Preamble

These GTC apply to deltaplex UG and the products of deltaplex UG.

Current products of deltaplex UG are:

sim.care - Simulation technology and training

store.sim.care - online-shop - Sales portal

elearneo.de - eLearning portal

deltapress.de - digital data processing / publishing house

Status: 01.01.2021, all previous regulations will be replaced.

§1 General and definitions

The following terms and conditions apply exclusively to all offers, sales and other legal relationships.

Deviating conditions of the customer are only valid if they are recognized by us in writing. Our delivery does not constitute consent to other conditions. Verbal collateral agreements also require our written confirmation.

Definitions

1. "Consumer" is any natural person who enters into a legal transaction for purposes that are predominantly outside their trade, business or profession.
2. "Entrepreneurs" within the meaning of these Terms and Conditions are natural or legal persons or partnerships with legal capacity who enter into business relationships with us and who act in the exercise of their commercial or independent activity. If entrepreneurs do not act in the exercise of their commercial or independent activity, they also benefit from the rights intended for consumers. They are considered consumers within the meaning of these terms and conditions.
3. "Customers" within the meaning of these Terms and Conditions are both consumers and entrepreneurs.

§2 Offer and content of the contract

Offers are always subject to change without notice, unless expressly stated otherwise. Supplementary sales documents such as illustrations, plans, drawings, samples and other information are not binding for the technical design. Design changes that do not impair the utility value of the goods may be made without consulting the customer.

The contract is only concluded with our order confirmation or delivery. By placing an order, the customer confirms his solvency and creditworthiness. However, if justified doubts arise after conclusion of the contract, we may demand securities or advance payments or withdraw from the contract. The customer shall bear the costs of any changes requested by the customer after conclusion of the contract. We shall not be liable for errors and damage caused by inaccurate or incomplete information when ordering. We reserve ownership and copyrights to the aforementioned sales documents. The documents may not be made accessible to third parties without our consent and must be returned on request. The imitation of our legally protected products is prohibited and will be prosecuted.

The presentation of the products in the online store does not constitute a legally binding offer, but a non-binding online catalog. By clicking on the order button, you place a binding order for the goods contained in the shopping cart. Confirmation of receipt of your order is sent by e-mail immediately after the order has been sent and does not constitute acceptance of the contract. We can accept your order by sending a declaration of acceptance in a separate e-mail.

A binding contract can also be concluded beforehand, as follows:

If the payment method PayPal has been selected, the contract is concluded at the time of confirmation of the payment instruction to PayPal.

§3 Delivery

The delivery period shall commence with the dispatch of the order confirmation, but not before the customer has provided the approvals, releases and other documents required for the processing of the order.

The delivery deadline shall be deemed to have been met if the goods have left the factory/warehouse by the time it expires or readiness for dispatch has been expressly notified. Delivery times are not binding; late deliveries shall only entitle the customer to withdraw from the contract after the expiry of a subsequent delivery period of at least 2 weeks and a written warning of refusal. Claims for damages can only be considered in cases of intent or gross negligence.

Events of force majeure or operational disruptions, including at our suppliers, shall entitle us to demand an extension of the delivery period or to terminate the contract. This shall not give rise to a claim for damages on the part of the customer.

Partial deliveries are permissible without the customer being able to refuse any additional expenses incurred as a result.

Each partial delivery shall be deemed a separate transaction. A failure to perform in the case of partial delivery does not entitle the customer to withdraw from the entire contract.

The delivery of spare parts is not guaranteed after 3 years from receipt of the goods.

Our products may only be exported abroad with our express consent.

§4 Transfer of risk

In all cases, the risk shall pass to the customer when the goods leave our factory/warehouse, even if we have assumed additional services such as delivery and installation of the goods.

Goods which the customer has agreed to collect from us shall be stored at the customer's risk as soon as the customer has been notified that the goods are ready for collection. International shipments shall be insured at the customer's expense, domestic shipments only upon express request.

In the event of a delay in acceptance lasting longer than one month, the customer shall pay at least 1% of the order amount per month without deductions as storage costs. We may also use third parties for storage.

§5 Complaints

Complaints of any kind (material defects, incorrect delivery, missing quantities, etc.) must be notified to us in writing immediately upon receipt of the goods. If we are not notified in good time, the delivery shall be deemed to be free of defects.

The goods shall be accepted by the customer without prejudice to his rights even if they show reasonable deviations which do not impair their use. Complaints due to externally visible damage or loss can only be recognized by us if the customer arranges for the carrier to record the facts before accepting the goods. If we take over the processing of transport damage, the customer must immediately hand over the freight and shipping documents to us with a damage note and a declaration of assignment.

§6 Guarantee and warranty

We shall provide a warranty for the products supplied by us in such a way that we shall remedy defects which occur within 6 months of delivery and which were demonstrably already present at the time of the transfer of risk, at our discretion by repairing them free of charge or supplying a replacement free of charge, provided that assembly and commissioning have been carried out by us or in accordance with our instructions.

Our products are configured for optimum reliability. All products and systems are tested for quality and stability before delivery. In order to ensure smooth operation of systems, changes to system configurations including updates, e.g. of operating systems, are to be avoided unless they are expressly recommended by us (deltaplex UG). Changes to system configurations can lead to the loss of guarantee and warranty.

In addition, guarantee and warranty claims are only valid if the attached seals are undamaged.

The proof of purchase must always be presented for warranty and guarantee claims.

§7 Offer, prices and terms of payment

Our offers are subject to change. Invoicing shall be based on the prices and conditions valid on the day of order acceptance, unless otherwise agreed. Our prices are quoted in euros and do not include statutory VAT. All prices are ex works/warehouse excluding packaging, freight and insurance, unless special arrangements have been made in the terms of delivery. Assembly and installation costs shall be invoiced separately.

Our sales prices are based on the material and software prices, wages and other costs applicable at the time the contract is concluded. If these change before the final execution of the contract, we shall be entitled to charge the prices valid on the day of delivery, provided that at least 4 weeks have passed since the conclusion of the contract and fixed prices have not been expressly agreed.

Payments are due immediately from the invoice date.

Repairs, assembly costs, installation costs and spare parts are always net cash. If payment is made on a time and material basis, hourly rates, travel expenses and ancillary costs shall be based on deltaplex UG's current price lists.

For orders with a term of more than 6 months from the day the order is placed, at least 1/3 down payment must be made when the order is placed, 1/3 payment on account when the goods are ready for delivery and 1/3 final payment after delivery has been made.

We reserve the right to deliver cash on delivery of the invoice amount or against advance payment. The costs of an agreed bill of exchange shall be borne by the customer.

Offsetting against counterclaims is not permitted.

The power of attorney to issue guarantees and assurances is limited to managing directors, authorized signatories and authorized agents.

§8 Retention of title

The delivered goods shall remain our property until all claims including ancillary claims arising from the business relationship have been settled - in the case of bills of exchange and checks until they have been honored.

The customer is entitled to sell the goods in the ordinary course of business subject to retention of title. The customer is not permitted to dispose of the goods in any other way, in particular by pledging them or assigning them as security.

The claims resulting from the resale shall be deemed assigned to us in advance to secure our claims from the business relationship - even without agreement in individual cases. The customer may collect the claims assigned to us provided he is not in default of payment or we have not revoked the authorization to collect. In the event of payment by the recipient of the delivery, the proceeds shall take the place of the goods. In the event of suspension of payment by the third party, we shall be entitled to a right of segregation.

If the customer does not fulfill his payment obligation, we can demand the return of the goods provided by us, for which purpose the customer must allow us access to the goods without delay.

The customer must inform us immediately in the event of seizure of items belonging to us or assigned claims or other access by third parties to our rights.

The same conditions apply to items placed on consignment. In addition, the goods on consignment must be insured against fire and theft at the customer's expense and stored in such a way that no depreciation in value occurs. The customer shall bear the costs arising from improper storage.

§9 Guarantee for data security

The customer undertakes to take all precautions to minimize any damage that may occur and, in particular, to back up data daily using at least five data carriers in regular rotation. Additional information on all questions of data backup can be obtained from us. We shall not be liable for damage that could have been avoided by proper data backup. At the customer's request, we shall back up and/or restore software and data on behalf of the customer, but shall not be liable for losses (for whatever reason) if data or software is mutilated or lost.

§10 Protection and copyright

All copyrights and industrial property rights in connection with hardware sales or software services, cost estimates, drawings, quotation and training documents etc. shall remain with us or our suppliers. The aforementioned services and documents may not be made accessible to third parties. With the purchase of programs, the customer undertakes not to reproduce them or have them reproduced without our consent and not to make the programs or copies available to any unauthorized third party. In the event of non-compliance, the customer shall be liable for damages.

§11 Further provisions

The devices used by us for leasing, rental or loan (test purposes) are only to be used as intended. Terms and conditions and conditions of use for leasing, rental or loan are regulated in the General Terms and Conditions - Rental Agreement (GTC Rental Agreement).

§12 Place of jurisdiction and place of performance

The place of performance and exclusive place of jurisdiction for delivery and payments, as well as for all disputes arising directly or indirectly from the contractual relationship, is Hamburg, Germany.

§13 Alternative dispute resolution pursuant to Art. 14 para. 1 ODR-VO and §36 VSBG

The European Commission provides a platform for online dispute resolution (OS). https://ec.europa.eu/consumers/odr We are not obliged or willing to participate in a dispute resolution procedure before a consumer arbitration board.

§14 Severability clause

The contract shall remain binding even if individual provisions are legally invalid (BGB §306). An invalid provision shall be replaced by a valid provision corresponding to its meaning.