Last updated: December 15, 2014
Please read these Terms and Conditions carefully. By placing an order for a product, you agree to abide by them.
1. SCOPE AND APPLICATION
1.1 These Terms and Conditions apply to all sales of (“Products”) and the provision of services by articy Software GmbH & Co. KG (“Articy”), via this website (“Website”) to you, the purchaser (references to ” you” or “your” being construed accordingly).
1.2 These Terms and Conditions apply both to entrepreneurs according to Section 14 of the German Civil Code (“BGB”) and to consumers according to Section 13 of the BGB. A consumer as defined in the legislation is any natural person who enters into a legal transaction for a purpose that is outside his trade, business or profession. Where expressly indicated in bold type, individual stipulations of these Terms and Conditions shall not apply or shall only apply in modified form to consumers; the validity of these Terms and Conditions shall otherwise remain unaffected by this both for entrepreneurs and for consumers.
1.3 By placing an order you agree to abide by these Terms and Conditions.
2. OFFER, ACKNOWLEDGMENT AND ACCEPTANCE
2.1 The prices, price quotations and descriptions made or referred to on the Website do not constitute an offer.
2.2 An order submitted by you constitutes an offer by you to us to purchase Products or order services subject to these Terms and Conditions and is subject to our subsequent acceptance. We are under no obligation to accept your order.
2.3 Our acceptance of your order only takes effect and the contract is only concluded when we deliver the Products you have ordered or start rendering the service. Downloadable Products are generally delivered upon or immediately after receipt of payment.
3. YOUR DATA
3.1 You represent that all information provided by you when placing your order is up-to-date, materially accurate, and sufficient for us to fulfill your order.
3.2 You are responsible for maintaining, promptly updating, and completing your account information with us. You must secure against unauthorized access all passwords and data provided to you by us for the purpose of accessing the web-based customer service and purchasing Products.
Where any Product supplied by us is or includes software, this software is licensed by us subject to the relevant end-user license agreement or other license terms included with the software and/or the Product (“License Terms”). Such software may not be copied, adapted, translated, made available, distributed, modified, disassembled, decompiled, reverse engineered or combined with any other software, save to the extent that (i) this is permitted in the License Terms, or (ii) applicable law expressly mandates such a right.
5. RETENTION OF TITLE
Title to Products shall not pass from us to you until payment in full of the price in respect of the order, including any interest or other payments due in respect of those Products, is made.
6. CONSENTS, CUSTOMS DUTIES & EXPORT
Products sold to you under these Terms and Conditions may be subject to export control laws and regulations in the Territory or other relevant jurisdiction where you take delivery of or use them. You shall be responsible for complying with these laws and will not do anything to breach them.
Any notices or other communications in relation to our contract may be issued by hand delivery, pre-paid post, fax or e-mail to the latest address and contact that one party has notified in writing to the other. This will also be the address for service of legal proceedings in the manner prescribed by law.
8. PERSONAL INFORMATION AND DATA PROTECTION
9.1 You shall not assign your rights to third parties under these Terms and Conditions.
9.2 All of our Products and services are provided subject exclusively to these Terms and Conditions. Terms and Conditions set out by you that contradict or deviate from these Terms and Conditions shall only apply if they are expressly accepted by a member of the Board of Management, an authorized representative, or a person empowered by us to do so. Your Terms and Conditions shall also be non-binding, even if their validity has not been expressly rejected. Tacit recognition of your Terms and Conditions by implied conduct shall be excluded.
9.3 Any forbearance, delay or indulgence by either you or us to enforce any provision of this Terms and Conditions shall not constitute a waiver of these rights.
10. GOVERNING LAW AND JURISDICTION, SEVERABILITY CLAUSE
10.1 These Terms and Conditions shall be governed by the substantive law of the Federal Republic of Germany, to the exclusion of the UN Convention on Contracts for the International Sale of Goods.
10.2 To the extent that you are a merchant, a body corporate under public law or a special fund under public law,the parties submit to the exclusive jurisdiction of the Courts in Cologne for all disputes directly or indirectly arising from this agreement. The official language used in court and the language used in extrajudicial settlement proceedings shall be German.