Terms and Conditions and Licence Terms

1. Scope and provider

(1) These terms apply to all contracts for software licences that you conclude via https://license.m8werk.de with m8werk digital solutions UG (haftungsbeschränkt), Ebersteinstraße 13, 66540 Neunkirchen, Germany, registered in the commercial register of the Local Court of Saarbrücken under HRB 112147 ("we", "us"), and to the use of our software.

(2) A consumer is any natural person who enters into a legal transaction for purposes that are predominantly outside their trade, business or profession (§ 13 of the German Civil Code, BGB). A business is any natural or legal person or partnership with legal capacity that acts in the exercise of its trade, business or profession when concluding the contract (§ 14 BGB). Provisions that apply only to consumers or only to businesses are marked as such.

(3) General terms and conditions of businesses do not apply, even if we do not expressly object to them.

2. Subject matter

(1) We sell perpetual licences for desktop software (the "Pro version"). A licence is paid for once; it is not a subscription. Licences are offered individually or in packs.

(2) The main characteristics of a licence are set out on the product's purchase page, in particular the number of devices per licence, the period for which updates are included (the "update period"), and the supported operating systems and system requirements.

(3) Some of our products are also available as a free version. Using it requires neither a purchase nor a customer account. Sections 6, 11 and 15 of these terms apply to the free version.

3. Conclusion of the contract

(1) The presentation of a product on the purchase page is not a binding offer but an invitation to place an order.

(2) The ordering process consists of the following steps: on the purchase page you choose the product and the number of licences, enter your email address and, if applicable, a voucher code, accept these terms, give the consent to immediate delivery described in section 12 below and click "Order with obligation to pay". In doing so, you make a binding offer to conclude the contract. You are then forwarded to the payment page of our payment service provider Stripe, where you choose a payment method, enter your billing address and payment details and complete the payment.

(3) Before clicking "Order with obligation to pay", you can review and change all entries on the purchase page. On the payment page, you can correct your details until the payment is completed, or cancel and return to the purchase page.

(4) The contract is concluded when we accept your order. We accept it by sending you an order confirmation containing the licence key by email once the payment has been completed. If you do not complete the payment, no contract is concluded.

(5) The contract languages are German and English. We store the order data (product, number of licences, price, and the time and wording of your declarations). You receive the order confirmation by email, and you can see your purchases and licences in your customer account at any time. You can view, print and save these terms on this page at any time. We have not subscribed to any specific codes of conduct.

4. Prices and payment

(1) The prices shown on the purchase page at the time of the order apply. For consumers, all prices are final prices including statutory VAT. There are no delivery or shipping costs.

(2) For businesses established in another member state of the European Union that provide a valid VAT identification number at checkout, the tax liability may pass to the recipient (reverse charge). The invoice will state this.

(3) Payment is made in advance via Stripe using the payment methods shown on the purchase page and the payment page. You receive the invoice by email.

(4) Voucher codes are valid only on the conditions announced with them. One voucher code can be redeemed per order. Vouchers cannot be exchanged for cash.

5. Delivery

(1) We deliver the licence key to the email address you provided immediately after the payment has been completed and make it available in your customer account.

(2) You download the software from the product's website or from the licence service. You unlock the Pro version in the software with the licence key.

6. Rights of use

(1) By purchasing a licence, you receive the non-exclusive, perpetual right, transferable in accordance with paragraph 4, to use the Pro version of the software on as many devices at the same time as stated on the purchase page for one licence. This right covers all versions released up to the end of your licence's update period, including after the update period has ended. A business may assign the licences of a pack to individual persons within its organisation.

(2) A device is bound to the licence when it is first activated. In the customer account you can release a device and then activate the licence on another device.

(3) You may use the free version without time limit. Paragraphs 5 and 6 apply to it accordingly.

(4) You may pass a licence on to another person, including for payment. This is done with the transfer function in the customer account. On transfer, the right of use passes in full to the new holder; your own right to use this licence ends, and the devices activated so far are released. A single licence may not be split, for example by passing individual devices of one licence on to different persons.

(5) You may not

• publish licence keys or let third parties use them other than by a transfer under paragraph 4,
• circumvent or modify the software's licence check,
• distribute copies of the software or make them publicly available, unless we expressly permit this,
• modify, reverse engineer or decompile the software, except where this is mandatorily permitted under §§ 69d and 69e of the German Copyright Act (UrhG).

(6) All other rights in the software remain with us or our licensors. Components licensed under open source licences are subject to their respective licence terms, which take precedence in that respect.

7. Updates and statutory updates

(1) During the update period, you receive all new versions of the software, including new features, at no extra cost. The update period begins when the licence key is delivered. After it ends, you may continue to use all versions released up to that point without time limit.

(2) Where the product offers this, you can extend the update period in the customer account by a further one-time purchase. The extension does not renew automatically and does not need to be cancelled.

(3) Irrespective of the update period, we provide consumers with the updates necessary to keep the software in conformity with the contract, including security updates, and inform them of these updates (§ 327f BGB). These updates are free of charge. We provide them for at least two years from purchase and beyond that for the period you can reasonably expect given the type and purpose of the software.

(4) If you, as a consumer, do not install an update provided to you within a reasonable time, we are not liable for a defect resulting solely from the lack of that update, provided that we informed you of the availability of the update and the consequences of failing to install it, and that the installation instructions were not defective (§ 327f (2) BGB).

8. Licence check and online features

(1) Activating a device requires an internet connection. After that, the software checks the licence at regular intervals and retrieves a list of revoked licence keys. Our privacy policy describes which data is transmitted.

(2) Where a product offers additional online features, such as synchronising encrypted settings, their scope and duration are set out in the product description.

9. Refunds, chargebacks and revocation

(1) If a purchase is refunded, for example after a withdrawal or a termination for a defect, the right to use the licences from that purchase ends and we revoke the licence keys concerned (§ 327p BGB). The software then continues to run as the free version, where one exists.

(2) If a payment is charged back, we suspend the licence keys concerned until the payment has been clarified.

(3) If a licence key is published contrary to section 6 (5) or used beyond the agreed scope, we may remove the excess activations. If the breach continues after notice, we may revoke the key and provide the rightful holder with a new key.

10. Rights in the event of defects

(1) Consumers have the statutory rights in respect of defects in digital products (§§ 327 et seq. BGB). Claims for defects become time-barred two years after the product was supplied; claims for breach of the obligation to provide updates do not become time-barred before twelve months after the end of the period for which that obligation applies (§ 327j BGB).

(2) For businesses, the statutory provisions apply subject to the following: at our option, we remedy a defect either by removing it or by supplying a version free of defects. Claims for defects become time-barred one year after delivery. This shorter period does not apply to claims for damages or in the cases set out in section 11 (1).

11. Liability

(1) We are liable without limitation for intent and gross negligence, for injury to life, body or health, under the German Product Liability Act, to the extent of any guarantee we have given, and for defects we have fraudulently concealed.

(2) In cases of slight negligence, we are liable only for breach of an essential contractual obligation. Essential obligations are those whose fulfilment makes the proper performance of the contract possible in the first place and on whose fulfilment you may regularly rely. In such cases, our liability is limited to the damage that was foreseeable and typical for this type of contract at the time the contract was concluded.

(3) Otherwise, our liability for damages is excluded. Paragraphs 1 to 3 also apply in favour of our legal representatives, employees and vicarious agents.

12. Right of withdrawal

(1) Consumers have a right of withdrawal as set out in our cancellation policy. You can also declare your withdrawal using the "Withdraw from contract" function on our website.

(2) When ordering, you can expressly consent to our delivering the licence key before the withdrawal period ends and confirm that you are aware that you thereby lose your right of withdrawal. Immediate delivery is not possible without these declarations. If you have made both, your right of withdrawal expires when the licence key is delivered; your declarations are recorded in the order confirmation.

13. Customer account

(1) Every email address to which a licence has been issued has a free customer account. You sign in without a password, using a sign-in link that we send to that address. In the customer account you can see your purchases, licences, invoices and devices, release devices, transfer licences and buy extensions.

(2) Please protect access to your email inbox, because anyone who can use it can also sign in to your customer account. If you notice any misuse, please let us know without delay.

(3) The customer account is not a separate contract with its own term. Neither the customer account nor a licence needs to be cancelled.

14. Consumer dispute resolution

We are neither willing nor obliged to take part in dispute resolution proceedings before a consumer arbitration board.

15. Final provisions

(1) The law of the Federal Republic of Germany applies, excluding the UN Convention on Contracts for the International Sale of Goods. If you are a consumer and your habitual residence is in another country, you also keep the protection of the mandatory provisions of that country (Art. 6 (2) Rome I Regulation).

(2) If you are a merchant (Kaufmann), a legal entity under public law or a special fund under public law, the exclusive place of jurisdiction for all disputes arising from this contract is our place of business in Neunkirchen. For consumers, the statutory places of jurisdiction apply.

(3) These terms are available in German and English. In the event of discrepancies, the German version prevails, unless mandatory consumer protection provisions provide otherwise.