a) These General Terms and Conditions (GTC) apply only to business with entrepreneurs within the meaning of § 14 of the German Civil Code (BGB), including corporations, institutions and foundations under public law. They are an integral part of all offers and contracts of RADACOM GmbH, hereinafter referred to as "RADACOM", and apply in their respective valid version to all future business with RADACOM as well. For business with private individuals, these GTC apply to the extent that the individual provisions are legally permissible.
b) For individual types of business (e.g. rental), supplementary conditions apply which, in the event of conflicting provisions, take precedence over these General Terms and Conditions.
c) Conflicting terms and conditions of the customer are expressly rejected. They apply only if agreed in writing. If RADACOM recognises other conditions in an individual case, the General Terms and Conditions of RADACOM apply to all matters not regulated therein.
d) For the purpose of credit assessment, RADACOM reserves the right, in the context of initiating business, to obtain address and creditworthiness data, including data determined on the basis of mathematical-statistical procedures. To decide on the establishment, performance or termination of the contractual relationship, RADACOM collects or uses probability values, the calculation of which includes, among other things, address data.
e) The version of these provisions published on the RADACOM website at the time the order is placed shall apply.
a) Offers from RADACOM are subject to change unless they are expressly marked as binding. The contract with the customer is only concluded upon order confirmation by RADACOM or upon handover of the item.
b) The general list prices of RADACOM valid on the day of delivery or performance apply, plus any delivery, installation, programming and insurance where applicable.
c) RADACOM reserves the right to change the conditions granted to the customer, possibly even over a long period. The customer may not invoke any customary right in this respect. The new conditions apply to contracts newly concluded from the day of their publication.
d) RADACOM reserves the right to staggered partial delivery and partial performance. Such partial deliveries and partial performances are processed and invoiced separately.
a) The risk passes to the customer upon handover to the transport company; this also applies if RADACOM chooses the means of transport and the transport company, and even if RADACOM bears the transport costs.
b) The goods are shipped in suitable packaging chosen by RADACOM. Unless otherwise marked, any shipping costs incurred are to be borne by the customer.
c) Before signing for receipt, the customer must check deliveries for completeness of packages and external transport damage and, where applicable, refuse to sign. The customer must report complaints to RADACOM immediately.
d) Transport and other insurance are only deemed agreed if they are explicitly listed in writing.
a) Invoices from RADACOM are payable immediately and without deduction, unless RADACOM expressly grants other payment terms.
b) Invoices from RADACOM are deemed originals even if they are transmitted or retrieved electronically.
c) If financing costs are added to the invoice amount, these are deductible if the payment term specified there is met.
d) The decisive factor for all payment dates is the date of receipt of payment by RADACOM. This also applies to the validity of cash discounts and other date-dependent payment reductions.
e) 7 days after expiry of the specified payment term, but at the latest 30 days after invoicing, default occurs automatically, unless other provisions have been expressly agreed in writing. In the event of default, RADACOM is entitled to charge a flat fee of € 5 per written reminder for processing and postage. Default interest is charged at 8 percentage points p.a. above the respective base interest rate published by the Deutsche Bundesbank in the Federal Gazette. In addition to the statutory provisions, RADACOM is entitled to charge higher default interest if RADACOM can prove higher damage.
f) In the case of partial payments, the settlement of ancillary claims such as shipping costs, reminder fees or default interest takes precedence over the principal claim (e.g. value of goods). Accordingly, the retention of title only expires upon payment of the full amount owed at the time of payment.
g) In the event of default of payment or other acts or omissions that conflict with the customer's obligations arising from the business relationship, all cash discounts, bonuses, rebates and other payment reductions granted to the customer, including those under other contracts, are deemed void.
h) If payment by direct debit, debit order or credit card has been agreed, or if the customer fails to meet their payment obligation fully or on time, RADACOM is entitled to initiate a corresponding booking without separate confirmation by the customer. The customer is obliged to provide RADACOM with the necessary data completely and truthfully and to ensure sufficient account coverage. RADACOM is entitled to store this data and to use it for all transactions serving the settlement of payment obligations by the customer, possibly also from other contracts, and to pass it on to debt collection companies, bailiffs etc. for the purpose of enforcement. The data is not otherwise used or passed on to third parties for other purposes.
i) When goods are processed by the customer, RADACOM is deemed the manufacturer and acquires co-ownership of the newly created items. If processing is carried out together with other materials, RADACOM acquires co-ownership in the ratio of the invoice value of RADACOM's goods to that of the other materials. If, in the event of combination or mixing of RADACOM's goods with an item of the customer, the latter is to be regarded as the main item, co-ownership of the item passes to RADACOM in the ratio of the invoice value of RADACOM's goods to the invoice value or, in the absence thereof, to the market value of the main item. In these cases, the customer is deemed the custodian.
j) The customer is entitled to dispose of the goods owned by RADACOM in the ordinary course of business as long as they meet their obligations from the business relationship with RADACOM on time.
k) In the event of the customer's default of payment, RADACOM is entitled to set a grace period for payment and thereafter to demand the temporary surrender of the goods owned by RADACOM.
l) The customer hereby assigns to RADACOM, by way of security, all claims arising from the sale or processing of goods to which RADACOM holds ownership rights, to the extent of RADACOM's ownership share in the goods sold.
m) Upon request, the customer must provide RADACOM with all necessary information about the whereabouts of the goods still owned by RADACOM and the claims assigned to RADACOM. After default occurs, the customer must immediately inform their customers of the assignment.
n) If the value of the securities exceeds RADACOM's claims by more than 25%, RADACOM will, at the customer's request, release securities of RADACOM's choice to that extent.
a) The functionality of radio-technology devices and systems always depends in part on the ambient conditions; RADACOM can therefore not guarantee that the material supplied can be used at any time and in any place. RADACOM is not liable for disturbances or interruptions of radio traffic caused by electromagnetic emissions of third parties.
b) The customer must subject deliveries and services from RADACOM to a function test immediately upon receipt, but at the latest within eight days, and must report any identifiable defects in writing with precise details of the defect.
c) In the case of justified complaints, RADACOM will, at its own discretion, exchange the goods, take them back, grant the customer a price reduction and/or rectify the goods or service. If the exchange of the goods or the rectification of the goods or service also proves unsuccessful, RADACOM will grant the customer the right to rescission or reduction.
d) Supplied operating instructions, notes and other documentation must be read thoroughly before commissioning the goods. In the event of comprehension problems, these must be clarified with RADACOM before commissioning.
e) If the goods supplied or services rendered by RADACOM are examined at the customer's request by RADACOM or a third party commissioned by RADACOM, and no defect of the goods or service attributable to RADACOM is found, the customer must reimburse RADACOM for the expenses incurred. This applies in particular if the device was operated incorrectly by the customer. Minor deviations from standards that do not impair the usability of the device are excluded from the warranty.
f) A warranty for defects not reported in time is excluded. If the customer has made or had changes made to the delivery or service item, the warranty also lapses in this respect.
g) The liability for damages of RADACOM, RADACOM's legal representatives or vicarious agents is limited to the contract-typical, foreseeable damage which usually corresponds to the contractually agreed value of the delivery or service, unless the damage relates to life, body or health.
h) If RADACOM's obligation to pay damages is based on the only slightly negligent breach of non-essential ancillary obligations, the liability for damages of RADACOM, RADACOM's legal representatives or vicarious agents is excluded, unless the damage relates to life, body or health.
i) RADACOM is not liable for the direct and indirect consequences of war, terror, riot, looting, gathering of crowds and the defensive measures caused thereby, sabotage, operational and traffic disruptions, accidents, strike, lockout and the work stoppages caused by them and their consequences, shortage of raw materials and energy, acts of public authority, damage by animals and plants, other natural events and cases of force majeure, even if these events occur at suppliers. The same applies to any other unforeseeable or unavoidable event that prevents RADACOM from fulfilling its contractual obligations, provided that RADACOM has demonstrably applied the care required to avoid damage and losses. Such events release RADACOM from the obligation to deliver and perform for the duration of the disruption and to the extent of its effects, and allow RADACOM to withdraw from the contract in whole or in part, insofar as they make the execution of the affected business impossible or economically unreasonable for RADACOM.
a) RADACOM assumes no liability whatsoever that the audiovisual programmes, recordings of image and sound, written or pictorial representations, photographs or other works produced, provided or created in cooperation with the customer on the customer's behalf are free from any third-party rights. If such rights are asserted by third parties against RADACOM, the customer is obliged to indemnify RADACOM against such third-party claims.
b) RADACOM is entitled to list company names, places of production, performance and deployment as well as titles of the projects for which RADACOM was directly or indirectly active in its reference lists and to report on these references, provided that the customer does not expressly object to this or a public mention would clearly be inappropriate in the individual case.
c) The name RADACOM, the designed lettering and the logo are protected trademarks and may only be reproduced with the express permission of RADACOM and only in unaltered form. Products manufactured by RADACOM must remain recognisable as such in the customer's depiction and may not be altered, provided with other manufacturer or product names, or changed in their appearance in any way that is likely to raise doubts about the origin of the devices.
d) Names, distribution marks, logos and signs of RADACOM, including those not registered as trademarks but which can clearly be associated with RADACOM, may only be used with the express permission of RADACOM (e.g. through a sponsorship agreement), including in connection with sponsorship agreements or other support or discounts.
e) If a mention of the name or reproduction of the RADACOM logo or other signs is agreed, this may only be done on the basis of the templates or files provided and agreed by RADACOM and in accordance with the specifications stated by RADACOM such as size, background, etc. The use of pixel-based files as a template is only permitted if the highest possible resolution is chosen and a vector-based template cannot be used for technical reasons, is not available or would provide a visual result that corresponds less to the original.
a) The place of performance and payment for RADACOM and the customer, as well as the exclusive place of jurisdiction including dunning and enforcement proceedings, is Lippstadt.
b) These provisions enter into force upon their publication on the RADACOM website and thereby replace all previous versions of these provisions.
c) Should individual provisions of the above conditions be or become invalid or unenforceable, the validity of the remaining provisions of the contract shall not be affected. In this case, the invalid or unenforceable provision shall be replaced by the contracting parties with a valid or enforceable one that comes closest to the intended regulatory objectives. The same applies to filling any gaps in the contract.
This English text is a translation provided for convenience only. In the event of any discrepancy or dispute, the German version is solely authoritative and legally binding.