1st Jurisdiction/Fore

The following conditions govern the business dealings between MMSERVICES Gmbh (afterwards called MMSERVICES) and its clients. These are good likewise for all future business relationships, even when they are not explicitly repeated as agreed on. These conditions are considered as accepted at the latest on the giving of the order and the execution thereof. General business conditions of the clients, especially purchase conditions, which are in conflict with this, will also not be acknowledged if there has been no agreement thereon to the contrary at the start. Modifications or collateral agreements are only effective in so far as they are acknowledged in writing. If no especial place is designated for the transaction to take place it will be considered as being on delivery of the completed product at the business domicile of MMSERVICES.

For proof of delivery and execution of delivery the agreed suitable performance settlement confirmations are decisive. In the case of a delivery without such a confirmation the invoice will suffice. Modifications to the order confirmation stay reserved, in so far as the instruments should at least fulfil the same functions. We are not responsible, for such modifications on articles already delivered, or to undertake part delivery of software that was already delivered in the valid version.

MMSERVICES sells to clients by an individual contract, a distribution contract or by online sales of well-known products.

3.1.2 Delivery

The responsibility of the client commences as from the sending of the goods. This is also the case when freight free delivery is agreed on. When the client collects the goods, the responsibility starts with the notice of readiness. We are have the right to part deliveries. Transport insurance will only be taken out on the express wish of the client and at his cost. In the case of delivery under a distribution contract, transport insurance is included.

We are allowed for the length of the delay in acceptance by the clients of the objects stored at the risk and cost of the clients. We can in this case use either despatch or storage. During the time of the acceptance delay the client has to pay as alternative the resulting storage cost without further proof an overall sum of 1% of the purchase price, with a minimum of CHF 50, -. If the client after completion of an extension set for the acceptance of the delivery of the object refuses it or says not to want it or refuses fulfilment of the contract, acceptance of the goods and compensation, we have the right as compensation to chose either to take 50% of the agreed sales price or the effective amount of the damages claimed from the client.

Complaints are to be made in writing within 8 days of the arrival of the goods, otherwise the delivery is assumed to be in order. Shipments with eventual damage in transit are accepted conditionally and the facts of the case established with the transport firm concerned within the statutory time.

As a result of the variation in the rates for the US$ and Euro our printed and electronically published prices are for guidance only. We will endeavour to quote the best prices. Provided nothing else is agreed previously, agreed prices are confirmed to be binding. For everything in our catalogue and our price list, the prices are in Euro, ex-works, exclusive of VAT, packing, transport and insurance. We only deliver against advance payment. For the distribution of products under a distribution contract there are special conditions that are regulated by the terms of the contract.

In order to protect its rights after finding fault in the delivered hardware product, the client should notify the defect immediately after the delivery in writing. In so far as no other written agreement is made the warranty period lasts for 12 months and begins on delivery of the hardware to the client. The rights under the warranty of the client are given by the manufacturer’s services. In as much as MMSERVICES may exclusively possess these rights under the warranty therein, MMSERVICES may demand these rights under the warranty from the manufacturer or supplier. Should the manufacturer/supplier not freely hand over its rights under the warranty, MMSERVICES will pass the warranty rights by legal transmission to the client. Other warranty rights of MMSERVICES will not be accepted. The place of performance of the warranties is the headquarters of the manufacturers/suppliers of MMSERVICES. Wear and tear and articles of consumption such as toners, batteries etc are in any case replaced at cost. MMSERVICES does not take responsibility for an up-to-date compatibility of its products with operating systems or in regard to the use of those products with new or upcoming firmware, patches or other software which shall find a use of those products, provided by manufacturers of those products.

MMSERVICES brings EDV-services such as installation of hardware and software exclusively for client specified installation of software (customising and Para metering) rollouts, development of taking over of data, development of projects, loan of personnel, support of management of projects and putting them on stream (project management) development of tests, training and support for clients. MMSERVICES at times brings services described in an individual contract.

MMSERVICES undertakes the responsibility for systems integration only when the individual contract makes specific mention of it. The taking charge of this responsibility requires, that the client specify his needs beforehand. MMSERVICES takes no responsibility for a system integration requirement. MMSERVICES delivers on a “Material and Time” basis and the sale of hardware, the licensing of software, as well as the bringing of services to independent legal transactions are concerned.

Services are at the choice of MMSERVICES either domiciled at its offices or the client’s.

Services will be expensed by MMSERVICES according to the time effectively spent. They will be billed monthly in so far as another mode of payment is not mentioned in an individual contract or distribution contract. Travel time is counted as working time, as are justifiable expenses.

MMSERVICES brings vis-à-vis the clients’ performance of service, which comprises looking after the maintenance and functional capability of components, assuming they are under normal use. The performance of service by MMSERVICES will be specified in the following and in individual contracts under reference to the contract conditions. They cover exclusively likewise in the individual contract designated components.

The client is responsible for protecting complete data and programs and equipment, respectively equipment parts, before giving them to be repaired. The safety and the rereadability of the data of the client follow only the expressed written wish of the client and against settlement of the expense incurred.

MMSERVICES supplies the know-how and the technical resources of maintenance and support for the contracted product for the duration of the contract.

MMSERVICES posses a Support Hotline that the clients can call straight away if problems appear.

With the appearance of problems MMSERVICES supplies through remote support or support on place the necessary measures for the remedy of the problem. These services include the diagnosis of the problem and the definition of the suitable remedy for the solution of the problem. They will consequently go as follows:

· Remote servicing

On the appearance of problems it will initially be sought to solve them by remote service. Should a system be not reachable remotely, or the problem cannot be solved by telephone in a satisfactory manner, servicing at domicile will be necessary.

· Servicing at Domicile

If the problem cannot be solved by remote servicing or by telephone, servicing at domicile becomes necessary. Without express agreement in force the expenditure created by the maintenance will be invoiced.