Terms of Service

between

freedom manufaktur GmbH, located at Starnberger Straße 8, 14612 Falkensee, Germany, managing directors: Christian Zander, René Vierkorn, telephone number: +49 (3302) 27 27 06, email address: , registered in the commercial register of the Berlin Charlottenburg district court, business registration number: HRB 168881, VAT-ID. DE 304592201, hereinafter “freedom manufaktur”,

and

the customer.

As of: 07.05.2018

§ 1 General Provision

(1) These general terms and conditions apply to all contracts concerning the temporary leasing and use of license programs by freedom manufaktur to the customer. The special terms and conditions apply at the latest upon conclusion of the contract.
(2) The offer of the freedom manufaktur website is intended for customers who are consumers and entrepreneurs, but only to ultimate consumers.
(3) Terms and conditions of the customer do not apply.
(4) In addition to the general terms and conditions, the contents of the license certificate or other documents made available by freedom manufaktur in connection with the license program may result in additional contract components.
(5) freedom manufaktur reserves the right to change these terms and conditions at any time, as long as there are valid reasons. In particular if the legal position or jurisdiction has changed and / or this is necessary due to technical changes or further developments, regulatory gaps in the terms and conditions or other equivalent reasons, and as long as it not an unfair disadvantage to the customer.

Changes to the terms and conditions shall be communicated to the customer in written form or by e-mail at least six weeks prior to their entry into force. The changes shall take effect if the customer does not object in written form or by e-mail within this period of six weeks (starting after receipt of the written change notification) and if freedom manufaktur has informed the customer of this legal consequence in the change notification.

§ 2 Definitions

(1) “License Program” or “Software” means the original program mentioned in the attached license certificate as well as complete or partial copies thereof. A license program may include (a) machine-readable instructions and data, (b) components, files and modules, (c) audiovisual content (eg, illustration, text, records, or images) and (d) associated licensing material (e.g. key and documentation).
(2) For the purposes of these general terms and conditions, a consumer is any natural person who concludes a legal transaction for purposes which can be attributed to neither his commercial nor his independent professional activity.
(3) An entrepreneur is a natural or legal partnership or a legal partnership which, when concluding a legal transaction, acts in the course of its commercial or independent professional activity.
(4) Distance contracts shall mean contracts in which the trader or a person acting on his behalf or on behalf of the contractor and the consumer uses only means of distance communication for contract negotiations and the conclusion of the contract, unless the contract is concluded within the framework of a distribution or service system organized for distant selling. For the purpose of this Act, means of distance communication are means of communication that can be used to initiate or conclude a contract without the parties being physically present at the same time, such as letters, catalogs, telephone calls, faxes, e-mails, (SMS) messages sent via the mobile service, as well as radio and tele-media.

§ 3 Subject of the contract

(1) Subject of the following general terms and conditions is the conclusion of fee-based license agreements between freedom manufaktur and the customer, whereby the customer is granted a temporary right to utilize the licence program or software.
(2) Prices, condition terms and technical details of the license program are set out in the license or service description.

§ 4 Offer and conclusion of the contract

(1) The provision of the license programs or software on the website of freedom manufaktur is not a binding offer, but is merely an invitation to the customer to make a binding offer.
Only with his order, the customer makes an offer, declaring that he wants to gain access to the ordered license programs or software, or acquire it for a limited period of time. freedom manufaktur immediately confirms receipt of the customer’s order by e-mail. This confirmation is not an acceptance but can be linked to the legally binding acceptance of the order.
(2) The contract between freedom manufaktur and the customer comes into effect when freedom manufaktur accepts the order by email.
(3) freedom manufaktur provides its services exclusively to the customer. Third parties are only included in the protection / performance area if expressly agreed in the contract.

§ 5 Obligations of the customer

(1) The customer must ensure that he provides a working environment in which the license program or software can be used in accordance with the contract. In particular, he must provide hardware with a suitable operating system and an Internet connection at his own expense in accordance with the specifications of freedom manufaktur.
(2) The customer must regularly back up the data that is entered and processed in the context of the use of the license program or the software, as well as in the context of a data processing process.
(3) The customer must also make a data backup in the event that the software fails or freedom manufaktur does not have support available.

§ 6 Prices, Conditions, Terms of payment, Special offers

(1) The prices, conditions and terms of payment are based on the prices and descriptions of services listed on the website of freedom manufaktur. All prices for the license programs and software offered by freedom manufaktur are exclusive of the applicable VAT at the respective due date, unless the customer is a consumer. For customers who are consumers, freedom manufaktur is entitled to a corresponding price adjustment for changes in the VAT rate in the context of continuing obligations or, if it is not a perpetual obligation, if the contractual service is not provided in the first four months after the conclusion of the contract.
(2) freedom manufaktur is entitled to make price increases with regard to the license agreements concluded with the customer. Price increases may be made provided that these do not exceed 7% of the previously applicable price within one year since the last price increase or 15% of the price increase for three consecutive years since the last price increase in relation to the corresponding license program or the corresponding software, and the price increase corresponds to the cost increase for the production and provision of the license programs and software that occurred at freedom manufaktur, also taking into account any cost savings that may have occurred, in particular the necessary costs for the maintenance, servicing and further development of the technical and personnel infrastructure used for the provision of services or the necessary costs for the licensing of works of third parties.
(3) Unless a longer period is specified in the notification of change, price increases shall take effect at the beginning of the third month after receipt of the notification of change by the customer. The customer is entitled to extraordinary termination of the contract within six weeks from notification of the price increase to the time of the price increase taking effect. If the customer does not exercise this right and the customer has been informed of this legal consequence in the notification of the price increase, the contract will be continued with the changed prices.
(4) If the scope of performance of the license program or software concerned is extended more than marginally, freedom manufaktur shall be entitled to increase the prices reasonably. The increase shall take effect at the beginning of the second month after eceipt of the notification of change by the customer. The customer has the right to extraordinary termination of the license agreement within six weeks of notification of the price increase to the date of entry into force of the price increase. If the customer does not make use of the granted right and the customer has been informed about this legal consequence in the notification of the price increase, the license agreement will be continued with the changed prices.
(5) Unless otherwise stated with regard to the license program or software ordered on the freedom manufaktur website at www.freedom-manufaktur.com and/or the customer has not agreed otherwise with freedom manufaktur (see § 7), billing and invoicing shall generally take place monthly for one month in advance upon conclusion of the contract. The invoice amount is due after receipt of the invoice by email to the customer immediately and without deduction for payment. freedom manufaktur is entitled to block the use of the booked license program or the software until all claims from the entire business relationship with the customer, regardless of the legal right, have been settled by the customer. For the delay § 288 BGB (German Civil Code) applies.
(6) The settlement invoice of the contractual relationship takes place through the payment options announced by the freedom manufaktur (on the website www.freedom-manufaktur.com) and selected for billing by the customer. The specified website contains more detailed information.
(7) The customer shall only be entitled to offset, even if claims for defects or counterclaims are asserted, if the asserted claims have been legally established, are recognized by freedom manufaktur or are undisputed. The customer may exercise a right of retention only if the counterclaim is based on the same contractual relationship, which also results in the customer’s obligation to pay.
(8) A change of product or tariff as well as the change of the number of authorized users is only possible after the minimum contract period has expired. A product or tariff change as well as a change in the number of authorized users is possible at any time, if this is aligned with a higher price. This then counts as a new contract and sets a new minimum duration in motion.
(9) The customer shall also be obliged to pay if he does not download the license programs or software offered on the website www.freedom-manufaktur.com after conclusion of the contract and thus does not make any use of it.

§ 7 Special offers

(1) freedom manufaktur can provide special offers directly or indirectly via partners for the license programs or software offered by freedom manufaktur, which are cheaper than the regular offers due to their price or the scope of services. The customer can regularly unlock cheaper offers by means of a code provided. The provisions on conditions and terms of payment in § 6 Prices, conditions and terms of payment apply to special offers.
(2) The change to a special offer by the customer is only possible after the minimum term has expired.

§ 8 Way of Product Provison

(1) freedom manufaktur grants the customer the temporary right to transfer the license program or software by providing a so-called license key with which the customer can activate the license programs or software offered on the website www.freedom-manufaktur.com after the download.
(2) If there are any difficulties with the download or the license program or the software which may be connected with the provision by freedom manufaktur or there are difficulties that may arise in connection with the transfer of the license key, the customer is obliged to contact freedom manufaktur immediately. freedom manufaktur then ensures that the technical prerequisites for a frictionless download or trouble-free use of the license key are met in the area of responsibility of freedom manufaktur.

§ 9 Term and Termination

(1) Unless stated in the product descriptions of the booked license program or the booked software on the website www.freedom-manufaktur.com, user contracts are concluded for a period of at least 12 months, starting with the date of the confirmation of the contract through an e-mail from freedom manufaktur. The contract period will be extended by a further 12 months if the contract is not terminated in written form by one of the contract parties with six weeks notice to the end of the contract period.
(2) The right to terminate the contract for good cause remains unaffected in any case. An important reason exists if (a) the customer or his authorized user has repeatedly or in spite of a warning by freedom manufaktur violated these terms and conditions or other contractual obligations, (b) there is a serious breach of § 10 paragraphs 1, 2, (c) the client is in arrears with payment despite at least two reminders, or (d) at least provisional insolvency proceedings have been opened against the client’s assets. Claims for damages remain unaffected by this.

§ 10 Rights of Use

(1) The customer acquires the right to use the respectively booked license program or the respectively booked software for his own purposes and for the intended purpose. The acquired right of use is simple, non-exclusive, not sublicensable, not transferable to third parties and limited to the term of the contract. The customer receives this right of use under the condition of payment of the owed and due remuneration, for himself and to the extent of his order also for other authorized users in his warehouse (e.g. by company affiliation). Customer may not reverse engineer, reverse compile, translate, or reverse engineer the License Program.
(2) The customer acknowledges that the license programs and software made available to him by freedom manufaktur are subject to copyright protection under the law of copyright. The same applies to the manuals and documentation provided to the customer for use of the license programs and software. Rights of third parties to the content provided remain unaffected. The right to decompile the licensed object is granted only under the condition of § 69e (1) no. 1 to 3 UrhG (German copyright act) and within the meaning of § 69e (2) no. 1 to 3 UrhG (German copyright act).
(3) Upon termination of the contract, freedom manufaktur will terminate the use of the license program or the software for the customer immediately.

§ 11 Maintenance and Liability

(1) freedom manufaktur warrants that the contractually agreed quality of the license program or software will be maintained during the term of the contract and that the contractual use of the license program or software will not be precluded by rights of third parties. freedom manufaktur will remedy any material defects and defects of title in the rented property within a reasonable period of time.
(2) The customer is obliged to notify the licensor of any defects in the license program or the software after their discovery without delay in written form. For material defects, this is done by describing the time of occurrence of the defects and the more specific circumstances.
(3) freedom manufaktur is fully liable for intent and gross negligence, for injury to life, body or health, according to the provisions of the Product Liability Act, as well as in the event of the assumption within the scope of the guarantee. A further liability does not exist.

§ 12 Data Protection

(1) freedom manufaktur sees the protection of personal data of customers as a very important matter. The data protection for the website can be found at freedom-manufaktur.com/datenschutz
(2) When providing license programs or software in the form of so-called mobile apps, the same principles apply as under freedom-manufaktur.com/datenschutz. When installing mobile apps, the customer is informed in advance of the relevant data protection and its content. The data protection may be customized according to the scope and nature of the intended use. For better readability and comprehensibility, the contents are divided into chapters.

§ 13 Cancellation Policy

(1) The customer, who is a consumer within the meaning of § 13 BGB (German Civil Code) (see also § 2 paragraph 2), has a statutory right of withdrawal when concluding a distance selling transaction, about which the provider informs in accordance with the legal model below. Paragraph 2 contains a model cancellation form.
Cancellation Terms
A. Right of cancellation for contracts for the delivery of goods
The customer has the right to cancel this contract within fourteen days without giving a reason.
The period of cancellation shall be fourteen days from the date on which the customer or a third party appointed by him, who is not the carrier,
a) has taken possession of the last goods, if the customer has ordered several goods in a single order and the goods are delivered separately,
b) has taken possession of the last partial consignment or piece if the goods are delivered in multiple consignments or pieces,
c) has taken possession of the first product if the contract is for the regular supply of goods for a fixed period, or
d) has taken possession of the goods if none of the cases (a) – (c) are relevant.

To maintain the cancellation period, it is sufficient that the customer sends the notice of the exercise of the right of cancellation before the expiry of the cancellation period.

Consequences of the cancellation
If the customer cancels this contract, freedom manufaktur has to repay all payments that freedom manufaktur has received from him, including the delivery costs (with the exception of the additional costs resulting from the fact that the client has chosen a different type of delivery than the cheapest standard delivery offered by freedom manufaktur), immediately and at the latest within fourteen days from the day on which freedom manufaktur received the notification of the cancellation of this contract. For this repayment, freedom manufaktur uses the same means of payment used by the customer for the original payment, unless expressly agreed otherwise with the customer; in no case will fees be charged to the client for this repayment.
freedom manufaktur can refuse the repayment until freedom manufaktur has received the goods back or until the customer has provided proof that he has returned the goods, whichever is the earlier.
The customer must return or hand over the goods to freedom manufaktur immediately and in any event not later than fourteen days from the day on which he informs freedom manufaktur of the cancellation of this contract. The deadline is met if the customer sends the goods before the expiry of the fourteen-day deadline.

The customer bears the direct costs of returning the goods (s). If, due to their condition, the goods cannot be returned to by post, freedom manufaktur collects them at the expense of freedom manufaktur.
The customer must pay for any loss of value of the goods only if this loss of value is due to handling of the goods, which was not necessary for the examination of the condition, properties and functioning of the goods.

B. Right of cancellation for contracts for the delivery of digital content
The customer has the right to cancel this contract within fourteen days without giving a reason. The cancellation period is fourteen days from the date of conclusion of the contract.

In order to exercise his right of cancellation, the customer must inform freedom manufaktur of his / her decision to cancel this contract by means of a clear statement (e.g. letter sent by post, fax or e-mail). The customer can use the model cancellation form attached below (under D.), which however is not required.
To maintain the cancellation period, it is sufficient that the customer sends the notice of the right of cancellation before the expiry of the cancellation period.

C. Right of cancellation for contracts for the supply of services
The customer has the right to cancel this contract within fourteen days without giving a reason. The cancellation period is fourteen days from the date of conclusion of the contract.
In order to exercise his right of cancellation, the customer must inform freedom manufaktur of his / her decision to cancel this contract by means of a clear statement (e.g. letter sent by post, fax or e-mail). The customer can use the model cancellation form attached below (under D.), which however is not required.
To maintain the cancellation period, it is sufficient that the customer sends the notice of the exercise of the right of cancellation before the expiry of the cancellation period.

Consequences of the cancellation
If the customer cancels this contract, freedom manufaktur has to repay all payments that freedom manufaktur has received from him, including the delivery costs (with the exception of the additional costs resulting from the fact that the client has chosen a different type of delivery than the cheapest standard delivery offered by freedom manufaktur), immediately and at the latest within fourteen days from the day on which freedom manufaktur received the notification of the cancellation of this contract. For this repayment, freedom manufaktur uses the same means of payment used by the customer for the original payment, unless expressly agreed otherwise with the customer; in no case will fees be charged to the client for this repayment.
If the customer has demanded that the service(s) should begin during the cancellation period, the customer must pay freedom manufaktur an appropriate amount which corresponds to the proportion of the service(s) already provided up to the time at which the customer informs freedom manufaktur of the exercise of the right of cancellation with regard to this contract in comparison to the total scope of the service(s) provided in the contract. This claim only exists if the customer has transmitted the request on a permanent data carrier (e.g. e-mail, computer fax, CD, DVD or USB stick).
The right of cancellation expires completely if the contract has been completely fulfilled by both parties at the express request of the customer before the cancellation period ends and the customer has confirmed his knowledge of the loss of the right of cancellation.

D. The customer may use the following form to exercise his right of cancellation according to A. to C.

Model Cancellation form

To
freedom manufaktur, Starnberger Straße 8, 14612 Falkensee, represented by Christian Zander and René Vierkorn, Email: .

I / we (*) hereby cancel the contract concluded by me / us (*) for the purchase of the following goods (*) / the provision of the following service (*) / the delivery of the following digital content (*):

____________________________________________________

Ordered on (*) / received on (*): ____________________________
Name of the customer: ____________________________________
Address of the customer: __________________________________

Signature of the customer (only when notified on paper)

_______________________________________________________
Date: __________________________________________________
(*) Delete where inapplicable

§ 14 Information for consumers according to VSBG and VO (EU) 524/2013

As a provider of online service contracts, freedom manufaktur is obliged to refer customers who are consumers to the online dispute resolution platform of the European Commission. You can reach this platform at: https: //webgate.ec.europa. eu / odr – freedom manufaktur is in principle willing, but not obliged, to participate in dispute resolution proceedings at a consumer arbitration board.

§ 15 Final Clause

(1) The law of the Federal Republic of Germany shall apply to contracts between freedom manufaktur and its customers, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG). The statutory provisions restricting the choice of law and the applicability of mandatory regulations, in particular of the state in which the customer as a consumer has his habitual residence, remain unaffected.
(2) If the customer is a trader, a legal entity under public law or a special fund under public law, the place of jurisdiction for all disputes arising from contractual relationships between the customer and freedom manufaktur, is the registered office of freedom manufaktur.
(3) The remaining parts of the contract remain binding even if individual points are legally ineffective. The ineffective points shall be replaced, if available, by the statutory provisions.
(4) There are no oral agreements and additions at the time of the conclusion of the contract. Additional agreements, changes or additions must be made in written form in order to be effective. The cancellation of the written form requirement also requires the written form. The written form within the meaning of these terms and conditions is also protected by e-mail and fax.
(5) The customer agrees to the above conditions and undertakes (a) to inform the other authorised users of this before the first use of the services that are being provided by freedom manufaktur, (b) to draw their attention to these General Terms and Conditions and any changes to these General Terms and Conditions in an appropriate manner, and (c) to ensure that the authorised users comply with the above conditions.