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The ultra-flat patch cable
This English version is provided as a machine translation, of the original German text, for convenience and is intended for informational purposes only. In the event of any discrepancies, the German version shall prevail.
These terms and conditions of sale apply exclusively to businesses, legal entities under public law, or special funds under public law within the meaning of § 310 (1) BGB. Avanis GmbH (hereinafter referred to as: Avanis) only recognizes terms and conditions that conflict with or deviate from these conditions if Avanis explicitly agrees to their validity in writing.
Only the statutory provisions are authoritative for orders placed by Avanis. Contractual partners of Avanis are liable for warranty and damages to the legally required extent and for the legally stipulated period. The place of jurisdiction is Bielefeld. German law applies, excluding the UN Convention on Contracts for the International Sale of Goods (CISG).
Unless a mutually signed contract exists, the content of the respective agreement is determined by Avanis's written order confirmation – where applicable, in conjunction with the service specification prepared by Avanis.
Oral agreements made with Avanis employees who are not authorized representatives require written confirmation from Avanis to be valid.
Upon conclusion of a contract through mutual signature, all previous offers, negotiation records, statements, side agreements, and preliminary contracts become void unless explicitly referred to in the contract.
Clause C.1.03 applies accordingly if a contract is confirmed by an order confirmation from Avanis.
The customer shall provide Avanis with all information and documents necessary or useful for carrying out the order.
The subject matter of the contract consists exclusively of the products and services specified in the contract, with the properties, characteristics, purposes, and usage possibilities stated or referenced therein. Representations in test programs, product or project descriptions, including online, do not constitute a description of product quality under § 434 (1) BGB – especially since the products and services are subject to ongoing modification. Therefore, changes and errors are reserved, and some information may refer to future developments. Property statements regarding Avanis's products and services are attributable to Avanis only if they originate from Avanis, are made on Avanis's express behalf, are explicitly authorized by Avanis, or if Avanis has known or should have known such statements for four weeks without distancing itself from them. Distributors and Avanis customers acting as resellers are not considered assistants of Avanis under § 434 (1) BGB.
Property statements attributable to Avanis that include measurable values are to be understood with a tolerance of ± 10%.
Subsequent changes to the order by the customer that deviate from the contract or impose additional requirements shall only become part of the contract upon explicit agreement between the parties, in accordance with clauses C.1.01 through C.1.04. The customer may request changes to the scope of services if they are technically feasible and reasonable for Avanis. Avanis will review such requests within five business days and respond with a binding offer, including any one-time or recurring additional costs and implementation timeframes. The customer must review this offer within five business days of receipt. If the customer accepts the offer, the changes become part of the contract. If the customer does not accept, the parties will continue performance under the original contract terms.
Avanis only owes and performs consulting services based on a separate contract and for a separate fee.
Avanis reserves the right to deliver documentation for contract-related (driver) software either as a printable file on a data carrier or as integrated online help. The customer is entitled to receive printed documentation for an additional fee according to the current price list.
If individual provisions of contracts concluded with Avanis are or become invalid, the remainder of the contract shall remain unaffected.
Avanis may withdraw from the contract if the customer has provided incorrect information regarding facts affecting their creditworthiness.
The customer must observe the license restrictions of Avanis and third-party manufacturers for the (driver) software provided and must ensure that its employees also respect these third-party copyrights.
The place of performance for services to be provided by Avanis is always Avanis's premises.
The place of performance for all services to be provided by the customer is Avanis's registered office.
Upon request, the customer is obliged to provide written confirmation that Avanis has completed the services.
If a test run is agreed upon to verify performance, the customer is obliged to confirm that the service has been performed after a proper and successful test run.
Agreed delivery deadlines refer to delivery ex works, unless expressly stated otherwise. Such deadlines begin at the time specified in the order.
If a delivery deadline is agreed, it shall be extended appropriately if the customer is delayed in providing documents, approvals, shipping addresses, advance payments, or securities required from their side.
If a delivery date is agreed, it shall be postponed accordingly if the customer is delayed in providing necessary documents, approvals, shipping addresses, advance payments, or securities.
Delivery dates are also postponed if prerequisites for Avanis's performance, which must be provided by the customer or third parties, are not available in time.
If changes to the order are requested by the customer after the order has been confirmed, the delivery deadline shall only begin once the change has been confirmed by Avanis. The delivery date is postponed accordingly.
Delivery deadlines are reasonably extended or postponed in the event of labor disputes, especially strikes and lockouts, and in case of unforeseen obstacles which Avanis, despite reasonable care, cannot avoid – e.g., delays in delivery of essential components by Avanis's subcontractors for which Avanis is not responsible.
If Avanis's performance is delayed due to circumstances attributable to the customer, the customer shall bear any resulting disadvantages.
The same applies in fixed-date transactions if the aforementioned delays are not remedied in time.
Any compensation for delay owed by Avanis is limited to the customer’s negative interest (i.e., reliance damages).
Avanis is entitled to make partial deliveries to a reasonable extent for the customer.
If Avanis exercises this right, payments for goods already delivered or services already rendered may not be withheld for this reason.
The prices, as well as costs and interest, are understood to be plus the applicable VAT.
Cash discounts are granted only with express written agreement.
Unless otherwise agreed, payments are due immediately and payable within 10 days of receipt of invoice. The debtor is in default if this date is exceeded.
Avanis is entitled to set a payment date, either with the invoice or independently, that is fixed by the calendar or determinable by the calendar.
The customer must specify which debt they are paying with their payments. If they fail to do so, payments will first be applied to existing ancillary claims (interest, etc.) and then to the customer’s oldest debt.
In the event of payment default by the customer, Avanis may charge default interest and costs at the statutory rate.
Avanis is entitled to claim damages exceeding those under Clause C.8.06.
The customer may only offset undisputed or legally established claims.
The customer has no right of retention. However, rights under § 320 BGB remain as long as and to the extent that Avanis does not fulfill its own warranty obligations.
If Avanis accepts checks, it is only as payment on account.
Bills of exchange are not accepted for payment by Avanis. If, due to special contrary agreement, Avanis accepts bills of exchange, this is also only as payment on account.
Bills of exchange accepted by exception must be discountable. Discount charges and other costs are borne by the customer and are due immediately upon invoicing without deduction.
If payment by bill of exchange has exceptionally been agreed, Avanis may, without separate agreement, demand immediate payment of all open — even non-due and otherwise undisputed — delivery claims if invoiced discount charges are not paid within 8 days, if received bills of exchange are not discounted by our bank, discounted bills are charged back, or a bill is not honored. The same applies if a check from the customer is not honored or if the customer is in default with an installment — or two successive installments if the Installment Purchase Act applies.
If, after conclusion of the contract — or after Avanis's last declaration aimed at contract conclusion, if the contract still requires a declaration of intent by the customer — a significant deterioration in the customer’s financial situation occurs (e.g., bill or check protests), Avanis may demand advance payment or security for all remaining deliveries and services from contracts of the same legal relationship (§ 273 BGB). If the customer does not comply, Avanis may withdraw from the contracts or, after setting a deadline, demand compensation in lieu of performance — without special proof — in the amount of 25% of the unperformed order value, unless the customer proves a lesser loss. Avanis is also entitled to claim damages exceeding this flat rate.
If cost factors change after order confirmation — particularly prices for raw or auxiliary materials, wages, or transport — Avanis may adjust the prices accordingly if the period between order confirmation and delivery exceeds 4 months.
For advance payments, the provisions of the Value Added Tax Act apply.
The customer is obliged to always verify the proper performance of deliveries and services by Avanis. Deliveries and services, including (driver) software, must be inspected immediately upon transfer. If there are indications of irregularities, faulty performance, or defective or incorrect deliveries, the customer's duty to inspect increases accordingly.
Avanis points out that data (including programs and the like) can be lost for various reasons and that recovery is often impossible or only possible at disproportionate expense. The customer is responsible for backing up their entire data inventory professionally, i.e., at appropriate intervals using suitable technical means, and for imposing this obligation on their customers as well. If data loss occurs that is attributable to Avanis, its liability is limited to restoring the customer to the position they would have been in had they fulfilled their data backup obligations. Further liability only exists if Avanis is guilty of intent or gross negligence.
The warranty period is 12 months. Liability and warranty for minor breaches of duty and insignificant defects are excluded. If the customer has a right to subsequent performance, Avanis decides whether this will be by rectification or replacement. If the customer has incorporated the defective item into another item or attached it to another item in accordance with its type and intended use, Avanis is not obliged under subsequent performance to also bear the costs of removal and reinstallation.
Work on items or software delivered by Avanis or other services provided by Avanis is considered defect rectification only if Avanis has expressly acknowledged the defect or if justified and proven complaints have been submitted. Otherwise, such work is considered a special service. In particular, work carried out without express acknowledgment of warranty obligation does not constitute a waiver of the customer's duty to give notice of defects.
Other rectifications or replacements are also considered special services unless expressly acknowledged as legal obligations or if the complaints are proven and justified.
If rectifications or replacements by Avanis interrupt or restart the warranty period, such effect only applies to the affected functional unit.
To perform warranty-related rectifications or replacements, the customer must grant Avanis the necessary time and opportunity. Only in urgent cases — endangering operational safety, to prevent disproportionate damage, or if Avanis is in delay — may the customer remedy the defect themselves or through third parties and demand reimbursement of necessary costs from Avanis.
If, after a reasonable number of attempts (at least three) at rectification, the defect remains uncorrected, the customer may withdraw from the contract. The attempts must relate to a specific functional unit. Even if different units are affected, withdrawal is permitted if the total defects make it unreasonable for the customer to continue the contract.
If Avanis refuses rectification despite a legitimate claim, the customer may withdraw immediately.
The same applies if Avanis does not carry out the rectification within a reasonable period set by the customer.
No warranty is given for damage not caused by Avanis. This includes damage due to improper use, incorrect installation by customer or third parties, normal wear and tear, negligent handling, unsuitable equipment or materials, defective construction work, unsuitable foundation, chemical, electromagnetic, electrochemical or electrical influences not attributable to Avanis. Product compatibility with existing hardware/software is guaranteed only for the explicitly mentioned system environment in the offer. Avanis is not liable for compatibility with customer systems altered after the order or for systems operated simultaneously by third parties. If the customer changes the required system environment without consulting Avanis, they bear the burden of proof that the damage is unrelated. The same applies if the customer modifies the products themselves.
Avanis does not provide warranty for components supplied by the customer.
The customer is solely responsible for the suitability and condition of such components unless expressly agreed otherwise.
If Avanis-delivered goods are used outside Germany despite the contract being concluded with a German-based customer entity, the customer bears additional costs for warranty services beyond German borders (e.g., transport, travel, or other expenses).
Avanis may fulfill its warranty obligation in case of product defects by offering a workaround that eliminates the effect of the defect. If usability is only slightly impaired, no further claims exist.
The special conditions for seminars and trainings apply in all cases where Avanis conducts training or seminars for the customer.
Registration by the customer via online, post, or fax is binding. The customer is bound to the registration for six weeks.
The seminar contract is concluded upon Avanis's confirmation of the customer's booking. If confirmation is received later than six weeks after registration, the customer must notify Avanis within 7 working days in text form if they do not wish to attend.
If Avanis provides hotel names for overnight stays, it does not guarantee their availability or quality.
The customer owes the seminar fee valid at the time of registration as published in the price list.
The seminar fee is due no later than 14 days before the seminar starts and must be paid to Avanis.
Full payment must be received by Avanis before the seminar begins in order for the customer to participate.
If fewer than 3 participants register, Avanis may cancel or reschedule the seminar. This also applies in case of trainer illness, force majeure, or other unforeseeable events. Fees will be refunded if the customer cannot attend the new date. No further claims exist.
Cancellations by the customer must be in writing or via fax. If canceled at least 14 days before the seminar, a €25 processing fee per participant applies. If canceled less than 14 days before the seminar, 20% of the seminar fee per participant is owed. For no-shows without proper cancellation, the full seminar fee is due.
Otherwise, the general terms and conditions of Avanis also apply to trainings and seminars.
The subject of the software maintenance contract is the servicing and maintenance of the software specified in the software maintenance directory of the maintenance contract ("maintenance certificate", "support certificate", etc.), hereinafter referred to as "software", through telephone support (hotline), discounted version upgrades (updates), and bug fixes – including remote access by RDT or similar – in accordance with the following provisions. In addition, the customer will receive current information from Avanis regarding innovations and improvements to the range of services and individual products.
In case of software updates, the customer receives a 50% discount on new releases as well as a 75% discount on minor version increments as per Section E.2.04. Patches are provided at no additional cost according to Section E.2.04. Additionally, the customer receives a 30% discount on service hours for customer-specific software modifications compared to the list price.
The customer will receive support from Avanis within 48 hours of request. This support may consist of advice regarding configuration or operating parameters or guidance on handling the software.
the customer was informed upon conclusion of the software delivery contract that training for their employees using the software is necessary
andthe aforementioned employees still did not receive training or received shorter training than advised by Avanis, because the customer did not conclude an appropriate training contract with Avanis
andhotline usage by the customer exceeds 2 hours per week
thenAvanis is entitled to make further support contingent upon the customer concluding a (possibly additional) training contract with Avanis.
Even if Section F.2.02 does not apply, Avanis is entitled to make further support contingent on the customer concluding a (possibly additional) training contract with Avanis if questions answered by the documentation or integrated help functions are asked more than three times within three months. Avanis keeps a log of hotline usage.
Avanis provides the customer with access to all further developments of the software under the following provisions:
• Minor changes to the software, indicated by the digit(s) after the second point in the version number (e.g., version 1.2.3), called patches, are provided free of charge.
• More significant changes, indicated by the digit(s) after the first point (e.g., version 1.2.3), called "minor" updates, can be purchased at a 75% discount from the list price.
• Major changes, indicated by the digit(s) before the first point (e.g., version 1.2.3), called "major" upgrades or releases, can be purchased at a 50% discount from the list price.
If installation or other service costs arise for patches, updates, or upgrades, the customer receives a 30% discount on the list price.
Applying new software versions can typically cause adjustment difficulties for the customer. These are significantly less likely if the customer participates in all updates. Therefore, the customer agrees to give Avanis a reasonable period to resolve such issues. Section E.2.05 determines this period.
If the problems are not resolved within the reasonable period, the customer may request a rollback to the previous version and a refund of the update/upgrade cost. The customer also has the right to terminate the maintenance contract without notice for cause. No further claims arise under Section E.2.04.
Avanis is not obligated to further develop the software.
Software bugs must be reported to Avanis in writing with a precise description.
This report is a prerequisite for the customer to demand bug fixes under the contract.
In case of bugs, the customer has the right to request a remedy within the shortest reasonable time. The more severe the impact, the shorter the time frame. Avanis will prioritize customers more affected by a bug.
Since the likelihood of issues is lower when the customer installs all updates, the reasonable period is at least four weeks for customers with all updates/upgrades, otherwise at least eight weeks, starting from submission of a detailed written problem description.
If the issue is due to an error caused by Avanis, the customer may re-enter the maintenance contract after the fix and purchase the corrected version at the maintenance discount rate per Section E.2.04.
No further rights arise for the customer under Section E.2.05.
The customer agrees to appoint a contact person familiar with operating the software. Any misunderstandings due to the absence of such a person are at the customer’s expense.
Avanis provides contractually owed services on working days from 9:00 AM to 5:00 PM. Regional holidays at Avanis's headquarters are not considered working days. Different times may be agreed upon for additional compensation.
Almost all software issues can be resolved via remote maintenance. However, on-site diagnosis and resolution may be necessary.
If Avanis performs on-site maintenance at the customer's request and determines there was no defect attributable to Avanis, travel costs will be invoiced per Avanis's current price list.
The same applies if remote maintenance is not possible at the customer’s site or if the customer insists on on-site resolution against Avanis's recommendation.
The compensation owed to Avanis is calculated as a percentage of the invoiced amount for the delivered software. This includes all total acquisition costs listed in the software purchase and customization contracts between Avanis and the customer, excluding costs for training, consulting, travel, and expenses. Any discounts on the list price granted to the customer are disregarded.
The agreed fee amount at contract signing is outlined in the maintenance contract.
Maintenance fees are due on the 15th of each month for the current month.
If the customer opts for quarterly payment, fees are due in advance on 01.01., 01.04., 01.07., and 01.10. annually. For semi-annual payment: 01.01. and 01.07. annually. For annual payment: 01.01. annually.
The first fee becomes due upon contract conclusion.
The first fee is calculated as follows:
The total billing period is assumed to be 365 days.
The annual fee is twelve times the monthly fee. The daily fee is the annual fee divided by 365.
The first fee equals the remaining days in the current billing period (month, quarter, year) multiplied by the daily fee.
If the delivered software is expanded by Avanis under a separate agreement, the maintenance fees are adjusted accordingly without a new agreement. This increase will be communicated in writing in the month following invoicing. The increased fees will be billed retroactively.
The software maintenance contract term is 24 months and will automatically renew for another 24 months unless terminated by either party at least three months before expiry, as per Section E.7.03. Section E.7.03 also applies.
If wages, materials, or other costs change, Avanis may adjust the flat rate accordingly. Such an adjustment can only be made at the beginning of a contract year.
The customer may terminate the contract extraordinarily within one month of notification if the flat rate is increased under Section E.7.02. Termination for cause remains unaffected. All terminations must be in writing.
The customer is entitled to Avanis's maintenance services only if the following obligations are fulfilled: The customer must perform a full backup of the software and data (master and transaction data) daily at their own cost and provide Avanis, free of charge, with a backup medium (CD-ROM or suitable tape) every three months for verification, development, maintenance, and archiving purposes. The customer must procure and ensure the functionality of all remote maintenance equipment at their own expense.
Avanis is authorized by the customer to use real data during test runs, etc. Avanis will treat all data confidentially. Regardless, if and to the extent personal data is processed by Avanis on behalf of the customer, a data processing agreement in accordance with Art. 28 GDPR will be concluded.
Avanis is not liable for transmission errors, especially data corruption or loss due to line disruptions. The same applies if caused by defective or outdated equipment used by the customer or their partners, or due to improper use—unless such equipment was used on Avanis's express recommendation.
In addition to the above conditions, the General Terms and Conditions of Avanis apply.
The subject of the ASP Agreement is the Application Service Providing by Avanis for the customer. The scope of the ASP services provided by Avanis is defined in the ASP Service Certificate.
The customer shall, at their own expense, procure the terminal devices required at their location in accordance with Avanis’s recommendations.
In addition to the foregoing provisions, the General Terms and Conditions of Sale of Avanis apply.
Avanis GmbH
Meisenstraße 79a
33607 Bielefeld
AG Bielefeld HRB 37834
Managing Director: Mr. Thomas Passlack
