Terms and Conditions of BioInquire, LLC for online Software Acquisition
I. Introduction; Subject of Agreement
BioInquire, LLC (“BioInquire” or “we” or “us”) is the supplier of the Internet Portal www.bioinquire.com and www.proteoiq.com and subdomains that direct or redirect to the aforementioned sites (the “Portal”) and offers a service for software downloads.
These Terms and Conditions apply and are applicable to all Customers (the “Customer”) on initial and immediate access to all contents and products available at the Portal. These Terms and Conditions, as set out in the current valid version, are supplemented by the price and editions page and list, the data protection and consumer information. The Customer must also observe the license agreement of BioInquire, LLC’s software products when using the software.
Any statements to the contrary on the part of the Customer with reference to their own Terms and Conditions are herewith contradicted.
The Customer is authorized to acquire and use the Internet services made available under www.bioinquire.com and www.proteoiq.com in accordance with the following provisions.
II. Creation of Contract on Acquisition of Software
The statements to be made by the supplier in the Portal remain subject to confirmation.
The Customer can choose by selecting by mouse click, from software products offered by BioInquire and “place” the software products into the “shopping cart”. As long as the software is in the “shopping cart”, the Customer is able increase, change or delete the product selection he or she selected at any time. The Customer delivers a binding purchase offer only after sending off the entirely completed order form on the “order platform” (the screen and page where the order is completed).
The Customer can save the binding order by printing the screen from the browser’s file menu. In addition, the binding order information will be emailed in a confirmation email to the email provided by the Customer.
After the Customer has departed the order platform he can no longer retrieve the order on the Internet.
BioInquire saves and uses the statements delivered in this form to perform the sales contract as desired. In particular, BioInquire passes on the data to the credit card institution stated as well as to the company trusted with encashment, as far as is required to settle the payment for the product purchased.
BioInquire will immediately confirm the order after approval has been received. The confirmation is delivered to the e-mail address provided by the Customer on the order form and at the registration stage.
As soon as the confirmation is retrievable under the e-mail address provided, the contract is concluded.
III. BioInquire’s Standard Return Policy and Customer’s Right to Revocation; Consumer Information; Information on E-Commerce
Customers who are not acquiring the software for business or commercial purposes, freelance business, research purposes, laboratory purposes, educational purposes in connection with a college or university or research institution, are entitled to revoke in accordance with this cancellation and return policy.
The purchase of this software is non-refundable. A refund will only be given in the instance of a material product defect, as set out in section VII, below, within five (5) days of purchase, and under the terms and conditions set out in this policy.
Any product shall be deemed accepted by the Customer five (5) days after the Delivery Date unless a Defect Notice is received in writing via email or letter to BioInquire by such fifth day as provided under the software license agreement available to the Customer via the Portal. The five (5) day cancellation and return period begins on receipt of the key required for installing the software, provided that the Customer has been informed about his rights by means of the consumer information.
The right to revocation expires for software made available for downloading on the date this software is activated online.
The Customer may print these Terms and Conditions from the Portal. Ample information on all potential ways of using the Portal and the software is available to the Customer. Additionally, the Customer is advised about the consumer information/information on e-commerce retrievable on the Portal.
IV. Subject and Form of Delivery
The Customer receives the software subject to the contract in executable form (object code) along with the corresponding documentation released by the supplier.
The software provides the functionality specified in the documentation. This document on the functionality can already be read, printed and downloaded by the Customer prior to the conclusion of the contract from the Portal in the context of the product specification.
Delivery is made by transfer of an installation key to the delivery e-mail address stated in the order form. After the download has been accomplished the software must be activated online, which is only possible if a link to the Internet is available.
Documentation of the software is availabled on the Portal and delivered in conjunction with the product purchase and download.
Installation of the software is not subject to this agreement.
V. Rights of Use
Unless agreed or otherwise stated in the respective license regulations of the software or by purchasing a limited license version of the software, upon payment of the agreed one-off payment BioInquire grants the Customer a non-exclusive right to use the software permanently which is unlimited in terms of space. This unlimited license only applies to the unlimited license version of the software. BioInquire has software versions with limited licenses, and such license is limited according to the terms outlined on the product page.
The Customer is entitled to use one “copy” of the software at one (1) computer/work place maximally at any one time, with a single purchase.
If the Customer intends to use the software on more than one computer, he must expand the right of use correspondingly by purchasing additional products and licenses. To expand the rights of use without further delivery of the software, the supplier’s separate price list for expanded use is applicable. If the rights to use are expanded later without new delivery, a new warranty will also not be granted.
Any use beyond the contractually agreed level, in particular the use of the software on more than one computer per acquired copy of software, is a breach of contract. In this case the Customer must immediately inform the supplier about the excess of use. The parties will then attempt to reach an agreement on the expansion of the rights of use. The Customer is obliged to pay compensation in accordance with the supplier’s price list for the excess of use for the period of the excess of use, that is, until such an agreement has been concluded or the excess of use has been stopped. The calculation of the compensation is subject to a four-year straight-line depreciation. If the Customer refrains from informing about the excess of use, a penalty for breach of contract amounting to a threefold of the price of the use made to date will be due in accordance with the supplier’s price list.
To guarantee and protect the contractual use of the software an online activation per computer/work place must be conducted and, thus, a link to the Internet is a compulsory pre-condition.
The Customer must not decompile, change or otherwise process the software, unless specifically stated to the contrary by Georgia law.
Notes on copyright and other property rights within the software are neither to be deleted nor changed. They must be transferred to every copy of the software.
VI. Pricing; Terms of Payment and Billing
The individual prices stated are subject to any Georgia taxes under the applicable taxation law.
BioInquire maintains the rights to the subject matter of this agreement until payment is fully made.
VII. Material Defects and Deficiencies in Title
Upon downloading, the Customer obtains the software free of any material defects or deficiencies in operation or ownership. A material defect is relevant if the software is not suitable for the use as specified in the documentation. The documentation of the software products can be retrieved from the Portal at any time.
A deficiency in ownership is relevant if the rights required for the contractual use cannot be effectively established after delivery of the software.
If BioInquire fraudulently concealed the material defect, the limitation period of the claims on account of this defect is two years.
After termination of the limitation period, as previously set out herein, the Customer is only allowed to be refunded payment as set out previously upon receipt of a Defect Notice in writing to BioInquire.
The period of limitation begins when the Customer receives the key required for the installation of the software.
The Customer is obliged to immediately inform BioInquire, in writing, of any defects after having detected them within five (5) days after the key required for installation of the software is received. In this process the Customer should also, if possible, deliver details about the defect – the way and the circumstances it shows and takes effect.
If BioInquire is informed about any material defect as defined herein before termination of the limitation period, it will supply an additional download of the product free of charge. In the event that the additional download contains a material defect, a refund of the product purchase price free of charge will be given to the Customer.
The Customer remains responsible for installation; in particular, installation of the software in person is not included.
The Customer is not entitled to a refund of the purchase price if the defect is minor.
If it turns out that a reported problem is not due to a defect of the software, the supplier is entitled to charge the expenditure incurred for the analysis and removal of the problem in accordance with the supplier’s price lists for services, in the event the Customer can be accused of intent or gross negligence.
Warranty obligation will not be applicable, if changes were made in the software without obtaining specific permission in writing, or if the software is not used in the designated way or software environment, unless the Customer proves that these facts are not related to the error occurred.
IX. Data Protection
BioInquire has taken extensive technical and organizational steps to ensure that data are treated confidentially and only for their particular purpose. Misuse resulting from illegal acts induced by third parties cannot, however, be entirely excluded.
The supplier undertakes to use the data saved during the ordering process for contractual purposes only and to refrain from passing them on to external third parties, unless there is an obligation in this respect as decreed by the authorities or the Customer clearly gave his consent to do so. This provision concerning the treatment of data is more succinctly formulated and supplemented by the information provided on data protection.
The supplier undertakes to ensure that all employees entrusted with fulfilling the agreement will strictly comply with the data protection regulations.
All graphic designs and texts on the Portal are subject to copyright and must neither be partially nor fully published, made available to other people or otherwise be used or published.
The Customer undertakes to neither remove nor make illegible the copyright information or any other information about such rights.
This agreement is exclusively governed by the laws of the State of Georgia. In the event of legal action, the Customer agrees to be subject to the jurisdiction of the Georgia Courts in the county of residence of BioInquire, LLC.
The Terms and Conditions as set out here supersede and replace all previous Terms and Conditions.
Last Updated: May 25, 2008
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