General Terms and Conditions
Part A – General Provisions
Section 1: Contract Partners and Scope
(1) The present General Terms and Conditions (GTC), Parts A and B, shall apply to the Customers (users and companies) of all supplies and services offered by Strategy Compass GmbH (Provider). All supplies and services are offered exclusively by incorporating these GTC and the relating Licence Conditions. The Licence Conditions shall have priority over the GTC.
(2) Any deviating or contradicting conditions, particularly in any general terms and conditions of the Customer, shall not be or become part of the contract, even if they are not expressly contradicted. Deviating conditions shall only apply if they have been agreed in writing. The written form requirement can only be waived by way of a written agreement. The GTC shall also apply to future business relations, even if they are not expressly agreed once more.
(3) Customers will be notified of modifications to these GTC in writing, by telefax or email. If the Customer does not object to such modification within a period of four weeks following the receipt of the relevant notification, the modification shall be deemed accepted. In the event of a modification to these GTC, the Customer will be advised specifically of his right of cancellation and the legal consequences of remaining silent.
Section 2: Registration
(1) The Customer is given the opportunity to register, e.g. for using free downloads. To register the Customer shall complete the registration form available on the website of the Provider and send it to the Provider.
(3) The Customer himself shall be responsible for updating his personal information in case of changes. All modifications and deletions may be made online in the registered area.
Section 3: Order Process and Conclusion of Contract
(1) Any order in the online shop shall require prior or simultaneous registration. Having been registered, the Customer may log in for future orders by using his email address and password. In case of orders by telephone the Provider may require a written confirmation from the Customer to conclude the contract.
(2) Presentations of products in the online shop shall not constitute a legally binding offer. For orders via the online shop the Customer shall enter his data (in case of first registration) or his login data. By clicking the button [Bestellung abschicken (Send order)] the Customer places a binding order. If this offer is accepted, the Provider will send an order confirmation by email. With this email confirmation the contract shall be deemed concluded.
(3) Apart from ordering in the online shop, Customers may also order by telephone, telefax, letter or email. In the above cases, a valid contract shall be deemed concluded upon Provider's written confirmation of the order to the Customer.
(4) The term of licences shall commence upon conclusion of contract, unless a different time is contractually agreed.
Section 4: Prices and Terms of Payment
(1) Unless expressly indicated otherwise (e.g. as "net"), the prices indicated on the product pages shall be deemed final prices. For download purchases shipping costs shall not be charged.
(2) The invoice amount shall become due immediately upon ordering. Invoices shall be sent to the Customer by email or ordinary mail.
Section 5: Rights of Use
(1) The rights of use granted for the product QuickSlide (fixed-term licensing) shall be subject to the relevant licence agreement and the special provisions in Part B of these GTC.
(2) If finished slide packages or presentations are purchased, the Customer shall be granted a licence unlimited in time exclusively for his own purposes. Extended rights of use, such as multiple or transferable rights of use, shall require a separate written agreement with the Provider.
(3) Training documents (training hand-outs) developed and compiled by the Provider are intended for the participants of the relevant training course only. Their disclosure to third parties is prohibited.
Section 6: Consumers' Right of Cancellation
The following right of cancellation shall apply to Customers who are consumers in the meaning of Section 13 of the German Civil Code (BGB). Consumer shall be deemed any natural person who enters into a legal transaction for a purpose that cannot be attributed to his or her commercial or freelance professional activity.
- Cancellation instructions -
Right of cancellation
You may revoke, without indicating reasons, your declaration on concluding the contract within 14 days in text form (e.g. letter, telefax, email) or, if the item is provided to you prior to the expiry of this period, also by returning the item. The period shall commence upon receiving these instructions in text form, but not earlier than upon the receipt of the goods by the recipient (and, in case of recurring supplies of equal goods, not before the first part delivery is received), not before the conclusion of contract in case of services and also, in general, not before the fulfilment of our duties to inform according to Article 246 Section 2 in conjunction with Section 1 Paragraphs 1 and 2 of the Introductory Act to the German Civil Code (EGBGB), as well as our duties according to section 312g Paragraph 1 Sentence 1 BGB in conjunction with Article 246 Section 3 EGBGB. To comply with the cancellation period, timely sending of the cancellation notice or the item shall be deemed sufficient. The cancellation notice shall be sent to:
Strategy Compass GmbH
Consequences of cancellation
In case of a valid cancellation, the mutually received goods and services shall be returned and benefits derived therefrom (e.g. interest), if any, shall be surrendered. You shall reimburse us to the extent you are not able, partially not able or able in a deteriorated condition only, to return or surrender to us the rendered services and uses (e.g. benefits from use). This may lead to a situation whereby you will be obliged to meet the contractual payment obligations for the period until the date of cancellation. You are only obliged to reimburse for any deterioration of the item and for uses made to the extent such uses or deterioration are attributable to handling the item beyond the purpose of testing the properties and the operation of such item. "Testing the properties and the operation" shall mean testing and trying the relevant good as it is possible and common, for instance, in a retail shop. Goods consignable by parcel shipment shall be returned at our cost and risk. Goods not consignable by parcel shipment will be collected from you. Obligations to refund payments shall be met within a period of 30 days. This period shall commence for you upon sending your cancellation notice or returning the relevant item and shall commence for us upon their receipt.
For the provision of services your right of cancellation shall cease to apply if the contract has been completely fulfilled on your express wish before you have exercised your right of cancellation.
- End of cancellation instructions -
Exclusion of the right of cancellation
The right of cancellation shall not apply to contracts for the delivery of goods manufactured to Customer's specifications, or clearly tailored to personal needs, or not suited for being returned due to their nature, or being quickly perishable, or with an expiry date having been exceeded, to contracts for the supply of audio and video recordings or of software if the delivered data media have been unsealed by you as well as to contracts for the delivery of newspapers, journals and magazines (unless you have made your contractual statement for the delivery of newspapers, journals and magazines by telephone).
(1) Technical data, specifications and performance parameters expressed in public statements, in particular in advertising materials, shall not be deemed information on quality. The functionality of the software, first of all, conforms to the product description and additional agreements made thereto. Moreover, the software shall be suited for the purpose intended under this contract and otherwise exhibit a quality as is common for software programs of a similar type.
(2) The Provider shall provide the software in a condition suited for the contractually agreed purpose. Unless provided otherwise, the Provider shall not be obliged to adjust the software to modified conditions of use as well as technical and functional developments (e.g. modifications to the basic software or the IT environment, in particular modifications to the hardware or the operating software). The same shall apply to any adjustment to the range of functions of competitive products or the provision of compatibility with new data formats.
(3) The warranty period shall be 1 year following the provision of the good and, in case of downloads, from the time of making the download available.
(4) In addition, warranty shall be subject to the legal regulations.
Section 8: Liability
(1) The Provider shall assume liability in case of wilful conduct and gross negligence. For slight negligence he shall be only held liable in case of violation of a material contractual obligation the fulfilment of which is essential for the proper performance of the contract and the observance of which the Customer may regularly rely on (cardinal obligation) as well as in case of damage to life, limb or health.
(2) In case of slight negligence liability shall be limited to the sum of the foreseeable damage the occurrence of which must be typically expected.
(3) The Provider shall not be held liable for any loss of data and/or programs to the extent the damage is caused by the failure of the Customer to perform data backups and, hence, ensure that lost data can be restored at reasonable expense.
Section 9: Data Protection
Section 10: Final Provisions
(1) Any modification or amendment to the contractual agreements shall be made in writing. This shall also apply to any waiver of the written form requirement.
(2) The law of the Federal Republic of Germany shall apply with the exclusion of the UN Sales Convention. Mandatory regulations of the state in which the Customer has his habitual place of residence shall remain unaffected.
(3) The place of performance shall be Düsseldorf. If the Customer is a merchant, a legal entity under public law or a special public-sector fund or has no general place of jurisdiction in the Federal Republic of Germany, the place of jurisdiction for all disputes from this contract shall be Düsseldorf. This shall not affect mandatory legal regulations about exclusive legal venues.
(4) If one of the provisions of the contract, or part thereof, or any provision incorporated in the contract at a later time, or part thereof, be or become invalid or a gap is found in this contract, this shall not affect the validity of the remaining provisions. Such invalid provision or gap shall be replaced by a valid and enforceable provision coming closest to the legal and economic intentions of the parties or the will of the parties regarding the purpose of this contract if they had considered that matter when concluding this contract. If the invalidity of a provision is attributable to the extent of fulfilment or time (period or point of time) defined in the relevant provision, this provision shall be deemed agreed with the legally permissible extent coming closest to the initially agreed extent.
Part B – Licence Conditions for the QuickSlide Software
Section 1: Subject Matter of Contract
(1) The QuickSlide software (hereinafter referred to as the "Software") is protected by copyright for Strategy Compass GmbH, Engerstrasse 21, D-40235 Düsseldorf, email: firstname.lastname@example.org, website: www.strategy-compass.com.
(2) The Customer is aware that the use of a suitable version of the Microsoft PowerPoint software is a precondition for running the contractual Software. The present agreement does not include that standard software. Therefore, the Customer shall be required to acquire the necessary rights for the Microsoft PowerPoint software separately.
(3) The Provider makes the Software available to the Customer for downloading. Installation or configuration of the Software shall be the responsibility of the Customer, unless agreed otherwise between the parties.
Section 2: Grant of Licence
(1) The Provider grants the Customer the simple, non-exclusive and non-transferrable right for the term of contract to use the Software to the agreed extent, in particular with reference to the type and number of licence users (Licence).
(2) The use of the provided Software shall only be permitted on that computer on which the Software has been initially installed and activated. Any new installation of the Software on another computer, irrespective of the reason, shall require its new activation by the licensor. An additional licence fee shall be paid for any use of the provided Software on any additional computer.
(3) The Customer shall not be entitled without the consent of the Provider to sell, lend or hire out the Software, or to make it available in any other way, or to sublicense the Software, or communicate it to the public. This shall also apply to other representations of the Software, e.g. in tutorials or screenshots.
(4) The full version cannot be used until after an appropriate licence key or trial licence key has been acquired. However, the Software may be used to a limited extent even without such key as a trial version for 30 days.
(5) The Customer shall not be entitled to remove or circumvent the existing protective mechanism of the Software provided to protect it from unauthorised use. Subject to any inalienable legal rights, the Customer shall not be entitled to duplicate the Software.
(6) The Customer shall be granted a non-exclusive right unlimited in time and place to use the standard slides and standard graphic elements delivered together with QuickSlide in the framework of Microsoft PowerPoint presentations. If slides and graphic elements are specifically manufactured for the Customer, he shall be granted an exclusive right of use to this extent. The right of use shall always be limited to the PowerPoint presentations developed by the licensee, shall not be transferrable and shall exclude presentations and presentation templates intended for resale.
(7) If the Customer violates any of the above provisions, all rights of use granted under the contract shall become void immediately and shall revert automatically to the Provider. In this case the Customer shall discontinue the use of the Software immediately and completely, delete any copies of the Software installed on his computers and delete, or hand over to the Provider, all backup copies made, if any.
Section 3: Remuneration
The Customer shall pay the Provider the agreed licence fee.
Section 4: Protection of the Software
The Customer shall be obliged to take suitable measures in order to protect the Software from the access by unauthorised third parties, in particular, to keep all copies of the Software in a safe place.
Section 5: Term and Termination
(1) Unless a licence unlimited in time is expressly granted, the licence agreement shall be limited in time for the agreed term of licence. The right of termination for convenience shall be excluded. This shall not affect the right of extraordinary termination for cause.
(2) In case of a licence limited in time, the contract shall be renewed automatically for the agreed term, unless one of the parties terminates the contract with one month's notice to the end of the agreed term.
(3) Any termination of the licence agreement shall be made in text form (Section 126b of the German Civil Code (BGB)).
Contact details of Provider:
Strategy Compass GmbH
Telephone: +49 (0)211 4939 6394
Commercial Register: Local Court of Düsseldorf, HRB 60903
represented by Managing Directors Achim Sztuka and Sebastian Bartl
VAT ID No.: DE265631695