Terms and Conditions
General Terms and Conditions (“T&C”) of BetterTec Services GmbH (“BETTERTEC”)
The goods and services of BETTERTEC shall be fulfilled in accordance with the following T&C, insofar as nothing else has been expressly stipulated in writing. The delivery or receipt of goods and services shall be deemed to be acknowledgement of these T&C. These T&C shall also be effective for all future contracts without further reference to the same.
2. Retention of Title
Rented contract products shall remain property of BETTERTEC at all times and purchased products until fulfilment of all claims arising from the business relationship with the customer. In the case of current accounts the retention of title shall serve as security for the outstanding balance claim. The customer is committed to carefully maintain and insure goods owned by BETTERTEC. The customer shall have the revocable right to pass on the goods within the framework of properly conducted business operations subject to retention of title, but cannot pledge the goods or use them as security in any form. The customer shall bear the duties, risks, liability, taxes, duties and charges associated with the ownership, possession, acquisitions and operation of the object of purchase. They shall be liable for intentional or negligent damages as well as for negligent or accidental destruction or damage of the object of purchase. BETTERTEC shall be immediately notified of any damage or loss arising.
In event of access by third parties to the reserved goods, the Customer shall inform the third parties that the goods are owned by BETTERTEC and also notify BETTERTEC immediately in writing. In the case of resale to a third party, the customer shall ensure that the purchaser acknowledges the rights of BETTERTEC. In the event that the reserved goods are combined or mixed with other goods, BETTERTEC shall acquire a share of ownership proportionate to the reserved goods’ value relative to the other goods. In the event of late payment, also for other and future supplies or services provided by BETTERTEC to the customer, or in the event of a reduction in the customer’s assets, BETTERTEC shall assert its right to retention of title to the reserved goods by entering the business premises of the customer and reclaiming the reserved goods.
BETTERTEC shall ensure that the contract products are accurately described in the general product information and that they are fundamentally operational within this context. The technical data and descriptions in the product information alone shall not represent a guarantee of specific characteristics. Technical information, data and dimensions listed are based on the manufacturer’s information. They shall only be binding in this context. The content of BETTERTEC’ warranty obligations relates to those to whom BETTERTEC delivers the relevant item. During the warranty period, the customer shall immediately notify BETTERTEC of any defects that arise in as much detail as is discernible to them and, within reason, provide an indicative analysis of the problem and determine the error. BETTERTEC can repair or exchange faulty equipment within the scope of its warranty. At this point, the customer shall not be entitled to free replacement equipment. BETTERTEC reserves the right to design and technical changes that improve the functionality and quality of a product. Regarding software, BETTERTEC shall ensure that the contract products are not afflicted with defects, which also includes the absence of promised features. The manufacture of contract products shall be carried out with all due care. However, the parties shall be aware that with the latest technology it is not possible to exclude software defects under all conditions of use. The subject of the warranty is therefore software that essentially functions as described in the technical specification. To avoid loss of data, the customer shall commit to conduct backups at reasonable intervals or at least daily. Customer claims on supplementary performance, price reduction and contract withdrawal are excluded if the customer does not use the goods in accordance with the agreement, makes changes, allows a third party to make repairs or interferences or uses the goods together with products not expressly recommended in this capacity by BETTERTEC. This shall not apply when these actions have no influence on the defect. Also excluded from the warranty are defects or damages arising from operational wear and tear, normal abrasion or improper use; operating errors and negligent conduct by the customer; operation with the wrong type of current or voltage as well as connection to an inadequate power source; fire, lightning strikes, explosion or mains power surges; humidity of any type; wrong or defective program, software and/or processing data as well as any consumables, unless the customer proves that these circumstances are not the cause of the reported defect. The warranty shall also be void when the serial number, type designation or similar identifying marks have been removed or made unreadable. When a product is purchase, warranty claims against BETTERTEC commence on delivery to the customer and lapse six months after delivery. They are non-transferable. Irrespective of this, BETTERTEC shall pass on in full any further guarantee or warranty commitments from the manufacturers and suppliers to the customer, without assuming responsibility itself. Excluded from the warranty are expendable parts (e.g. print heads, batteries etc.) and damages arising from wear and tear and force majeure, failure to observe operating instructions as well as interferences made to the goods by the customer or a third party. We accept no liability for wrong information in product descriptions or operating instructions due to inadequate advice and the resulting consequences. In the event of non-compliance with payment terms, our warranty obligation shall lapse. In the case of services (e.g. contract programming), BETTERTEC guarantees solely the written range of functions.
In the event of a claim under warranty, rectification or replacement delivery shall be carried out at BETTERTEC’ option. Replaced items shall become the property of BETTERTEC. In the event that BETTERTEC does not resolve defects within a reasonable grace period set in writing, the customer shall be entitled to an annulment of the contract or reasonable reduction of the purchase price. In the event of improvement, BETTERTEC shall pay the labour charges. All other improvement costs as well as additional costs associated with a replacement delivery, in particular transport costs for the replacement part, shall be borne by the customer, insofar as these costs are not disproportionate to the order value. Should the inspection of a reported defect show that a warrant claim is not applicable, BETTERTEC shall be entitled to demand compensation for all costs. Inspection and repair costs shall be calculated at BETTERTEC’ current service prices. In the case of warranty / guarantee claim applications as well as repair orders and returns of any kind incurring costs, the customer shall observe any existing customer service process guidelines as amended or BETTERTEC’ corresponding procedures. Further customer claims, in particular due to consequential damage, are excluded.
4. Industrial Property Rights and Copyrights of Third Parties
BETTERTEC shall not warrant that the contract products shall not infringe upon industrial property rights or copyrights of third parties. The customer shall inform BETTERTEC immediately of all claims asserted against them for this reason. Where delivered products have been made according to the customer’s designs or instructions, the customer shall exempt BETTERTEC from all claims asserted by third parties due to the violation of industrial property rights and copyrights. A software license granted by BETTERTEC is non-exclusive, non-sublicensable, non-transferable and – in the case of a rent – limited for the duration of the rent period. No modification, customisation and manipulation of the software or reproduction of the consequential results is permitted. This shall not apply when this serves as error correction and BETTERTEC does not comply with its obligations in this regard within a reasonable period. It is not permitted to reverse engineer functions or employ any process to obtain the source code, where BETTERTEC has not made this accessible within a reasonable period of time to ensure the interoperability of an independently created computer program with other programs. The reproduction of software is not permitted with the exception of the installation and a backup copy which is indicated as such. The occasional transfer of software in whole or in part to third parties is not permitted. This applies to the letting, leasing, lending and transfer of rights of use within the scope of a continuing obligation. Trademark, copyright and other notices of proprietary rights shall not be altered or removed. The customer shall not purport to be the software owner or advertise BETTERTEC’ products without their express written approval. The customer shall commit to protect the software against improper use or rights violation by a third party. The customer shall commit to observe the afore-mentioned licensing terms and additional licensing terms attached to the software and shall only use the license for the purposes for which it is intended. The right of use shall lapse in the event of an infringement of this user agreement. In this case, BETTERTEC can demand the surrender or destruction of the software and all copies as they choose.
5. Minimum rental period, Postponement and Cancellation
The minimum rental period is 24 months per product (software or hardware) and is automatically extended by a further 12 months if the use is not terminated 3 months before the end of the period of use. In the event that the customer cancels a confirmed order in whole or in part, or in the event of an early return of contractual products, BETTERTEC is entitled, taking into account the minimum rental period and the actual period of use by the customer, to claim compensation for damages and loss of profit in the amount of the remaining rent. If a delivery date is postponed for reasons for which the customer is responsible, rental payments are due as if the delivery had been made on time. In the event of delay to acceptance, BETTERTEC has the right, in addition to the payment claim, to optionally specify a new delivery date or withdraw from the contract. After delivery, orders can no longer be postponed.
BETTERTEC can reclaim hardware that has been rented or borrowed as part of a test phase at any time with a period of 14 days (receipt by BETTERTEC). If the hardware is not returned within that period, BETTERTEC is entitled to invoice the customer for the items that have not been returned at their list price.
BETTERTEC shall not be liable for indirect damages, consequential damage arising from a defect or loss of profit. The personal liability of BETTERTEC employees is excluded. Claims for damages lapse six months after delivery or the provision of services.
7. Acceptance and Transfer of Risk
The customer shall check the goods immediately upon receipt for completeness and correspondence with the invoice. If no written complaint is made within a period of 8 days after receipt of the delivery, the goods shall be considered to have been accepted. Non-material defects that do not impair the functionality of the delivery item do not entitle the customer to refuse acceptance of the item. The risk is transferred to the customer with the dispatch of the delivery or part-delivery from the BETTERTEC distribution centre and transfer to the freight carrier or its representative, even if dispatch is arranged by BETTERTEC or carriage paid delivery is agreed. Special dispatch requests or instructions are placed with the order, otherwise delivery or part-delivery is made using best judgement, without liability for the cheapest form of transport. Where dispatch is delayed or impossible through no fault of BETTERTEC, risk shall be transferred to the customer upon notification of the delivery being ready for dispatch. These provisions also apply to returns after rectification of defects as well as paid services.
BETTERTEC dispatches goods well packed and in good order and condition. Should damage nevertheless occur in transport, this should be reported immediately to the carrier responsible according to the procedures provided by the carrier. Dispatch of goods is carried out at the customer’s risk. Insurance of the delivery or part-delivery against damage in transport shall only be guaranteed at the express wish of the customer.
8. Export and Import Permits
Products and technical expertise provided by BETTERTEC are intended to remain and be used in the country of delivery agreed upon with the customer. For any export of the contract products initiated by the customer, it shall be his own responsibility to obtain the necessary licenses from the respective export authorities before exporting such products. Any further delivery of contract products by customers to a third party, with or without the knowledge of BETTERTEC, shall at the same time require the transfer of the export license conditions. The customer shall be liable for the correct observance of these conditions with regard to BETTERTEC.
9. Returns / Exchanges
BETTERTEC sells or rents its products exclusively to companies. Returns and exchanges of purchased goods are only possible with express permission from BETTERTEC. Any costs and risk shall be borne by the customer. Should the right of return be granted to the customer, purchased goods must be returned within 8 days in good order and condition, in the original packaging and with copies of the invoice and delivery note included. Rented equipment can be exchanged at any time. Consumables, software and accessories shall be excluded from any refund. Costs and fees incurred for the performance of services by third parties (e.g. shipping costs) shall be born by the customer. In the case of unjustified returns, BETTERTEC reserves the right to return the goods in their original state at the recipient’s expense. The right of return of purchased goods shall never apply to unsealed storage media or to the delivery of goods manufactured to customer specifications (e.g. services or contract programming).
10. Price and Payment Conditions
Price lists, quotations and estimates are non-binding and can be exceeded by up to 10% without prior notification to the customer. All prices are net prices ex works BETTERTEC distribution centre unless stated differently.
Third-party costs that arise directly in connection with the provision of services, such as consumables, packaging, shipping, transport, insurance, customs, hosting and domain costs, are to be reimbursed by the customer and will, unless otherwise instructed in individual cases, billed on the basis of the actual expenses plus a reasonable surcharge for own services. Additional expenses, e.g. for customer-specific software development that goes beyond the scope of services, software adjustments, the creation of functional specifications and comparable documents, the implementation of risk analysis, tests and solution qualification (IQ/OQ/PQ etc.), user support as well as on-site appointments and all other expenses that go beyond the scope of services will be invoiced on the basis of our hourly rates (2023 = € 123.75). Travel costs incurred in connection with journeys for which the customer is responsible will be charged at €0.50/km, meal expenses within the framework of the tax lump sums and other travel costs on the basis of receipts. Unless otherwise indicated, all prices are net prices. The statutory sales tax will be charged additionally.
Payments are due within 30 days upon presentation of electronic invoice without deductions and regardless of money transfer costs to be paid in full to BETTERTEC via bank transfer. Subject to the exercise of further rights, in the event of a missed payment deadline BETTERTEC is entitled, without further reminder, to a claim for interest on arrears amounting to 5% over the current discount rate of the German Central Bank. BETTERTEC is not obligated to fulfil the contract unless the customer performs their contractual obligations as agreed, especially where invoices due remain unpaid. The offsetting or assertion of the right of retention on the basis of counter-claims not recognized by BETTERTEC or legally established is excluded.
11. General Provisions
Place of fulfilment and jurisdiction is Köln (Cologne), Germany. These T&C shall be subject to the legal requirements of the Federal Republic of Germany. Where one or more provisions in these T&C are or become ineffective, or where this text contains a legal loophole, the contract parties shall replace or supplement the ineffective or incomplete provision by mean of an appropriate ruling that corresponds with the economic purpose of the intended regulation as far as possible. The validity of the other provisions of the agreement remains unaffected. In the event of inconsistencies between the German language version and other versions of these T&C, the German language text shall prevail.