1 General - Scope of Application

1.1 These General Terms and Conditions apply in full to LACOS GmbH and LACOS AgSystems GmbH, hereinafter jointly referred to as ‘LACOS’.

1.2 Our terms and conditions of sale and delivery shall apply exclusively. They shall also apply to all future business relations, even if they are not expressly agreed again. We shall not recognize any terms and conditions of the Purchaser that conflict with or deviate from our Terms and Conditions of Sale and Delivery unless we have expressly agreed to their validity in writing.

1.3 Our Terms and Conditions of Sale and Delivery shall also apply if we carry out the delivery to the Purchaser without reservation in the knowledge of terms and conditions of the Purchaser that conflict with or deviate from our Terms and Conditions of Sale and Delivery.

1.4 Subsidiary agreements, assurances or amendments to these Terms and Conditions of Sale and Delivery shall only be valid if expressly acknowledged by us in writing.

2 Offer - Offer Documents

2.1 All offers are subject to change and non-binding, unless otherwise specified.

2.2 Drawings, illustrations, dimensions and weights and other performance data shall only be binding if this has been expressly agreed in writing.

2.3 We reserve the property rights and copyrights to illustrations, drawings, calculations and other documents.

3 Prices - Terms of payment - Default in payment - Set-off

3.1 Unless otherwise stated in the order confirmation or in the absence of any other agreement, our prices shall apply.

3.2 The deduction of discounts shall require special written agreement.

3.3 Value added tax shall be shown separately on the invoice at the statutory rate applicable on the date of invoicing.

3.4 Unless otherwise stated in the order confirmation or in the absence of other separate agreements, the gross purchase price (without deductions) shall be due for payment within 7 days of the invoice date. If the customer is in default of payment, we shall be entitled to charge interest on arrears at a rate of 8 percentage points above the respective prime rate per annum. If we are able to prove a higher damage caused by default, we shall also be entitled to claim this.

3.5 In the event of defects proven by the Purchaser, the Purchaser shall only be entitled to withhold payment to the extent that the amount withheld is in reasonable proportion to the defects and the anticipated costs of subsequent performance (in particular a remedy of defects). The Purchaser shall not be entitled to assert claims and rights based on defects if it has not made due payments and the amount due is not in reasonable proportion to the value of the defective delivery or service.

3.6 The customer shall only be entitled to set-off rights if his counterclaims have been legally established or are undisputed or recognized by us. Furthermore, he shall be entitled to exercise a right of retention insofar as a counterclaim is based on the same legal relationship.

4 Delivery period - delay in delivery

4.1 Delivery dates or deadlines that can be bindingly agreed upon must be in writing.

4.2 The start of the delivery period stated by us shall be subject to clarification of all technical issues.

4.3 Delays in delivery and performance due to force majeure and due to events which make delivery substantially more difficult or impossible for us not only temporarily. These include in particular strikes, lockouts, official orders, etc., even if they occur at our suppliers, we shall not be responsible even in the case of bindingly agreed deadlines and dates. They entitle us to postpone the delivery or service for the duration of the hindrance plus a reasonable start-up period or to withdraw from the contract in whole or in part because of the part not yet fulfilled. We undertake, however, to notify the customer immediately in writing of the occurrence of this exception.

4.4 If the impediment lasts longer than three months, the purchaser shall be entitled to withdraw from the contract with regard to the part not yet fulfilled after setting a reasonable period of grace. If the delivery time is extended or if we are released from our obligation to deliver or perform, the customer may not derive any claims for damages from this.

4.5 Compliance with our delivery obligation shall be subject to the timely and proper fulfillment of the obligations of the Purchaser. We reserve the right to plead non-performance of the contract.

4.6 If the customer is in default of acceptance or violates other obligations to cooperate, we shall be entitled to demand compensation for the damage incurred by us in this respect, including any additional expenses incurred. We reserve the right to assert further claims.

4.7 If, in the event of default in acceptance, the customer does not comply with a written request for acceptance within a reasonable period of time, we shall be entitled to refuse performance of the contract and to claim damages for non-performance. In this case, we shall be entitled to demand either a flat rate of 20% of the agreed gross purchase price as compensation for damages or to demand compensation from the customer for the actual damage incurred. In the event of a demand for lump-sum damages, the Purchaser shall be entitled to prove that we have only suffered a lesser loss.

4.8 If the conditions of para. 4.6 are met, the risk of accidental loss or accidental deterioration of the object of sale shall pass to the customer at the point in time at which the customer is in default of acceptance or debtor's delay.

4.9 Partial deliveries and partial services are permissible unless the partial delivery or partial service is of no interest to the Customer.

5 Shipping conditions - transfer of risk

5.1 Insofar as the shipment is not carried out by our own vehicles, all shipments shall be at the risk of the purchaser, who shall also be responsible for insuring the goods. The transfer of risk shall take place at the time the goods are handed over by us to the shipping agent or the customer.

5.2 Visible transport damage must be claimed in writing immediately upon acceptance of the goods, hidden transport damage must be claimed in writing within 7 days of discovery at the latest from us or from the delivering shipping agent.

5.3 In the event of shipment by us, we reserve the right to choose the shipping route and the shipping method.

6 Liability for defects

6.1 The warranty period for Purchasers shall be 12 months for newly manufactured items; it shall commence upon delivery of the goods. A warranty for used items is excluded. These limitation periods shall also apply to all claims for damages in connection with a defect.

6.2 The Purchaser shall be obliged to inspect the goods and to give notice of defects in accordance with § 377 of the German Commercial Code (HGB); if the Purchaser fails to comply with these obligations, the legal consequences set forth therein shall apply.

6.3 However, § 377 HGB shall also apply between us and the customer if the customer is within the meaning of § 14 BGB and the order is placed in the exercise of a commercial or independent professional activity.

6.4 Furthermore, irrespective of § 377 HGB, the customer shall be obliged to notify us in writing of any obvious defects within a period of one week from receipt of the goods; otherwise the assertion of the warranty claim shall be excluded. Timely dispatch shall be sufficient to meet the deadline.

6.5 The Purchaser shall bear the full burden of proof for all prerequisites for a claim, in particular for the defect itself, for the time of discovery of the defect and for the timeliness of the notice of defect.

6.6 Claims for defects shall not exist in the event of only insignificant deviation from the agreed quality or only insignificant impairment of usability.

6.7 In the event of a defect in the purchased goods for which we are responsible, we shall be entitled - in deviation from Section 439 (1) of the German Civil Code (BGB) - at our discretion either to rectify the defect or to make a replacement delivery. The expenses necessary for the purpose of subsequent performance shall be borne by the Purchaser insofar as they are increased by the fact that the delivery item is taken to a place other than the Purchaser's place of business, unless the transfer is in accordance with its intended use.

6.8 If two attempts at repair or replacement fail, the Purchaser shall be entitled, at its option, to rescind the contract or to demand a corresponding reduction of the purchase price. Further claims of the purchaser are excluded. This applies in particular to claims for damages by the purchaser. The warranty does not cover natural wear and tear or damage caused either by improper handling, faulty assembly or commissioning by the Purchaser or third parties.

6.9 Complaints cannot be accepted if the goods are second choice, special items or goods marked as used and the usability of the goods is not decisively impaired. Defects taken into account at the time of purchase cannot be asserted as a complaint. Complaints due to impairments that are unavoidable according to the state of the art do not constitute defects, as the cause is neither material- nor production-related. The same shall apply to minor deviations in quality, weight, size, thickness, width, finishing, patterning and color, insofar as these are permissible on the basis of valid standards.

6.10 Insofar as the purchaser asserts rights from the recourse provisions of §§ 478, 479 BGB, we exclude liability for damages.

7 Other liability

7.1 We shall be liable in cases of our own intent or gross negligence or the intent or gross negligence of a representative or vicarious agent in accordance with the statutory provisions. Otherwise, we shall only be liable under the Product Liability Act, for injury to life, limb or health or for culpable breach of material contractual obligations. However, the claim for damages for the violation of essential contractual obligations shall be limited to the foreseeable damage typical for the contract. Our liability - irrespective of the legal grounds - shall also be limited in cases of gross negligence to the foreseeable damage typical for the contract.

7.2 However, liability for damage caused by the delivery item to legal assets of the customer, e.g. damage to other property, shall be excluded altogether. This shall not apply in the event of intent or gross negligence or in the event of liability for injury to life, body or health.

7.3 The provisions of Clauses 7.1. and 7.2. above shall apply to damages in addition to performance and damages in lieu of performance, irrespective of the legal grounds, in particular due to defects, breach of duties arising from the contractual obligation or tort. They shall also apply to claims for reimbursement of futile expenses.

8 WARRANTY

The warranty period for the goods delivered and/or services rendered by LACOS shall be twelve (12) months. The warranty period shall commence on the day of delivery. LACOS shall only be liable for defects of which LACOS has been notified within the warranty period and for which the client can prove that they occurred within the warranty period as a direct result of faulty manufacture and/or use of defective material.  LACOS shall only be obliged to replace or repair the defective product free of charge. The choice shall be at LACOS's discretion. All costs, including transportation costs, incurred in connection with repairs or replacement on site shall be borne by LACOS. Before commissioning repairs, replacement or maintenance work by third parties, the client shall always require the express written approval of LACOS. Failure to do so shall invalidate the warranty.  Defects caused by normal wear and tear, improper handling, inappropriate or incorrect maintenance or repairs/replacement by third parties or similar circumstances are excluded from the warranty.

9 Retention of title

9.1 We retain title to the object of sale until receipt of payment of the claim arising from the specific delivery (in the case of payment by check or bill of exchange until redemption) (simple retention of title). In the event of a breach of duty by the customer, in particular in the event of default in payment, we shall be entitled, even without setting a deadline, to demand the return of the delivery item and/or to withdraw from the contract. In such cases, the customer shall be obliged to surrender the goods without delay. Our demand for surrender of the delivery item shall not constitute a declaration of rescission unless this is expressly declared.

9.2 In addition, we agree to a security interest for all further goods delivered by us and already paid for on account of all claims still existing from the business relationship. The handover of the goods shall be replaced by the fact that the customer is entitled to possession of the goods free of charge (constitutive right of possession).

9.3 The Purchaser shall be obliged to treat the purchased goods with care. In particular, he shall be obliged to sufficiently insure them at his own expense against fire, water and theft at replacement value.

9.4 In the event of seizures and other interventions, the Purchaser shall notify us in writing without delay so that we can take legal action in accordance with § 771 of the German Code of Civil Procedure (ZPO). Insofar as the third party is in a position to reimburse the court and out-of-court costs of an action pursuant to § 771 ZPO, the Purchaser shall be liable for the loss incurred by us.

9.5 The customer shall be entitled to resell the purchased goods in the ordinary course of business; however, he hereby assigns to us all claims in the amount of the final invoice amount (incl. VAT) of our claim accruing to him from a resale against his customers or third parties, irrespective of whether the purchased goods have been resold without or after processing. The assignment shall be made in order to secure all our claims against the Purchaser, insofar as the claim is not secured by simple retention of title pursuant to Section 9.1.
is secured. The purchaser shall remain authorized to collect this claim even after the assignment. Our authority to collect the claim ourselves shall remain unaffected. However, we undertake not to collect this claim as long as the customer meets his payment obligations from the proceeds collected, is not in default of payment and, in particular, as long as no application for the institution of insolvency proceedings has been filed or payments have not been suspended. If this is the case, however, we may demand that the customer discloses the claims assigned to us to the debtors, provides all information required for collection, hands over the associated documents and informs the debtors (third parties) of the assignment. In addition, the customer authorizes us already now to notify the debtors of the transfer of claims in his name and on his behalf.

9.6 The processing or transformation of the object of sale by the customer shall always be carried out on our behalf. If the object of sale is processed with other objects not belonging to us, we shall acquire co-ownership of the new object in the ratio of the value of the object of sale (final invoice amount, incl. VAT) to the other processed objects at the time of processing. In all other respects, the same shall apply to the item created by processing as to the purchased item delivered under reservation of title.

9.7 The Buyer shall also assign to us the claims to secure our claims against him which arise against a third party as a result of the connection of the object of sale with a plot of land.

9.8 We undertake to release the securities to which we are entitled at the request of the customer to the extent that the realizable value of our securities exceeds the claims to be secured by more than 20%; the selection of the securities to be released shall be incumbent on us.

10 Additional conditions for assembly and repair work

10.1 The basis for all installation work to be carried out by us shall be the working drawings
drawings approved by the purchaser. The assembly work shall be handed over in a clean condition. Fine cleaning shall be the responsibility of the builder or the customer.

10.2 In the event of dimensional tolerances that do not comply with the VOB or DIN regulations, overhead costs must be charged for any additional work performed. Charges shall be made on an hourly basis at our hourly rates valid at the time. All additional services to be rendered or additional expenses, such as adaptation work, special ceiling and wall connections, etc., will be invoiced separately. Expenses due to obstructions caused by other craftsmen, installation postponements, etc., will be charged according to time spent.


11 Applicable law
Contractual relationships to which these Terms and Conditions of Sale and Delivery apply shall be governed by the laws of the Federal Republic of Germany - the provisions of the United Nations Convention on Contracts.


12 Place of Jurisdiction - Place of Performance

12.1 For all disputes arising from the contractual relationship, if the customer is a merchant, a legal entity under public law or a special fund under public law, the competent local court for our place of business or, at our option, the competent chamber of commerce of the regional court for our place of business shall have jurisdiction. However, we shall also be entitled to sue the customer at the court having jurisdiction over his place of business or residence.

12.2 Unless otherwise stated in the order confirmation, our place of business shall be the place of performance.

13 Data protection
By the conclusion of the contract the orderer explains his agreement with the fact that LACOS stores, processes and uses the personal data entered by the orderers, in order to accomplish the order. Provided that the orderer on the order form explained its agreement, LACOS is also entitled to transmit these data, if they can be transmitted in accordance with the legal regulations, to other companies of LACOS, in order to send to the orderer occasionally information about other products and services, which could be of interest for this. The orderer is entitled to require information about extent and purpose of the data processing and designation of further receivers of the data, to contradict the use or transmission of its data for advertising purposes (block indicator) as well as to require information, correction, blockage or deletion of its stored personal data.


14 Scope of application
The preceding sales and delivery conditions are valid from 01 May 2005.
LACOS GmbH
LACOS AgSystems GmbH

Alternative dispute resolution:
The European Commission provides a platform for out-of-court online dispute resolution (OS platform), available at ec.europa.eu/odr.
We are willing to participate in dispute resolution proceedings before consumer arbitration boards.

Terms and conditions - Telematics package

Last update: 26.5. 2020

IMPORTANT NOTICE

YOU SHOULD READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE:

ORDER, PAY FOR, OR USE THE LACOS TELEMATICS PACKAGE CONSISTING OF THE TELEMETRY PORTAL (WHICH IS LICENSED TO YOU AND REQUIRES A SUBSCRIPTION) AND THE TELEMATICS DEVICES OR.

THESE TERMS AND CONDITIONS CONTAIN IMPORTANT INFORMATION ABOUT YOUR RIGHTS, ANY REMEDIES AND EXCLUSIONS OF OUR LIABILITY TO YOU. PLEASE PAY PARTICULAR ATTENTION TO THE DATA PROTECTION NOTICE ON THE LACOS WEBSITE AS WELL AS CLAUSE 11 "OUR LIABILITY TOWARDS YOU".

THE USE OF THE LACOS TELEMATICS PACKAGE IMPLIES YOUR ACCEPTANCE OF THESE TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, YOU MAY NOT: i) PROVIDE THE TELEMATIC DEVICE, ii) GRANT THE LICENSE TO USE THE TELECOMMETER PORTAL, AND iii) USE OR ACCESS THE SUBSCRIPTION.

YOU UNDERSTAND THAT BY AGREEING TO THESE TERMS AND CONDITIONS, YOU ARE LEGALLY BOUND BY THEM.

1 SUBJECT OF THE TELEMATICS PACKAGE

1.1 The LACOS telematics package consists of one or more telematics devices that can be connected to a telemetry portal for vehicle and fleet management after being connected to vehicles or agricultural machinery. The telemetry portal can be used to geolocate vehicles assigned to it and to perform further, partly configurable evaluations of certain vehicle operating data. For these purposes, vehicles connected to the telemetry portal send the operating, localization and control data ("telemetry data") collected in the process to LACOS.

1.2 These Terms and Conditions constitute a legal agreement between you and LACOS ("LACOS", "we", "us" or "our") regarding:

1.2.1 a license to use a telematics data-based software application for internet-enabled computers or mobile devices ("LC:FLEETNAV-web"), the functions of which are provided to you as a subscription ("Subscription"), as well as

1.2.2 the provision of separate telematics devices to be connected to your vehicles for ISOBUS- or CAN bus-supported production data acquisition and, depending on the equipment variant, additionally containing an LTE radio module (internet connectivity) and GPS module (receiver for geolocation) (in each case "components of the product group LC:TRACKER" oralso "telemetry components").

together called "LACOS Telematics Package".

We inform separately on www.lacos.de/datenschutz about the personal data processed with the use of the LACOS Telematics Package ("Data Protection Notice").

1.3 The full functional range of LC:FLEETNAV-web can only be used if the telemetry portal is connected to the components of the product group LC:TRACKER.

1.4 The granting of the license to use the telemetry portal shall be in accordance with these terms and conditions of LACOS. The telemetry portal is not the subject of a purchase contract.

1.5 Compatibility Requirements: To use the LC:FLEETNAV-web, a computer or suitable mobile device connected to the Internet with a current web browser (recommendation: Chrome, Firefox) and at least 1Mbit/s available bandwidth is required.

Furthermore, the functions of the telemetry portal LC:FLEETNAV-web can only be used as far as a LC:TRACKER activated and connected to your vehicle can provide the internet connectivity required for data transmission. This is only given in areas where the mobile network provider we have contracted has the required range, network capacity and reception. The telemetry components that use your vehicle's location information will only operate if GPS satellite signals are available without interference at that location and are compatible with your vehicle's electrical system. Other telemetry component operational data collection must be equally compatible with the machines or vehicles you plan to connect. You are obliged to ensure the existence of sufficient compatibility in advance of concluding the contract with us. A guarantee for the compatibility of the telemetry components can take over LACOS only, if expressly and in writing about the appropriate compatibility was informed. For errors and/or damage which are to due to a missing suitability for use LACOS does not take over adhesion.

1.6 These trading conditions apply opposite entrepreneurs, legal entities of the public right and public-legal special property in the sense of § 310 exp. 1 BGB over the use of the services connected with the telematics package. Entrepreneurs within the meaning of these Terms and Conditions are natural or legal persons or partnerships with legal capacity who act in the exercise of their commercial or independent professional activity, Section 14 (1) BGB. The version valid at the time of your order is decisive. Rights to which we are entitled according to the statutory provisions beyond these General Terms and Conditions shall remain unaffected.

2 DATA PROTECTION

2.1 LACOS uses the data collected in the LC:FLEETNAV for its own purposes for research and analysis purposes within the scope of the legitimate interest to improve LACOS products and services, to develop new functions. The use for development, research and analysis purposes is thereby, where possible, pseudonymized or anonymized for statistical evaluations in aggregated form.

2.2 For more information about personal data we may collect via LACOS telemetry components, how we process it, to whom we disclose it, and your rights with respect to it, please see our privacy notice.

2.3 Our data protection notice is for information purposes only and does not form part of these Terms and Conditions. It informs you about how we and recipients designated by us process personal data that we collect about you or that you provide to us via the telemetry portal LC:FLEETNAV or components of the product group LC:TRACKER.

2.4 In addition, please note the regulations in section 10.16 for those personal data processing which LACOS carries out on your behalf as a processor.



3 AMENDMENT OF THESE TERMS OF USE

3.1 These Terms and Conditions may be updated at any time, in particular to comply with changes in the law or in light of new products, services or apps we may offer, or for any other reason. These Terms and Conditions may be changed at any time by a change notice displayed to you the next time you launch LC:FLEETNAV-web, and you may be required to read and accept them in order to continue using LACOS Telemetry Components.

If we make changes to these Terms and Conditions, you may be asked to confirm your acceptance of the new Terms and Conditions. If you do not agree to the new terms and conditions, your subscription to LACOS will be suspended and no further personal data will be collected and processed. You will have the opportunity to contact us to instruct us to delete any information attributable to you or yours that we have previously recorded from your LC:TRACKER. If you neither accept nor reject the Terms and Conditions, your subscription will continue for a short period of time before being suspended.

3.2 In the event of any changes adversely affecting you, you will receive notice at least 14 days before such change takes effect.

3.3 With respect to your use of LACOS Telemetry Components, we will not retain a copy of these Terms and Conditions. A link to the current version of the Terms and Conditions will remain available via the LC:FLEETNAV-web telemetry portal.

4 OWNERSHIP AND OPERATION OF THE TELEMETRY PORTAL LC:FLEETNAV-web


4.1 You acknowledge that all intellectual property rights in the LC:FLEETNAV-web and LC:TRACKER and in any documents provided by us in connection therewith or their functions or supported technology are owned by us or our licensors, that such rights in the LC:FLEETNAV-web are licensed (not sold) to you and that you have no rights in them other than the right to use the LC:FLEETNAV-web, documents or technology in accordance with these Terms.


4.2 You acknowledge that you are not entitled to access the Telemetry Portal in source code form.

5 CONCLUSION OF A CONTRACT FOR CHARGEABLE USE OF THE TELEMATICS PACKAGE AS A SUBSCRIPTION

5.1 By ordering individual telemetry components via our online form at www.lacos.eu, in writing or by telephone, you submit to us an offer to conclude a purchase contract. If we do not accept an order, we will inform you by e-mail.

5.2 The purchase contract is only concluded after we have sent you an order confirmation by e-mail and you have confirmed this with your signature and sent it back to us. With time of the receipt of your confirmation for the subscription of the LACOS telematics package

5.2.1 a legally binding contract is concluded between you and us; and

5.2.2 the LACOS telematics package is made available to you and your subscription begins.

5.3 The remunerations to be paid shall be paid in advance, in each case for one year in accordance with the price list valid at the time. Exceptions to this are remunerations that are calculated in arrears according to the price list or as individual purchases. The obligation to pay begins with the first day of the full month after LACOS made the achievement available ("subscription").

5.4 The price to be paid for the LACOS telematics package or, if applicable, individually for individual components of the product group LC:TRACKER or remuneration for provided data volumes, is the price which was submitted to them as a written offer. The available payment methods can be found in the offer.

5.5 With delay of payment LACOS is entitled to close the access to telemetry components. They remain further obligated to pay the agreed upon costs undiminished.

They can set off against payment claims of LACOS only with undisputed, in a legal proceeding decision-ripe or validly determined claims. A right of retention is entitled to the customer only because of claims from the same contractual relation.

5.6 LC:TRACKER and LC:FLEETNAV-web work as a package in order to be able to provide the functional scope of LC:FLEETNAV-web listed under clause 6. In order to use these features of your subscription, you must:

5.6.1 have LC:TRACKER activated by us;

5.6.2 or allow an authorized LACOS dealer or cooperation partner to activate LC:TRACKER with us;

5.6.3 connect your LC:TRACKER to your vehicles according to our instructions (your vehicles must have a working electrical system);

5.6.4 access the URL of our telemetry portal LC:FLEETNAV-web in your internet-enabled device, using the account data you received with the purchase of a subscription;

5.6.5 read and agree to these Terms and Conditions (for the LACOS Telematics Package).

5.7 You will not be able to access and use the full functionality of LACOS unless an LC:TRACKER activated by us has been correctly installed in your vehicle and your Account is linked to LC:FLEETNAV-web with the LC:TRACKER installed in your vehicle.

Depending on the agreed scope of the telematics package, LC:TRACKER can also be used without the LC:FLEETNAV-web telemetry portal.

5.8 You may use the LACOS Telemetry Package for up to one year after the start of your subscription ("Contract Term"), unless your subscription has been previously terminated by you or us in accordance with these Terms and Conditions.

5.9 UNLESS YOU HAVE VALIDLY TERMINATED YOUR SUBSCRIPTION NO LATER THAN THREE MONTHS PRIOR TO THE EXPIRATION OF THE CONTRACT TERM, YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW FOR AN ADDITIONAL YEAR AFTER THE EXPIRATION OF THE CONTRACT TERM.

5.10 We may send you an email or other notice prior to the automatic renewal of the Subscription in accordance with these Terms to notify you that your Contract Term is ending. Please follow the instructions in the email or contact us if you do not want your subscription to be automatically renewed.

5.11 The provisions of Section 10 will apply from the date your subscription ends.

5.12 You agree to use the LACOS Telemetry Package in accordance with these Terms and Conditions.

5.13 CORE FUNCTIONS OF THE LACOS TELEMETRY COMPONENTS

Core functions are subject to individual agreement and may be customized by you partially configured in LC:FLEETNAV-web. Core functions include:

5.13.1 Localization of active LC:TRACKER in LC:FLEETNAV-web via GPS and logging of spent times, distances and routes per defined vehicle or machine activity.

5.13.2 Geo-mapping of beats or other relevant locations via GPS for the detection of possible predefined vehicle or machine activities or e.g. lane planning

5.13.3 Collection and processing of fixed vehicle or machine information [SH18].

5.13.4 Role and rights concept that can be stored in the telemetry portal for independent user administration

5.13.5 Collection and processing of operational data of the vehicle or machine or its uses, depending on the machine type and the extent of existing sensor technology and its integration into the LC:TRACKER

6 LC:TRACKER
 

6.1 If you require replacement of the LC:TRACKER (e.g. due to loss or damage of your existing LC:TRACKER), all specific costs for the LC:TRACKER (including delivery costs) will be notified to you by us upon request.

6.2 The estimated date for delivery of the LC:TRACKER will be communicated to you by us during the order process.

6.3 If the provision and/or separately agreed installation of the LC:TRACKER is delayed by an event beyond our control, we will notify you as soon as possible as well as take measures to minimize the impact of the delay. If we do so, we will not be liable for any delay caused by the event.

6.4 In the event of a delay in the delivery of separately agreed installation of the LC:TRACKER, you are entitled to exercise your statutory rights.

6.5 You are the owner of the LC:TRACKER as soon as the possibly due payment has been received.

6.6 Updates or modifications to the LC:TRACKER may be required by us (in particular, updating the firmware or replacing the LC:TRACKER) in order to:

6.6.1 comply with changes in relevant laws and regulatory requirements; and

6.6.2 make minor technical adjustments and improvements, for example related to security threats.

You agree that LACOS may remotely modify or update such updates or changes to the LC:TRACKER or, if applicable, other LACOS telemetry components in your vehicle without further notice or consent.

7 PROPER USE AND LICENSE RESTRICTIONS.

7.1 You agree:

7.1.1 Not to copy LACOS Telemetry Components except as necessary for the purpose of securing data or operational security;

7.1.2 not to rent, lease, sublicense, loan, translate, combine, adapt, alter or modify LACOS Telemetry Components;

7.1.3 not to make any changes, modifications to LACOS Telemetry Components or to allow LACOS Telemetry Components as a whole or parts thereof to be combined with or integrated into other programs; and

7.1.4 not to disassemble, decompile, reverse engineer or create derivative works based on the whole or any part of LACOS Telemetry Components;

unless we have separately and expressly agreed otherwise with you.

7.2 You are not entitled to:

7.2.1 use LACOS Telemetry Components or any of their functions in an unlawful manner, for an unlawful purpose, or in a manner inconsistent with these Terms and Conditions, or to act fraudulently or deceitfully, for example, by hacking into or introducing malicious code, including viruses, or harmful data into the Telemetry Components, LC:TRACKER or any other operating system used to access LACOS Telemetry Components;

7.2.2 infringe our intellectual property rights or those of any third party with respect to the use of the LACOS Telemetry Components or any of their functions;

7.2.3 transmit defamatory, offensive or otherwise objectionable material in connection with your use of the LC:FLEETNAV-web or any of its features;

7.2.4 use LACOS telemetry components or any of their features in a manner that could damage, disable, overburden, hinder or impair our systems or security or interfere with other users; and

7.2.5 collect information or capture data from the individual areas of the LACOS Telemetry Components or our other systems, or attempt to decipher transmissions to or from the server(s) running LACOS Telemetry Components.


8 LIMITED WARRANTY

8.1 We warrant for the term of this Agreement that LC:FLEETNAV-web:

8.1.1 when properly used in a web browser for which it was designed (see Section 1.5), will be compatible with the LC:TRACKER properly installed in your vehicle; and

8.1.2 can be operated substantially in accordance with the core functions described in these Terms and Conditions.

8.2 This warranty is in addition to your rights with respect to Software that is defective or not as described.

8.3 We will take all reasonable steps to ensure that the LC:FLEETNAV-web is free from viruses, interference, hacking, damage or other security related interference.

8.4 In the event of performance-related problems affecting the LC:FLEETNAV-web, we will take reasonable steps to limit such problems and restore access to the LC:FLEETNAV-web as soon as possible.

8.5 If the LC:FLEETNAV-web has a defect or error that prevents you from using your subscription, we will attempt to correct it. If the LC:TRACKER has a defect or error (not caused by you) that prevents you from using your subscription, please contact us so that we can correct the error and/or provide you with a suitable replacement.

9 WITHDRAWAL AND REFUNDS

Your rights with regard to withdrawal from the contract

9.1 If you place an order for a LACOS telematics package with us, you are entitled to cancel your order within 14 days from the date of your order without giving any reason.  To exercise your right of withdrawal, contact LACOS customer service.

9.2 If you have cancelled an order in accordance with clause 10.1, we will refund any payment you have made in connection with the order. Refunds will be made to the same payment method that was used to pay for the order.

9.3 You may also be able to revoke your LACOS Telematics Package beyond the 14-day period specified in Section 10.1 by contacting LACOS Customer Service. However, refunds are only available if you have a legal right to terminate your subscription (for example, if we have not provided the LACOS Telematics Package in accordance with these Terms) and nothing in these Terms affects your legal right, also referred to as "statutory rights".

9.4 If an LC:TRACKER has been installed in your Vehicle and you wish to terminate your subscription before the end of the Contract Term, you shall disconnect the LC:TRACKER from your Vehicle, otherwise during the period that the LC:TRACKER is connected to your Vehicle, certain personal data may continue to be received by LACOS as well as associated third parties in accordance with the provisions of the Privacy Notice.  It is your responsibility to ensure that LC:TRACKER is disconnected upon termination of your subscription, regardless of how such termination occurred.  You acknowledge that LC:TRACKER will not provide any functionality once your subscription is terminated.

OUR CANCELLATION RIGHTS

9.5 If applicable, we will notify you in writing that we intend to discontinue providing the LACOSTelematics package prior to the end of the contract term. We will notify you accordingly at least 30 days prior to our intended termination of your Subscription and refund any amounts you have prepaid for periods between the date of termination of your Subscription and the expiration of the Contract Term (if applicable), during which periods the LACOS Telematics Package will not be available.

9.6 We may terminate your LACOS Telematics Package and your rights arising under these Terms and Conditions at any time and without any right to a refund by giving you written notice if:

9.6.1 You seriously breach these Terms and Conditions at any time;

9.6.2 you give us false information or withhold important information relating to your use of LACOS Telematics Package;

9.6.3 you infringe our rights or the rights of third parties in the LC:FLEETNAV-web or the LC:TRACKER; or

9.6.4 you attempt to defraud us or behave dishonestly towards us.

9.7 In the event that LC:TRACKER causes malfunctions of your vehicle, or if we have reason to believe that the Telemetry Portal poses a threat to your safety and/or the safety of LACOS, we may uninstall or disable the Telemetry Components, as appropriate, and will promptly notify you of a remedy.  This will not affect your statutory rights.

9.8 If we terminate your rights arising from these Terms and Conditions due to a serious breach of these Terms and Conditions committed by you, you will be required to cease using the LACOS Telematics Package and we may withdraw your access to the LC:FLEETNAV-web as appropriate. Please note that in the event of a very serious breach of these Terms and Conditions by you, LACOS may permanently block your access to the Telemetry Portal and withdraw your access to it generally.

9.9 YOUR RESPONSIBILITIES

9.10 You are responsible for making all arrangements necessary for your access to the LC:FLEETNAV-web, including internet connection and access to a terminal device with a web browser to access the Telemetry Portal.

Your responsibilities when selling your vehicle

9.11 If you sell your vehicle, you must disconnect the LC:TRACKER from your vehicle before your vehicle is sold.

9.12 If you wish to sell the LC:TRACKER, you must notify us in good time. Only then can LACOS ensure that third party telemetry data is not collected and made available in your account.

9.13 You can disconnect the LC:TRACKER from your vehicle independently at any time and free of charge.  

9.14 We will immediately terminate your subscription, which will deactivate the LACOS Telematics Package, if you fail to disconnect the LC:TRACKER from your Vehicle before selling your Vehicle.

9.15 If we suspend your LACOS subscription in accordance with this clause 10.13 but you continue to be the owner of the LACOS connected vehicle, you will have the option to restore connectivity in accordance with the instructions provided to you at the time of order confirmation or after consultation with us.

9.16 For further information on how your data may be processed after you have cancelled your subscription, please refer to our Privacy Notice.

Your responsibilities when processing personal data of third parties

9.17 Personal data may be processed when you use the LACOS telematics package, for example if you manage vehicles that are driven by other people or you use functions to collect working time data.

9.18 To the extent that the persons affected by such data processing are located in the European Economic Area and such personal data is within your sphere of influence and control and the EU General Data Protection Regulation ("GDPR") applies, you (or as a representative of a third party on its behalf) acknowledge and agree, unless otherwise agreed, that LACOS operates the Telemetry Portal as a processor within the meaning of Art. 4 No. 8 GDPR for you as a data controller pursuant to Art. 4 No. 7 GDPR.

9.19 The data protection agreement between you as the person responsible under data protection law required in this connection pursuant to Art. 28 DSGVO is available for download here, among other places.

10 OUR LIABILITY TOWARDS YOU

10.1 The liability provisions set out in our GTC shall apply.

10.2 Your legal rights remain unaffected by these terms and conditions.

11 EVENTS BEYOND OUR CONTROL

11.1 We or any of our affiliated third party providers who provide LACOS Telematics Components to you shall not be liable for any failure or delay in the performance of any of our obligations arising under these Terms and Conditions caused by events beyond our reasonable control. This applies in particular to:

11.1.1 the failure of public or private telecommunications networks;

11.1.2 the failure of core functions of the LC:TRACKER due to the absence of a GPS signal or an internet connection due to a failure of telecommunication networks or as a result of a severe collision which has damaged the whole LC:TRACKER or a part of it, that no transmission of information to LC:FLEETNAV-web is possible;

11.1.3 failure of LC:FLEETNAV-web to provide the functionalities listed in clause 6 (such as a failure of LC:FLEETNAV-web to notify you that your vehicle is outside the set geofencing or to provide accurate trip analysis) due to: the absence of a GPS signal, lack of internet connection, adverse weather conditions or as a result of a serious collision that damaged all or part of LC:TRACKER or an intermediary system (including your telephone) in such a way that transmission or reception of information is no longer possible, or due to a failure of the telecommunication networks or a corresponding other event ("Event beyond our control").

11.2 In the event of an Event for which we are not responsible and which affects the performance of our obligations under these Terms and Conditions, the following shall apply:

11.2.1 Our obligations arising under these Terms and Conditions shall be suspended and the time for performance of our obligations shall be extended by the duration of the Event beyond our control;

11.2.2 We will use reasonable endeavors to find a solution to fulfill our obligations arising from these Terms and Conditions despite the occurrence of an event for which we are not responsible.

12 GENERAL

12.1 We may transfer our rights and obligations under these Terms and Conditions to another entity, but such transfer shall not affect our rights and obligations under these Terms and Conditions.

12.2 You may only transfer your rights or obligations under these Terms and Conditions to another person with our written consent.

12.3 These Terms and Conditions are agreed between you and us. The enforcement of these Terms and Conditions by third parties is not permitted.

12.4 Each and every paragraph of these Terms and Conditions shall be effective independently of the others.  If a court or competent authority decides that any of these terms and conditions are not lawful or enforceable, the remaining paragraphs will remain in full force and effect.

12.5 If we fail to insist upon performance by you of any of your obligations under these Terms or fail or delay in enforcing our rights against you, this will not be deemed a waiver of our rights against you or a release from those obligations.  If we tolerate a default by you, we will do so in writing; however, this does not mean that we will automatically tolerate all future defaults.

12.6 The law of the Federal Republic of Germany shall apply exclusively, to the exclusion of the International Private Law (IPR) and the UN Convention on Contracts for the International Sale of Goods (CISG). This shall also apply to deliveries abroad.

12.7 As far as legally permissible, the exclusive place of jurisdiction for all disputes is the registered office of LACOS.