1. General scope of application
These General Terms and Conditions apply to all products, contracts, deliveries and other services of solidforms GmbH. Deviating regulations of customers, suppliers or contract partners are hereby expressly rejected. All subsidiary agreements require written confirmation by solidforms GmbH. As a general rule, our software products are subject to installation and use.
2. Scope in the narrower sense
The term “software” includes the original software as well as copies and parts thereof, including those linked to other software components. The software consists of programs, forms, interfaces, data dictionary elements for an SAP system, audiovisual content (images, text, records or images) and the associated licensing materials.
3. The software of solidforms GmbH: Use and Licenses
4. Limitation of license rights
The licensee is entitled to create a backup copy of the purchased software. Licensee shall transfer all copyright notices to any full or partial copy of the Software Components. It may only be used exclusively (also for partial components) for purposes for which it has been determined by solidforms GmbH. Licensee is not authorized To use, copy, edit or transmit the Software in any manner other than as described herein; To convert the software into another form of expression or to translate it in any other way, provided that such conversion is not required by law; Rent, lease or sublicense the software; The software or one of its parts in its own software, unless this has been expressly agreed in written form for software versions intended for this purpose (so-called development tools).
5. Deletion of the license
6. License Transfer
7. Delivery, dates, installation and instruction
The date and location of the delivery of products and the provision of services shall be determined by mutual agreement. Dates are only binding if they have been confirmed in writing by solidforms GmbH as binding. Software is provided in executable form and with user documentation (e.g., data carrier). The solidforms GmbH installs the products and instructs the customer when this is agreed.
8. Transfer of risk, retention of title and transfer of rights
The risk is transferred to the customer upon handover. Solidforms GmbH reserves the right to ownership until the agreed fees have been paid in full. With their payment, the agreed use rights of the products are transferred to the customer.
9. Prices, payment
There are no minimum order quantities. All our prices do not include the statutory value-added tax of currently 19%. The current payment terms are stated on the invoice. As a rule: 2% cash discount for payment within 2 weeks as well as for negotiated project prices: 2 weeks net, no cash discount. Duties, taxes or other charges shall be payable, where appropriate, where appropriate exemption documents may be submitted.
10. Tests for full versions of software from solidforms GmbH
If the full version of a software is submitted to a prospective customer for testing, the following conditions shall apply: The test position is given for one month (test period) from the delivery date (according to delivery note). When the test version is delivered, an offer is made to purchase the relevant product after the test phase has expired. During the testing phase, solidforms GmbH provides technical support to the test holder. Software provided for test settings is intended solely for installation on test systems. After expiration of the test period the test holder can return the software. In this case, he shall immediately return the original data carrier and confirm in writing that the software has been uninstalled and all copies have been destroyed. No refund will be given on return. The date stamp of the forwarding company is considered the date of return. If the software is not returned immediately after the end of the test period, the invoice will automatically be calculated according to the previous offer, taking the costs for the test position into account. The cost of a test position is only calculated if the software is purchased immediately after the test. If the software is returned after a test and a later purchase, the costs of the previous test position are not calculated. Special agreements require written form.
11. Limitation of warranty
The software of solidforms GmbH is designed exclusively for use with SAP systems. These systems are very complex and versatile configurable. Solidforms GmbH has put great emphasis on testing the software thoroughly. Nevertheless, the interference-free function can not be guaranteed under all conditions. In order to eliminate problems from the outset, the licensee will not install the software immediately in the productive SAP system, but first install it on a test system to ensure that the software is specific to the specific computer environment. This includes implementation tests, print tests, performance measurements, etc. The licensee carries out the installation on the productive SAP system at his own responsibility and ensures that the restoration of the initial state is possible. The solidforms GmbH guarantees that the program corresponds to the specifications when used correctly in the specified operating environment. The licensee is entitled to return the program against the refund of the purchase price to the solidforms GmbH or the sales office if the solidfoms GmbH is not able to correct a fixed, programmed technical malfunction.
THIS WARRANTY IS IN LIEU OF ALL WARRANTIES OF MERCHANTABILITY, INCLUDING, BUT NOT LIMITED TO, THE PRINCIPLE OF MERCHANTABILITY.
12. Patent or copyright infringement
We shall only be liable for damages resulting from the infringement of any patent or other proprietary rights if we were aware or should have known that they exist and cause the licensee to be subject to third-party claims. In principle, our liability is limited to the invoice value of the goods.
Solidforms GmbH shall not be liable for any special, indirect or other business damages (including lost profits or lost savings), even if solidforms GmbH has been informed of the possibility of such damages. Some jurisdictions do not allow the exclusion or limitation of consequential damages, so the above limitations and exclusions are not applicable. In all cases, solidforms GmbH is not liable for: Loss or damage to data or Any claims for damages based on claims of third parties.
The place of performance for all obligations arising from the contractual relationship is Dargun. The entire contractual relationship is subject to the law of the Federal Republic of Germany and Jurisdiction is Malchin. Licensee agrees to comply with all applicable export laws and regulations. Claims arising from contractual agreements become statute barred within two years after their formation
15. Severability clause
Should individual provisions of these General Terms and Conditions of Business be or become void, the remaining terms and conditions remain valid.
Dargun, 23 October 2014
solidforms GmbH i.G.