Terms and Conditions
of Rossmanith GmbH, Poststraße 41, 73033 Göppingen, GERMANY Valid as of: January, 2018
1. Material Scope
1.1. These Terms and Conditions form the basis of all contracts entered into by
1.2. These Terms and Conditions also form the basis for all future services, even if their applicability is not expressly restated.
1.3. Only our Terms and Conditions apply. Terms and conditions of other parties that conflict with these Terms and Conditions shall not be part of any contract, even if their non-applicability is not explicitly stated.
2.1 Quoted prices do not include applicable value added tax (VAT) unless otherwise explicitly stated.
3. Right to withdrawal
3.1 Rossmanith GmbH grants a 14-day right to withdrawal to the delivery methods “Ring binder with CD (for sample manuals)” and “CD with manual” (for QM software), beginning on the day the customer received the product. To meet the revocation time, the customer must inform us in writing or via phone in time.
3.2 The right to withdrawal is excluded, if the attached seals (e.g. licence seals) on the product were damaged or if there are other opening marks on the licence cards.
3.3 For the delivery method “Online delivery” we grant a discount of 10% (in words: ten percent) instead of the right to withdrawal.
3.4 We neither grant a right to withdrawal nor a discount for the delivery method “Online delivery + CD”.
3.5 For the software roXtra a right to withdrawal of 30 days is granted. The order date is decisive for the beginning of the revocation period. The right to withdrawal applies only to the licenses of the roXtra software. Services provided by Rossmanith GmbH until then will not be refunded.
4. Payment Terms
4.1. Payment is due within 14 days of receipt of the invoice with no deductions, unless a specific due date is agreed upon in writing.
4.2. Bills of exchange, checks and other remittance orders are not accepted. Exceptions may be made for fulfillment purposes.
4.3. Customer may only offset amounts due against undisputed or legally enforced claims. Customer may only withhold payment for claims arising from the same contractual relationship.
4.4. For late payment by Customer, Rossmanith GmbH may charge interest in the amount of 9% over the applicable base interest rate.
4.5. Regardless of the established payment terms, Rossmanith GmbH has the right to require advance payment for its services if, per an objective evaluation, Customer’s financial situation is deemed to have significantly worsened since entering into the contract, especially if Customer has payments outstanding to Rossmanith GmbH. In this case, Rossmanith GmbH may also suspend further services until Customer has paid all overdue receivables from the relevant contractual relationship or from previous contracts financially related thereto.
5. Delivery and Delays
5.1 For sample manuals, articles of the category accessories and the software products AuditMan, ISOdok and roC.A.Q. the delivery period is 14 days from receipt of the order.
5.2 The delivery period for the software roXtra is 14 days from the provision of the prepared server by the customer.
6. Retention of Title
6.1. All products supplied remain the property of Rossmanith GmbH until all amounts due under the contractual relationship and all other receivables due at the time of contract signing, including any penalties, are paid in full.
7.1. The parties shall refrain from sharing with third parties or publicizing or exploiting (except for the purposes of this contract) or otherwise using information that the other party has a legitimate interest in keeping confidential (financial information, knowledge, personal information, etc.) or that is marked confidential.
7.2. Upon request, the parties shall return all documents received during contract fulfillment to the other party.
7.3. Electronically transmitted documents shall be finally deleted from all storage media at the request of the other party unless they are subject to statutory or official retention periods.
8.1. Defects in licensed products and software, including manuals and other documentation, shall be resolved by Rossmanith GmbH within two years of delivery following appropriate notification by the licensee. Rossmanith GmbH may choose to either repair or replace the products free of charge. In the case of replacement, the buyer is required to return the defective item.
8.2. If the defect cannot be remedied within a reasonable amount of time, or if repair or replacement is deemed unsuccessful for other reasons, the licensee may request a reduction in fees or withdraw from the contract. Repair or replacement shall not be considered unsuccessful unless: Rossmanith GmbH has been given ample opportunity to repair or replace the product without success; repair or replacement is impossible; repair or replacement is rejected or unreasonably delayed by Rossmanith GmbH; there is sufficient reason to doubt the success of repair or replacement; or repair or replacement is otherwise considered unreasonable.
9.1 Rossmanith GmbH excludes the liability of its legal representatives and executive employees for slightly negligent damages. Furthermore, the liability of all vicarious agents for slight and gross negligence is excluded.
9.2 Liability for the breach of duties which are indispensable for the proper execution of the contract shall remain unaffected. Furthermore, all exclusions of liability only apply insofar as they do not result from injury to life, body or health or claims under the Product Liability Act are affected.
9.3 Liability for data loss is limited to the typical costs of restoring data from regularly conducted, risk-appropriate backups.
10. Agreements in Writing, Jurisdiction
10.1 Additional agreements must be made in writing to be legally effective, unless the parties expressly agree on another form.
10.2 These Terms and Conditions and any contracts granted hereunder are subject to the laws of the Federal Republic of Germany to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods (CISG). Jurisdiction for all disputes in connection with this contract is Göppingen.