1. Basic provisions
1.1 The deliveries, services, and offers from Tech Solutions, trading as Shop Win & Microsoft Office Keys (hereinafter referred to as „Seller“), are made exclusively on the basis of these terms and conditions (hereinafter referred to as „T&Cs“). They therefore also apply to all future business relationships, even if they are not expressly agreed upon again. The Buyer's (hereinafter referred to as „Customer“) references to their own terms and conditions are hereby objected to.
1.2. These terms and conditions apply to both consumers (§ 13 of the German Civil Code - BGB) and businesses (§ 14 of the German Civil Code - BGB). Unless the following terms and conditions contain a specific note to the contrary, all conditions apply equally to contracts with businesses and consumers.
1.3. Additions or amendments to the terms and conditions require written confirmation from the supplier. The original order confirmation is decisive for the contract content.
1.4. We reserve the right to make construction and design changes to the goods, provided these changes are not fundamental in nature and the contractual purpose is not significantly impaired.
1.5. By placing an order in accordance with section 2.2, the customer agrees to these terms and conditions.
2. Formation of the contract
2.1. The subject matter of the contract is the sale of download products (digital content not supplied on a physical data carrier, such as digital product keys, access codes, or other digitally available information) and associated licences.
By selecting the respective download product on our website, we are making a binding offer to the customer to conclude a contract on the terms specified in the product description.
2.2 In the case of a contract for the supply of digital goods, for a contract for the supply of software (hereinafter referred to as „software purchase“), the seller owes the permanent provision of the software in object code as named in the licence. The seller owes the provision of a means to download the software, as well as the provision of a printed version or a downloadable version of the associated user documentation. Until full payment of the purchase price in accordance with clause 8, the provided user documentation shall remain subject to the seller's retention of title. The respective product description in the seller's online shop or marketplace shall be decisive for the quality of the software. The seller further owes the granting of rights in accordance with clause 4.8.
2.3. The contract is concluded via the online shopping basket system:
The customer places the selected goods in the virtual shopping basket and goes through the electronic ordering process. By clicking on the button to complete the order process, the customer concludes a legally binding contractual offer concerning the goods contained in the shopping basket. In addition, the customer can also submit the offer to the seller via email.
2.4. The seller may accept the customer's offer within five days by requesting payment from the customer after they have placed their order. This also includes selecting a payment method during the ordering process that involves payment being made before the ordered goods are dispatched. The period for acceptance of the offer begins on the day after the customer sends their offer and ends at the expiry of the fifth day following the sending of the offer. If the seller does not accept the customer's offer within the aforementioned period, this shall be considered a rejection of the offer, with the consequence that the customer is no longer bound by their declaration of intent.
2.5. The processing of orders and transmission of all information required for the conclusion of the contract, as well as the delivery of download products, shall take place via e-mail. The customer must therefore ensure that the e-mail address provided to us is correct and that the receipt of e-mails is not prevented, in particular by SPAM filters.
3. Right of withdrawal
3.1. Consumers generally have a right of withdrawal.
3.2. Further information on the right of withdrawal can be found in the seller's cancellation policy.
4. Warranty
4.1. The statutory warranty rights apply.
4.2. The customer is requested to check the goods for completeness and obvious defects immediately upon delivery and to inform us of any complaints as quickly as possible. If the customer does not comply with this, it will have no effect on their statutory warranty claims.
4.3. Only our own specifications and the manufacturer's product description are considered agreed upon as the condition of the item, but not any other advertising, public claims, or statements by the manufacturer.
4.4. The warranty period is one year from the delivery of the goods. The shortening of the period does not apply:
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damages caused by us due to culpable injury to life, body or health, as well as other damages caused intentionally or through gross negligence;
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provided that we have fraudulently concealed the defect or assumed a warranty for the quality of the item;
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in respect of statutory recourse claims that you may have against us in connection with warranty rights.
4.5. If the customer rejects the seller's delivery for reasons other than a significant defect that severely restricts or makes use impossible, even though the seller has declared readiness to perform, the customer shall be in default of acceptance. The acceptance of delivery may not be refused due to minor defects.
4.6. Defects resulting from improper operation, system components altered contrary to the contractual basis, the use of unsuitable organisational tools, operation within a hardware or software environment that does not meet the requirements stated in the license, unusual operating conditions, or system interventions by the customer or third parties are excluded from warranty. If goods are used in conjunction with third-party devices, a warranty for functional or performance defects shall only apply if such defects also occur without such a connection, or if compatibility with these items is part of the contractually agreed characteristics.
4.7. If a delivery is defective, the seller may, at his discretion, fulfil his obligation by rectifying the defect (repair) or by delivering a non-defective item (replacement delivery). In the latter case, the customer is obliged to return defective goods upon request by the seller in accordance with statutory provisions. If the customer is a consumer, the foregoing sentence shall apply with the proviso that benefits received are not to be surrendered or replaced by their value. The customer must give the seller time and opportunity for subsequent performance, particularly for repair.
Grant of rights for a software supply contract
Clause 4.8 shall apply exclusively to contracts for the purchase of software as per Clause 2.2.
4.8. Upon full payment of the purchase price, the customer shall acquire a non-exclusive, perpetual right to use the goods to the extent granted in the contract. The seller may also grant temporary permission for the use of the goods prior to this point. The goods may only be used simultaneously by a maximum number of natural persons corresponding to the goods purchased by the customer. Permissible use includes the installation of the software, loading into main memory, and the intended use by the customer. In no event shall the customer have the right to rent or sublicense the purchased goods, to reproduce or make them publicly accessible wired or wirelessly, or to make them available to third parties, whether for a fee or free of charge. Section 4.8 remains unaffected. The customer is entitled to create a backup copy of the software if this is necessary for the safeguarding of future use. The customer is entitled to permanently transfer the acquired copy of the software to a third party, handing over the documentation. In this case, they shall completely cease use of the software, remove all installed copies of the software from their computers, and delete all copies on other data carriers or hand them over to the seller, unless they are legally obliged to retain them for a longer period. Upon the seller's request, the customer shall confirm the complete implementation of the aforementioned measures in writing or, if applicable, provide the reasons for longer retention. Furthermore, the customer shall expressly agree with the third party to observe the scope of the rights granted in accordance with this clause 4.8. Splitting acquired volume packages is not permitted.
5. Prices and Payment Terms
5.1. Unless otherwise stated in the seller's product description, the prices quoted are final prices and include statutory value added tax. Any additional delivery and shipping costs will be shown separately in the respective product description.
5.2. In the case of deliveries to countries outside the European Union, further costs may occasionally arise that the seller is not responsible for and which the customer must bear. These include, for example, costs for money transfers by credit institutions (e.g. transfer fees, exchange rate fees) or import duties or taxes (e.g. customs duties). Such costs may also arise in relation to money transfers if the delivery is not to a country outside the European Union, but the customer makes the payment from a country outside the European Union.
5.3. The payment option(s) will be communicated to the customer in the online shop or the seller's respective marketplace.
5.4. If advance payment by bank transfer has been agreed, payment is due immediately after conclusion of the contract, unless the parties have agreed on a later due date.
5.5. When paying by a payment method offered by the payment service provider PayPal (Europe) S.à r.l. et Cie, S.C.A., 22-24 Boulevard Royal, L-2449 Luxembourg (hereinafter referred to as “PayPal”), payment processing will be handled by PayPal, subject to the PayPal User Agreement, available at https://www.paypal.com/de/webapps/mpp/ua/useragreement-full or – if the customer does not have a PayPal account – subject to the terms and conditions for payments without a PayPal account, available at https://www.paypal.com/de/webapps/mpp/ua/privacywax-full.
5.6. If the customer is in default, we shall be entitled to charge interest at the rate charged by commercial banks for outstanding overdraft facilities – but at least 4 % above the Bundesbank discount rate – plus the applicable statutory value-added tax. The interest is payable immediately.
6. Terms of Delivery and Shipping
6.1. Digital content shall be provided to the customer in electronic form as a download by providing a download link. Product keys shall be sent to the customer by e-mail.
7. Retention of Title
7.1 We reserve ownership of the goods until full payment of all claims we have against the customer from our business relationship.
7.2 The assertion of the retention of title shall not be considered as a withdrawal from the contract. However, we shall be entitled, after a reasonable period, to dispose of the goods for which the retention of title has been asserted to another party and, upon full payment of the purchase price, to deliver equivalent or comparable goods to the customer.
8. Final Provisions
8.1 The contractual partner is entitled to assign rights and claims arising from the contractual relationship to third parties only with the prior written consent of the seller. § 354a HGB remains unaffected; § 354a HGB does not apply to consumers.
8.2 Upon entering into business relations, customer data, which may also include personal data, will be stored and processed and transmitted as far as necessary for the execution of the order.
8.3 German law shall apply exclusively, to the exclusion of the UN Convention on Contracts for the International Sale of Goods and the provisions on international private and procedural law. For consumers, this choice of law shall apply only to the extent that mandatory provisions of the law of the state in which the consumer has their habitual residence do not grant broader protection.
8.4 The exclusive place of jurisdiction for all disputes arising from or in connection with contracts to which these T&Cs apply shall be the registered office of the seller; however, the seller shall also be entitled to sue the customer at any legally permissible place of jurisdiction. This provision shall not apply to consumers.
