combit Software License Agreement
Please read carefully before installing.
Issued October 10, 2023
It is in your best interest to produce backup copies regularly in order to avoid extensive
damage due to the loss of data! Please also include the original software in the initial
backup and keep this backup in a safe place together with the product license
information.

1. Contractual basis
1. Preamble
1. The following provisions apply to all software products of combit
Software GmbH (referred to as combit in the following). An up-to-dateversion of these license terms can be accessed athttps://www.combit.com/legal-notice/. In the absence of any deviating
written agreements with combit, you consent to the content of theselicense terms by agreeing during the installation and/or by agreeing
during the registration respectively. Every use of the combit software,
which exceeds these regulations, requires the prior written consent of
combit.
2. The combit software, including all further accompanying materials or
documents, which will be placed at your disposal by combit regardlessof the form (solid or immaterial), are protected by copyright. Unlessotherwise expressly indicated, combit is exclusively entitled to allrights, particularly the copyright, trademark law and further ancillary
copyrights.
3. combit software is not sold but licensed. By accepting these license
terms combit grants you an unlimited, not exclusive license for the useof combit software in accordance with the provisions of this license
agreement.
4. If you disagree with any provision of this agreement, you may neither
continue with the installation nor run the combit software, pass it on oruse it in any other way.
2. Definition of terms
1. „combit software“ comprises all data processing programs and data,
which are provided by combit. This also includes digitalized pictures,
inventory photographs, clipart, audio and other artistic works,
associated accompanying information (documentation) – also
electronic versions, as well as character styles (fonts). The term
“combit software“ further comprises all upgrades, patches, modified
versions, updates and/or extensions of the combit software.
2. The term „use“ generally means the access, installation, download,
copying, duplication, usage, playing and any other usage of thefunctions of the combit software.
3. „Personal, user dependent software license“ means that a number oflicenses must be purchased, which corresponds to the number ofusers/developers.

4. „Upgrade“ describes a new product version of a combit software. This
new product version may contain new functions and/or error
corrections.
5. „Upgrade“ also describes an extension of the software license. This
could e.g. be an upgrade from one to several users or from theStandard to the Enterprise Edition.
6. The term „computer network“ refers to an open or closed, permanent
server/client network consisting of at least one central computer(server) and several computers (clients), which are capable ofcommunicating and exchanging data among each other. The term“computer network“ also describes a permanent connection ofcomputers to a closed network without a central computer, which saves
and administers network data/applications (peer-to-peer network, cloudcomputing).
7. „Developer“ is every person who participates in the production
process of a software product or in the implementation of a software
project and who has the possibility to work with the combit software
and/or profits from its functionalities in the production process or the
implementation.
8. A „product“ is every asset, which is developed by you in a valueadded process, particularly software, which is programmed by you.
9. The term „project“ describes a plan to reach a specific goal and which
is characterized by the fact that it is primarily a one-time project. Thisapplies in particular to software projects at your or your customer’sbusiness.
10. „Encapsulation“ means to hide data or information in order to prevent
external access, which is done by incorporating one or several runtime
libraries in a customer’s new file.
11. A “server application“ is an application or a service, which is capableof being launched or used on one computer by another computer. A
server application refers in particular to web server and in-house
intranet server.
12. “Activation” is the technical process to enable the use of the combit
software on or together with a specific computer. Activation is
performed by storing the license identification on this computer.
Activation does not define a right to use the product on or together
with a computer, but is the prerequisite for exercising a license
according to this license agreement.

2. Content of the services
1. General terms of use
1. combit grants you a personal, non-exclusive right of use of combit
software including its documentation. The software license granted tothe customer is user-dependent and personal. If combit software ispurchased by a legal entity, a person must be designated within theorganization to have the sole right to use the software. The granting of
sub-licenses is not permissible.
2. You may install and use copies of combit software up to the agreed
and permissible number on one computer and the permissible numberof computers respectively. If you switch to a different computer, youare obligated to delete combit software completely from the previous
computer if the permissible number of users is otherwise exceeded.
3. If a rotational backup of the complete data including combit softwareis required for data security reasons or in order to assure a quick
reactivation of the computer after a total breakdown you are allowed tomake as many backup copies as absolutely necessary. The respective
data carriers are to be marked adequately and may only be used forarchival purposes.
4. The generation of further copies of combit software is not permitted.
5. You are obligated to prevent unauthorized third parties from accessing
original data carriers, back up and further copies, license information
as well as the documentation of the combit software. The duty tocomply with the license terms as well as the copyright of combit
software is to be expressly pointed out to employees.
6. combit may use technical measures to verify the use of the combit
software according to the terms of this license agreement. Some
products therefore require activation. In this case, the combit software
may not be used if it has not been properly activated. This process
requires an internet connection or the entry of a valid, non-transferable
and hardware-bound activation key, which will be provided to thelicensee by combit upon request. combit reserves the right toperiodically request a new activation of the license. The informationcollected during the activation process (e.g. hardware identification of
the computer) will only be used to validate the license and to prevent
piracy. For more information, please see our Privacy Notes.
2. Multiple use and use within a network
1. It is not permitted to simultaneously store, retain and use more copies
of combit software as licensed. If you – or several people – want to use
combit software on multiple computers, you have to purchase therespective number of licenses of combit software.
2. You may install a copy of combit software on a computer, which isconnected to a computer network in order to download and install thepermitted number of combit software on other computers in thecomputer network. The number of developers/users, who have accessto or use combit software, may not exceed the permitted number; in theabsence of any deviating entries in the product description, it isirrelevant for this number if the software is being used at the same timeor at different times. Other terms shall only apply if a simultaneousaccess license is granted for certain products (e.g. combit CRM). In
this case, there is no limit as to the number of installed copies of thesoftware; however, simultaneous use is only permitted in accordancewith the number of purchased licenses.
3. Every other use of combit software within a computer network is not
permitted. This includes direct use via commands, data or instructions
from or to another computer, which is not part of the computer
network, the use for Internet or application service provider or web
hosting services or the use of the software by unauthorizeddevelopers/users. If combit software is used within a computer
network, you are obligated to prevent unauthorized use and use, which

exceeds the number of licenses of combit software by implementing
adequate access regulations.
4. If combit grants a notebook license, it is a single user license in termsof content, which is sold at a reduced rate due to an existing basic
license. The notebook license is only valid in combination with a basic
license and does not increase the number of personalized users.
5. If the combit software contains software of third parties (e.g. Microsoft
SQL Server Express), a use of this third-party software is only
permitted if a license agreement is concluded with the third-party
developer.
6. The contractually designated right of use of combit software is granted
upon full payment of the license/purchase price by the customer. Until
complete payment, combit reserves the right to transfer ownership. In
order to protect the license, there are safeguards integrated in the
combit software, which to some extent will transmit violations of thepermitted number of users within the network.
7. In case the contract is reversed the customer is obligated to delete theoriginal combit software and all copies including any modified copies
as well as all provided written material. In this case, you are obliged toprovide combit with a written notification confirming the deletion.
8. Even if various combit software products support third-party software
for signature processes, combit explicitly indicates that it is neither aprovider of signature software nor a certified provider of digital
signatures.
9. combit reserves the right to make product modifications, which do notaffect the software’s general operability.
3. Source code, decompiling and program modifications
1. The client will receive the combit software in the form of object code.
The client will only be provided with technical program
documentations, in particular the source code, if this is specified in theuser documentation (development tools).
2. You commit yourself not to change, translate or alter the combit
software. You also undertake to neither decompile the provided combit
software nor to disassemble it or to carry out any further actions, whichenable you to reveal the various manufacturing stages (reverse
engineering) or to try to uncover the source code of combit software in
any other way or to translate it into a generally readable form without
prior written consent of combit.
3. Under no circumstances may copy protection mechanisms or any
further protection routines, copyright mentions, serial numbers as wellas other features necessary for the identification of the program bedisabled or altered.
4. Upgrades
1. combit publishes upgrades for combit software at their own discretion.
This will be made available to you for a license fee.
2. In order to be able to use upgrades you must be in possession of a valid
license for the combit software. If the combit software is an upgrade ofa previous version, you must be in possession of a valid license of thisprevious version of the combit software in order to be able to use theupgrade.

3. You may only upgrade combit software upon payment of a license fee
and if you are already in possession of a valid license. Licenses for
upgrades of combit software must be purchased according to thepermissible number.
4. All upgrades will be made available to you based on a license
exchange. You accept that by using the upgrade you voluntarily
renounce the right to use the previous version of the software. You
confirm that all of combit’s obligations to support previous versions of
the combit software are terminated after availability of the upgrade.
5. Development tools
1. If multiple developers work on a product/project for which combit
software is used, each developer of the product/project must have theirown license.
2. If multiple developers work on a product/project and if therefore
multiple licenses are required, these licenses must all be of the same
license type. This means that a parallel use of Standard and e.g.
Professional or Enterprise editions is not possible.
3. In the context of the development, it is not permitted to design a
program or a module whose goal it is to be primarily used in print
and/or primarily for the preparation/allocation of reports (such as label
software, reporting programs, etc.) or which compete directly withcombit software.
4. You have the right to reproduce or pass on the object code version ofparts of the combit software if these are expressly marked as
redistributable components in the documentation.
5. You do not have the right to distribute the object code of theredistributable component/runtime module of the combit software aspart of a software product, which could be used for the development ofsoftware products. Therefore, the functionality of the redistributablecomponents/runtime modules of the combit software must not be madeavailable to third parties and combit software must not be usable
separately from this surrounding software application.
6. You also do not have the right to encapsulate the redistributablecomponents/runtime modules of the combit software into your own
runtime modules, if these can be used separately from theproduct/project. Therefore, you are prohibited from providing theredistributable components/runtime modules for instance in sourcecode or also in compiled form (such as DLL or EXE-file) to otherdevelopers, unless they are also working on the product/project andhave their own license according to 2.5.1.
7. It is possible to deviate from the license agreement in ciphers 2.5.3 –2.5.6 by way of a written supplemental agreement.
8. The redistributable components/runtime modules may only be passed
on to third parties under the following conditions:
 no encapsulation of redistributable components/runtime
modules of the combit software; combit software is used in accordance with the license
terms whereas particularly the number ofdevelopers/users may not be exceeded;

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you will distribute the redistributablecomponents/runtime modules of the combit software
only with your software product and as part of the same;
you will not use the name, logo, brand or any othercharacteristics of combit or the combit software for themarketing of your software product;
you will undertake any end customer support,
particularly for the redistributable components/runtime
modules;
you will keep combit indemnified against all liabilities
including attorney fees which could arise from the useof your software product;
due to license terms the end customer will be
specifically prohibited from redistributing theredistributable components/runtime models andthe license terms must contain an explicit and distinct
copyright notice, which points out combit’s
proprietorship of the redistributablecomponents/runtime modules. This copyright notice is
to be included in the start-up screen and/or the program
information and is to be placed clearly visible on thescreen. This implies that the aforementioned copyrightnotice is always placed next to your own copyrightnotice and presented in identical size. It is generally
possible to waive the obligation to display the copyrightnotice by means of a separate agreement (copyrightwaiver). Such an agreement must be in writing. Pleasecontact our sales department if you are interested.

9. Using the combit software as part of a server/web server application on
the Internet/Intranet, for example accessible via the http/https protocol,
is only permitted if you purchase an Enterprise Edition.
10. The aforementioned rights within the scope of the development
tool will be granted by means of purchase of the standard editionof the respective combit software. By purchasing the Professionalor the Enterprise Edition, your legal position will be strengthened
and extended. Additionally, there is the possibility to makeindividual arrangements. Please contact the sales department for
further information. In this context, we would also like to refer you
to the FAQ, which are available on www.combit.com/faq/.

3. Ensuring the performance of the services
1. Claims for defects
1. Unless otherwise specified below, the statutory provisions apply toyour rights in case of material defects and defects of title.
2. The basis for any claim for defects is first and foremost the agreement
regarding the condition of the combit software. The productdescription, which you were provided with at the time of order orwhich was incorporated by means of written agreement, shall beconsidered as agreement on the quality of the product.
3. If the parties did not agree on the condition of the goods, the existenceof a defect is to be determined by means of the statutory rules (Sec.
434 para. 2 s. 2 and 3 BGB). Any information about the productcontained in leaflets, brochures, advertisements, documentation andsimilar writings are only descriptions and do not contain any statement
regarding the condition of the goods.
4. By taking quality assurance measures, combit puts in great efforts toassure that the product is free of any defects. However, according totoday’s state of the art it is not possible to produce software free of
defects.
5. If you are a merchant, claims for defects require that you compliedwith your statutory obligation to examine the goods and give notice of
non-conformity (sect. 377, 381 HGB). If the examination shows or you
later discover a defect, combit must be notified immediately about the
deficiency of the goods. The notification is considered immediately ifsent within two weeks whereas timely dispatch shall suffice to keep theterm. Independent of this obligation to examine and give notice of the
non-conformity of the goods you must inform combit in writing within
two weeks after delivery of obvious defects (including wrong and shortdelivery). Timely dispatch shall suffice to keep the term.
6. If you fail to examine the goods and/or fail to give notice of defect,
combit’s liability for this defect is excluded.
7. If the delivered object is defective, you may choose between theremedy of the defect (amendment) and the delivery of an object free of
defects (compensation delivery). If you do not choose any of theaforementioned rights, combit may allow a reasonable time to do so. If
you do not make a choice within this time limit, the right of choicedemises to combit.
8. combit is entitled to hinge the supplementary performance on the due
payment of the purchase price. You are entitled to retain a – in relation
to the defect – fair amount of the purchase price. You must hand over
the rejected goods to combit for test purposes and grant the timenecessary for the supplementary performance. In case of compensationdelivery, you must return the defective object according to thestatutory provisions.
9. If a defect really exists, combit is responsible for any costs incurred by
the examination and supplementary performance, in particulartransport, infrastructure, labor and material costs. However, if yourrequest for removal of defects turns out to be unjustified, combit may
ask for reimbursement of the incurred costs.
10. In urgent cases, such as the threat of the operational safety or in orderto prevent disproportionately large damage, you have the right toremedy the deficiencies yourself and ask combit for reimbursement of
the cost necessary from an objective point of view. combit is to be
informed immediately of and if possible prior to such a self-remedy ofdefects. However, there is no right to self-remedy of defects if combit
is entitled to refuse supplementary performance under the statutory
provisions.

11. If supplementary performance fails or a suitable period of time forsupplementary performance has lapsed without success or is legally
superfluous, you may exercise your right of withdrawal or request an
abatement of the purchase price. In case the defect is insignificant, theright of withdrawal is excluded.
12. Any entitlement of damages and any compensation for futile expenses
exist only in accordance with sect. 3.2 and are excluded for all othercases.
13. If a program or parts of a program is modified or extended by yourself,
any warranty claim will lapse unless it can be proven that in case of
defect this modification and/or extension did not cause the defect. The
warranty claim lapses also if the defect, failure or damage was caused
by improper use, disregard of data security instructions, hardware
failure, failure of the operating system or any other incident, which isoutside of combit’s area of responsibility.
2. Liability
1. combit is liable without limitations for damages
 for injuries to life, body or health resulting from anintentional or negligent breach of duty or behavior of
combit or one of its legal representatives or auxiliary
persons;
 caused by the absence or the omission of a guaranteed
quality or the failure to comply with a guaranty;
 caused by an intentional or grossly negligent breach of
duty or behavior of combit or one of its legal
representatives or auxiliary persons; caused by fraudulent concealment of a defect by
combit.

2. combit’s liability is limited to the compensation of losses foreseeable
and typical for this contract and cause by a negligent breach of a
substantial contractual obligation (cardinal obligation) by combit or
one of its legal representatives or auxiliary persons.
3. combit’s liability for all further cases of negligence is limited to anannual compensation or a sum five-times the purchase price for eachcase of damage.
4. In case of data loss caused by negligence, combit is only liable fordamage, which would have been caused even if you had secured thedata properly and on a regular basis, depending on the importance ofthe data; this limitation does not apply if the data backup was
impossible or impeded due to reasons attributable to combit.
5. The aforementioned provisions apply correspondingly to combit’s
liability with regard to the compensation for futile expenses.
6. The liability according to the Product Liability Act remains unaffected.
7. In case combit is not liable according to ciphers 3.2.1 – 3.2.6 all further
liability is hereby excluded.
3. Limitation of time

1. Deviating from sec. 438 para. 1 no. 3 Civil Code (BGB), the limitation
period for claims arising out of material defects or defect of title is one
year after handover. The legal special regulations shall remain
unaffected for claims for return based upon a property right of a third
person (sec. 438 para. 1 no. 1 BGB), in case of fraudulent intent of
combit (sec. 438 para. 3 BGB) and for suppliers’ claims for recourse incase of final delivery to a consumer (sec. 479 BGB).
2. The aforementioned limitation period of the sale of goods law applies
also to contractual and non-contractual claims for damages of thecustomer, which originate from a defect of the contract goods, unlessthe application of the regular statutory limitation period (sec. 195, 199
BGB) results in a shorter limitation period in individual cases. The
limitation period of the Product Liability Act remains unaffected.
4. Right to be informed
1. Due to copyright reasons and in order to secure combit’s position, theparties agree to a contractual right to be informed. combit may inquireat any time how many users and/or developers are using combit
software or are working on a product/project.

4. Contractual performance
1. Commencement and termination of contract
1. All rights according to these provisions will set in with complete
payment of the license fee.
2. The license is granted for an indefinite period of time. If you violate
any of these fixed license terms the license will automatically beterminated without notice. In case of termination, you are obligated todelete the software and all back-up copies. In this case, you are obliged
to provide combit with a written notification confirming the deletion.

5. General provisions
1. The law of the Federal Republic of Germany applies to this agreement. The
application of the UN Convention on Contracts for the International Sale ofGoods (CISG) is excluded.
2. Jurisdiction for all disputes arising out of or in connection with the contract isthe domicile of combit for all merchants, corporate bodies under public law or
public fund assets within the meaning of the Commercial Code (HGB). Placeof performance for delivery and payment is the registered office of combit.
combit may file a suit against merchants at the customer’s place of jurisdiction
or any other legal jurisdiction. As for the rest, the legal requirements shallapply.
3. The parties did not agree on any subsidiary arrangements. Any amendments
must be made in writing. The same applies to the removal of the written formclause.
4. Should individual terms of the contract including this provision be or become
partially or completely invalid, this shall not affect the validity of the othercontract terms. The terms of the contract comply with the statutory provisions.
In the absence of statutory provisions, the invalid provision shall be replaced
by a provision which comes as close as possible to the economic intent.
5. This English version shall be used only for assistance in translation of theGerman version of the Software License Agreement. For any legal
interpretation or claim, the German version shall prevail. The German version
can be accessed at www.combit.net/lizenzvertrag.

General Terms and Conditions of combit GmbH
Please read carefully.
Issued September 1, 2022
It is in your best interest to produce backup copies regularly in order to avoid extensive
damage due to the loss of data! Please also include the original software in the initial
backup and keep this backup in a safe place together with the product license
information.

1. Scope
1. combit Software GmbH (hereinafter referred to as “combit”) concludes
contracts exclusively on the basis of these General Terms and Conditions in
the version valid at the time of the order. Terms and conditions of thecustomer deviating from our General Terms and Conditions are not valid,
unless combit expressly agrees to them. They are also the basis for all futureservices and deliveries, even if their inclusion is not expressly agreed uponagain.

2. Consumer exclusion
1. combit does not conclude contracts with consumers / private persons. All
prices on the website are – subject to deviating information – plus statutory
value added tax.

3. Formation of contracts
1. The offers of combit on the Internet represent a non-binding invitation to thecustomer to order goods or services or digital content. By sending the order(click on the button “Buy now”) on our website, the customer submits abinding offer to conclude a contract.
2. The confirmation of receipt of the order follows immediately after sending theorder and does not constitute an acceptance of the contract. combit may
declare acceptance within five days by sending a written order confirmation or
an order confirmation in text form (email or fax), in which case the receipt of
the order confirmation by the customer is decisive, or by delivering theordered goods, in which case the receipt of the goods by the customer isdecisive, or by requesting payment from the customer after submission of theorder (e.g. in case of PayPal payment). If several of the aforementioned
alternatives exist, the contract is concluded at the time when one of theaforementioned alternatives occurs first. If combit does not declare acceptancewithin the aforementioned period, this is considered a rejection with theconsequence that the customer is no longer bound to their declaration of
intent.
3. Information contained in brochures, advertisements, documentation andsimilar writings as well as information on our website are only descriptions
and do not contain any guarantee of the quality of the products. The guaranteeof the quality of the products requires an express written agreement. This also
applies to price quotations or information on the release of supplements andextensions. The technical data, specifications and performance descriptions inthe software product description do not constitute a warranty of quality unlessthey have been expressly confirmed as such by combit.

4. Irrespective of the time and form of the agreement, agreements on thecustomer’s rights to the software (software license agreement), its care andmaintenance and training on the use of the provided software as well as
accessory deliveries and other services are each legally independent andseparate contracts with regard to mutual rights and obligations, legal
consequences and warranty.
5. When submitting an offer via combit’s online order form, the text of thecontract will be stored by combit and sent to the customer in text form (e.g.
email, fax or letter) after sending their order together with these GTC. combit
does not make the contract text accessible beyond this. If the customer has
created a user account in combit’s online store, they can view their order data
there.
6. Before binding submission of the order via combit’s online form, the customer
can continuously correct their entries using the usual keyboard and mousefunctions. In addition, all entries are displayed once again in a confirmation
window before the binding submission of the order and can also be corrected
there using the usual keyboard and mouse functions.
7. The following provisions shall apply to the sale of digital content in addition
to the aforementioned paragraphs. Digital content is content that is provided tothe customer in digital form and not on a physical data carrier for use to theextent of the rights of use granted in each case.
1. The subject matter of the contract for the sale of digital content is theprovision of this content in a suitable digital form and the transfer of asimple, temporally and spatially unrestricted right of use to the digitalcontent. The customer is not entitled to reproduce the provided digitalcontents physically or electronically and/or to transfer reproduction
pieces to third parties and/or to transfer the rights of use granted tohim, unless such reproduction or transfer of rights of use has been
expressly permitted by combit or is required due to the nature or theintended use or the functionality of the digital contents. The transfer ofthe rights of use only takes place upon full payment of thecontractually owed remuneration. If combit makes the digital content
available to the customer before this point in time, this is not to beconsidered an implied transfer of rights of use.
2. In case of the sale of digital contents that are not delivered on aphysical data carrier, the acceptance of the contract shall be effected indeviation from section 3.2 without a preceding confirmation email.
Acceptance can be declared by combit within five days by sending awritten order confirmation or an order confirmation in text form (email
or fax), in which case the receipt of the order confirmation by thecustomer is decisive, or by enabling the customer to download thedigital content, or by requesting the customer to make payment after
placing the order (e.g. in case of Paypal payment). If several of theaforementioned alternatives exist, the contract is concluded at the time
when one of the aforementioned alternatives occurs first. If combit
does not declare acceptance within the aforementioned period, this isconsidered a rejection with the consequence that the customer is nolonger bound to their declaration of intent.
8. For the conclusion of the contract the German language is exclusively
available. This English version shall be used only for assistance in translation

of the German version of the GTC. For any legal interpretation or claim, theGerman version shall prevail.

4. Terms of payment
1. The prices listed on our website at the time of the order apply. Payments aredue upon receipt of the goods without deduction. After 8 days the customer isin default of payment. If the customer is in default of payment, combit isentitled to charge default interest in the amount of nine percentage points
above the base interest rate of the European Central Bank. In case combit
claims further damage caused by default, the customer has the possibility toprove that the claimed damage caused by default did not occur at all or at alower amount.
2. Bills of exchange, checks and other money order papers are generally notaccepted. In the event of acceptance, this shall only take place on account of
performance.
3. The customer may only set off claims that are undisputed or have become res
judicata. The customer shall only be entitled to rights of retention insofar as
they are based on the same contractual relationship.

5. Delivery and service not provided in accordance with the contract
1. Delivery and service deadlines are only binding if they are included in a
written offer or the written order confirmation by combit. After expiration ofbinding delivery and service deadlines, the customer must first set combit agrace period of 14 days in writing. After fruitless expiration of this grace
period, the customer may withdraw from the contract. The stated deadlines
refer to the time of dispatch of the delivery from combit’s place of business.
2. An appropriate extension of the delivery and service deadlines occurs if
unforeseen events or force majeure, such as strikes, lockouts, traffic
disruptions, official measures, etc., have a significant impact on the deliveries
or services of combit. If obstacles last longer than one month or if, due to suchan obstacle, the delivery or service cannot be provided permanently or not inaccordance with the contract, both parties are entitled to withdraw from thecontract.

6. Retention of title
1. Until full settlement of all claims resulting from this contractual relationshipand all other claims existing against the customer at the time of conclusion of
the contract, combit retains title to delivered products (hereinafter: reserved
goods).
2. The customer may incorporate goods subject to retention of title in theordinary course of their business. However, any combination, mixing,
processing or transformation of the goods subject to retention of title shall bemade exclusively for combit, which shall acquire a co-ownership share in thefinished goods or in the new item corresponding to the ratio of the value of thegoods subject to retention of title to the value of the finished goods or the newitem.
3. The customer is entitled to resell the goods subject to retention of title or items
co-owned by combit in the ordinary course of business subject to retention of
title. The customer hereby assigns their future claims from the resale in therespective invoice value of the goods subject to retention of title until full
payment of all claims mentioned in section 6.1 as security to combit, which
accepts this assignment. If combit has only a co-ownership share in the solditems, these claims are assigned in each case in the amount of the sales valueof this share, but with priority over the other claims.
4. The customer must notify combit immediately of any change in ownership of
the goods subject to retention of title as well as of their own change ofresidence or place of business.
5. In case of seizure of goods subject to retention of title, the customer must
point out combit’s ownership and notify combit immediately in writing.
6. combit is entitled to withdraw from the contract in case of breach of contractby the customer and to demand return of the goods subject to retention of title.

7. Transfer of risk and shipment
1. The risk of accidental loss and accidental deterioration of the product shallpass to the customer upon handover, in the case of sale by delivery to a place
other than the place of performance, upon delivery of the item to theforwarding agent, carrier or other person or institution designated to ship theitem.
2. The same consequences arise if the buyer is in default in accepting delivery.
3. Unless the customer gives special instructions for the shipment (expressdelivery, fast parcel, etc.), it will be carried out by combit to the best of its
ability and subject to the most favorable mode of shipment.

8. Software licenses
1. For software licenses, the current combit software license agreement also
applies.

9. Trainings, web seminars and online workshops
1. combit offers trainings, web seminars and online workshops (hereinafterreferred to as “training”) for its software products. A qualified trainer isprovided. The training content for standard trainings and web seminars resultsfrom the training agenda and the participant level.
2. The services for individual training courses and online workshops are basedon the customer’s requirements with regard to training content, number oftraining days, number of participants and training location and must be
sufficiently agreed upon before the training date.
3. Withdrawal by the customer: The customer can withdraw from theirregistration up to two weeks before the training date. The timeliness depends
on the receipt of the written notice of withdrawal by combit. In this case,combit will receive a processing fee of 40% of the training fees ascompensation for the premature termination of the contract. If the customer
withdraws within two weeks before the start of the training, the complete
training fee is due. For participants who cannot attend, the customer can namesubstitute participants at any time, which they will inform combit of.
4. Withdrawal by combit: combit may withdraw from the contract in cases of aminimum number of participants listed in the service description if there are
not enough registrations up to one week before the training date.
5. If combit has to cancel an event for reasons for which combit is not
responsible or has to relocate the event to another location (e.g. due to severe
weather or comparable exceptional situations or due to the trainer’s absence
due to illness), combit will propose to the participants / contractual partners analternative date, an alternative event or an alternative location or the
implementation of the event within the scope of an online presentation. In caseof an alternative date or event, a refund of the participation fee will take place
if the participant cannot or does not want to attend the alternative date / event.

In the event of a relocation to another venue, a refund of the event fee will
only take place if the participant cannot reasonably be expected to travel to the
new venue (e.g. in the event of significantly longer travel times or poorer
accessibility).
6. Modification of the training: combit reserves the right to slightly modify thecontent of the training and to change the date and location with prior notice. If
a participant is unable to attend the standard training due to a change of date or
location, they have the right to rebook for a new date with comparable training
content free of charge.
7. Copyrights: Training documents as well as the software provided may not be
reproduced.
8. Cooperation of the customer: The customer is obligated to immediately
provide combit with all information required to fulfill combit’s contractual
services. Upon request, the customer will provide test data of sufficient typeand quantity.
9. The content conveyed in the trainings does not constitute a guarantee for thequality of the products.
10. combit is entitled to engage subcontractors to fulfill its contractual obligations.

10. Warranty
1. combit makes considerable efforts to achieve a largely defect-free software
product through quality assurance measures. However, combit points out that
it is not possible to produce software that is completely free of defects
according to the current state of the art.
2. If the goods are defective, the customer shall be entitled to subsequent
performance. A defect exists if the goods do not have the contractually agreed
quality at the time of transfer of risk, if they are not suitable for thecontractually assumed use or if agreed accessories and instructions including
the installation manual were not provided. Furthermore, a defect exists if thegoods do not meet the installation requirements, if the installation was
performed improperly by combit or if the improper performance is based on adefect in the installation instructions provided by combit. Any further liability
for defects in cases where the goods do not comply with the objective
requirements as defined by § 434 para. 3 BGB is excluded.
3. In case of supplementary performance, the customer initially has the choice
whether this supplementary performance shall be carried out by repair or
replacement. However, combit is entitled to refuse the type of subsequent
performance chosen if it is only possible at disproportionate costs or if afollow-up product exists that no longer has this defect and the other type ofsubsequent performance remains without significant disadvantages for thecustomer. If the customer chooses supplementary performance, they must
provide combit with access to the software for the purpose of supplementary
performance. In this case, combit bears the costs of the return.
4. If rectification attempts by combit fail, whereby a double rectification attempt
is permissible, or if combit does not offer an error-corrected new software
version, the customer has a right to rescind the contract (withdrawal) or a rightto a reasonable reduction of the remuneration (reduction).
5. However, in the event of only a minor breach of contract, in particular in theevent of only minor defects, the customer shall not be entitled to withdraw
from the contract and to claim damages in lieu of the entire performance.

6. The customer does not receive guarantees in the legal sense from combit,
unless it is agreed upon in writing.
7. The warranty claim does not apply to such programs or program parts thathave been modified or extended by the customer himself, unless the customer
proves to combit that such modifications or extensions are not the cause of thedefect. The warranty claim is furthermore void for defects, malfunctions or
damages that are due to improper operation, errors of the hardware, theoperating systems, non-observance of the data backup regulations or otherprocesses that are beyond the responsibility of combit or if the customer
denies combit the opportunity to investigate the cause of the reported defect.
8. The limitation period is 1 year from receipt of the goods.

11. Notice of defects
1. If the customer acts as a merchant within the meaning of § 1 of the German
Commercial Code (HGB), they shall be subject to the commercial duty ofinspection and notification of defects pursuant to § 377 of the German
Commercial Code (HGB). If the customer fails to comply with the notification
obligations regulated therein, the goods shall be deemed approved.

12. Liability for defects
1. combit is liable to the customer for all contractual, quasi-contractual andstatutory, including tortious claims for damages and reimbursement ofexpenses as follows:
1. combit shall be liable without limitation for any legal reason in case of
intent or gross negligence, in case of intentional or negligent injury tolife, body or health, on the basis of a warranty promise, unlessotherwise provided in this respect, or on the basis of mandatory
liability such as under the Product Liability Act.
2. If combit negligently breaches an essential contractual obligation,
liability is limited to the foreseeable damage typical for the contract,unless liability is unlimited according to the preceding section.
Material contractual obligations are obligations which the contract
imposes on combit according to its content in order to achieve thepurpose of the contract, the fulfillment of which enables the proper
execution of the contract in the first place and on the compliance withwhich the customer may regularly rely.
3. If the customer, when purchasing goods with digital elements or whenpurchasing digital products (digital contents and services), fails to
install an update provided to him within a reasonable period of time,
combit is not liable for a material defect that is solely due to the lack ofthis update.
4. Any further liability of combit is excluded.
5. The above liability provisions also apply with regard to combit’s
liability for its vicarious agents and legal representatives.
2. An exclusion period of 18 months applies to the limitation period for all
claims that are not subject to the limitation period due to a defect in the item.
It begins from knowledge of the damage and the person of the damaging party.

13. Final provisions
1. The law of the Federal Republic of Germany shall apply. The provisions of the
UN Convention on Contracts for the International Sale of Goods shall not
apply.

2. combit’s registered office shall be the place of jurisdiction for all disputes
arising directly or indirectly from the contractual relationship in the case of amerchant, a legal entity under public law or a special fund under public law
within the meaning of the German Commercial Code. Place of performancefor delivery and payment is the registered office of combit. If the customer is amerchant in the sense of the HGB, combit is free to file suit at the customer’s
place of jurisdiction or any other legal place of jurisdiction. Otherwise, thestatutory provisions shall apply.
3. Subsidiary agreements have not been made. Additions to these general terms
and conditions must be made in text form. The same applies to thecancellation of this clause.