I. General Terms & Conditions

1. Scope of the General Terms and Conditions
These General Terms and Conditions (GTC) apply to all current and future business relationships between us, liop®, and our customers. Our offer is directed exclusively at commercial or self-employed customers and thus entrepreneurs within the meaning of § 14 BGB (German Civil Code). If the customer uses conflicting or supplementary general terms and conditions, their validity is hereby objected to; they will only become part of the contract if we have expressly agreed to them.

2. Contractual partner, conclusion of contract
The contract of sale or other contract is concluded with the

liop license optimisation GmbH
Leopoldstr. 2-8
32051 Herford
Deutschland

Hereinafter referred to as "liop®".

II. Software trade

3. Website
The presentation of products on our website (www.liop.com) does not constitute a legally binding offer, but a selection of certain software products as an online catalogue. The illustration of the software packaging serves illustration purposes and does not correspond to the delivered packaging.You can initially place our products in the shopping basket without obligation and send us your non-binding purchase enquiry via a form. You can correct your entries at any time before sending the form and cancel the enquiry at any time, e.g. by closing the browser.We will contact you following your enquiry and - if the relevant product is available - send you a binding offer, which you can then accept. Unless expressly stated otherwise, acceptance of an offer is only possible within four weeks of receipt by you.

4. Telephone, other communication
If you contact us in any other way by telephone, e-mail or similar, we will contact you following your enquiry and - insofar as the product you have enquired about is available - send you a binding offer which you can then accept. Unless expressly stated otherwise, acceptance of an offer is only possible within four weeks of receipt by you.

5. Service area, service content, conclusion of contract
liop® sells software licence rights exclusively within Europe. The service content is therefore the transfer of the software licence for software programs. The service area is the countries of the European Union, the other member states of the European Economic Area (EEA) and Switzerland. The scope of the right to use the software licence is governed by the mandatory provisions of copyright law and the licence conditions of the rights holder (in particular the applicable contractual terms of use in accordance with PUR (Product Use Rights), EULA (End User License Agreement), etc.).

6. No service; system responsibility
If the customer acquires software licences from liop®, no further services, installation aids or the like are provided. The customer alone is responsible for the operability of the programs for which the license rights were acquired from liop® as well as all questions connected with the operation of the programs in the contractual relationship with liop®. liop® assumes no liability for software errors and their consequential damages. Claims are to be asserted with the manufacturer of the software if necessary.

7. Purchase by us
If we purchase software from you, the contract shall only be concluded by us confirming this in writing. In the case of so-called used software, we shall only purchase software which is your property without reservation and to which the manufacturer's distribution rights have been exhausted within the meaning of §69c No. 3 UrhG (German Copyright Act), in that

• it is software that has been placed on the market for the first time in the EEA with the consent of the manufacturer,
• a fee was paid in return for the software copy (software licence),
• the right associated with the purchased software has been granted permanently (for an unlimited period),
• with the purchase, the first purchaser was also entitled to use updates or supplements to the products, etc., and
• the first and any intermediate purchasers have rendered their software copies unusable without exception.

You as the seller guarantee us the existence of these (cumulative) prerequisites as well as the consequently existing right to use the software as intended. You shall provide us with all contract-related documents (software licence agreement, licence conditions, etc.). For this purpose, you shall make a written declaration, in particular regarding the rendering useless, on a template according to our specifications before a lawyer, tax advisor, auditor or notary to be named by the purchaser at our expense. For data protection reasons, this shall be done without disclosing the parties involved in the acquisition chain, but with reference to the specific subject matter of the contract. If the aforementioned declaration is not provided within two weeks after conclusion of the contract, we shall be entitled to withdraw from the contract without setting a deadline and to claim damages. Legal claims remain unaffected.

8. Terms of delivery
Shipping costs are always added to the stated product prices. You can find out more about the shipping costs in our offers. We deliver by mail order and also electronically (by e-mail). It is not possible to collect the goods yourself.

9. Retention of title
The goods sold by us remain our property until full payment has been made. We retain title to the goods until all claims arising from an ongoing business relationship have been settled in full. You may only resell the goods subject to retention of title in the ordinary course of business, provided that you retain title and the claims arising from the resale are transferred to us. You hereby assign to us all claims (including value added tax) arising from this resale in the amount of the invoice amount, and we accept this assignment. You remain authorised to collect the claims, but we may also collect claims ourselves insofar as you do not meet your payment obligations. If the reserved goods are processed, combined or mixed with other goods, we shall be entitled to co-ownership of the new item in the ratio of the invoice value of the reserved goods to the invoice value of the other goods used.

10. Warranty and guarantees
Unless expressly agreed otherwise below, the statutory law on liability for defects shall apply. Accordingly, warranty rights of the customer presuppose that the customer has duly complied with its inspection and complaint obligations owed under § 377 of the German Commercial Code (HGB). The limitation period for claims for defects is one year from the transfer of risk; the statutory limitation periods for the right of recourse according to § 478 BGB remain unaffected. Only our own specifications and the manufacturer's product descriptions included in the contract shall be deemed to be an agreement on the quality of the goods; we shall not assume any liability for the manufacturer's public statements or other advertising statements. If the delivered item is defective, we shall first provide subsequent performance at our discretion by remedying the defect (rectification) or by delivering a defect-free item (replacement).

III. Training and education

11. Booking and cancellation
The participation fee for training courses and trainings is due 28 days before the start of the training course or training. For registrations at short notice, the fee is due three working days after the registration date, at the latest on the day of the event. Timely payment is essential for liop®. If payment is not made by the due date, liop® therefore has the right to withdraw from the contract and to allocate the place in the training to someone else.

You can cancel your participation up to 6 weeks before the start of the event for a refund of the fee. Up to 4 weeks before the start of the event, we will refund 40% of the fee. Cancellations must be made in writing; cancellations by telephone will not be accepted. For each person whose participation has been cancelled, we will charge a handling fee of € 25 plus VAT. However, instead of cancelling, we offer you a free rebooking for another event with the same fee. This free rebooking option cannot be used repeatedly for the event to which you have rebooked. Instead, you also have the option of sending a substitute person to the event.

If you neither cancel your participation in time, nor name a paying substitute person, nor make use of our rebooking option, we must insist on payment of the full participation fee.

We reserve the right to cancel training courses if the number of participants is too low (at the latest 2 weeks before the start), if the speaker is unable to attend, if the hotel is closed, if there are official bans or in cases of force majeure. In this case, we will refund the participation fee paid. Further claims are excluded, except in cases of intentional or grossly negligent behaviour on the part of our employees or other vicarious agents. We expressly reserve the right to make changes to the programme, provided that the overall character of the event is thereby preserved.

12. Content and documents
liop® is not liable for the content of training courses or the accompanying working documents, unless there is intentional or grossly negligent fault on the part of one of our vicarious agents.

The working documents issued and made available on the internet are protected by copyright and may not be reproduced - not even in part - without our consent.

IV. Other regulations

13. Reimbursement of travel expenses
For training, education and consulting services, travel expenses will be reimbursed as follows upon presentation of receipts:

• If travelling by car: 80 cents per kilometre travelled
• If travelling by plane: costs for economy flights
• If travelling by train: 1st class tickets
• Hotel costs after prior consultation with the client

Travel time is compensated at half the agreed hourly rate.

14. Prices and payment
Unless otherwise indicated, all prices are subject to the statutory value added tax (VAT) of currently 19%. Our invoices are payable without deduction (discount) - unless otherwise agreed in writing - within 7 days. Payments shall be made exclusively to the account specified in the invoice document.

15. Data privacy
Data transmitted to us is stored in the EDP system. We use this exclusively for the fulfilment of contractual obligations (Art. 6 para. 1b DSGVO), based on your consent (Art. 6 para. 1a DSGVO) or based on legal requirements (Art. 6 para. 1c DSGVO). We process personal data in accordance with the provisions of the EU General Data Protection Regulation (DSGVO) and the Federal Data Protection Act (BDSG). For further details, please refer to our data protection notice.

16. Responsibility

We shall be liable, irrespective of the legal grounds, within the framework of the statutory provisions only in accordance with the following provisions:

We shall be liable without limitation for damages arising from injury to life, body or health as well as for damages based on intent or gross negligence by us or our legal representatives or vicarious agents, as well as for damages due to non-compliance with a guarantee given by us or in the event of fraudulent intent.

Outside of the aforementioned cases, we shall be liable, limited to compensation for the foreseeable damage typical for the contract, for such damage that is based on a culpable breach of material contractual obligations by us or one of our legal representatives or vicarious agents. Material contractual obligations are obligations the fulfilment of which is essential for the proper performance of the contract and on the observance of which the contractual partner may regularly rely.

We shall not be liable for other cases of slightly negligent conduct. Insofar as liability is excluded or limited, this shall also apply to our employees, workers, representatives, organs and vicarious agents. The provisions of the Product Liability Act remain unaffected.

17. Rights of retention
You are only entitled to exercise a right of retention insofar as your counterclaim is based on the same contractual relationship.

18. Closing provisions
The language version relevant for the conclusion of the contract is German. Our current GTC will be sent to you by e-mail or post at any time on request. German law shall apply to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG) and the norms of conflict of laws. The place of performance and exclusive place of jurisdiction for all disputes arising from contractual relationships between us and you is our registered office.