General Terms
and Conditions of
LUIS Technology GmbH
1 General, scope of application
1.1 These General Terms and Conditions (hereinafter referred to as "GTC") apply to all contracts concluded between us, LUIS Technology GmbH, Hammer Deich 70, 20537 Hamburg, registered in the Commercial Register of Hamburg Local Court under HRB 139177, VAT ID: DE304114776, Managing Directors: Dr Matthias Feistel, Martin Groschke, and you as our customer regarding the goods and services presented in our online shop https://www.luis.de (hereinafter referred to as "Online Shop"), our sales catalogues and advertising brochures, as well as other goods and services presented by us. Our GTC apply regardless of whether you are a consumer, entrepreneur or merchant. The version of these GTC valid at the time of conclusion of the contract shall apply.
1.2 A consumer within the meaning of these GTC is any natural person who enters into a legal transaction for purposes that are predominantly outside their trade, business or profession (Section 13 BGB). Entrepreneurs within the meaning of these GTC are natural or legal persons or partnerships with legal capacity who, when concluding a legal transaction, are acting in the exercise of their commercial or independent professional activity (Section 14 (1) BGB), as well as legal persons under public law and special funds under public law.
1.3 You can send your enquiries, messages and declarations directly to our customer centre using the contact details below.
LUIS Technology GmbH
Hammer Deich 70
20537 Hamburg, Germany
Phone: +49.40.897 27 84-0 (worldwide)
Fax: 040-8972784-15
E-mail: service@luis.de
1.4 The agreements made between you and us result in particular from these GTC, our confirmation of receipt and our declaration of acceptance.
1.5 Your deviating, conflicting or supplementary General Terms and Conditions shall only become part of the contract if and to the extent that we have agreed to their validity in writing. An express objection to your General Terms and Conditions is not required. These General Terms and Conditions shall also apply exclusively if we deliver without reservation in the knowledge of your deviating, conflicting or supplementary General Terms and Conditions.
2 Conclusion of contract
2.1 The presentation and advertising of our goods and services is always subject to change and does not constitute a binding offer on our part. Only when you place an order via our online shop (see also section 2.2) or by letter, fax, e-mail or telephone do you submit an offer to conclude a purchase contract for the goods and services ordered, to which you are bound for a period of two (2) weeks after submission. Your right of cancellation in accordance with section 3 below remains unaffected.
2.2 In our online shop, you first place the desired goods and services in the shopping basket. There you can change the desired quantity at any time or remove goods and services completely. By clicking on "Proceed to checkout" you can enter your e-mail address and further delivery details. After clicking on "Continue", select a payment method and enter any required information. You can also return to the shopping basket on this page or check your details and change them if necessary. You can also correct your input errors by going back through the process. Closing the browser window ends the order process. By clicking the "ORDER BINDING" button, you submit a binding offer in accordance with section 2.1. However, the offer can only be submitted and transmitted if you have accepted these contractual terms and conditions, which can be called up by clicking the respective button, by ticking the box next to the button "I hereby confirm the GTC including the cancellation policy" and the button "I accept the data protection provisions" and have thereby included them in your offer.
2.3 We will immediately confirm receipt of your binding offer via our online shop by e-mail, in which your order is listed again and which you can print out using the "Print" function. Such confirmation of receipt does not constitute a binding acceptance of your order unless, in addition to the confirmation of receipt, acceptance is also expressly declared.
2.4 A contract is only concluded when we accept your order by means of a declaration of acceptance (order confirmation) or by dispatching the ordered goods. We will send you the contract details (consisting of our invoice including details of your order and our GTC) on a permanent data carrier (e-mail or paper printout) with the declaration of acceptance (order confirmation) or in a separate e-mail, but at the latest when the ordered goods are dispatched. The text of the contract will be stored in compliance with data protection regulations.
2.5 If it is not possible for us to fulfill your order, for example because the corresponding goods are not in stock, we will refrain from issuing a declaration of acceptance. In this case, a contract will not be concluded. In this case, we will immediately refund any consideration already received.
2.6 The contract shall be concluded in German.
3 Right of cancellation
3.1 If you are a consumer, you have a right of cancellation in accordance with the statutory provisions.
3.2 We inform you as follows about the conditions, deadlines and procedure for exercising the right of cancellation, the model cancellation form and the fact that you must bear the costs of returning the goods in the event of cancellation:
Cancellation policy
Right of cancellation:
You have the right to cancel this contract within fourteen days without giving any reason. The cancellation period is fourteen days from the day on which you or a third party named by you, who is not the carrier, took possession of the last goods. To exercise your right of cancellation, you must inform us
LUIS Technology GmbH
Hammer Deich 70
20537 Hamburg, Germany
Phone: +49.40.897 27 84-0 (worldwide)
Fax: 040-8972784-15
E-mail: service@luis.de
by means of a clear statement (e.g. a letter sent by post, fax or e-mail) of your decision to cancel this contract. You can use the attached sample cancellation form, but this is not mandatory. To meet the cancellation deadline, it is sufficient for you to send your notification of exercising your right of cancellation before the cancellation period has expired.
Consequences of cancellation:
If you cancel this contract, we shall reimburse to you all payments received from you, including the costs of delivery (with the exception of the supplementary costs resulting from your choice of a type of delivery other than the least expensive type of standard delivery offered by us), without undue delay and in any event not later than 14 days from the day on which we are informed about your decision to cancel this contract. For this repayment, we will use the same means of payment that you used for the original transaction, unless expressly agreed otherwise with you; in no case will you be charged any fees for this repayment. We may withhold reimbursement until we have received the goods back or until you have supplied evidence of having sent back the goods, whichever is the earliest. You must return or hand over the goods to us immediately and in any case within fourteen days at the latest from the day on which you inform us of the cancellation of this contract. The deadline is met if you dispatch the goods before the period of fourteen days has expired. You shall bear the direct costs of returning the goods. You only have to pay for any loss in value of the goods if this loss in value is due to handling of the goods that is not necessary for checking their condition, properties and functionality.
Sample cancellation form:
(If you wish to cancel the contract, please complete this form and return it to us).
To
LUIS Technology GmbH
Hammer Deich 70
20537 Hamburg, Germany
Phone: +49.40.897 27 84-0 (worldwide)
Fax: 040-8972784-15
E-mail: service@luis.de
- I/we (*) hereby cancel the contract concluded by me/us (*) for the purchase of the following goods (*)/the provision of the following service (*)
..............................................................................
..............................................................................
- Ordered on (*)/received on (*)
..............................................................................
- Name of the consumer(s)
..............................................................................
- Address of the consumer(s)
..............................................................................
- Signature of the consumer(s) (only for notification on paper)
..............................................................................
- Date
_______________
(*) Delete as appropriate
4 Prices and payment modalities
4.1 Unless expressly stated otherwise in individual cases, all prices quoted in our online shop, our sales catalogues, advertising brochures and other sales documents are gross prices and include statutory VAT. Additional costs incurred, in particular shipping costs, are shown separately. The shipping costs charged by us are listed in detail in our online shop under the heading PAYMENT & SHIPPING. If we fulfill your order in partial deliveries in accordance with section 5.2, you will only incur shipping costs for the first partial delivery. Additional costs arising from explicitly ordered express delivery will be charged in addition to the regular shipping costs.
4.2 You can pay the purchase price and shipping costs for shipping to Germany by prepayment, credit card, ALBIS leasing or the other payment methods we offer. We also offer public organisations payment by invoice. We reserve the right to restrict the payment methods for shipping abroad. Further information on this and the available payment methods can also be found in our online shop under the heading PAYMENT & SHIPPING. Discounts are not granted. The acceptance of bills of exchange is excluded. Cash on delivery charges are to be borne by you.
4.3 By selecting the "ALBIS - Leasing" payment method, the customer acknowledges and agrees that the data provided will be forwarded to the ALBIS Leasing Group and processed there in accordance with the ALBIS Leasing Group's privacy policy (https:// www.albis-leasing.de/datenschutz).
4.4 Invoices are due immediately upon receipt by you and are payable without deduction.
5 Terms of delivery and transfer of risk
5.1 The delivery period shall be agreed individually or specified by us at the latest upon acceptance of the order. If this is not the case, we will deliver as quickly as possible, at the latest within approx. four weeks. The delivery period for goods and services labelled "immediately available" in our online shop is approximately five working days, unless otherwise agreed. The delivery period is calculated from the time of our declaration of acceptance.
5.2 Delivery shall be made from our place of business (Hammer Deich 70, 20537 Hamburg), which is also the place of fulfilment for the delivery and any subsequent performance. At the request and expense of the Buyer, we shall dispatch the goods to another destination. Unless otherwise agreed, we are entitled to choose the type of despatch (in particular transport company, despatch route and packaging) ourselves. We are authorised to make partial deliveries, insofar as this is reasonable for you. Unless otherwise agreed, delivery shall be made to the delivery address specified in your order. If you are an entrepreneur, you bear the shipping risk. In the case of consumers, the transfer of risk only takes place when the goods are handed over.
5.3 If we are unable to meet a binding delivery deadline for reasons for which we are not responsible (hereinafter "non-availability of the service"), we will inform you of this immediately and at the same time inform you of the expected new delivery deadline. If the service is also not available within the new delivery period, we are entitled to withdraw from the contract in whole or in part; we will immediately reimburse any consideration already paid. A case of non-availability of the service in this sense shall be deemed to be in particular the failure of our partners, contract manufacturers or suppliers to deliver to us in good time if we have concluded a congruent hedging transaction, we are not at fault or we are not obliged to procure in the individual case.
5.4 EThe following delivery restrictions apply: We only deliver to customers who have their habitual residence (billing address) in a country listed in detail in our online shop under the heading PAYMENT & SHIPPING.
6 Retention of title
6.1 We reserve title to the delivered goods until full payment of all claims arising from the purchase contract and, in the case of entrepreneurs, from the ongoing business relationship.
6.2 The goods subject to retention of title (reserved goods) may neither be pledged to third parties nor assigned as security before full payment of the secured claims. You must notify us immediately in writing (fax or e-mail is sufficient) if an application for the opening of insolvency proceedings is filed or if the goods subject to retention of title are seized by third parties (e.g. by way of attachment). If the third party is not in a position to reimburse us for the judicial and extrajudicial costs of an action pursuant to § 771 ZPO, you shall be liable for the loss incurred by us.
6.3 We are entitled to withdraw from the contract in accordance with the statutory provisions and to demand the return of the reserved goods if you act in breach of contract, in particular if you do not pay the purchase price due.
6.4 You are obligated to handle the goods subject to retention of title with care and to insure goods subject to retention of title with a new value of more than EUR 5,000.00 at your own expense against theft, fire, and water damage, to an adequate extent at their new value.
6.5 As an entrepreneur, you are authorised to resell the goods subject to retention of title in the normal course of business and to treat and process them. You hereby assign to us in full your claims arising from the resale of the goods subject to retention of title as well as those claims relating to the goods subject to retention of title which arise against your customers or third parties for any other legal reason (in particular claims arising from unauthorised acts and claims for insurance benefits), including all current account balance claims. This assignment shall apply irrespective of whether the goods subject to retention of title are resold without or after treatment or processing. You remain authorised to collect the claims even after the assignment as long as we do not revoke this authorisation. Our authorisation to collect the claim ourselves remains unaffected by this. However, we will not collect the claim and will not revoke the authorisation as long as you meet your payment obligations from the collected proceeds, are not in default of payment and, in particular, no application has been made to open insolvency proceedings against your assets.
6.6 The processing or transformation of the reserved goods by you shall always be carried out on our behalf. If the goods subject to retention of title are processed with other items not belonging to us, we shall acquire co-ownership of the new item in the ratio of the value of the goods subject to retention of title to the other processed items at the time of processing. The same shall apply in the event of inseparable mixing, blending and combining. If the mixing, blending or combination is carried out in such a way that your item is to be regarded as the main item, you shall transfer co-ownership to us in the same proportion. We hereby accept the transfer. You shall safeguard our sole ownership or co-ownership thus created.
6.7 We hereby assign to you all claims assigned to us under this clause 6 and transferred property under the conditions of the above clause 6.1; you hereby accept the assignment or transfer.
6.8 We undertake to release the securities to which you are entitled at your request insofar as their value exceeds the claims to be secured by more than 20 %.
7 Warranty
7.1 We provide a warranty to consumers for material defects or defects of title in the delivered goods in accordance with the applicable statutory provisions, unless otherwise specified below. The general limitation period for claims arising from material defects and defects of title vis-à-vis consumers is two years and begins with the delivery of the goods.
7.2 We provide a warranty to entrepreneurs for material defects and defects of title in the delivered goods in accordance with the applicable statutory provisions, unless otherwise specified below. We provide warranty for material defects and defects of title at our discretion by repair or replacement delivery. Notwithstanding § 438 Para. 1 No. 3 BGB, the general limitation period for claims against entrepreneurs arising from material defects and defects of title is one year from delivery. Statutory special regulations on the limitation period (in particular §§ 438 Para. 1 No. 1, No. 2, 438 Para. 3, 444 and 445b BGB), claims from consumer recourse and claims according to Clause 9 remain unaffected. A merchant's claims for defects presuppose that he has complied with his statutory duties of inspection and notification of defects (§§ 377, 381 HGB). The inspection of goods which, according to their nature and intended use, are to be installed in another item or attached to another item, must be carried out at the latest before their installation or insertion. If the goods are resold, you are obliged to impose the same inspection obligations on your contractual partner, insofar as he is also a merchant, and to oblige him to oblige his purchasers of the goods in the supply chain, who are also merchants, to carry out the same inspections and to pass on these obligations to subsequent purchasers of the goods (including the respective obligation to pass on these obligations to subsequent purchasers).
7.3 Any guarantees given by us for certain goods shall apply in addition to the claims due to material defects or defects of title in accordance with Sections 7.1 and 7.2 above. The scope and further details of such guarantees are set out in the guarantee conditions in accordance with Section 8.
8 Liability
8.1 We shall be liable to you in all cases of contractual and non-contractual liability in the event of intent and gross negligence in accordance with the statutory provisions for damages or reimbursement of futile expenses.
8.2 In other cases, we shall only be liable - unless otherwise stipulated in clause 9.3 - in the event of negligent breach of a contractual obligation, the fulfilment of which is essential for the proper performance of the contract and on the observance of which the Buyer may regularly rely (so-called cardinal obligation), limited to compensation for foreseeable and typical damage. In all other cases, our liability is excluded subject to the provision in clause 9.3.
8.3 The exclusions and limitations of liability shall not apply if we have fraudulently concealed the defect or in the event of the assumption of express guarantees by us and not for damages resulting from injury to life, limb or health or in the event of conflicting mandatory statutory provisions. The provisions of the Product Liability Act remain unaffected.
8.4 Insofar as our liability for damages is excluded or limited, this shall also apply to our legal representatives and other vicarious agents.
9 Prohibition of assignment, set-off and retention
9.1 You are not authorised to assign your rights under the contract in whole or in part to third parties without our prior written (fax or e-mail is sufficient) consent.
9.2 Furthermore, you are not entitled to offset against our claims unless your counterclaims have been legally established or are undisputed. You are also entitled to offset against our claims if you assert notices of defects or counterclaims arising from the same purchase contract.
9.3 You may only exercise a right of retention if your counterclaim arises from the same purchase contract.
10 Final provisions
10.1 We have property rights to all trademarks, images, films and texts published in our online shop. Use of the trademarks, images, films and texts is not permitted without our express written consent.
10.2 We are authorised to name you as a reference customer in our reference list as well as on the website and other advertising and information materials and to display your company logo for this purpose, provided that you are not a consumer or are ordering as a natural person. You may object to this at any time without giving reasons, after which we will use up existing physical materials and refrain from naming and displaying your company logo in the future.
10.3 The law of the Federal Republic of Germany shall apply exclusively, to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG). If you have placed the order as a consumer and have your habitual residence abroad at the time of your order, the application of mandatory legal provisions of the relevant country in which you have your habitual residence shall remain unaffected by the choice of law made in sentence 1.
10.4 If you are a merchant and have your registered office in Germany at the time of the order, are a legal entity under public law or a special fund under public law, the exclusive place of jurisdiction is Hamburg. Otherwise, the statutory provisions shall apply to local and international jurisdiction.
10.5 Streitbeilegung: Dispute resolution: The EU Commission has created an internet platform for the online settlement of disputes. The platform serves as a contact point for the out-of-court settlement of disputes concerning contractual obligations arising from online sales contracts. Further information is available at the following link: http://ec.europa.eu/consumers/odr. We are neither willing nor obliged to participate in a dispute resolution procedure before a consumer arbitration board.
10.6 Should individual provisions of these GTC be invalid, this shall not affect the validity of the remaining provisions.
Version 2.3, status: May 2021
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SUPPLEMENTARY PROVISIONS OF LUIS TECHNOLOGY GMBH FOR THE LUIS TURN DETECT 4.0 CALIBRATION AND SETTING SOFTWARE
The following supplementary provisions apply to the LUIS Turn Detect 4.0 Calibration and Setting Software ("Software"):
11 Subject matter of the contract
The software is provided as a copy in object code for a one-time fee in the current version at the time of contract conclusion. Delivery is made available via online download. The installation and implementation of the software require participation in the LUIS training "Turn Detect 4.0." LUIS is not obligated to perform the software installation, provide user support, make customer-specific adjustments, deliver updates, or provide any services beyond the sale of the software. You are responsible for ensuring the presence of the system requirements necessary for the operation of the software, which can be found in the installation manual. You commit to taking appropriate measures to prevent unauthorized access by third parties to the software. The provided original file and any backup copy must be clearly labeled as such and stored in a location secured against unauthorized access by third parties. Your employees must be informed of the compliance with these contractual conditions and the provisions of the Copyright Act.
12 Rights of use
With the full payment of the purchase price for the software, we grant you a non-time-limited, simple, non-sublicensable, and non-transferable right to use the software exclusively for the vehicles of your business operations (if you are a workshop, also for the purpose of fulfilling your services to your customers). The permitted use includes the installation of the software, loading, displaying, and using the software, as well as creating a backup copy. You are not entitled to use the software beyond this, in particular, to reproduce, distribute, publish, edit, decompile, or engage in any other forms of reverse engineering of the various manufacturing stages of the software, unless you have a right to do so under the conditions of § 69e of the Copyright Act. You are not permitted to transfer the copy of the purchased software and any backup copy created to third parties, particularly to lend, rent, or otherwise grant usage rights to third parties. An exception is the right to permanently transfer the copy of the software to a third party, provided that you comply with the scope of the rights granted herein. In this case, you are obligated to completely relinquish the use of the software upon the transfer of the contract and to delete all copies of the software unless you are obliged to retain them longer, in which case you must not use them otherwise. You must allow us to verify the contractual use of the software upon request.
13 Warranty for material defects and defects of title
LUIS points out that all software is subject to a risk of technical error according to the state of the art. The customer expressly recognises that malfunctions of the software cannot be ruled out even with the greatest care. LUIS shall not be liable for material defects resulting from incorrect use of the software or from the fact that the prerequisites for proper use were not or not fully created by you. Claims for defects shall also not exist in the event of an insignificant deviation from the agreed quality or an insignificant impairment of the usability of the software. In the event of problems with the software, you are obliged to co-operate seriously and to the best of your ability in isolating errors and, if necessary, to provide LUIS with access to your IT systems and to follow our instructions for rectifying errors.