General Terms and Conditions of LZE GmbH

 

Version: 02.01 dated 22 October 2025

 

Preamble

These General Terms and Conditions (hereinafter referred to as ‘GTC’) govern the business relationship between LZE GmbH (hereinafter referred to as ‘LZE’) and its contractual partners (hereinafter referred to as ‘contractual partners’, together referred to as the ‘parties’). The GTC apply to all contracts concluded via the online store available at https://www.lze-innovation.de  (hereinafter referred to as ‘online store’) or within the framework of development and innovation projects.

LZE's products are divided into the following segments:

(i) Consumer products that can be purchased by consumers and businesses,

(ii) Professional B2B products that are reserved exclusively for businesses, and

(iii) Early access products that are not available for sale but are concluded via research and development agreements and are reserved exclusively for businesses.

In order to ensure maximum transparency and legal certainty, this document has a modular structure:

- The General Terms and Conditions (Section I) apply to all contractual partners and products, unless otherwise specified below.

- The supplementary provisions for individual product categories and contract types, namely purchase, digital content, services or rental (Sections II.-V.), apply in addition to the general terms and conditions for the respective product category or contract type. They also apply accordingly to contracts for development projects and early access products in accordance with Section VI.

- The Special Provisions for Development Projects and Early Access Products (Section VI) apply exclusively to entrepreneurs and project partners in connection with LZE development and innovation projects (e.g. early access, market testing, trial installation). Consumers are excluded from using and ordering this product category.

The contractual partner is explicitly informed on the product pages which product category and which sections of the General Terms and Conditions apply in each individual case.

In case of doubt, the special provisions for the respective product category and the respective contract types (Sections II. to VI.) take precedence over the General Terms and Conditions (Section I.).

I. General Terms and Conditions

1. Scope of these General Terms and Conditions

1.1 The business relationship between LZE and the contractual partner is governed exclusively by these General Terms and Conditions in the version valid at the time the offer is made.

1.2 These General Terms and Conditions apply regardless of whether the contractual partner is a consumer within the meaning of Section 13 of the German Civil Code (BGB), an entrepreneur within the meaning of Section 14 BGB, a merchant, a legal entity under public law or a special fund under public law.

1.3 A consumer is any natural person who does not conclude the contract predominantly for a purpose that can be attributed to their commercial or independent professional activity. An entrepreneur is any natural or legal person or partnership with legal capacity who, when concluding the contract, is acting in the exercise of their commercial or independent professional activity.

1.4 Deviations from these General Terms and Conditions shall only become part of the contract if these deviations have become the subject of an individual agreement between LZE and the contractual partner.

1.5 The inclusion of the contractual partner's own general terms and conditions is hereby rejected. They shall only be deemed to have been agreed if LZE has expressly agreed to them in writing.

2. Conclusion of contract

2.1 The product and service descriptions presented on the LZE website (hereinafter referred to as the ‘website’) do not constitute binding offers on the part of LZE, but serve to enable the contracting party to submit a binding offer.

2.2 The contracting party may select products, services and/or digital content from the LZE range. After placing the selected products, services and/or digital content in the virtual shopping basket and completing the electronic ordering process, the contractual partner submits a legally binding contractual offer with regard to the products, services and/or digital content contained in the shopping basket by clicking on the button that completes the ordering process. It is also possible to go directly to the order overview by clicking on the ‘Order now’ button. Furthermore, the contractual partner can submit offers via the online order form. To do this, they enter the data requested in the online order form and submit a legally binding contract offer by clicking on the ‘Place order now’ button.

2.3 The contractual partner can also submit an offer for a subscription contract for certain products, services or digital content by clicking on the ‘Subscribe and save’ field. This subscription enables the contractual partner to receive the selected products, services or digital content on a permanent basis for the subscription period selected by them. The member will be charged a monthly fee in EURO for the subscription taken out. The amount of this monthly fee is determined by the minimum term (billing period) for the subscription selected during the online registration process. A longer minimum term will be rewarded with a lower price per month.

2.4 An offer can only be submitted and transmitted if the contractual partner actively confirms by ticking a box that they have read and accepted the General Terms and Conditions published and linked on the respective product page, the product-specific product and data sheets and, if applicable, individual end user licence agreements (EULAs), and that they have made these part of their offer. All documents are available at any time via the respective links on the product page, can be saved and printed, and are published on the respective product page.

2.5 Before placing a binding order, the contractual partner can identify and correct any input errors by reading the information displayed on the screen. LZE will immediately confirm receipt of the order placed by the contractual partner via the online store by email. Such an email does not constitute a binding acceptance of the order unless it declares acceptance in addition to confirming receipt.

2.6 LZE can accept the contractual partner's offer by sending them an order confirmation by email. The order confirmation also lists the order again. Furthermore, the order confirmation contains the General Terms and Conditions as a PDF file. This provides the contractual partner with the entire contract. The contractual partner can also access and print out the General Terms and Conditions at any time via the website at the bottom of the page.

2.7 The contract text (order data, General Terms and Conditions) is stored by LZE and sent to the contractual partner by email. In addition, the order data can be accessed in the respective customer account and the General Terms and Conditions in the footer of the online shop.

2.8 The German version of these General Terms and Conditions (GTC) applies exclusively to all contracts and legal relationships, regardless of the language or language version of the website used to submit the offer or place the order. The English translation of the GTC is for information purposes only and is not legally binding.

2.9 Orders for certain products can only be accepted from a minimum order quantity up to a maximum order quantity. These product-specific delivery restrictions can be found in the respective product description.

2.10 Order processing and contact are usually carried out by email or telephone. The contractual partner must ensure that the email address provided for order processing is correct so that emails sent by LZE can be received at this address. In particular, when using spam filters, the contractual partner must ensure that all emails sent by LZE or by third parties commissioned by LZE to process the order can be delivered.

2.11 If the contractual partner is an entrepreneur and the parties have agreed on special conditions, these do not apply to current and future contractual relationships with the contractual partner.

2.12 An offer by the Contractual Partner aimed at concluding a contract for Professional B2B and Early Access products is only possible after prior registration of a customer account and authentication as an entrepreneur. The Contractual Partner confirms its entrepreneurial status upon conclusion of the contract. Incorrect confirmation entitles LZE in particular to contest and withdraw from the contract.

3. Prices

3.1 Subject to the following, all prices stated on the LZE website include the applicable statutory value added tax and exclude shipping costs, customs duties and similar charges.

3.2 LZE reserves the right to show prices to entrepreneurs as net prices. In this case, the statutory value added tax will be shown separately in the checkout before the order is completed.

3.3 Any shipping costs will be specified during the ordering process and shall be borne by the contractual partner, unless the contractual partner exercises their right of withdrawal in accordance with Section 10 of these General Terms and Conditions. Shipping costs are based on the respective shipping location. More detailed information on shipping costs and other helpful shipping information can be found at [link].

3.4 For deliveries to countries outside the European Union, additional costs may be incurred in individual cases for which LZE is not responsible and which are to be borne by the contractual partner. 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 be incurred in relation to money transfers if the delivery is not made to a country outside the European Union but the contractual partner makes the payment from a country outside the European Union.

In the event of revocation in accordance with Section 10 of these General Terms and Conditions, the contractual partner shall bear the direct costs of the return shipment.

4. Payment methods

4.1 The contractual partner has various payment options available to choose from during the ordering process, including credit card or wallet. Payment is due immediately upon conclusion of the contract.

4.2 Purchase on account is reserved for businesses (subject to credit check); When purchasing on account, payment must be transferred to the account specified in the online store within two weeks of receipt of the invoice. A payment is deemed to have been received as soon as the equivalent value has been credited to one of LZE's accounts.

4.3 The contractual partner is only entitled to offset if the counterclaims are undisputed or have been legally established. The contractual partner is also entitled to offset if it asserts warranty claims or counterclaims arising from the same purchase contract.

4.4 If the contractual partner is an entrepreneur, LZE may terminate the existing exchange contracts with the contractual partner without notice in the event of the latter's economic inability to fulfil its obligations towards LZE. This shall also apply if the contractual partner files for insolvency. Section 321 of the German Civil Code (BGB) and Sections 112 and 119 of the German Insolvency Code (InsO) remain unaffected. The contractual partner shall inform LZE in writing at an early stage of any impending insolvency.

5. Secrecy/confidentiality/personal data

5.1 The contractual partner undertakes to treat all results and findings that it obtains within the scope of the contract or that are communicated to it directly or indirectly by LZE (hereinafter referred to as ‘confidential information’) as confidential and to use them only for the purpose of fulfilling this contract.

5.2 The aforementioned obligations shall not apply if and to the extent that the confidential information

– was already generally accessible at the time of receipt or became generally accessible by means other than a breach of this contract, or

– becomes generally known through no fault of the Contractual Partner, or

– was or will be lawfully obtained from a third party, or

– is already in the possession of the Contractual Partner and was obtained without breach of this or previous confidentiality agreements, or

– must be disclosed by law or by order of a court, authority or other government agency after all legal remedies have been exhausted, in which case the contractual partner must notify LZE of this obligation to disclose in writing immediately after becoming aware of it, in order to give LZE the opportunity to take appropriate steps at its discretion to prevent the Confidential Information from becoming generally known.

5.3 LZE reserves the right to pass on personal data of the contracting parties in accordance with the General Data Protection Regulation (GDPR) to research organisations cooperating with LZE (e.g. Fraunhofer Society, Leibniz Association and Helmholtz Association based in Germany). This transfer will only take place if it is necessary for the provision of the service in order to comply with LZE's legal obligations.

5.4 The research organisations do not have access to the contractual partners' data for their own purposes and are obliged to treat the contractual partners' data as confidential.

5.5 The contractual partner has the right to revoke their consent at any time by contacting LZE. Further information on the use and processing of data can be found in the LZE's privacy policy.

5.6 Contact for survey and market research purposes will only be made with the prior express consent of the contractual partner (Art. 6 (1) (a) GDPR; Section 7 UWG). Consent may be revoked at any time. The data protection information and details in accordance with the GDPR can be found in LZE's privacy policy. LZE uses the contact details provided during registration (e.g. email address, telephone number) to make such contact.

6. Force majeure

In the event of force majeure affecting the performance of the contract, LZE shall be entitled to postpone the delivery/service for the duration of the hindrance without this giving rise to any claims against LZE. If the contractual partner is an entrepreneur, LZE shall also be entitled to withdraw from the contract in whole or in part in the event of longer-term delays. Force majeure shall include all events that are unforeseeable for LZE or those that – even if they were foreseeable – are beyond the control of LZE and whose effects on the fulfilment of the contract cannot be prevented by reasonable efforts on the part of LZE. LZE is obliged to inform the contractual partner immediately of the obstacle to the fulfilment of the contract. Any legal claims of the contractual partner remain unaffected.

7. Liability

Notwithstanding the provisions on liability for defects and warranty in clauses 15, 16 and 42 of these General Terms and Conditions, LZE shall be liable to the contractual partner for all contractual, quasi-contractual and statutory claims, including tortious claims for damages and reimbursement of expenses, as follows:

LZE shall be liable without limitation for any legal reason

– in the event of intent or gross negligence;

– in the event of intentional or negligent injury to life, limb or health;

– on the basis of a guarantee promise, unless otherwise agreed; and

– on the basis of mandatory statutory liability, such as under the Product Liability Act.

If LZE breaches a material contractual obligation through simple negligence, liability shall be limited to the foreseeable damage typical for this type of contract, unless unlimited liability applies in accordance with the above clause. Essential contractual obligations are obligations imposed on LZE by the contract according to its content in order to achieve the purpose of the contract, the fulfilment of which is essential for the proper execution of the contract and on the observance of which the contractual partner may regularly rely.

Otherwise, LZE's liability is excluded regardless of the legal basis. The limitation of liability also applies in favour of employees and staff as well as their vicarious agents and subcontractors. The above provisions do not imply a reversal of the burden of proof.

The above liability provisions also apply with regard to LZE's liability for its vicarious agents and legal representatives.

8. Right of retention, assignment

8.1 The contractual partner shall have rights of retention and rights to refuse performance insofar as they are based on the same contractual relationship; otherwise, only in the case of undisputed or legally established counterclaims.

8.2 If the contractual partner is an entrepreneur, the assignment of claims arising from the contract concluded with the contractual partner by the contractual partner, in particular the assignment of any claims for defects by the contractual partner, is excluded.

9. Contract extension and termination for subscriptions

9.1 The minimum term of a subscription contract is determined by the term selected by the contracting party when the contract was concluded.

If the contractual partner does not terminate the subscription contract with one month's notice to the end of the selected minimum term, the subscription shall be extended indefinitely. After the extension, the subscription can be terminated at any time with one month's notice to the end of the month.

9.2 Termination can be declared via the online termination button in the online store (§ 312k BGB), in text form (e.g. via email) or via the customer account created in the online store.

9.3 The right to extraordinary termination remains unaffected.

10. Revocation

If the contractual partner is a consumer, they are entitled to a right of withdrawal in accordance with the statutory provisions. The right of withdrawal is subject to the provisions set out in detail in the following

WITHDRAWAL POLICY

10.1 Right of withdrawal

10.1.1 The contractual partner has the right to withdraw from the contract within 14 days without giving reasons.

10.1.2 The withdrawal period is fourteen days from the day on which the contractual partner or a third party designated by them, who is not the carrier, took possession of the goods or from the day of conclusion of the contract, in the case of a service contract or a contract for the delivery of digital content that is not delivered on a physical data carrier.

10.1.3 To exercise the right of withdrawal, the contractual partner must inform LZE GmbH, Frauenweiherstraße 15, 91058 Erlangen, Germany, of their decision to withdraw from this contract by means of a clear statement (e.g. a letter sent by post, fax or email). The contractual partner may use the attached model withdrawal form for this purpose, but this is not mandatory.

10.1.4 To comply with the withdrawal period, it is sufficient for the contractual partner to send the notification of the exercise of the right of withdrawal before the expiry of the withdrawal period.

10.1.5 Contracts for the delivery of digital content

In the case of contracts for the delivery of digital content that is not delivered on a physical data carrier, the right of withdrawal expires if LZE begins to fulfil the contract with the express consent of the contracting party before the expiry of the withdrawal period, the contractual partner has confirmed their knowledge of the loss of the right of withdrawal and LZE has provided the contractual partner with a confirmation in accordance with Section 312f of the German Civil Code (BGB).

10.1.6 Contracts for services

In the case of contracts for services, the right of withdrawal expires if LZE begins to provide the service before the expiry of the withdrawal period with the express consent of the contractual partner transmitted on a durable medium and the contractual partner has confirmed their knowledge of the loss of the right of withdrawal.

10.2 Consequences of withdrawal

10.2.1 If the contractual partner withdraws from this contract, LZE shall refund all payments received from the contractual partner, including delivery costs (with the exception of additional costs resulting from the contractual partner choosing a type of delivery other than the cheapest standard delivery offered by LZE), without delay and at the latest within fourteen days of the day on which LZE received notification of the contractual partner's withdrawal. LZE will use the same means of payment for this repayment as the contractual partner used for the original transaction, unless expressly agreed otherwise with the contractual partner. Under no circumstances will the Contractual Partner be charged any fees for this repayment.

10.2.2 LZE may refuse to make the repayment until LZE has received the goods back or until the Contractual Partner has provided evidence that they have returned the goods, whichever is earlier.

10.2.3 The Contractual Partner must return or hand over the goods to LZE immediately and in any case no later than fourteen days from the date on which they notify LZE of the cancellation of this Contract. The deadline is met if the Contractual Partner dispatches the goods before the expiry of the fourteen-day period.

10.2.4 The Contractual Partner shall bear the direct costs of returning the goods.

10.2.5 The Contractual Partner shall only be liable for any loss in value of the goods if this loss in value is attributable to handling of the goods that is not necessary for testing their condition, properties and functionality.

10.2.6 If the contractual partner has requested that the services should commence during the withdrawal period, they shall pay LZE a reasonable amount corresponding to the proportion of the services already provided up to the point in time at which the contractual partner informs LZE of the exercise of the right of withdrawal with regard to this contract, in comparison to the total scope of the services provided for in the contract. Clause 10.1.5 remains unaffected by this.

10.2.7 LZE provides the following information about the model withdrawal form in accordance with the statutory provisions:

Model withdrawal form

(If you wish to withdraw from the contract, please fill out this form and return it.)

To LZE GmbH, Frauenweiherstraße 15, 91058 Erlangen (contakt@lze-innovation.de)

I/we (*) hereby withdraw from the contract concluded by me/us (*) for the purchase of the following goods (*) / the provision of the following service (*)

Ordered on (*) / received on (*)

I/we (*) hereby withdraw from the contract concluded by me/us (*) for the purchase of the following goods (*) / the provision of the following service (*)

Name of the consumer(s)

Address of the consumer(s)

Signature of the consumer(s) (only for paper notifications)

Date

(*) Delete as appropriate.

END OF CANCELLATION POLICY

11. Applicable law, place of jurisdiction, consumer dispute resolution procedure

11.1 All legal relationships between the parties shall be governed by the law of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods. If the contractual partner is a consumer and has their habitual residence in another country at the time of submitting the offer, the application of mandatory legal provisions of that country shall remain unaffected.

11.2 If the contractual partner is a merchant, a legal entity under public law or a special fund under public law, the exclusive place of jurisdiction for all disputes arising from this contract is the registered office of LZE in Erlangen. LZE is also entitled to bring an action before the court at the registered office of the contractual partner. If the contractual partner is a consumer, the statutory places of jurisdiction apply.

11.3 LZE will not participate in dispute resolution proceedings before a consumer arbitration board within the meaning of the VSBG (Consumer Dispute Resolution Act) and is not obliged to do so.

12. Export restrictions (No Russia/No Belarus clause)

12.1 Obligations of the contractual partner

12.1.1 The Contractual Partner undertakes not to sell, export or re-export, either directly or indirectly, goods delivered under or in connection with the Contract and falling within the scope of Article 12g of Council Regulation (EU) No 833/2014 to the Russian Federation or for use in the Russian Federation.

12.1.2 The Contractual Partner undertakes not to sell, export or re-export, directly or indirectly, any goods supplied under or in connection with the Contract that fall within the scope of Article 8g of Council Regulation (EU) No. 765/2006 to the Republic of Belarus or for use in the Republic of Belarus.

12.1.3 The Contractual Partner undertakes not to use intellectual property rights, trade secrets or access and reuse rights to material or information sold, licensed or otherwise transferred within the scope of or in connection with the Contract and falling within the scope of Article 12ga of Council Regulation (EU) No 833/2014 not to use them in connection with goods falling within the scope of Article 12ga of Council Regulation (EU) No 833/2014 and which are intended, directly or indirectly, for sale, delivery, transfer or export to the Russian Federation or for use in the Russian Federation. The Contractual Partner further undertakes to enforce this obligation contractually vis-à-vis its customers, licensees, sub-licensees and other authorised users in the event of any sale, licensing or other transfer of such rights or in the event of the granting of access or reuse rights, and to ensure that they prohibit use to the extent specified above.

12.2 The Contractual Partner shall use its best efforts to ensure that the purpose of Clause 12.1 is not thwarted by third parties in the further commercial chain, including possible resellers.

12.3 If the Contractual Partner is an entrepreneur, it shall establish and maintain an appropriate monitoring mechanism to detect actions by third parties in the further commercial chain, including possible resellers, that would frustrate the purpose of Clause 12.1.

12.4 Any breach of clauses 12.1, 12.2 or 12.3 shall constitute a material breach of contract, entitling LZE to take appropriate remedial measures, including but not limited to:

(i) termination of the contract without notice;

(ii) claiming damages;

(iii) in the event of a culpable breach by the Contractual Partner, insofar as the latter is an entrepreneur, constituting a sale, export or re-export of goods referred to in clause 12.1 to the Russian Federation or the Republic of Belarus or for use in the Russian Federation or the Republic of Belarus, or results in a contractual penalty of 5% of the total net value of the contract or the price of the goods delivered, whichever is higher.

12.5 Any claim for damages shall be offset against the contractual penalty. The contractual penalty may be claimed as a minimum amount; the claim for compensation for damages exceeding the contractual penalty remains unaffected. Any further breach of clauses 12.1, 12.2 or 12.3 shall constitute a separate breach within the meaning of this provision, entitling LZE to take remedial measures.

12.6 The Contractual Partner shall immediately notify LZE of any breaches and problems in the application of Clauses 12.1, 12.2 or 12.3, including actions by third parties that could frustrate the purpose of Clause 12.1. Upon request by LZE, the Contractual Partner shall provide LZE with information on compliance with the obligations under Clauses 12.1, 12.2 or 12.3 within two weeks.

II. Supplementary provisions for purchase contracts

13. Delivery and shipping conditions

13.1 The delivery dates stated on the website are standard delivery times and are non-binding, unless expressly agreed otherwise. In the case of fixed delivery times, these are calculated from the time of order confirmation, provided that the purchase price has been paid in advance. Products are delivered by post to the delivery address specified by the contractual partner. For logistical reasons, it is not possible to collect the goods yourself.

13.2 LZE is entitled to make partial deliveries, provided this is reasonable for the contractual partner.

13.3 In all other respects, the following clauses 15 apply to consumers and the following clauses 16 and 17 apply to entrepreneurs.

13.4 If the contractual partner is a consumer, products shall be delivered by post to the delivery address specified by the contractual partner.

13.5 If the contractual partner is a consumer, the risk of accidental destruction, accidental damage or accidental loss of the delivered product shall pass to the contractual partner at the latest at the point in time at which the product is delivered to the contractual partner or the contractual partner is in default of acceptance.

13.6 If the contractual partner is an entrepreneur, the purchased products shall be delivered from the warehouse, which is also the place of performance for the delivery and any subsequent performance. At the request and expense of the contractual partner, the product shall be shipped to another destination (usually the delivery address specified by the contractual partner) (sale by delivery). Unless otherwise agreed, LZE shall be entitled to determine the type of shipment.

13.7 If the contractual partner is an entrepreneur, in the case of a sale by delivery, the risk of accidental destruction, accidental damage or accidental loss of the delivered product as well as the risk of delay shall pass to the contractual partner upon delivery of the product to the forwarding agent, carrier or other person or institution designated to carry out the shipment. This shall also apply if LZE bears the costs of transport. Transport insurance shall only be taken out at the special request and expense of the contractual partner. In the event that the shipment of the product to the project participant is delayed for reasons for which the latter is responsible, the transfer of risk shall take place upon notification of readiness for shipment to the project participant. Any storage costs incurred shall be borne by the project participant after the transfer of risk.

13.8 If the contractual partner is an entrepreneur, the right to correct and timely delivery remains reserved. This only applies in the event that LZE is not responsible for the non-delivery and LZE has concluded a specific covering transaction with the supplier with due care. LZE shall make every reasonable effort to procure the product. In the event of non-availability or only partial availability of the products, the contractual partner shall be informed immediately and any payments made by the contractual partner shall be refunded without delay.

14. Retention of title

14.1 If the contractual partner is a consumer, the delivered products shall remain the property of LZE until the purchase price (including VAT and shipping costs) has been paid in full. The following paragraphs do not apply to contracts with consumers.

14.2 If the contractual partner is an entrepreneur, the delivered products shall remain the property of LZE until all current and future claims of LZE arising from the purchase contract and an ongoing business relationship have been paid in full.

In all other respects, the following provisions shall apply with regard to retention of title in contracts with entrepreneurs:

14.3 During the period of retention of title, the contractual partner is prohibited from pledging or transferring ownership by way of security. In the event of seizure, confiscation or other dispositions or interventions by third parties, the contractual partner must notify LZE immediately.

14.4 The contractual partner is entitled to resell the goods subject to retention of title in the ordinary course of business, provided that it receives the agreed remuneration or no prohibition of assignment has been agreed. The contractual partner hereby assigns to LZE by way of security any claims to the purchase price arising from the sale. However, the contractual partner remains authorised to collect the claims assigned by way of security as long as this authorisation is not revoked.

14.5 In the event of processing of goods subject to retention of title, this shall be carried out on behalf of and for LZE as the manufacturer within the meaning of Sections 950 et seq. of the German Civil Code (BGB). In this case, LZE shall be entitled to co-ownership of the item created by processing the goods subject to retention of title in the ratio of the goods subject to retention of title to the value of the new item at the time of processing. LZE shall also be entitled to proportional co-ownership of the new item if goods from third parties are processed together with the goods subject to retention of title. If the contractual partner resells the newly manufactured item, it hereby assigns its claim from the sale as security in the amount of the value of the goods subject to retention of title.

14.6 In the event of damage or other impairment to the goods subject to retention of title, the contractual partner must notify LZE immediately. If the contractual partner has claims against third parties arising from the damage or impairment, it hereby assigns these claims to LZE by way of security.

14.7 If the value of all security interests to which LZE is entitled exceeds the amount of all secured claims by more than 10%, LZE shall release a corresponding portion of the security interests at the request of the contracting party.

14.8 In the event of breaches of duty by the contractual partner, in particular in the event of default in payment, LZE shall be entitled to withdraw from the contract in accordance with the statutory provisions and/or to demand the return of the goods on the basis of the retention of title. The demand for return does not simultaneously constitute a declaration of withdrawal; rather, LZE shall be entitled to demand only the return of the goods and to reserve the right to withdraw from the contract. If the contractual partner does not pay the purchase price due, LZE may only assert these rights if the contractual partner has previously been set a reasonable deadline for payment without success or if such a deadline is dispensable according to the statutory provisions.

15. Liability for defects/warranty/limitation period for contracts with consumers

15.1 If the contractual partner is a consumer and the product is defective, the provisions of statutory liability for defects, in particular Sections 434 et seq. of the German Civil Code (BGB), shall apply. If the product is a good with digital elements (Section 327a (3) sentence 1 BGB), Sections 475b – 475e BGB shall apply in addition.

15.2 For contracts for the purchase of goods with digital elements, LZE shall ensure that the contractual partner is provided with functional maintenance updates and security updates during the relevant period. Unless otherwise agreed, the update obligation does not include functional upgrades. LZE shall inform the contractual partner that an update is available. The contractual partner is not obliged to install the update.

15.3 If the contractual partner fails to install a provided update within a reasonable period of time, LZE shall not be liable for any material defect that is solely attributable to the lack of this update if

– LZE has informed the contractual partner of the availability of the update and the consequences of failing to install it, and

– the fact that the contractual partner has not installed the update or has installed it incorrectly is not attributable to faulty installation instructions provided to them.

15.4 The limitation period for statutory claims for defects is two years and begins with the delivery of the product. If the product is a good with digital elements (Section 327a (3) sentence 1 BGB), the following provisions apply to the limitation period:

15.5 Claims for breach of the update obligation under Section 475b (3) or (4) BGB shall not become time-barred before the expiry of twelve months after the end of the relevant update period.

15.6 In the case of the permanent provision of digital elements pursuant to Section 475c (1) sentence 1 BGB, claims for defects in the digital elements shall not become time-barred before the expiry of twelve months after the end of the provision period.

15.7 If a defect has become apparent within the limitation period, the limitation period shall not expire before the expiry of four months after the date on which the defect first became apparent.

15.8 If the Contractual Partner has handed over the goods to LZE or, at LZE's instigation, to a third party for subsequent performance or to fulfil claims under a guarantee, the limitation period for claims due to the defect asserted in this way shall not commence before the expiry of two months after the date on which the repaired goods were handed over to the consumer.

15.9 LZE does not provide any guarantees for the quality of the products it delivers to the contractual partner. In particular, the product descriptions provided on the website do not constitute a guarantee.

15.10 Any seller's warranties given in individual cases for certain products or manufacturer's warranties granted by the manufacturers of certain products shall apply in addition to the claims for material defects or defects of title within the meaning of these provisions. Details of the scope of such warranties can be found in the warranty conditions that may accompany the products.

15.11 Clause 7 of these General Terms and Conditions applies to claims for damages by the contractual partner. The limitations of liability resulting from Clause 7 do not apply if LZE has fraudulently concealed the defect or – in individual cases – has assumed a guarantee for the quality of the product. The same applies if LZE and the Contractual Partner have reached an agreement on the quality of the product.

16. Liability for defects/warranty in contracts with entrepreneurs

16.1 If the Contractual Partner is an entrepreneur, the statutory provisions shall apply to the Contractual Partner's rights in the event of material defects and defects of title, unless otherwise specified below.

16.2 LZE does not provide any guarantees for the quality of the products it delivers to the contractual partner. In particular, the product descriptions provided on the website do not constitute a guarantee.

16.3 Any seller's warranties given in individual cases for certain products or manufacturer's warranties granted by the manufacturers of certain products shall apply in addition to the claims for material defects or defects of title within the meaning of the above provisions. Details of the scope of such warranties can be found in the warranty conditions that may accompany the products.

16.4 Claims for defects by the contractual partner require that the latter has duly fulfilled its statutory obligations to inspect and give notice of defects (Sections 377, 381 HGB). If a defect becomes apparent during the inspection or later, LZE must be notified of the defect in writing without delay. If the Contractual Partner fails to carry out the proper inspection and/or notification of defects, our liability for the defect that was not reported or not reported in a timely or proper manner is excluded in accordance with the statutory provisions.

16.5 If the delivered product is defective, LZE may choose whether to remedy the defect (repair) or deliver a defect-free product (replacement delivery). The right to refuse subsequent performance if the legal requirements are met remains unaffected.

16.6 LZE is entitled to postpone the subsequent performance owed if the contractual partner is in default with the purchase price. However, the contractual partner is entitled to retain a portion of the purchase price that is reasonable in relation to the defect; the amount is calculated based on the costs expected to be necessary for subsequent performance or the expected reduction.

16.7 The contractual partner shall give LZE the time and opportunity necessary for the subsequent performance owed, in particular to hand over the rejected goods for inspection purposes. Subsequent performance does not include the removal of the defective item or its reinstallation if LZE was not originally obliged to install it. The expenses necessary for the purpose of inspection and subsequent performance, in particular transport, travel, labour and material costs, as well as any installation and removal costs, shall be borne by LZE in accordance with the statutory provisions if a defect actually exists. However, if a request by the contractual partner to remedy a defect proves to be unjustified, LZE may demand reimbursement of the costs incurred (in particular testing and transport costs) from the contractual partner, unless the lack of defectiveness was not apparent to the contractual partner.

16.8 If LZE delivers a defect-free item for the purpose of subsequent performance, the contractual partner must return the defective item. This applies accordingly to defective components if these are replaced by defect-free ones as part of the repair.

16.9 Clause 7 of these General Terms and Conditions applies to claims for damages by the contractual partner. The limitations of liability resulting from clause 7 shall not apply if LZE has fraudulently concealed the defect or – in individual cases – has assumed a guarantee for the quality of the product. The same shall apply if LZE and the contractual partner have reached an agreement on the quality of the product.

17. Limitation period for statutory claims for defects in contracts with entrepreneurs

17.1 Notwithstanding Section 438 (1) No. 3 of the German Civil Code (BGB), the general limitation period for claims arising from material defects and defects of title is one year from delivery. If acceptance has been agreed, the limitation period shall commence upon acceptance.

17.2 Special statutory provisions on the limitation period (in particular Section 438 (1) No. 1, (3), Sections 444, 445b BGB) remain unaffected.

17.3 The above limitation periods under sales law also apply to contractual and non-contractual claims for damages by the contractual partner based on a defect in the goods, unless the application of the regular statutory limitation period (Sections 195, 199 BGB) would lead to a shorter limitation period in individual cases. Claims for damages by the Contractual Partner pursuant to Section 7 of these General Terms and Conditions shall become time-barred exclusively in accordance with the statutory limitation periods.

III. Supplementary provisions for the provision of digital content

18. Type of provision of digital content

18.1 Digital content shall be provided to the Contractual Partner exclusively in electronic form as follows:

18.2 The Contractual Partner shall regularly have the option of downloading the content. For this purpose, a download link shall be sent to the Contractual Partner at the email address provided by them or a download button shall be provided during checkout. If a download fails, in particular for technical reasons, LZE shall be entitled to send digital content to the Contractual Partner by email.

18.3 It is the responsibility of the contractual partner to create the conditions for the proper use of the digital content.

18.4 Clause 7 of these General Terms and Conditions applies to any claims for damages.

19. Supplementary provisions for the provision of digital content to consumers

19.1 If the contractual partner is a consumer, Sections 327 et seq. of the German Civil Code (BGB) shall apply to the provision of digital content. Any provisions not excluded by Section 453 (1) sentence 2 and Section 475a BGB shall remain unaffected.

19.2 The rights of the contractual partner in the event of failure to provide the digital content are governed by Section 327c BGB.

19.3 If the digital content provided is defective, the provisions of Sections 327d et seq. BGB shall apply to the contractual partner's liability for defects and warranty rights.

19.4 For contracts for the provision of digital content in accordance with Section 327f BGB, LZE shall ensure that the Contractual Partner is provided with functional updates and security updates during the relevant period and shall inform the Contractual Partner accordingly. The Contractual Partner is not obliged to install these updates. The update obligation does not include performance-enhancing updates.

19.5 LZE shall inform the contractual partner of any updates provided by email and/or a notice in the customer account for the online store.

19.6 If the contractual partner fails to install a provided update within a reasonable period of time, LZE shall not be liable for any product defect that is solely attributable to the absence of this update if

– LZE has informed the Contractual Partner of the availability of the update and the consequences of failing to install it, and

– the fact that the Contractual Partner has not installed the update or has installed it incorrectly is not due to faulty installation instructions provided to them.

19.7 The limitation period for statutory claims for defects is two years and begins with the provision of the digital content (Section 327j (1) BGB). This does not affect the special provisions on the suspension of the limitation period pursuant to Section 327j (2) – (4) BGB.

20. Granting of rights

20.1 All digital content provided by LZE is protected by copyright.

20.2 Upon full payment of the licence fee, the contractual partner shall receive a non-exclusive, non-transferable and non-sublicensable right to use the digital content provided. This right of use is generally unlimited in terms of location and time. However, specific time restrictions may apply in accordance with the provisions of the end user licence agreement as set out in the product description on the LZE website, in particular in the end user licence agreement available there.

20.3 In accordance with Section 158 (1) of the German Civil Code (BGB), the granting of rights shall only take effect once the remuneration owed has been paid in full. LZE may provisionally permit the use of the contractual content even before this point in time. Such provisional permission does not constitute a transfer of rights.

20.4 The right to edit the digital content is limited to maintaining or restoring the agreed functionality of the digital content. The right to decompile the digital content is only granted under the conditions of Section 69e (1) Nos. 1–3 UrhG and within the scope of Section 69e (2) Nos. 1–3 UrhG.

20.5 With regard to the granting of rights of use for digital content, the transfer of content to third parties or the creation of copies for third parties outside the scope of these General Terms and Conditions is not permitted, unless LZE has agreed to the transfer of the contractual licence to the third party.

IV. Supplementary provisions for service contracts

21. Content and scope of services

21.1 Unless otherwise specified, the specific content and scope of services shall be determined by the service description on the LZE website or any service certificate. Unless expressly agreed otherwise, LZE shall provide services in accordance with generally accepted technical standards.

21.2 LZE does not provide any services under a contract for work and services, but is only obliged to provide the service in a proper manner. The achievement of a specific result is not the subject of the service contracts. In particular, the subsequent presentation of the results of the service does not constitute success.

21.3 The subject of the service contract may be both a one-off and a long-term provision of services.

22. Provision of services

22.1 When providing the services, LZE is not subject to any instructions regarding the manner in which the services are to be provided. The services are provided solely in consultation and coordination with the contractual partner. LZE is entitled to determine the exact manner in which the services are to be provided, in accordance with the service description and scope of services. LZE shall provide the services through qualified personnel.

22.2 Unless otherwise agreed, the place of performance shall be the registered office of LZE in Erlangen.

22.3 LZE may engage third parties to provide the services.

22.4 If a service fails, LZE shall have the right to perform it again (subsequent performance). The contractual partner shall set LZE a reasonable deadline for this. The contractual partner shall only be entitled to further claims if this deadline expires without result.

23. Fixed performance dates

23.1 Fixed performance dates shall only be agreed in individual cases and require the agreement of both parties.

23.2 The agreement of fixed performance dates is subject to the timely and contractual receipt of the services required by LZE from its suppliers. Clause 6 of these GTC shall apply accordingly.

23.3 In the event of delays for which LZE is not responsible, the performance dates shall be postponed by a reasonable period of time; the statutory claims of the parties shall remain unaffected by this. Clause 6 of these GTC shall remain unaffected.

24. Obligations of the contractual partner to cooperate

24.1 The contractual partner shall provide the cooperation necessary for the provision of the services.

24.2 The individual obligations to cooperate are set out in the service description on the LZE website and, if applicable, in additional requirements of LZE. In particular, the contractual partner shall provide LZE with the necessary documents, information and data from its sphere of influence in a complete, correct, timely and free of charge manner.

24.3 All cooperation required of the contractual partner is a prerequisite for the timely and contractual provision of services. If LZE is prevented from providing the service, LZE shall inform the contractual partner of this in writing. If this hindrance is due to the contractual partner's failure to fulfil its obligations to cooperate or its failure to do so in a timely manner, or if the contractual partner is responsible for the hindrance for other reasons, any resulting postponements shall be at its expense. Any claims for damages by LZE shall remain unaffected. Informing the contractual partner of the impediment is not a prerequisite for LZE's claims due to impediments, unless the contractual partner would not have been able to recognise the impediment without this information. Any legally prescribed deadlines or reminders shall remain unaffected.

25. Rights of use to the results of the service

25.1 LZE is entitled to provide the presentation of the service results in the form of reports, after due selection, in a common Microsoft Office-compatible (current version) file format (e.g. Word or PDF file).

25.2 Unless otherwise agreed, LZE grants the contractual partner the non-exclusive, non-transferable and non-sublicensable, but geographically and temporally unrestricted right to use the results of the services for its own business purposes.

26. Term and termination

26.1 If the contract has been concluded for an indefinite period, it may be terminated by either party with one month's notice to the end of the respective calendar month. This does not apply in the case of an agreed minimum term.

26.2 In the event of termination, LZE is entitled to invoice for the work performed up to the date of receipt of the notice of termination in the case of remuneration based on time and expense. In the case of fixed-price remuneration, LZE may instead demand the agreed remuneration; however, LZE must offset any expenses saved as a result of the termination of the contract or any income earned or maliciously omitted to be earned through other use of the workforce.

26.3 Notwithstanding the statutory termination rights, LZE shall be entitled to terminate this contract without notice for good cause. Good cause shall be deemed to exist in particular, but not exclusively, if

– the contractual partner fails to pay the remuneration owed despite a reminder, or

– the contractual partner violates the duty of confidentiality pursuant to Section 5 of these GTC.

26.4 Notices of termination must be made in writing.

V. Supplementary provisions for rental agreements

27. Subject matter of the contract for temporary transfer

27.1 The contractual partner may also submit a legally binding contractual offer with regard to the temporary transfer of the products contained in the shopping basket. In this case, the subject matter of the contract is the granting of use of the respective product (hereinafter: ‘rental object’) for the period agreed in the contract (hereinafter: ‘rental period’) in return for payment.

27.2 If the rental object is a physical product, clause 13 shall apply mutatis mutandis to the delivery; Section III shall apply mutatis mutandis to the provision of digital content.

27.3 Unless otherwise agreed, LZE shall not provide any services beyond the transfer of use, such as installation, commissioning and instruction in the functioning of the rental object or other support services.

27.4 For the sake of clarity, it is further noted that the rental object may also be a digital product (Section 548a BGB). In the case of consumer rental agreements for digital products, however, Sections 327 et seq. BGB shall apply instead of the provisions of rental law to the extent specified in Section 578b (1), (2) BGB. The same applies to items that contain or are connected to digital content (Section 578b (3) BGB). In this respect, reference is made to Clauses 13 and 15 of these GTC.

28. Rental period

The rental object shall be handed over to the contractual partner for the rental period. LZE shall fulfil its obligation to transfer use by sending the rental object. The contract ends at the end of the agreed period without the need for separate termination.

29. Care by the contracting party

29.1 The contracting party shall use the rental object in accordance with its intended purpose, i.e. for the contractually agreed purpose, comply with all operating instructions and treat the rental object with care in all other respects.

29.2 Subject to the permission of LZE, the contractual partner is not entitled to transfer the use of the rental object to a third party or to grant a third party possession of the rental object. In particular, the contractual partner is not entitled to rent or lend the rental object on its own behalf.

29.3 The contractual partner shall be liable for all damage caused by culpable breach of its aforementioned obligations. The contractual partner is obliged to inform LZE immediately of any damage, error messages, malfunctions, seizures, attachments, theft or loss of the rental object.

30. Return

30.1 Unless otherwise agreed, the Contractual Partner is obliged to return the Rental Object to LZE's registered office in Erlangen at its own expense at the end of the Rental Period in a proper condition corresponding to its contractual use. The return must take place immediately, but no later than two weeks after the end of the Rental Period.

30.2 In the event of late return, the contractual partner shall be obliged to continue paying the rental fee for each additional day. The contractual partner's liability for further damages, in particular any damages caused by delay (e.g. due to planned subletting), shall remain unaffected.

30.3 The obligation to return the equipment also includes any documentation, user manuals or other instructions provided. Any copies of documentation, user manuals or other instructions provided must be completely and permanently deleted. Software data carriers provided to the contractual partner must also be returned to LZE and the software and all copies thereof must be deleted and destroyed. Any use of the software provided beyond the rental period requires the separate granting of a corresponding right of use by LZE.

31. Contractual partner's rights in respect of defects

31.1 LZE shall be liable for defects in the rental object in accordance with the statutory provisions, unless otherwise agreed below:

31.2 LZE shall not be liable for initial defects for which LZE is not responsible (no warranty liability in accordance with Section 536a (1), 1st alternative BGB). This shall not apply if LZE has fraudulently concealed the defect (Section 536d BGB).

31.3 Defects occurring during the rental period must be reported to LZE without delay (Section 536c (1) BGB). Express reference is made to the legal consequences of failure to report defects by the contractual partner as specified in Section 536c (2) BGB. 31.4 Any defects in the rental object may only be remedied by LZE. Anything else shall only apply if the contracting party has unsuccessfully set LZE a reasonable deadline for remedying the defect. In urgent cases (danger to life/health or to avert further significant disadvantages), the contracting party may deviate from this and take action itself; LZE must be informed immediately.

VI. Special provisions for development projects & early access products

32. Early Access Agreement

32.1 The provisions of this Section VI apply only to entrepreneurs. They expressly do not apply to consumers.

32.2 LZE plans to to involve entrepreneurs participating in the development process for future products (hereinafter referred to as ‘project participants’) at an early stage in order to gain insights into the current state of development of future products, to ensure comprehensive knowledge and a reliable basis for future research, and in particular to take into account the concerns and experiences of the project participant before the start of a manufacturing process (hereinafter collectively referred to as ‘testing purposes’). The transfer of finished series products may take place at a later date under a separate contract. Whether such series products will be available at a later date cannot be predicted and is not the subject of this Section VI.

32.3 This Section VI applies to all contracts for participation in the development process that the project participant concludes with LZE with regard to the products presented by LZE on its website and, if applicable, other related digital content (hereinafter referred to as ‘Early Access Contract’).

32.4 The aim of an Early Access Agreement is to gain insights into the physical objects provided (hereinafter referred to as ‘Early Access Products’). For this purpose, the Early Access Products are provided and, if applicable, the associated digital content is licensed.

32.5 The respective Early Access Agreement stipulates whether the Early Access Products are provided to the Contractual Partner on a permanent or temporary basis. In the event of a temporary provision of the Early Access Product, the Early Access Agreement defines the period of provision. The Early Access Agreement then ends upon expiry of the defined period without the need for separate termination.

33. Prices

In addition to Section 3, the temporary or permanent provision of the Early Access products and the licensing of any associated digital content to project participants shall be free of charge. To participate in the project, the project participant shall pay the one-time fee specified on the LZE website (hereinafter referred to as the ‘participation fee’).

34. Delivery and shipping conditions

34.1 Clause 13 shall apply mutatis mutandis to the delivery of the Early Access Product; clauses 15 to 17 shall not apply.

34.2 Clause 18 shall apply mutatis mutandis to the provision of digital content.

34.3 The No Russia/No Belarus clause set out in Clause 12 shall also apply expressly to Early Access contracts.

35. Granting of rights of use for product-related digital content

35.1 Unless otherwise stated in the content description on the LZE website, LZE grants the project participant the non-exclusive, non-transferable and non-sublicensable right, limited to the agreed location, to use the provided content for testing purposes and to the extent described in the content description on the LZE website for the agreed period of time. However, specific time restrictions may apply in accordance with the provisions of the end user licence agreement as set out in the product description on the LZE website, in particular in the end user licence agreement available there.

35.2 All product-related digital content provided by LZE is protected by copyright.

35.3 In accordance with Section 158 (1) of the British Civil Code, the granting of rights shall only take effect once the participation fee owed has been paid in full. LZE may provisionally permit the use of the contractual content even before this point in time. Such provisional permission does not constitute a transfer of rights.

35.4 The right to edit the product-related digital content is limited to maintaining or restoring the agreed functionality of the digital content. The right to decompile the product-related digital content is only granted under the conditions of Section 69e (1) Nos. 1–3 of the German Copyright Act (UrhG) and within the scope of Section 69e (2) Nos. 1–3 UrhG.

35.5 With regard to the granting of rights of use for product-related digital content, the transfer of the content to third parties or the creation of copies for third parties outside the scope of these General Terms and Conditions is not permitted, unless LZE has agreed to the transfer of the contractual licence to the third party.

36. Early access products – general

36.1 The early access products made available to the project participant, insofar as these are marked as ‘early access products’ on the website, are in the production phase and are provided to the project participant temporarily and free of charge for testing purposes only.

36.2 The project participant shall use the early access product immediately after it has been provided for testing purposes.

36.3 The project participant does not acquire any ownership rights to the early access products provided. LZE is and remains the owner of the early access products provided.

36.4 The project participant is prohibited from reselling the early access products, whether individually or integrated into another product.

36.5 The early access products are provided for the agreed period. The contract ends without the need for termination at the end of this period. If no fixed period has been agreed, the completion of the evaluation is decisive.

36.6 LZE reserves the right to request the project participant to return the Early Access Products within four weeks of the end of the contract. In this case, the project participant is obliged to return the Early Access Products to the LZE headquarters at their own expense and risk. In the event of special circumstances to be explained by the project participant, handover at the LZE headquarters is also possible with the prior consent of the LZE. Shipping and handover by the project participant must be carried out in the original packaging, properly packed.

36.7 If temporary transfer has been agreed, clause 36.6 shall apply accordingly; the return shipment must be made immediately, at the latest within two weeks, after expiry of the agreed period.

36.8 The project participant may only use and operate the early access products at the agreed location.

36.9 It is the responsibility of the project participant to check whether they are permitted to use the early access products at the agreed location in the respective form and/or without certifications. If the project participant uses the early access products even though they require certifications, this is done exclusively at the project participant's own risk.

37. Quality of the early access products

37.1 The quality and suitability for use of the early access products can be found exclusively and conclusively in the description on the website.

37.2 The early access products are in the development process. Against this background, the following applies to all early access products:

37.2.1 The early access products are not intended to be placed on the market. They may only be used for the testing and research purposes defined in advance by LZE, specifically to determine which features need to be added, improved or modified before serial production can commence and the item in question can be placed on the market.

37.2.2 Early Access Products have not been fully tested and do not have series approval. Due to their stage of development, Early Access Products may not comply with all relevant regulations.

37.2.3 The technical design of Early Access Products and any accompanying documentation are provisional. The technical data of Early Access Products is subject to change.

37.2.4 Early Access Products do not have the wear resistance customary in the trade and have not been tested for fault resistance in continuous operation.

37.2.5 Particular care is required when commissioning and using Early Access Products. Any safety instructions must be observed.

37.2.6 Early Access Products may only be used in such a way that, in the event of malfunctions or failure, there is no danger to life and limb, machinery or other valuable goods.

37.2.7 In the event of problems in connection with Early Access Products, the Project Participant must contact LZE immediately.

37.2.8 The project participant is obliged to inform their employees, the occupational safety officer and other representatives in accordance with the provisions of this Section 37 before using the product for the first time.

37.3 Further specific features of Early Access products can be found in the product description on the website and/or in the accompanying documentation.

38. Third-party claims for early access products

In addition to Section 7 (Liability), the following applies with regard to the provision of the product free of charge and to the product still in the manufacturing process:

If a third party makes a justified claim against LZE in relation to an early access product that has been provided to the project participant, the project participant is obliged to indemnify LZE against all such claims and demands and shall reimburse LZE for all costs, expenses and damages incurred by LZE in connection with such a claim, insofar as these are based on a culpable breach of duty on the part of the project participant.

39. Documentation and data exchange

39.1 The test purposes defined in Section 32.2 require detailed insights into the use of the early access products. LZE attaches particular importance to integrating and taking into account customer feedback and experiences before commencing further development processes. This approach serves to optimise products and services and is referred to as a ‘market test’. LZE may share the experience gained during this process with its cooperating research organisations (e.g. Fraunhofer Society, Leibniz Association and Helmholtz Association, each based in Germany). This cooperation enables LZE to incorporate the feedback collected directly into its research work.

39.2 The project participant undertakes to make the data, findings and reports generated during the use of the Early Access products provided available to LZE.

39.3 The parties shall notify each other of a contact person within 10 working days of the Early Access product being provided.

39.4 The project participant shall carefully document the results and findings obtained during testing.

39.5 The project participant undertakes to provide LZE and the cooperating research organisations with detailed feedback on the progress of the market tests upon request. The LZE will provide a questionnaire for this purpose at an appropriate time, which the project participant must complete and return within 15 working days of receipt. In addition, the project participant agrees to present and discuss the information provided in the questionnaire as well as other results and findings in a meeting with the responsible employees of the LZE and/or the cooperating research organisations, if necessary. Contact for these purposes may be made by email, telephone or text message; the contact details provided during registration will be used for this purpose.

39.6 All reports to be prepared must be submitted to LZE in digital form. LZE will use this data exclusively for development, evaluation and research purposes and, where necessary, will forward it to cooperating research organisations.

39.7 The processing and transmission of personal data shall be carried out exclusively in accordance with the applicable data protection laws (in particular the GDPR). Further information on this, in particular on the rights of data subjects (objection, information, etc.), can be found in the LZE's privacy policy.

39.8 Project participants may object to the use of their personal data for the aforementioned purposes at any time.

40. Work results and property rights

40.1 All existing property rights shall remain with the respective party or the previous owner, even if they are not a party to this contract. The transfer of property rights requires an express written agreement between the parties.

40.2 The rights to all work results, know-how and property rights that LZE obtains in connection with the transfer and/or within the scope of the cooperation with the project participant shall be exclusively, unrestrictedly, indefinitely, irrevocably and without separate remuneration for LZE, unless an express written agreement to the contrary has been made with the project participant. LZE is entitled to grant comprehensive rights to all work results, know-how and property rights, in particular to the party from whom the early access product originates, for further research and subsequent production.

40.3 If a transfer of rights is not possible for compelling legal reasons, in particular copyright reasons, the project participant grants LZE the exclusive, temporally, spatially and content-wise unrestricted, sublicensable and transferable rights of use to use and exploit the results for all currently known and future types of use. The project participant shall inform LZE immediately of any such restrictions and shall take all necessary measures at its own expense to acquire the necessary rights (e.g. consents, assignments, remuneration agreements with employees or co-authors). If the necessary rights cannot be obtained despite reasonable measures, the parties shall negotiate an appropriate alternative legal or remuneration arrangement.

41. Processing, combination, mixing

41.1 Changes to the Early Access Products by the Project Participant require the prior consent of LZE. This applies in particular to additions or installations. If consent is granted in individual cases, the project participant shall restore the original condition upon return/return of the Early Access Products in accordance with Sections 36.6 or 36.7 of these GTC at the request of LZE. The customer undertakes not to decompile, disassemble, decrypt, extract or otherwise reverse engineer the delivered Early Access product or parts thereof without the prior written consent of LZE

41.2 In the event of processing of the delivered Early Access products, LZE shall be deemed the manufacturer and shall acquire ownership of the newly created goods. If the processing is carried out together with other materials, LZE shall acquire ownership of the resulting goods in proportion to the market value of its products to that of the other materials. If, in the event of the combination or mixing of LZE's products with an item belonging to the project participant, the latter is to be regarded as the main item, co-ownership of the item shall pass to LZE in the ratio of the market value of LZE's product to the market value of the main item. In such cases, the project participant shall be deemed to be the custodian.

42. Liability for defects/warranty

If the Early Access product is defective, the provisions of statutory liability for defects shall apply. Notwithstanding this, the following shall apply:

42.1 Claims for defects shall not arise in the event of natural wear and tear or damage occurring after the transfer of risk as a result of incorrect or negligent handling, excessive strain, unsuitable operating materials or special external influences not provided for in the contract. If the project participant or third parties carry out improper modifications or repair work, no claims for defects shall arise for these and the resulting consequences, unless the project participant can prove that the reported malfunction was not caused by these modifications or repair work.

42.2 For new early access products, the limitation period for claims for defects is one year from delivery of the early access product. For used early access products, rights and claims for defects are excluded.

42.3 The above limitations of liability and reductions in the limitation period do not apply

– to Early Access products that have been used for a building in accordance with their normal use and have caused its defectiveness,

– to claims for damages and reimbursement of expenses by the project participant, and

– in the event that LZE has fraudulently concealed the defect.

42.4 In the event of subsequent performance, LZE shall have the right to choose between repair or replacement.

42.5 If a replacement delivery is made within the scope of liability for defects, the limitation period shall not recommence.

42.6 If subsequent performance has been effected by way of a replacement delivery, the project participant is obliged to return the Early Access product originally delivered to LZE within 30 days. The return package must contain the reason for the return, the name of the project participant and the number assigned for the provision of the defective Early Access product, which enables LZE to identify the returned Early Access product. If and to the extent that it is not possible to assign the return shipment for reasons for which the project participant is responsible, LZE is not obliged to accept returned Early Access products. The costs of a new shipment shall be borne by the project participant.

42.7 If LZE delivers a defect-free Early Access Product for the purpose of subsequent performance, LZE may claim compensation for use from the project participant in accordance with Section 346 (1) of the German Civil Code (BGB). Other legal claims remain unaffected.

42.8 Clause 7 of these General Terms and Conditions applies to claims for damages by the contractual partner. The limitations of liability resulting from Section 7 shall not apply if LZE has fraudulently concealed the defect or – in individual cases – has assumed a guarantee for the quality of the product. The same shall apply if LZE and the contracting party have reached an agreement on the quality of the product.

End of document