A. General terms and conditions
Section 1 General
All deliveries and services that NAVIGON Aktiengesellschaft (hereafter referred to as “NAVIGON”) provides for its customers shall exclusively take place on the basis of the following General Terms and Conditions in their valid version at the time of the order.
Section 2 Offers, contract conclusion, form
(1) NAVIGON’s offers shall be subject to confirmation. With the order, the customer sends a binding contractual offer. Its binding acceptance or rejection shall take place with a written or printed order. The acceptance can also be declared by delivering the goods.
(2) In electronic business transactions or in the case of distance selling contracts, i.e. contracts that have been concluded between a merchant and a consumer exclusively using long-distance means of communication, NAVIGON shall accept the customer’s orders under the respective, valid conditions of the Internet site. With writing and printing errors on the Internet site, NAVIGON shall be entitled to rescission.
(3) Information contained in advertising brochures, advertisements and on the NAVIGON website shall not represent any obligation by NAVIGON and can be changed without prior announcement. Furthermore, NAVIGON reserves the right to amend the software/products described in the advertising brochures, advertisements and on the NAVIGON website without any prior announcement.
Section 3 Delivery
(1) Possibly mentioned delivery dates shall be non-binding, as long as nothing different has been specifically agreed.
(2) The delivery shall take place by shipment ex factory to the address specified by the customer. The delivery shall take place against a packaging and flat-rate postage fee, the precise amount of which shall be stated separately for reach delivery.
(3) If NAVIGON should not delivery by the specified date, the customer shall be entitled to set an adequate grace period (of at least 3 weeks) after the expiry of one week, with the declaration that he shall withdraw from the contract after fruitless expiry.
(4) Wars, strikes, lockouts, lack of raw material or energy, operational or traffic disruptions, orders by high authorities and all other cases of force majeure, which prevent, delay or make the manufacturing or shipping of the goods unprofitable, without it being NAVIGON’s own fault, shall exempt NAVIGON from its delivery obligation for the term and scope of the disruption. If the disruption should exceed a period of 2 months, both sides shall be entitled to withdrawal. The customer’s legal withdrawal rights that are justified at an earlier point in time shall remain unaffected. In case of partial or full discontinuation of NAVIGON’s supply sources, NAVIGON shall not be obligated to obtain stock from other upstream suppliers. In this case, NAVIGON shall be entitled to distribute the existing quantity of goods under consideration of own demand.
Section 4 Prices
(1) All stated prices shall be gross prices (price including VAT). The prices generally do not include any shipping, insurance and installation costs; these costs shall be charged separately. With distance selling contracts, a final price including VAT, shipping and packaging costs, shall be stated during the order.
(2) When the Internet pages on www.navigon.com are updated, all previous prices and other details regarding the goods shall become invalid. The valid version of the price stated at the time of the binding order shall be relevant.
Section 5 Right of cancellation
(1) Only as a consumer within the meaning of Section 13 German Civil Code, shall the customer have the right to cancel his declaration of consent to submit the order within 2 weeks after receipt of the goods, also without providing reasons. In addition to receipt of the goods, the start of the cancellation period shall require a proper cancellation terms and conditions in text form. The cancellation shall take place in writing or by return shipment of the ordered goods. In order to observe the cancellation period, timely dispatch of the cancellation or goods shall be sufficient.
In the case of a written cancellation, the customer shall be obligated to immediately return goods already received and they can be sent as a package by not later than within a period of 7 days to:
NAVIGON AG
Kundendienststelle Würzburg
Berliner Platz 11
D-97080 Würzburg
The return shipment shall take place at the expense and risk of NAVIGON. However, the customer shall bear the costs of the return shipment, if the delivered goods correspond to the order and if the price of the item to be returned does not exceed an amount of EUR 40 or with a higher price, if the customer has not yet provided the consideration or a contractually agreed partial payment.
(2) The customer shall provide value compensation for loss, consumption, sale, encumbrance, processing, reconfiguration or deterioration of the goods. This shall also apply to deterioration resulting from proper use of the goods or return shipment without original packaging. Therefore, please retain the original packaging and only use the device, if you have decided to not to utilize your right of cancellation. If the customer has utilized the goods prior to exercising the right of cancellation, NAVIGON shall be entitled to demand value compensation from the customer. A compensation obligation shall not exist, if the customer only inspects the goods and does not utilize them beyond this.
(3) A cancellation right pursuant to Section 5 (1) shall not exist in the following cases:
- for the delivery of goods that have been manufactured according to customer specifications or
- are clearly tailored to the customer’s requirements or are not suitable for return shipment due to their character
- with the delivery of the software, if the delivered data media have been unsealed by the customer or a third party;
- the other cases of Section 312 d Par. 4 German Civil Code.
Section 6 Payment
(1) The purchase price shall immediately fall due for payment with the order, net cash without deduction. Checks and promissory notes shall not be accepted.
(2) Payments shall only be in accordance with the contract, if the amount has been paid in cash or one of the NAVIGON accounts has been credited without reservation, prior to expiry of the relevant payment deadline. Payments by the customer shall initially be applied to the costs, then to the interest and finally to the main claim, pursuant to Section 367 German Commercial Code.
(3) The customer shall only be entitled to a right to offset if his counterclaim is uncontested or legally established. The customer shall only be entitled to exercise a right of retention, if is counterclaim is based on the same contractual relationship.
Section 7 Reservation of ownership
(1) NAVIGON shall reserve the right of ownership to the goods until full payment of the claims.
(2) Until release takes place, the customer shall not sell, pledge, rent, lend or otherwise surrender the goods to third parties for use.
(3) The handling and processing or alteration of the purchased item shall always take place by the customer in the name of and on behalf of NAVIGON. In this case, the customer’s right of entitlement to the purchased item shall continue with regard to the altered item. In case of combining, processing or linking of the reserved goods with goods that are owned by third parties, NAVIGON shall acquire co-ownership of the resulting products in the proportion of the invoice value of the reserved goods to the invoice value of the other materials.
(4) NAVIGON shall be entitled to dispose otherwise of the goods for which the right of ownership has been asserted, after an adequate period.
(5) In case of doubt, exercising the reservation of ownership shall not be regarded as withdrawal from the contract.
(6) In case of the reserved goods being pledged by a third party, the customer shall immediately notify NAVIGON. If the third party is not able to compensate NAVIGON for the court and out-of-court costs of legal action pursuant to Section 771 German Code of Civil Procedure, the customer shall be held liable for the loss incurred.
Section 8 Warranty
(1) The customer’s claims against NAVIGON in case of defects shall be based on the legal stipulations within the statutory periods, as long as the no deviations result from the following regulations.
(2) Losses incurred due to improper or anti-contractual measures by the customer from setup, connection, operation or storage, shall not justify any claim against NAVIGON. The improperness and contractual infringement shall particularly be determined according to the manufacturer’s specifications.
(3) When a consumer purchases a used product, the customer’s/consumer’s warranty claims shall expire on conclusion of one year from receipt of the goods. The above provisions shall not apply if the law pursuant to Section 438 Par. 1 No. 2 German Civil Code (structures and products for structures), Section 479 Paragraph 1 German Civil Code (recourse claim) and Section 634a Paragraph 1 German Civil Code (structural defects) prescribes longer periods.
(4) If the customer is a merchant and the order is placed for his commercial or independent freelance activity, his warranty claims shall expire on conclusion of one year from receipt of the new goods. The above provisions shall not apply if the law pursuant to Section 438 Par. 1 No. 2 German Civil Code (structures and products for structures), Section 479 Paragraph 1 German Civil Code (recourse claim) and Section 634a Paragraph 1 German Civil Code (structural defects) prescribe longer periods. With regard to used goods, the merchant shall not be entitled to any warranty rights.
Section 9 Liability
NAVIGON shall be held liable pursuant to the statutory provisions on the following basis:
a) With slightly negligent loss incurred by NAVIGON, NAVIGON shall only be held liable for infringement of material contractual obligations and only for the foreseeable, typical loss at the time of concluding the contract, up to an amount of EUR 12,500.-, whereby the liability toward all injured parties shall be limited to EUR 10 million per loss event. If the loss caused by the loss event should exceed the maximum limit, the compensation shall be reduced by the proportion of the total compensation claims to the maximum amount.
b) The liability limitation under a) shall not apply in case of deliberate or grossly negligent causing of losses, as well as damage to life, limb and health.
Section 10 Software
For surrendering software to the customers, in addition to the General Terms and Conditions, the regulations under Section B shall apply.
Section 11 Data protection
NAVIGON points out to the customer that data recorded within the context of concluding the contract shall be collected, processed and used by NAVIGON pursuant to the Federal Data Protection Act (BDSG) and the German Teleservices Data Protection Act (TDDSG) to fulfill the obligations arising from the purchase contract.
Section 12 Legal jurisdiction
Hamburg shall be the exclusive legal jurisdiction, insofar as the customer is a merchant and to the extent that it is legally admissible, a customer does not have a general legal jurisdiction domestically, a customer has relocated his place of residence or usual domicile abroad or his place of residence or usual domicile is unknown at the time of legal action being filed.
Section 13 Miscellaneous
(1) If one or several regulations of these General Terms and Conditions should be invalid, this shall not result in the invalidity of the remaining regulations of these General Terms and Conditions. The invalid regulation shall be replaced by the relevant statutory regulation.
(2) For these General Terms and Conditions and all legal relationships between NAVIGON and the customer, the law of the Federal Republic of Germany shall apply, excluding the UN Convention on the International Sale of Goods.
Loadable address:
NAVIGON AG
Schottmüllerstrasse 20A
D-20251 Hamburg
B. Special terms and conditions for the sale of software
NAVIGON – Licensing Terms and Conditions (EULA)
Section 1 Scope of the provisions
This agreement shall regulate the relationship between the user and NAVIGON AG, developers and owners of the exclusive utilization rights to the NAVIGON software (“Software”) described in the order.
The subject matter of this agreement is copyright matters.
Section 2 Scope of utilization
(1) NAVIGON shall grant the user the basic, non-exclusive, right to use of the software, unlimited in terms of time and territory, with the utilization volume defined in the order. The licensing shall include the right to install and use the software pursuant to the documentation and these provisions.
(2) NAVIGON explicitly points out to the user that in several cases, full use of the software is only possible after appropriate registration.
(3) The user shall ensure that the above mentioned utilization limitations shall be adhered to.
(4) Each use going beyond the scope defined in the contract shall require the written consent of NAVIGON. If utilization should take place without this consent, NAVIGON shall invoice the amount incurred for further use, based on the current price list. NAVIGON shall reserve the right to assert a further compensation claim. The user shall reserve the right to prove a lower loss.
(5) All of the above mentioned utilization rights shall only transfer to the user after full payment.
Section 3 Copyrights and trade mark rights
(1) The user acknowledges the copyrights of NAVIGON and therefore the exclusive utilization and exploitation rights to the software. The exclusive utilization and exploitation rights also exist to software upgrades or modifications, which NAVIGON has created for the user in accordance with the contract.
(2) Any copying of the software as a whole or in parts, which is not explicitly permitted, any passing on of software that is not explicitly permitted and the development of software or software parts or use of the contractual software as a template shall specifically be legally and contractually prohibited.
(3) The user shall acknowledge the trade mark, brand, name and patent rights of NAVIGON to the software and the associated documentation. He shall be prohibited from removing, modifying or otherwise rendering unrecognizable, copyright notices and information regarding existing trade mark rights.
Section 4 Passing on the software
(1) The user shall be permitted to sell or give the software, including the user manual and the other accompanying material, to third parties in perpetuity, provided that the acquiring third party agrees toward him, to the continued validity of these contractual terms and conditions.
(2) In the case of passing on the software, the user must provide the new user with all copies of the program, including any existing backup copies or destroy the copies that are not passed on. As a result of passing on the program, the previous user’s right to utilization of the program shall lapse.
(3) The user shall be permitted to surrender the software, including the user manual and other accompanying material, to third parties in perpetuity, as long as this does not take place by means of rental for commercial purposes or leasing and the third party has also declared his agreement to the continued validity of these contractual conditions toward him. The surrendering user must destroy all program copies, including any possibly existing backup copies or destroy the copies that have not been passed on. For the time during which the software has been surrendered to the third party, the surrendering user shall have no right to use the program himself. Rental for commercial purposes or leasing shall be inadmissible.
(4) The user shall not be permitted to surrender the software to third parties, if the justified suspicion exists that the third party will infringe the contractual conditions, particularly producing prohibited duplications.
Section 5 Duplication rights and access protection
(1) The user shall be permitted to duplicate the software, as long as the respective duplication is necessary for the use of the software. Necessary duplications include the installation of the program from the original data media to the mass storage device of the hardware used and loading the program into the random access memory.
(2) Furthermore, the user can carry out a duplication for backup purposes. However, only a single backup copy can be prepared and stored. This backup copy shall be labeled as such.
(3) If, for reasons of data security or ensuring quick reactivation of the computer system after a total breakdown, backing up the entire database at regular intervals, including the computer programs used, is indispensible, the user shall be permitted to prepare backup copies in the mandatory required number. The relevant data media shall be labeled accordingly. The backup copies may only be used for pure archiving purposes.
(4) Additional copies, which also include output of the program code onto a printer, as well as photocopying the manual, may not be prepared by the user. Additional manuals, which may be required for employees, shall be sourced through NAVIGON.
Section 6 Multiple use and network implementation
(1) The user shall be permitted to use the software on any hardware available to him. However, if the user should change the hardware, he must delete the software from the previously used hardware. Simultaneous storage, stocking or use on more than only one item of hardware shall be prohibited.
(2) The use of the surrendered software within one network or another multiple station computer system shall be prohibited, if this creates the possibility of simultaneous, multiple use of the software. If the user intends to implement the software within a network or other multiple station computer systems, he must prevent simultaneous, multiple use with access protection mechanisms or pay NAVIGON a specific network license fee, the amount of which shall be determined on the basis of the number of users connected to the computer system. The network license fee to be paid in the individual case shall be immediately notified by NAVIGON to the user, as soon as he has notified NAVIGON of the planned network implementation in writing, including the number of connected users. Use in such a type of network or multiple station computer system shall only be admissible after full payment of the network license fee.
Section 7 Third party software
The software contains third party software products, which are integrated into the contractual software or delivered with it. For this third party software, NAVIGON basically only distributes those rights that are necessary for general use of these programs as components of the contractual software and which NAVIGON is authorized to grant. This shall not include a right to revision or further editing.
Section 8 Decompiling and program modification
(1) The decompiling of surrendered program codes into other code forms, as well as other types of reverse engineering of the various production levels of the software, shall only be admissible within the context of Section 69e German Copyright Act.
(2) Program modifications or edits shall only be admissible, if these are covered by the proper use of the program.
(3) Decompiling and program modification are also admissible, if they are for the purpose of rectifying serious errors, particularly those, which cannot be bypassed with organizational or other reasonable means.
(4) Copyright notices, serial numbers and other characteristics for program identification must not be removed or modified. The removal of copy protection or similar protective routines is inadmissible without the notification or involvement of NAVIGON.
Section 9 Final provisions
(1) If a provision of these regulations should be or become invalid, this shall not affect the validity of the remaining regulations. The invalid regulation shall be replaced by the relevant statutory regulation.
(2) All agreements concluded between NAVIGON and the customer for the purpose of executing this contract, are documented in this contract.
(3) The parties agree that, as long as it is legally admissible, with regard to all legal relations arising from this contractual relationship, the law of the Federal Republic of Germany shall apply, excluding the UN Convention on the International Sale of Goods.
(4) If the users are merchants in the sense of German Commercial Code, legal public-law entities or a special public-law fund, for all disputes arising within the context of processing this contractual relationship, Hamburg shall be agreed as the legal jurisdiction.
Right of cancellation
You can cancel your contractual declaration within 2 weeks without providing reasons, in text form (e.g. as a letter, fax or e-mail) or – if the item is surrendered to you prior to expiry of the period – by returning the item. The period shall begin after receipt of this notification in text form, however, not prior to receipt of the goods by the recipient (with the recurring delivery of similar goods, not prior to receipt of the first partial delivery) and with the provision of services, not prior to conclusion of the contract and also not prior to fulfillment of our obligations pursuant to Section 312 c Par. 2 German Civil Code, in conjunction with Section 1 Par. 1, 2 and 4 German Commercial Code – Ordinance on the Duty to Provide Information and not prior to fulfillment of our obligations pursuant to Section 312 e Par. 1 S. 1 German Civil Code, in conjunction with Section 3 German Civil Code – Ordinance on the Duty to Provide Information. In order to observe the cancellation period, timely dispatch of the cancellation or item shall be sufficient.
A cancellation right shall not exist for software on sealed data media, which have been unsealed by the buyer and for services, which have been transmitted online (e.g. software for downloading). The same shall apply to product packages (bundles), which are comprised of software on sealed data media and other product parts (e.g. hardware), if the data media have been unsealed. With product packages (bundles), the emphasis of the contract shall be on software stored on sealed data media. In the case of unsealing the data media, the purchase contract shall not be divisible through a product package (bundle). The legal and contractual warranty claims pursuant to Subsection 6 of the General Sales Terms and Conditions shall remain unaffected.
Your cancellation shall be addressed to:
NAVIGON AG, Kundendienststelle Würzburg, Berliner Platz 11, D-97080 Würzburg, Germany.
Consequences of cancellation
In case of a valid cancellation, the mutually received services shall be returned and any received benefit (e.g. interest) released. If you cannot fully or partially return the received license to us or only in a deteriorated condition, you must provide us with compensation for lost value, if applicable. With the surrendering of items, this shall not apply if the deterioration of the item is exclusively due to its inspection - as would have been possible e.g. in a shop. Furthermore, you can avoid the obligation to provide compensation for lost value through deterioration of the item resulting from proper use, by not using the item as your own property and refraining from anything that could impair its value. Items that are capable of being sent as parcels shall be returned at our risk. You shall bear the costs of the return shipment, if the delivered goods correspond to the order and if the price of the item to be returned does not exceed an amount of EUR 40 or with a higher price, if you have not yet provided the consideration or a contractually agreed partial payment. Otherwise, the return shipment shall be free of charge for you. Items that are not capable of being sent as parcels shall be picked up from you. Obligations to refund payment shall be fulfilled within 30 days. The period shall begin for you with the dispatch of the goods, with the dispatch of your cancellation declaration or item, while for us, it shall begin with its receipt.
Special information
With a service, your right of cancellation shall lapse prematurely if your contractual partner has started to execute the service with your explicit consent, prior to the end of the cancellation period, or if you have authorized this yourself.
C. Special terms and conditions for the use of Live Services
Section 1 Validity of the special terms and conditions
Under the name Navigon Live Services, Navigon is currently providing the customer with the following services:
Weather Live, Traffic Live, Clever Parking Live, Google Local Search, Mobile Radar Traps Live
Section 2 Territorial validity, impairment of performance
(1) The Live Services are partially – depending on the service – territorially restricted to the reception range and transmission range of the radio station operated by the respective network operator. They can be impaired by atmospheric conditions, topographical circumstances, the position of the vehicle/location and obstacles (e.g. bridges and buildings).
(2) The services provided on the basis of these special terms and conditions are only available in their entirety in several languages. Some services are basically not accessible in every country. However, the scope and characteristics of the services that are accessible in other countries can deviate from the services offered in Germany and differ from country to country. The possession and/or use of (fixed and mobile) radar detectors is punishable in several countries. In these cases, the radar detector service is not usable. The customer is responsible himself for compliance with the legal provisions of the respective countries.
(3) Disruptions can result due to reasons of force majeure, including strikes, lock-outs and official directives, as well as due to technical and other measures, which are necessary on NAVIGONS’s systems, those of the traffic data suppliers or network operators, for a proper process or improvement of the services (e.g. maintenance, repair, system-induced software updates, upgrades). They can also result from short-term capacity bottlenecks through peak loads on the services or from disruptions in the area of third party telecommunication systems. NAVIGON shall undertake all reasonable efforts in order to immediately rectify/work toward rectification of such disruptions. If a disruption should last for longer than 72 hours and if NAVIGON is responsible for it, the customer shall be entitled to reduce the basic price on a pro rata temporis basis. Further claims shall be based on Section 6 of the Special Terms and Conditions. NAVIGON reserves the right to change the scope of services, as long as these changes are not significant with regard to the full scope of the agreed services and are reasonable for the customer. In case of a change to the service which goes beyond this, the customer shall be entitled to extraordinary cancellation of the contractual relationship within one month after receipt of the change notification.
Section 3 Scope of utilisation
(1) NAVIGON shall grant the customer permission, in accordance with these Special Terms and Conditions, to exclusively access and utilize NAVIGON Live Services for their own and private use.
(2) NAVIGON reserves the right to discontinue, restrict or change the Live Services with our without an announcement in case of official or judicial orders.
Section 4 Duties of the customer
(1) The customer shall not be permitted to use the services in breach of contract or for illegal purposes; he shall also not permit third parties to do so. The customer shall not be entitled to pass on to third parties or further process the data received within the context of using the services.
(2) The customer shall be obligated to immediately notify disruptions.
(3) The customer must immediately notify NAVIGON of any change to the data entered during registration, the invoice address and – in case of a direct debit process – the bank account details.
(4) The customer must immediately notify NAVIGON’s Customer Service Department about the loss (particularly theft) or destruction of the telecommunication control device assigned to him at Navigon AG Kundendienststelle Würzburg, Berliner Platz 11, D-97080 Würzburg.) in writing or by telephone using the hotline. In these cases, NAVIGON shall immediately block access rights to the services. With immediate notification, the customer shall only be held liable for services utilized by third parties until the receipt of the notification and only up to an amount of EUR 50.-. If the customer should culpably fail to provide immediate notification, he shall be held liable for the costs of utilizing the services, which would have been avoidable with a timely notification. The amount of the liability limitation shall not apply, if the customer or a legal agent has deliberately or grossly negligently caused the loss or unauthorized third party use of the telecommunication device assigned to the customer.
Section 5 Term of use
The term of the contract shall amount to a minimum of 12 and maximum of 24 months and cannot be cancelled during this period. After the expiry of the contractual term, the customer shall have the option to request consent from Navigon to extend the contract. The enquiry shall be addressed in writing to
Navigon AG
Kundendienststelle Würzburg
Berliner Platz 11
D-97080 Würzburg
The regulations regarding cancellation for good cause (extraordinary cancellation) shall remain unaffected by this.
Section 6 Warranty and liability exclusion
(1) NAVIGON shall not be held liable for the correctness and topicality of the data and information transmitted using the services, as long as deliberate acts or gross negligence do not exist. The same shall apply to the consequences of faults, disruptions and functional impairments to the services for reasons arising from Subsections (territorial scope, service disruptions) to ....
(2) NAVIGON shall not be held liable, to the extent that the customer uses devices for utilization of the services, which are not approved for use of the services in accordance with the list provided by NAVIGON in the service description for using the services.
Section 7 Third party products
NAVIGON shall be entitled to use data, information functionalities or other third party content and algorithms ("third party materials") in its Live Services. The use of third party material contained in Live Services can be subject to other business terms and conditions. The official copyright notice and specific license conditions for this third party material can be found on or through the website. The customer hereby consents that use of the Live Services service implies that he has read and accepted these terms and conditions for any third party materials, which are contained in Live Services, if available.
Section 8 Data collection, saving and use
(1) NAVIGON shall collect, save and use the personal data provided by the customer within the context of the legal provisions, to the extent that this is necessary for the justification, content design or amendment of the contractual relationship (master data), as well as the utilization and invoicing (usage data) of the services. Amendments to the personal data, which relate to the contractual relationship and invoicing of the services, must be immediately notified by the customer to NAVIGON.
(2) Usage data, which is required for the proper invoicing of services (invoice data) is permitted to be saved and used by NAVIGON beyond the end of the usage process until completion of the invoicing.
(3) In case of the services being used pursuant to Section 1, to provide the services, it is necessary to identify and localize the vehicle/location. With use of the services (Section 1), the customer’s enquiry and data for identification and localization of the vehicle/location shall be sent to the relevant service provider.
NAVIGON AG