Terms and Conditions

General Terms and Conditions of Lagodka Software Projekte GmbH for deliveries, services and software licenses

A. Contractual Basis

These terms apply to all contractual relationships and pre-contractual negotiations with customers, regardless of the type and scope of the service, including ongoing and future business relationships. Conflicting terms of customers or third parties apply only if expressly accepted in writing by Lagodka Software Projekte GmbH.

A contractual obligation is generally entered into only when the type and scope of performance and consideration have been agreed in writing by both parties. Later oral amendments become effective only after written confirmation.

B. Provision of Software

Lagodka Software Projekte GmbH grants the customer a non-transferable and non-exclusive right to use the software and documentation specified in the order or invoice for an unlimited period, unless otherwise agreed.

Contractual use includes loading instructions or data of a program into the agreed hardware for processing and creating a machine-readable backup copy. The scope of use, performance and specific program properties are determined by the documentation supplied with the software.

The customer may use the software on the number of workstations for which license fees have been paid. Workstations include connected remote workplaces and temporary portable computers where they replace licensed workstations.

C. Ownership, Copyright and Source Code

The software and documentation remain the property of Lagodka Software Projekte GmbH. Copyright and usage rights remain with Lagodka Software Projekte GmbH, including where the customer modifies the software or connects it with other programs.

Changes to the program code by the customer require prior written consent. Source code is provided only on the basis of an explicit written agreement regarding type, scope and additional remuneration.

D. Payment

The customer owes the agreed license fee or project remuneration according to the order, invoice or individual agreement. Unless otherwise agreed, invoiced services are payable in accordance with the terms stated in the invoice.

If the customer is in default with due payments, Lagodka Software Projekte GmbH may charge default interest in accordance with applicable law.

E. Customer Duties

The customer must protect software, documentation, operating materials and program-specific knowledge from unauthorized access by third parties. Copyright notices and ownership markings must not be removed or changed.

The customer must provide the information, documents, test data, access and competent contacts necessary for implementation, adaptation, installation and testing.

F. Software Adaptation and Change Requests

The customer must describe software requirements in good time and in a suitable written form. If requirements change, the parties will agree on the effects on remuneration, schedule and scope. If no agreement is reached, the order may continue without the requested change.

G. Delivery, Acceptance and Warranty

Delivery dates are non-binding unless expressly agreed as fixed dates in writing. Installation and commissioning are carried out in coordination with the customer.

After installation and testing, the customer is asked to accept the software. Acceptance may not be refused due to insignificant defects. Lagodka Software Projekte GmbH warrants that the software substantially corresponds to the documentation during the statutory or agreed warranty period.

The customer must report defects in writing without undue delay and describe them in sufficient detail to allow verification. Lagodka Software Projekte GmbH may remedy defects by correction, replacement delivery or a suitable workaround.

H. Training

Where agreed, Lagodka Software Projekte GmbH provides training to enable users to operate the delivered software. The customer must provide the technical equipment required for training at the training location.

I. Liability, Confidentiality and Data Protection

Lagodka Software Projekte GmbH is liable for intent and gross negligence in accordance with statutory provisions. In cases of slight negligence, liability is limited to breach of material contractual obligations and to foreseeable, typical damages, unless mandatory law provides otherwise.

Both parties must keep business and trade secrets confidential for an unlimited period and may use confidential information only for the respective contractual purpose. Data protection requirements must be observed by both parties.

J. Rights at the End of Use

After termination of a contract, items provided for use must be returned. Software for which rights of use were granted for a limited period must be returned or deleted as agreed, and documentation must be returned where required.

K. Governing Law and Jurisdiction

The business relationship is governed exclusively by the law of the Federal Republic of Germany. The place of performance is Hamburg unless otherwise agreed. Where legally permissible, the place of jurisdiction is Hamburg.

L. Severability

If individual provisions of these terms or related individual agreements are invalid in whole or in part, the validity of the remaining provisions is not affected. The invalid provision is replaced by a valid provision that comes closest to the economic purpose of the invalid provision.