of the buyer, also taking into account the additional load caused by the contractual objects.
7.3 | The buyer tests the software thoroughly before using it to ensure that it is free from defects and that it can be used in the existing hardware and software configuration. This also applies to software that he receives as part of the warranty and maintenance.
7.4 | The buyer observes the instructions given by the seller for the installation and operation of the software; he will be informed of current information at regular intervals on the websites accessible via the Internet and will take these into account during operation. inform accessible websites about current information and take them into account during operation.
7.5 | Insofar as the seller has other performance obligations beyond the provision of the contractual items, the buyer cooperates in this to the required extent free of charge, for example by providing employees, work rooms, hardware and software, data and telecommunication facilities.
7.6 | The buyer grants the seller access to the contractual items for troubleshooting and troubleshooting, either directly and / or by means of remote data transmission, at the buyer's option. The seller is entitled to check whether the objects of the contract are used in accordance with the provisions of this contract. For this purpose, he may request information from the buyer, in particular about the period and scope of the use of the contractual objects, and inspect the books and writings, as well as the hardware and software of the buyer. The seller is to be granted access to the buyer's business premises during normal business hours.
7.7 | The buyer takes reasonable precautions in the event that the software does not work properly in whole or in part (e.g. through daily data backup, fault diagnosis, regular checking of the data processing results).
7.8 | Unless the buyer expressly points this out in advance, the seller may assume that all data of the buyer with which he may come into contact is saved.
7.9 | The buyer bears disadvantages and additional costs from a breach of these obligations.
§ 8 DUTY OF EXAMINATION AND REPRESENTATION
8.1 | With regard to all deliveries and services of the seller in the execution of this contract, the buyer assumes an inspection and notification obligation in accordance with Section 377 of the German Commercial Code (HGB).
§ 9 SCOPE OF USE
9.1 | The seller grants the buyer a simple, unlimited right of use to the contractual items for single and multi-user use.
9.2 | Duplications of the software are only permitted insofar as this is necessary for use in accordance with the contract. The buyer may make backup copies of the software in accordance with the rules of technology to the extent necessary. Backup copies on movable data carriers are to be marked as such and provided with the copyright notice of the original data carrier.
9.3 | The buyer is only authorized to make changes, extensions and other modifications of the software within the meaning of § 69c No. 2 UrhG, insofar as the law absolutely permits this. Before the buyer corrects errors himself or through a third party, he first allows the seller to make an attempt to correct the error. The buyer is not entitled to his own rights of use and exploitation of such processing - beyond the rights of use granted under this contract. The seller can, however, demand the granting of an exclusive or non-exclusive, spatially and temporally unlimited right of use with the right to sublicense - in return for appropriate remuneration.
9.4 | The buyer is only entitled to decompile the software within the limits of § 69e UrhG and only if the seller has not provided the necessary data and / or information to establish interoperability with other hardware and software after a written request within a reasonable period of time .
9.5 | If the seller leaves the purchaser with additions (e.g. patches, additions to the user manual) or a new edition of the contractual item (e.g. update, upgrade) that replaces previously transferred contractual items ("old software"), these are subject to the provisions of this agreement.
9.6 | If the seller provides a new edition of the subject matter of the contract, the buyer's powers in relation to the old software under this contract expire, even without the seller's express request for return, as soon as the buyer uses the new software productively. However, the seller grants the buyer a three-month transition phase in which both versions of the contractual items may be used side by side.
9.7 | Duplication or reworking of the application documentation is not permitted.
§ 10 WARRANTY AND LIABILITY
10.1 | In all cases of contractual and non-contractual liability, the seller pays damages and reimbursement of wasted expenses only in accordance with the following limits: a) in the event of intent in full, as well as in the absence of a quality for which the seller has assumed a guarantee; b) in the case of gross negligence, only in the amount of the foreseeable damage that should be prevented by the breached duty; c) in other cases: only in the event of a breach of an essential contractual obligation, if this endangers the purpose of the contract, but only in the amount of the foreseeable damage;
10.2 | The limitations of liability in accordance with Section 10.1 do not apply to liability for personal injury or to liability under the Product Liability Act.
10.3 | The seller has the right to object to contributory negligence (e.g. from § 7).
10.4 | For the limitation period, Section 6, Section 6.7 applies accordingly, with the proviso that the statutory limitation period applies to claims according to Section 1a) and (b) as well as Section 2. The limitation period according to. Sentence 1 begins at the point in time specified in Section 199 (1) of the German Civil Code (BGB). It occurs at the latest with the expiry of the maximum deadlines specified in Section 199 Paragraphs 3 and 4 BGB.
10.5 | With our fingerprint terminals, we cannot guarantee recognition of some people or of heavily strained working hands.
10.6 | Krutec SoftCon GmbH has to eliminate software errors that occur within 3 months after handing over the software. The only software error is the deviation of the software from the software description. We receive all necessary documents and information from the customer to eliminate software errors.
§ 11 OTHER CONDITIONS
11.1 | The sole place of jurisdiction for all disputes arising from and in connection with this contract is the seller's place of business. If the seller takes legal action, he is also entitled to choose the place of jurisdiction at the buyer's registered office. The right of both parties to seek temporary legal protection from the courts responsible according to the statutory provisions remains unaffected.
11.2 | German law applies exclusively to all legal relationships between us and the customer, excluding the provisions of the UN Sales Convention (CISG).
11.3 | The conclusion of the contract as well as subsequent changes to the contract and additions must be made in text form to be effective.
11.4 | For the limitation period, Section 6, Section 6.7 applies accordingly, with the proviso that the statutory limitation period applies to claims according to Section 1a) and (b) as well as Section 2. The limitation period according to. Sentence 1 begins at the point in time specified in Section 199 (1) of the German Civil Code (BGB). It occurs at the latest with the expiry of the maximum deadlines specified in Section 199 Paragraphs 3 and 4 BGB.