Terms and Conditions

For the purpose of these General Terms & Conditions, the terms below are defined as follows:

2.1 These General Terms & Conditions (hereinafter referred to as: 'the Terms') apply to all offers and contracts pursuant to which the Customer purchases Software or enters into any other agreement regarding services or goods, directly or indirectly related to the Software, with the Supplier.

2.2 Deviations from and additions to the Terms shall only be valid and binding if and insofar they are agreed between the Parties in writing.

2.3 The applicability of any general or standard conditions of the Customer will not be accepted by the Supplier and are explicitly rejected. In any case, the Terms prevail over any general or standard conditions established by the Customer. In the event of a conflict between the provisions of the Terms of the Supplier and a written agreement between the Supplier and the Customer, the provisions of that agreement will prevail.

2.4 If any provision of the Terms is null, void or voided, that will not influence any of the other provisions of the Terms so the other provisions will remain fully effective between the Parties.

3.1 All offers made by the Supplier, online or in any other way, are subject to the written confirmation of the Supplier, unless the Supplier has explicitly indicated otherwise in writing.

3.2 All offers made by the Supplier are without obligation and non-binding, unless the offer contains a term for acceptance of the offer, in which case the offer will lapse if it is not accepted by the Customer before the term ends.

3.3 If an offer does not contain a term for acceptance, the Supplier is entitled to withdraw the offer before, as well as two working days after, receiving acceptance form the Customer.

3.4 The agreement enters into effect at the moment the Customer agrees with the Suppliers offer. The agreement consists exclusively of the agreed offer or order conformation and the Terms, unless Parties have explicitly agreed otherwise in writing (hereinafter referred to as: 'the Agreement').

3.5 The Agreement replaces and sets aside all previous (oral or written) offers, correspondence, agreements or any other communication.

4.1 Amongst other services and goods, the Supplier sells credits to the Customers in order to purchase Software (hereinafter referred to as: 'Credits'). The Customer can purchase Credits online via the Suppliers website(s).

4.2 In order to purchase Credits, the Customer will have to register as a 'member' on the Suppliers website(s). From the moment of registration, the Terms are agreed and applicable between Parties. After this online account is activated by the Supplier, the Customer orders and receives Credits on its Credit balance after payment and is able to request or upload Software. The purchased Credits remain valid indefinitely, with exception when customer decide to close his account (no refund will be processed, no money/Credits return to any accounts).

5.1 All prices are stated in Euro's (EUR) and are excluding value added tax (VAT) and/or any other (inter)national taxes, levies, duties, (import)fees or (delivery)charges.

5.2 The Supplier will provide the Customer with price lists regarding the Credits and the Software. The Supplier is entitled to adjust the price lists at all times.

5.3 All price lists, statements of cost, brochures and other data relating to the Suppliers products and services, including Credits and Software, that are provided by Supplier are indicative and subject to change without prior notice, no rights can be derived from them. Prices will only be binding for the Supplier after the Supplier expressly confirms the order of the Credits and/or the Software in writing.

5.4 Orders will only be accepted after payment of the total amount of the order has been received by the Supplier, without any suspension, deduction or set-off.

5.5 The Customer is obliged to pay either immediately after placing the order by using the provided online payment methods such CreditCards, PayPal or Bank Transfer.

6.1 The delivery of the Software shall take place after full payment. The delivery times mentioned by the Supplier are estimated and can under no circumstances be interpreted as a strict deadline for delivery, unless Parties expressly agree otherwise in writing.

6.2 The delivery of Credits shall take place immediately after the Supplier receives full payment, by transferring Credits into the online account of the Customer. After the delivery of the Credits, the Credits can be used to upload Software or to place a request for downloading Software. After uploading the Software, the Supplier modifies the Software for the Customer. When the modification is finished, the agreed number of Credits relating to that modification are deducted from the Customers' Credit balance and the Software is delivered.

6.3 The Supplier strives to modify Software that is uploaded during regular working hours as soon as possible. Modifying the Software as soon as possible qualifies as a best effort obligation, because the achievement of the intended result cannot be guaranteed. However, after the Software is uploaded the Supplier will modify the Software within a maximum period of 1 (one) week.

6.4 After uploading the Software, the Customer is obliged to instantly check and establish whether the Software is complete and without damages, though in any case within 48 hours.

6.5 The Customer is no longer entitled to invoke any shortcomings or faults in the performance, if the Customer does not file a complaint with the Supplier in writing within four (4) days after the moment the Customer discovered the shortcoming or fault or should reasonably have discovered the shortcoming or fault (loss of rights).

7.1 In any case, if one or more of the following situations occur:

• The Customer fails to comply with or is in breach with any obligation under the Agreement or resulting from the law;
• The Customer is declared bankrupt or is granted suspension of payment;
• The Customer's business is liquidated or terminated;
• The Customer's assets are seized;
• The Customer dies or is declared legally incompetent.

The Supplier is entitled to terminate the Agreement with immediate effect, without any notice of default being required, and without prejudice to the Supplier's right to claim damages.

8.1 The Supplier's liability for damages, regardless of the legal basis, is limited to the amount paid by the Customer for the Software in question.

8.2 The Supplier is not liable for indirect damages, consequential damages, loss of profit, loss of savings, loss of data, or damage due to business interruption.

8.3 The limitations of liability mentioned in this article do not apply if the damage is due to intent or gross negligence on the part of the Supplier or its management.

9.1 These Terms and any disputes arising out of or in connection with these Terms shall be governed by and construed in accordance with the laws of Romania. The Vienna Convention of the International Sales of Goods (CISG) does not apply.

9.2 Parties hereby consent to the exclusive jurisdiction of the Romanian Civil Court in Suppliers' business location, in case any dispute arises under the Agreement. Only Supplier may deviate from this provision governing jurisdiction and instead comply with the statutory jurisdiction rules.