General Terms & Conditions

The following General Terms and Conditions ("Terms") apply to all contracts, deliveries and other services of SIFAT Road Safety GmbH ("provider") to its customers worldwide. They apply to sales, rental, leasing as well as services and online business.

These Terms apply to all business relationships, whether concluded via direct sales, trading partners, trade fairs or online platforms.

These Terms apply worldwide, including for deliveries outside the EU.

Customer terms and conditions do not apply, even if we do not separately object to them in an individual case. This does not apply if we expressly agree to conflicting terms in writing.

Our offers contained in the online shop or in other advertising material, or prepared at the customer's request, are non-binding.

Contracts are only concluded upon our express order confirmation in text form or by delivery.

Online orders are deemed a binding offer to conclude a contract. We will send the customer a confirmation of receipt of the offer immediately, which does not constitute acceptance. The offer is only deemed accepted once we declare acceptance in text form or dispatch the goods.

The customer undertakes to ensure that all documents and information required for the performance of our activities are provided completely, correctly and in a timely manner.

If the customer fails to provide required cooperation on time or as agreed, any resulting costs (e.g. delays, extra effort) are borne by the customer.

Our prices are net amounts in EUR. They do not include statutory taxes, transport costs, insurance, customs duties or similar charges.

For international transactions the customer bears all import costs, in particular duties and similar charges.

Invoice payments are due within 14 days of the invoice date without deduction unless otherwise agreed.

The customer is not entitled to set-off or retention rights against our claim unless the counterclaim is undisputed or legally established.

For advance-payment deliveries we are entitled to resell the goods at any time if payment is not received within five business days of our acceptance. In that case shipment is subject to availability.

Unless expressly agreed otherwise, we determine the appropriate shipping method and carrier at our reasonable discretion.

All stated delivery dates are non-binding unless expressly agreed in text form and marked as "binding". If goods are shipped in accordance with the agreement without additional installation work, we only owe timely and proper hand-over of the goods to the carrier and are not responsible for delays caused by the carrier. Any transit period we state is therefore non-binding.

Shipping is at the customer's risk and expense. The risk of accidental loss, damage or destruction of the delivered goods passes to the customer upon hand-over to the carrier if we only owe shipping (para. 2).

If the customer refuses acceptance of duly tendered goods, subsequent storage and processing is at the customer's cost and risk.

Any optional installation and commissioning work must be ordered and paid for separately.

We retain title to delivered goods until full payment of the purchase price (including VAT and shipping) for the relevant goods. For international deliveries we retain title until all claims arising from the business relationship are settled.

The customer may not dispose of goods still under retention of title ("reserved goods") without our prior written consent. Disposal of the customer's legal position with respect to the reserved goods (expectancy right) remains permissible provided the third party is informed of our ownership.

Only after full payment as per para. 1 is the customer entitled to remove any marking identifying the goods as our property.

The customer is obliged to handle the reserved goods with care.

In the event of third-party access — in particular by bailiffs — to the reserved goods, the customer must point out our ownership and notify us immediately so we can enforce our ownership rights.

In case of default in payment we are entitled to reclaim the reserved goods after withdrawing from the contract.

For rental and leasing contracts we remain the owner of the rented/leased object. The customer acquires no ownership even after full payment of all instalments, unless a purchase option is expressly agreed. The customer may not sell, pledge, gift, sublet, lend or transfer the object as security, and must keep it free from third-party rights.

The customer must use and maintain the object properly, in accordance with the contractual purpose and the operating manual, and keep it in a safe operating condition at all times.

Modifications, additional installations, paintwork or lettering on the object require our prior written consent. On request, the customer must restore the original condition at end of contract at their own expense, unless we waive this in writing. Value increases from modifications are only compensated if we agreed to them in writing and if they represent a residual value increase at return.

Where the contract covers repairs or maintenance, we bear or advance the related costs. Costs for repairs necessitated by improper handling, replacement items, and consequential damage are not included. Repairs may only be carried out by us or partners authorised by us in text form.

The customer is liable in accordance with statutory provisions for loss, destruction, damage and depreciation of the object and its equipment, and for downtime costs. The customer must adequately insure the object against all customary risks, name us to the insurer as owner, and provide proof of insurance.

Independently of the termination provisions, either party may terminate the contract for cause without notice. Cause for termination by us includes in particular payment arrears of two monthly instalments, contractual misuse of the object, or lapse of insurance coverage.

After the contract term the object, together with all supplied accessories and documents, must be returned at the customer's cost to our Berlin premises, or made available for collection. The object must be returned in a condition consistent with its age and contractual use, free of damage, and operationally safe. Normal wear and tear does not count as damage. A joint return protocol is prepared and signed by both parties.

If the object is not returned on time without our written consent, the customer must pay 1/30 of the agreed monthly rental/leasing rate per day of retention plus any resulting costs. Otherwise, the customer's duties continue to apply during the period of retention.

Services such as training, maintenance, remote support or setup assistance are provided only on the basis of a separate agreement. Nature and scope are governed by the relevant statement of work.

Our services are performed by adequately qualified staff, in accordance with generally recognised state of the art, and with reasonable care.

Sub-contracting service duties to third parties requires the customer's prior express consent in text form.

Software delivered with the goods remains our intellectual property. The customer is granted a non-exclusive, non-transferable right to use the software in connection with the use of the goods.

Digital content (e.g. software, configurations) not connected to a physical item is provided electronically only and may be individually licensed.

We publish available updates (updates, bug fixes, extensions) on our website (sifat.de) and make them available for download insofar as covered by the contract scope. If the licensee does not install provided updates, the licensor is not liable for deviations from the contractual condition that are due to the missing update, provided the licensor informed the licensee of the consequences of non-installation and provided a correct installation guide.

The customer may not copy or decompile the software, except for contractually intended use or backup purposes. Rights in the software may only be transferred to a third party if ownership of the corresponding product (e.g. hardware) is transferred at the same time and the customer retains no copies. Otherwise, transferring the software to third parties is prohibited.

Reverse engineering to determine the software's operation, architecture or components is prohibited. Any obligation to disclose source code is excluded to the extent permitted by law.

Where open-source components are used, their respective licences apply.

The warranty period for the sale of newly manufactured goods is 12 months from delivery.

The customer must inspect the goods promptly and carefully after receipt. The delivered goods are deemed accepted unless we are notified in text form of a defect (i) within seven business days after delivery for obvious defects or (ii) within fourteen business days after discovery for other defects.

If delivered goods are defective, we may choose between remedying the defect or delivering a defect-free item.

If subsequent performance under para. 3 fails, is unreasonable for the customer, or is refused by us, the customer may, in accordance with applicable law, withdraw from the contract, reduce the price, or claim damages or reimbursement of wasted expenses. Damage claims are additionally subject to § 11 of these Terms.

Our liability for delay in delivery is limited in cases of simple negligence to 10 % of the relevant purchase price (including VAT).

In other cases of simple negligence we are not liable, unless a breach of essential contractual duties is concerned. Essential are the obligation to deliver and install the goods, freedom from legal defects and material defects that more than negligibly impair function or usability, and advisory, protection and custody duties enabling contractual use or protecting the customer's staff or property from significant harm.

Where we are liable in damages in principle, liability is limited to damages that we foresaw or should have foreseen with customary diligence at contract conclusion. Indirect and consequential damages resulting from defects are only recoverable to the extent such damages are typically to be expected on intended use.

Our liability for damages from data loss is excluded to the extent restoration is impossible or hindered due to missing or insufficient backups.

Where we provide technical information or advice outside the contracted scope, this is done free of charge and without liability.

The above limitations do not apply in cases of intent or gross negligence, nor for our liability under guaranteed characteristics within the meaning of § 444 BGB, for injury to life, body or health, or under the Product Liability Act.

The above liability limitations apply to the same extent for the benefit of our officers, legal representatives, employees and other vicarious agents.

Personal data are processed and stored only within the framework of applicable laws, in particular the GDPR and the BDSG.

The customer, in particular when using our simulators and cloud-based services, undertakes to comply with data protection requirements.

Details result from the privacy policy available on our website and, where applicable, a separate data-processing agreement.

For deliveries outside the Federal Republic of Germany the customer must observe any special export regulations, country-specific approvals or customs rules.

Our products may be subject to export control. The customer undertakes to comply with all relevant national and international export and customs regulations. Export to embargoed countries or to sanctioned persons/organisations is prohibited.

For deliveries outside the EU, delays caused by official measures, in particular customs clearance, or political events are borne by the customer.

Contracts with the customer are concluded exclusively in German or English. If the customer orders via our German-language website, only the German version of these Terms applies. If the customer orders via our English-language website, only the English version applies. English terms accompanied by German equivalents always bear the meaning of the German term.

The contracts and business relationships between us and the customer are subject to the law of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods (CISG), subject to mandatory private-international-law rules. The international place of jurisdiction is Germany.

If the customer is a merchant within the meaning of § 1(1) HGB, a legal person under public law or a special fund under public law, the courts of Berlin, Germany, have exclusive jurisdiction for all disputes arising from or in connection with the contractual relationship.

This section governs all services of the provider in connection with events, trade-fair appearances, roadshows, product launches, driver training, coaching, team-building, show-runs and other activations in which the provider supplies simulators, technical infrastructure, staff and/or logistics ("Event").

Each event booking is based on an individual offer describing scope, venue, timeframe, build-up and tear-down times, hardware and software used, staff, logistics, and the agreed net order value. The contract is concluded upon order confirmation by the provider in text form.

Unless otherwise agreed, 30 % of the net order value is due as a down payment within 14 days of order confirmation, another 40 % no later than 30 days before the event, and the remainder within 14 days after the event, in each case without deduction.

The customer provides all required conditions at the venue in a timely manner, in particular suitable set-up and stand areas with a load-bearing, level surface, sufficient standards-compliant power (incl. CEE connections for motion systems), climate control, secured access and delivery routes, storage space, and WLAN/internet for online simulation and telemetry. Additional expenses caused by inadequate or late provision are borne by the customer.

The customer is responsible for all official permits, registrations (GEMA, professional association, customs, venue rules) and compliance with the applicable house rules and safety, fire-protection and occupational-safety regulations at the venue. The provider assists in an advisory capacity but does not assume filing obligations unless expressly commissioned.

The provider is entitled to use qualified subcontractors, carriers and hostess/promotion/service staff. The provider is liable for these as for its own vicarious agents within the scope of these Terms.

Audio, image and video recordings of the supplied simulators, staff and the provider's brand/design elements require prior consent in text form to the extent they go beyond customary editorial or private coverage (e.g. commercial advertising, social-media campaigns, sponsor integration). The provider is in turn entitled to create and use photo/video material of its own build for reference and marketing purposes free of charge, provided no legitimate customer interests conflict; recordings of identifiable persons require their consent.

Third-party brands, logos and vehicle liveries are only used if the customer holds the necessary rights and proves them on request. The customer indemnifies the provider against third-party claims arising from a culpable violation.

The customer is liable in accordance with statutory provisions for damage to the supplied simulators, hardware, screens and accessories caused during the event by them, their staff, guests or third parties they commissioned. The provider recommends taking out organiser liability and electronics insurance; on request the provider will be named as co-insured.

The provider is entitled to cancel the event for cause, in particular where safety of persons or equipment cannot be guaranteed, official requirements or venue instructions render performance impossible, or the customer fails to pay due amounts despite a grace period. In that case the provider retains the fee according to the cancellation scale (para. 13), analogously to cancellation by the customer.

The following applies to cancellation of a booked event by the customer. The written-confirmed first event day is decisive (excluding build-up). Cancellation requires text form (an email to sales@sifat.de suffices); the date the provider receives the cancellation is decisive for the deadline calculation.

The reference value for cancellation fees is the agreed net order value of the event (incl. simulator provision, staff, logistics, setup — excluding official fees and third-party costs per para. 14).

Cancellation earlier than 60 days before the event: 15 % of the order value (handling and reservation flat rate). 60–45 days before: 30 %. 44–30 days before: 50 %. 29–15 days before: 75 %. 14–4 days before: 90 %. From 3 days before, on the day of the event or on no-show: 100 % of the order value.

Third-party costs already incurred or no longer cancellable (e.g. stand areas, freight forwarders, hostess/promotion staff, catering, accommodation, charters, special material and other commissioned third-party services) are passed on to the customer in the actual amount in addition to the above rates. The provider will make reasonable efforts to reduce these costs.

The customer may prove that no or significantly less damage occurred to the provider. The provider likewise reserves the right to prove higher actual damages.

Rescheduling by the customer is not deemed cancellation if the new date is within 6 months, is confirmed by the provider in text form, and the agreed resources are available. Otherwise the cancellation rates apply. A rebooking fee of 5 % of the order value may be charged.

If the event cannot take place due to force majeure (e.g. war, natural events, strikes, failure of critical venue infrastructure), 25 % of the net order value applies as a lump-sum compensation; third-party costs already incurred and no longer cancellable (para. 14) and demonstrably rendered advance services must additionally be reimbursed by the customer.

If the provider cancels an event for reasons within its responsibility, payments already made are refunded in full without delay. Further claims are governed by the liability provisions of these Terms (§ 11).

A consumer within the meaning of § 13 BGB is any natural person who concludes a legal transaction for purposes predominantly outside their trade, business or profession. The provider's offering is primarily aimed at commercial customers (B2B); the following provisions apply exclusively where, in an individual case, a contract is concluded with a consumer.

Right of withdrawal: You have the right to withdraw from this contract within fourteen days without giving any reason. The withdrawal period is fourteen days from the day on which you or a third party named by you (other than the carrier) have taken possession of the goods. For deliveries in several partial shipments the period begins on the day the last partial shipment is received.

To exercise your right of withdrawal you must inform us (SIFAT Road Safety GmbH, Zimmerstraße 79/80, 10117 Berlin, Germany, email: sales@sifat.de) by means of a clear statement (e.g. by post or email) of your decision to withdraw. You may use the statutory model withdrawal form, but this is not mandatory. To meet the withdrawal deadline it is sufficient to send the communication before the period expires.

Consequences of withdrawal: If you withdraw from this contract we will reimburse all payments received from you, including delivery costs (except additional costs resulting from a chosen delivery method other than the cheapest standard delivery offered by us), without delay and no later than fourteen days from the day we receive notice of your withdrawal. We use the same payment means used for the original transaction unless expressly agreed otherwise; you will not be charged fees for the reimbursement.

We may withhold reimbursement until we have received the goods back or you have provided proof of dispatch, whichever is earlier. You must send back or hand over the goods without delay and no later than fourteen days from the day you notify us of the withdrawal. The deadline is met if the goods are dispatched before the expiry of the fourteen-day period.

You bear the direct costs of returning the goods. For bulky goods that cannot be returned by normal post (in particular simulators, motion systems, transport crates/flightcases), return costs are estimated at up to approx. € 1,500 per shipment within the EU and higher for worldwide returns. The exact amount depends on destination, transport volume and chosen carrier.

You only have to pay for any loss of value of the goods if this loss of value is due to handling that was not necessary to check the nature, characteristics and functioning of the goods.

Exclusion and early expiry of the right of withdrawal: The right of withdrawal does not apply to contracts for the supply of goods that are not prefabricated and that are made based on an individual choice or determination by the consumer or clearly tailored to personal needs (e.g. individually configured simulators, special paintwork, custom liveries). It expires early for sealed goods that are unsuitable for return for reasons of health protection or hygiene if the seal was removed after delivery, and for sealed audio/video recordings or computer software if the seal was removed after delivery.

For contracts for the provision of services (e.g. driver training, coaching, event activations) the right of withdrawal expires if the provider has fully rendered the service and the consumer has expressly consented to the start of performance and confirmed knowledge of losing the right of withdrawal upon full contract performance.

Model withdrawal form: To SIFAT Road Safety GmbH, Zimmerstraße 79/80, 10117 Berlin, sales@sifat.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 (*): __________ — Name of consumer(s): __________ — Address of consumer(s): __________ — Signature of consumer(s) (only if on paper): __________ — Date: __________ — (*) Delete as appropriate.

Entrepreneurs (§ 14 BGB) and legal persons/special funds under public law have no statutory right of withdrawal; only the other provisions of these Terms apply to them.

Should individual provisions of these Terms be or become invalid, the validity of the remaining provisions remains unaffected.

To the extent the contract or these Terms contain gaps or are partially invalid, the legally valid provisions the parties would have agreed had they known the gap — considering the economic objectives of the contract and the purpose of these Terms — apply to fill such gaps.

Side agreements, amendments and supplements require written form. This also applies to the amendment of the written-form clause itself, unless the priority of individual agreements under § 305b BGB conflicts.