Deliveries and agreements are ruled by the conditions stipulated below.
| General terms and conditions of SynApp GmbH, Germany, Freiburg i. Br. |
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1. Validity
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All quotes, deliveries, and services of SynApp are ruled exclusivly by the terms and conditions mentioned below. Agreements diverting from these terms and conditions are only valid if they are in writing. Other terms and conditions are not subject to the contract even if they have not explicitly been excluded.
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2. Conclusion of Contract
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| 2.1 |
The presentation of the products and services listed is not a binding offer on our part but a request for the customer to submit us a binding offer.
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| 2.2 |
A contract will be concluded either by SynApp sending a confirmation or by executing the order delivering the goods.
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3. Delivery
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| 3.1 |
Our commitment regarding delivery and services are restricted to the features and conditions mentioned in our product description.
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| 3.2 |
Fixed dates of delivery are only valid if they have explicitly been confirmed by us. For the rest they only represent an unbinding indication of the approximate date of delivery.
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| 3.3 |
If exceedance of a term is due to force majeure or alike e.g. stike, lockout then the terms are prolonged accordingly.
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| 3.4 |
SynApp is liable for delay of services only in cases of intent, gross negligence or by a representative or servant according to legal regulations. Further demads from the customer are excluded - even after exiration of a term for the service set by the customer. The afore mentioned limitation is invalid for liability regarding injury of live, body, and health. A change of burdon of proof to the disadvantage of the customer is not linked to the regulations mentioned above.
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| 3.5 |
The customer may assert a right due to delay in delivery only if after unsuccessful reminder he has set an adequate term of at least 2 weeks for completion.
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| 3.6 |
In the case that SynApp cannot or not in time fulfill the contract for reasons beyond their control both parties may withdraw from the contract without a liability for damages.
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| 3.7 |
The risk for the goods is passed over to the buyer with delivery of the goods to the assigned transport agent. This is also valid if transport free of costs has been agreed upon. If the buyer picks up the goods at SynApp the risk is passed over to the buyer upon advice of preparation.
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| 3.8 |
Transport costs are at the customer's expense unless otherwise explicitly agreed upon in writing.
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| 3.9 |
SynApp is not liable for material damages on deliveries which they have received from thrid party and passed on to the customer unchanged; liability regarding intent or negligence remains unaffected.
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4. Reservation of Property Rights
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Goods remain property of SynApp until they are paid in full.
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5. Payment
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| 5.1 |
Payment of purchase price in full is due upon delivery. In case of nonpayment the buyer will default 10 days after due date without the seller's further notice. In case of defects the buyer does not have a right of retention unless there is an adequate relation between the defects and the expected costs of supplementary performance (expecially correction of defects).
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| 5.2 |
The customer can only charge up against indisputable and legally approved counterclaims. The customer has a right of retention only if SynApp's claim for payment and the customer's counterclaim are ruled by the same contract.
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6. Warranty
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| 6.1 |
The customer is dutybound to report in writing to the seller a defect in title and/or quality within two months of the day he has noticed the defect. Defects have to be described as detailed as possible by the customer. This regulation do not represent a foreclosure on consumer protection legislation.
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| 6.2 |
The customer understands that it is not possible to produce bug free state of the art software. SynApp is therefore only liable for the software and documentation to contain no defects that would annul or reduce the worth and usability of the product regarding its expected use stipulated in the agreement. Insubstantial reductions are not taken into account.
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| 6.3 |
SynApp will decide on their descretion upon the method of correction of the defect either by supplementary service or by free replacement. The customer's right to correct the defect himself and claim compensation for it (see German Civil Code § 633 art. 3) is explicitly exluded.
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| 6.4 |
If supplementary service or replacement fail the customer may reduce payment or withdraw from the contract.
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| 6.5 |
Warranty is inapplicable if the customer without our consent modifies the software or has it modified by a third party and this not being necessary due to delay or unsuccessful expiry of term set by the customer or for any other essential reason to ensure the usability of the program according to the contract.
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| 6.6 |
In addition to these conditions the licence conditions apply which are supplied with the programs. In the case of SynApp's licence conditions being supplied with a third party product (especially from abroad) which is supplied by SynApp - SynApp's licence conditions apply in case of diverting conditions.
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| 6.7 |
By installing and registering the software the licence conditions according to article 6 are accepted. Retrospective return or exchange into another product is not possible.
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7. Liability
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| 7.1 |
SynApp is liable in the case of intent or gross negligence of the seller or a representative or a servant according to legal regulations. For the rest the seller is liable only in the sense of product liability for injury of live, body, or health or for infringement of substantial contract duties. Indemnification for infringements of substantial contract duties is, however, limited to the foreseeable damages which are typical for such a contract. Liability for damages caused by the item of delivery to other objects of legal protection is completely excluded. The regulation mentioned above is invalid in case of intent or gross negligence or if liability is applicable in case of injury of live, body or health.
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| 7.2 |
The regulation of the above article 2 is applicable for indemnification besides performance and instead of performance regardless of the legal ground especiall in the case of defects, infringement of duties from obligations or unauthorized actions. It is also applicable for compensation of vain expenditures.
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| 7.3 |
A change of burden of proof to the disadvantage of the buyer is not linked to the above regulation.
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8. Other Regulations
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| 8.1 |
Regardless of SynApp's indication goods are subject to export license in case of doubt. The buyer accepts German and foreign export control regulations and limitations and commits himself to not sell, export, or make available in any other way directly or indirectly such goods or technical information to persons, companies or countries if this is prohibited by German or foreign law or regulations and further commits himself if necessary to provide at his expense any necessary export documents.
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| 8.2 |
SynApp may process, save, and evaluate data obtained from any business connection in the sense of German data protection law.
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| 8.3 |
Jurisdication is in Freiburg in case the orderer is a general merchant, a legal entity or separate assets under public law or if the orderer does not have a general jurisdication in Germany.
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| 8.4 |
Only German law applies for the privity of contract between SynApp and the orderer.
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| 8.5 |
The inoperativeness of individual provisions of the agreement does not affect the validity of the remaining provisions. The inoperative provision will be replaced by a provision which best meets the legal and economic aim of the inoperative provision.
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Disclaimer Instructions
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You may withdraw from the contract in writing (e.g. letter, fax, email) within two weeks without stating any reason or by returning the goods. The period does not start before receipt of these instructions. To adhere to the period you need to post your withdrawal or the goods return in time.
Please send your withdrawal to:
SynApp GmbH, Bertha-von-Suttner-Str. 1, 79111 Freiburg, Germany.
The withdrawal right ceases for software after the seal of supplied mediums have been broken or after the software has been installed and registered.
Both parties commit themselves to return all goods and services received in case of an effective withdrawal. If you cannot return the goods and services completely or partly or you can return the goods only in deteriorated conditions you will if necessary have to indemnify us accordingly. This is not valid in the case of surrendering goods if the deterioration is due to a control of the goods such as you would have been able to execute in a shop. For the rest you may avoid imdemnification by not using the goods as your own property and by refraining from doing anything that may affect their worth. Goods that fit into a package are to be returned at our risk. Goods that do not fit into a package will be picked up at your site. You must comply with commitments for reimbursement within 30 days after sending your withdrawal.
Postage is at your expense when the supplied goods comply with your order and when the price of the goods returned is below 40 Euro or when the price being higher and at the time you withdraw from the contract you have not yet paid in full or an instalment which had been agreed upon in the contract. Otherwise the return of goods is free of charge for you.
End of disclaimer instructions
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SynApp GmbH, Registered Office Germany, Freiburg i. Br., District Court Freiburg HRB 7557, Managing Director Stefan Lemmer
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