Scope

These General Terms and Conditions (hereinafter referred to as "Terms") apply to all agreements between xcware Cloud Solutions (hereinafter referred to as "Seller") and the customer (hereinafter referred to as "Customer") related to the sale of software licenses. These Terms also apply to any future business dealings unless otherwise agreed upon in writing.

Conclusion of the Contract

1. The contract is established when the Customer places an order via the Seller’s order form, and the Seller confirms the order in writing (email is sufficient).
2. The ORDER FORM defines the License Contract and is valid for the period of one (1) year unless otherwise stated. The contract date is considered the order date.

License Grant and Usage

1. Upon full payment, the Customer receives a non-transferable, non-exclusive license to use the software as specified in the ORDER FORM for a duration of one (1) year.
2. The Customer may not resell, share, or sublicense the software without prior written consent from the Seller.
3. The license includes a 15-day grace period after expiration. Failure to renew the license before the end of this period will result in termination of the Customer's right to use the software.
4. Additional License Terms are explicitly outlined in the End User License Agreement (EULA), which governs further use of the software.

Pricing and Payment

1. The price for the software license is defined in the ORDER FORM. All prices are net and exclusive of applicable taxes.
2. Payments must be made within 30 days of the invoice date unless otherwise agreed.
3. The Seller reserves the right to charge interest on overdue payments at a rate of 1.5% per month.

Right of Withdrawal

1. The Customer has the right to withdraw from the contract within 14 days from the date of order, even if the invoice has been paid. The cancellation must be communicated via email to contact@xcware.com.
2. Upon cancellation, any License Key issued will be deactivated, and the payment will be refunded. The Seller reserves the right to deduct any bank fees incurred during the refund process.
3. After the 14-day period, the transaction is considered final, and no withdrawal or refund is possible.

Delivery

1. Software and License Keys will be delivered electronically upon payment.
2. Delivery is considered complete once the software and License Key have been provided to the Customer.

Warranty and Liability

1. The Seller warrants that the software substantially conforms to the specifications described in the documentation. However, the Seller does not warrant that the software will operate without interruption or be error-free.
2. In case of defects, the Customer must notify the Seller in writing. The Seller shall have the right to correct the defect within a reasonable period or provide a replacement.
3. The Seller's liability is limited to intent and gross negligence. The Seller is not liable for indirect or consequential damages unless mandatory law provides otherwise.

Termination

1. Either party may terminate the contract upon the expiration of the license period or upon written notice if the other party breaches any material term of the contract.
2. Upon termination, the Customer must cease all use of the software and delete all copies.

Intellectual Property

1. All intellectual property rights in the software, including copyrights and trademarks, remain the exclusive property of the Seller.
2. The Customer may not modify, reverse engineer, decompile, or disassemble the software unless permitted by law.

Data Protection

The Seller complies with applicable data protection laws. Personal data collected during the order and license process will be handled as described in the Seller's Privacy Policy.

Governing Law and Jurisdiction

These Terms and all legal relationships between the Seller and the Customer are governed by and construed in accordance with the laws of Germany, without regard to its conflict of law principles.

Severability Clause

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.