General Terms and Conditions (AGB)
of Koolest Solutions GmbH
Validity of these GTC
Part A: GTC for end customers (e.g. schools, universities, educational institutions)
Part B: General Terms and Conditions for Resellers and Distribution Partners
Part A - GTC for end customers
A.1 Scope of application
These GTC apply to all contracts between Koolest Solutions GmbH (hereinafter: Provider) and end customers (consumers or institutions) regarding software and hardware products sold by the Provider. This includes both locally installed software licences and Software-as-a-Service (SaaS) solutions.
A.2 Conclusion of contract
The product descriptions in the online shop or in offers are non-binding. A contract is concluded when the provider accepts the customer's order by expressly confirming the order or delivering the goods or activating the software.
A.3 Licence and usage rights
The customer receives a simple, non-transferable right to use the ordered software, limited to the number of licences purchased or the use agreed in the SaaS model. The software may only be used within the scope of the licence conditions or SaaS terms of use.
A.4 Delivery and transfer of risk
Delivery is made by dispatch, electronically or by provision via a cloud platform. The supplier bears the shipping risk for consumers. Delivery times are subject to availability.
A.5 Prices and terms of payment
Unless otherwise stated, all prices are exclusive of VAT. Offers to end consumers may be made inclusive of statutory VAT. Payment is due immediately upon conclusion of the contract, unless otherwise agreed. Payment methods include prepayment and invoice for institutions.
A.6 Right of cancellation
Consumers have a statutory right of cancellation. Details can be found in the separate cancellation policy.
A.7 Retention of title
The hardware supplied remains the property of Koolest Solutions GmbH until payment has been made in full. Software licences or SaaS access will only be activated upon full payment.
A.8 Warranty and liability
The statutory liability for defects shall apply. In the event of defects, subsequent fulfilment shall take the form of rectification or replacement delivery. Liability for slight negligence shall only apply in the event of a breach of material contractual obligations.
A.9 Support and updates
The customer receives support services in accordance with the product description. Updates may be part of the licence or SaaS subscription.
A.10 Contract term and cancellation
In the case of time-limited licences or SaaS subscriptions, the right of use ends automatically. Ordinary cancellation is possible at any time subject to the agreed notice period. The right to terminate without notice remains unaffected.
A.11 Place of jurisdiction and final provisions
German law shall apply. If permissible, the place of jurisdiction is the registered office of Koolest Solutions GmbH.
Part B - General Terms and Conditions for Resellers and Distribution Partners
B.1 Subject matter of the contract*
Koolest Solutions GmbH (hereinafter: Provider) grants the sales partner (hereinafter: Reseller) the non-exclusive, non-transferable right to resell the requested software products advertised by Koolest Solutions GmbH or otherwise distributed by the Provider (locally installable or as SaaS) as well as hardware to end customers.
B.2 Distribution and rights
The Reseller shall act in its own name and for its own account. Reselling shall take place exclusively in the agreed regions. The Reseller's own sub-dealers may be used, provided this is notified to the Provider.
B.3 Prices and conditions
Resellers receive the products at special conditions according to an individually agreed discount scale. The prices do not include statutory VAT. Minimum sales and payment terms are set out in the respective annual agreement.
B.4 Obligations of the Reseller
- Notification of end customers for the granting of licences or SaaS access
- No sale to unauthorised third parties
- Use of own support and sales capacities
- Compliance with all licence, SaaS and trademark rights of the provider or manufacturer
B. 5 Non-competition clause
The Reseller undertakes to promote the product range sold by Koolest Solutions GmbH and, in the case of competing products, to take care to ensure that there is no direct sales channel overlap or targeted poaching. The inclusion of individual competing products is permitted, provided the supplier has been informed in advance and the interests of the supplier are not impaired.
B.6 Own use
The Reseller undertakes to install and use the software (licence/SaaS) on its own workstations for sales and demo purposes.
B.7 Warranty and liability
The provider guarantees the provision of functioning software media and defect-free hardware. Compensation for damages is excluded, except in cases of intent or gross negligence.
B.8 Contract term and cancellation
The term is generally 2 years with automatic renewal for 1 year at a time, unless cancelled in due time. The right to extraordinary cancellation remains unaffected.
B.9 Confidentiality and data protection
Contract contents, customer information and technical documents must be treated confidentially.
B.10 Final provisions
Amendments to this contract must be made in writing. The place of jurisdiction is the registered office of Koolest Solutions GmbH. German law applies to the exclusion of the UN Convention on Contracts for the International Sale of Goods.
*The products sold include all software and hardware solutions offered or advertised by the Provider, including those provided at the Reseller's individual request. A complete list of products is provided in the offer or order confirmation.
Status: April 2025
Cancellation policy
Right of cancellation for consumers
You have the right to cancel this contract within fourteen days without giving any reason.
The cancellation period is fourteen days from the date,
- in the case of a contract for the sale of goods (e.g. hardware): on which you or a third party named by you, who is not the carrier, have taken possession of the goods.
- in the case of a contract for several goods that are delivered separately: on which you or a third party named by you have taken possession of the last goods.
- in the case of a contract for digital content (e.g. software licences or SaaS access) that is not supplied on a physical data carrier: from the day the contract is concluded.
To exercise your right of cancellation,
you must give us, the
Koolest Solutions GmbH
Schönherr Str. 8, 09113 Chemnitz
E-mail: hallo@koolestsolutions.com
Phone: +49 371 28098598
by means of a clear declaration (e.g. by letter or e-mail) of your decision to cancel this contract.
To meet the deadline, it is sufficient for you to send your notification of exercising your right of cancellation before the deadline expires.
Consequences of cancellation
If you cancel this contract, we will refund all payments we have received from you - including delivery costs (with the exception of any additional costs resulting from the fact that you have chosen a different type of delivery than the standard delivery offered by us) - immediately and at the latest within fourteen days from the day on which we receive notification of your cancellation.
For this refund, we will use the same means of payment that you used for the original transaction, unless expressly agreed otherwise. Under no circumstances will you be charged any fees for this refund.
We can refuse repayment until we:
- have received the goods back, or
- you have provided proof that you have returned the goods,
whichever is the earlier.
You must return or hand over the goods to us immediately and in any case within fourteen days at the latest from the day on which you inform us of the cancellation of this contract. The deadline is met if you dispatch the goods before the deadline expires.
You bear the direct costs of returning the goods.
Exclusion or premature expiry of the right of cancellation
The right of cancellation does not apply to:
- Contracts for the delivery of software, provided it has been unsealed or activated online (e.g. licence file, product key),
- Contracts for the supply of digital content (e.g. SaaS or download software) if performance has already begun and you have expressly agreed that performance will begin before the cancellation period expires and you lose your right of cancellation as a result.