1 Area of application
The following general terms and conditions apply exclusively to all of vast limits GmbH’s business relationships with its customers. Differing customer terms and conditions do not apply unless they have been expressly agreed to.
2 Conclusion of the contract
vast limits GmbH’s quotes are without obligation and non-binding provided nothing has been agreed to the contrary. Only a customer purchase order constitutes a binding offer to complete a sales transaction which vast limits GmbH accepts by sending an invoice or order confirmation. The software license key will only be sent to the customer after receipt of payment of the full purchase price into vast limits GmbH’s bank account. Before payment has been received into vast limits GmbH’s bank account the customer has no right to use the software. It is the obligation of the customer to ensure that payment reaches vast limits GmbH’s bank account in full.
3 Software purchase
Purchased software is available for download from vast limits GmbH’s website. vast limits GmbH’s website also hosts the product documentation.
The software created by vast limits GmbH is standard software.
Installation of the software is not part of the contract unless different terms have been agreed to in writing. Maintenance of the software is not covered unless stated otherwise on the invoice. Individual customizations are not covered by vast limits GmbH unless expressly agreed to in writing.
vast limits GmbH will rectify errors in their software only where these have not been caused by or on account of third-party software. vast limits GmbH will only ensure that the software which is the subject of the contract works correctly in conjunction with third-party software if this is stated in the purchase contract. If changes are made to third party software vast limits GmbH is not obliged to adapt their software to the third party software.
vast limits GmbH will grant the customer non-exclusive, simple, temporal, spatial unrestricted usage right to the software which is the subject of the contract. The customer is not entitled to reproduce the software for the purpose of circulation, whether this is in return for remuneration or not. The customer is entitled to make up to three copies of the software for security purposes at their own cost. Copyright notations must be reproduced unchanged. Furthermore, the customer is not entitled to distribute the software, to publish it or to pass it on to third parties in any form. In particular the customer is not entitled to loan or rent out the software. The customer is not entitled to sell the software which is the subject of the contract to third parties. Reselling is only permitted with agreement from vast limits GmbH. The customer is not entitled to pass on their license key to third parties.
The software supplied by vast limits GmbH may not be reverse engineered, decompiled or disassembled by the customer. This does not apply where the customer is permitted to carry out decompilation in accordance with the laws applicable in order to make it interoperable with their own software.
5 Maintenance and support
Subject to the customer’s payment of the applicable annual maintenance and support fees set forth in vast limits GmbH’s invoice, which are due thirty days from the date of the vast limits GmbH invoice, vast limits GmbH will provide the level of support for the purchased software identified in the invoice and in accordance with the support and maintenance terms and conditions set forth on the “Support and Maintenance Terms and Conditions”, attached hereto and made a part hereof. vast limits GmbH is not obligated to support or update evaluation software or free software.
Only the services expressly stated on vast limits GmbH invoice(s) are covered by vast limits GmbH. Support and maintenance are not provided unless vast limits GmbH’s invoice(s) expressly mention such services.
Unless stated otherwise no training has been agreed for the customer on the part of vast limits GmbH.
The customer agrees that vast limits GmbH may publish a brief description highlighting the customer’s deployment of the software and identify the customer as a vast limits GmbH customer on any of vast limits GmbH’s websites, client lists, press releases, and/or other marketing materials.
8 Right of withdrawal
Individual (consumer) and business customers do not have any right of withdrawal after purchasing the software. As the software is provided exclusively by way of download the customer can continue to use the software despite their withdrawal, and consequently it cannot be returned in unused condition. Therefore no right of withdrawal will be granted.
9 Data security
Before installing vast limits GmbH’s software the customer is obliged to perform a backup of all data on the machines vast limits GmbH’s software is to be installed on. In addition to that the customer must perform backups at regular intervals as well as before installing updates provided by vast limits GmbH.
10 Customer cooperation obligation
The customer must check vast limits GmbH’s website regularly to see whether updates are available for the purchased software. If a software update is provided by vast limits GmbH the customer is obliged to install this update on their hardware. If the customer does not keep track of possible updates on a regular basis (every month) it will be at their own expense.
11 Warranty for purchased software
The warranty for purchased software is based exclusively on section 11. vast limits GmbH provides warranty for only for the latest version of purchased software unless stated differently on the invoice(s). The customer is aware of the fact that there is no software completely free of defects.
If a defect occurs in the software the customer is obliged to inform vast limits GmbH of this defect immediately, but at the latest within ten days after it has been noticed. The customer must describe the defect or malfunction adequately when notifying vast limits GmbH. The description should enable vast limits GmbH to reproduce the defect. To enable vast limits GmbH to rectify the defect the customer must support vast limits GmbH by any reasonable means. Notably the customer must provide a system description for this purpose. vast limits GmbH is entitled to rectify the defect by issuing an update.
The customer is not entitled to any warranty rights if the software has been changed in any way unless the customer can prove that the changes to the software did not cause the defect.
The warranty period for the software which is the subject of the contract is one year unless vast limits GmbH has fraudulently concealed a defect or has taken on a warranty for the properties and condition of the software. If the customer is a consumer the warranty period is 2 years.
12 Liability for purchased software
Claims for liability and reimbursement of expenses for purchased software, its documentation and other information about the software and its configuration are treated exclusively according to section 11. Any potential claims by the customer for compensation for expenses or damages are restricted to three times the purchase price or foreseeable damages for use according to the contract terms in each individual case in cases where vast limits GmbH or their fulfilment agents cannot be charged with intent or their management body cannot be charged with intent or gross negligence. This liability restriction does not apply for personal damages.
Liability for indirect damages is excluded.
vast limits GmbH bears no liability if the customer cannot download the software or updates on account of problems originating in their own system; in particular this includes the internet connection and the third party software configuration on the system used by the customer.
vast limits GmbH is only liable for loss of data where the loss of data would not have been avertable by performing regular data backups and only for the extent to which the data can be reproduced with reasonable time and effort. This does not apply in cases of intent.
13 Liability for free software
For free software, its documentation and other information about the software and its configuration vast limits GmbH only accepts liability in cases of intent and gross negligence, as well as for fraudulent deceit.
14 Liability for information on the website
vast limits GmbH only accepts liability for any kind of information published on vast limits GmbH’s website in cases of intent and gross negligence, as well as for fraudulent deceit.
15 Subsidiary agreements
Amendments, additions or other subsidiary agreements require written form.
16 Place of fulfilment and jurisdiction
vast limits GmbH’s registered office is agreed as the place of fulfilment and jurisdiction for all reciprocal obligations under the contract concluded.
17 Severability clause
Should individual provisions of the contract concluded, including these general terms and conditions, be or become wholly or partly invalid then the validity of the remaining provisions will not be affected by this.