General terms and conditions of ballin technology

Software Development and Sales

§ 1 Validity of the General Terms and Conditions

The user's offers, deliveries and services are based exclusively on these terms and conditions. These also apply to all future business relationships, even if they are not expressly agreed again. Our terms and conditions also apply if counter-confirmations are made by the contractual partner with reference to their own terms and conditions of business or purchase. Such counter-confirmations are hereby expressly contradicted.

Deviations from these terms and conditions are only effective if they are agreed in writing or confirmed by us in writing.

§ 2 Offer or Conclusion of Contract

Offers - also in brochures, advertisements, etc. - are subject to change and non-binding. This also applies to the price information. Drawings, illustrations, dimensions, weights and other performance data are only binding if this is expressly agreed in writing. We reserve the right to make changes in the course of technical progress.

The buyer is bound to his order for four weeks. Orders require our written confirmation to be legally valid.

Subsidiary agreements, changes and additions are only effective with our written confirmation. Sales employees of the user are not authorized to make verbal subsidiary agreements or to give verbal assurances that go beyond the content of the written contract.

§ 3 Prices

The prices quoted by us do not include packaging and shipping costs. If no other payment method has been agreed in writing, we will deliver in advance at the expense of the client.

If there are more than four months between the conclusion of the contract and the delivery date, the prices valid at the time of delivery apply.

§ 4 Delivery times

Delivery dates and periods require a written agreement to be effective and are always non-binding, unless otherwise expressly agreed. All delivery dates are subject to correct and timely delivery to the user. Part deliveries are permitted.

§ 5 Shipping and Transfer of Risk

Shipping is at the risk and expense of the buyer. The risk passes to the buyer as soon as the consignment has been handed over to the person carrying out the transport or has left our warehouse for the purpose of dispatch.

If the dispatch is delayed or made impossible through no fault of ours, the risk is transferred to the buyer when the notification of readiness for dispatch is sent to the buyer.

Deliveries will be insured on behalf of and on account of the purchaser upon written application by the purchaser.

§ 6 Warranty and Liability

Within the warranty period of six months from delivery, defective goods will be repaired to the exclusion of other warranty claims or, at our option, replacement deliveries will be made. Multiple repairs are permitted. Other warranty claims can only be asserted if the subsequent improvement has failed.

No guarantee can be given for the correctness and completeness of data in stored or printed form. If, in individual cases, a guarantee is nevertheless assumed by means of an express written agreement, this only relates to the correctness of the data at the time of delivery.

If files and information come from third parties (authorities or other private or public information centers) and are taken over by us, no liability is assumed for the correctness and completeness.

Defects must be reported in writing by the buyer immediately, at the latest within ten days after receipt of the goods. Hidden defects that are not discovered within this period must be reported immediately upon discovery. Defective delivery items must be sent to us by the buyer at his own expense or kept ready for inspection. A breach of the above obligations excludes any warranty claims against the user. The user is available to the buyer to the best of his ability to provide information and advice on the use of his products. However, he is only liable for this if a special fee has been agreed for this.

Compensation claims for damage of any kind, regardless of the legal reason, are excluded, unless the damage is caused intentionally or through gross negligence. For damages for which we are liable according to the above provision, our obligation to pay compensation is limited to three times the purchase price.

If the buyer requests that warranty work be carried out at a location specified by him, we can comply with this request, whereby parts covered by the warranty are not charged, while working hours and travel costs are to be paid at our standard rates. Liability for normal wear and tear is excluded. Failure to follow our instructions for use and changes to the products that do not correspond to the original specifications will void any warranty.

We are only obliged to repair or replace the goods if the buyer has fully fulfilled his contractual obligations. Claims directed against us cannot be assigned without our written consent and can only be asserted by the buyer.

§ 7 Retention of title

We reserve title to the delivered goods until all claims to which the user is entitled against the buyer for whatever legal reason have been met, either now or in the future.

Processing and transformation are always carried out for us as the manufacturer, but without any obligation for us. If the (co-) ownership expires through connection, it is already now agreed that the (co-) ownership of the buyer in the unitary item shall pass to us proportionally according to the invoice value. The buyer keeps our (co-) property free of charge. Goods to which the seller has (joint) ownership are referred to below as reserved goods.

The buyer is entitled to process or sell the reserved goods in the ordinary course of business, as long as he is not in default. Pledges or collateral assignments are inadmissible. As a precaution, the buyer hereby assigns to us in full the claims arising from the resale or for any other legal reason (insurance, tort) with regard to the reserved goods (including all balance claims from current account). The buyer is already now revocably authorized to collect the claims assigned to us for his account in his own name. At our request, the buyer must disclose the assignment, provide the necessary information and submit documents.

If third parties access the reserved goods, the buyer must point out our ownership and notify us immediately. Costs are paid by the buyer.

If the buyer acts in breach of contract - in particular default of payment - we are entitled to take back the goods subject to retention of title and, if necessary, to demand assignment of the buyer's home delivery claims against third parties. Taking back or seizing the goods subject to retention of title does not constitute a withdrawal from the contract, unless the Consumer Credit Act applies.

§ 8 Payment

Unless otherwise agreed in writing, our invoices are due for payment immediately without deduction. We are entitled, in spite of the buyer's stipulations to the contrary, to offset payments first against his older debts, offset the payment against the costs first, then against the interest and finally against the main claim.

If the buyer is in default, we are entitled to charge interest at the rate of 5% above the discount rate of the Deutsche Bundesbank from the relevant point in time.

It is agreed that for each reminder, the costs of which are to be borne by the buyer, we can charge a lump sum reminder fee of DM 10.00.

If the buyer does not meet his payment obligations, in particular does not cash a check or suspend his payments, or if we become aware of other circumstances which call the buyer's creditworthiness into question, we are entitled to call the entire remaining debt due, even if we do Have accepted checks. In addition, in this case we are entitled to demand advance payments or security payments.

The buyer is only entitled to offset, withhold or reduce, even if notices of defects or counterclaims are asserted, if the counterclaims have been legally established or are undisputed.

§ 9 Property Rights and Copyrights

The buyer is obliged to inform us immediately in writing if he becomes aware of an infringement of industrial property rights or copyrights caused by a product we have supplied. The regulation of such claims and the defense of the buyer against claims of the right holder will be regulated by us at our own expense, insofar as the infringement was caused directly by a product supplied by us. We always endeavor to give the buyer the right to use the product. If this is not possible under economically reasonable conditions, we are entitled, at our discretion, to modify the product so that the property right is not infringed or to take back the product and reimburse the purchase price minus compensation for use.

If the buyer has changed the product supplied by us or integrated it into a system, or if we have designed the product based on instructions from the buyer in such a way that this results in violations of protective laws, the buyer is obliged to defend or defend us against claims by the owner of the infringed right . to be released.

Our programs and the associated documentation are intended for the buyer's own use, who receives a simple, non-transferable license. The buyer may not make programs or documentation accessible to third parties without our prior written consent. Copies may only be made for archiving purposes, as a replacement or for troubleshooting, liability or reimbursement by us for such copies is excluded. Insofar as originals bear a note referring to copyright protection, this buyer must also be attached to copies.

§ 10 Place of fulfillment and place of jurisdiction

The place of performance is Heusenstamm.

If the buyer belongs to the group of people specified in § 24 AGBG, Heusenstamm is agreed as the place of jurisdiction.

It is only the law of the Federal Republic of Germany. This applies to these terms and conditions and the entire legal relationship between us and ours

Contractual partner. The application of the "Uniform Law on the International Sale of Movable Property (EKG)" and the "Uniform Law on the Conclusion of International Sales Contracts for Movable Property (EAG)" is expressly excluded.

§ 11 Partial Invalidity

Should individual provisions in these terms and conditions be or become void, ineffective or contestable, this shall not affect the validity of all other provisions or agreements. The provisions concerned are to be interpreted or supplemented in such a way that the intended economic purpose is achieved as precisely as possible in a permissible manner. This applies accordingly to gaps that need to be filled.