Terms and Conditions
Article 1 – Definitions
1.1. In these terms and conditions the following definitions apply:
1.1.1. Reflection period: the period during which the Client has the right to use his Right of Withdrawal;
1.1.2. Client: the natural person not acting in a professional capacity or on behalf of a company and who enters into a Distance agreement with the Company;
1.1.3. Day: calendar day;
1.1.4. Extended transaction: a Distance agreement related to a series of Products and/or Services of which the delivery and/or purchasing obligation is spread over a period of time;
1.1.5. Durable data carrier: every means that offers the Client or the Company the possibility to store information, related or directed to the Client or the Company, in such a way that it is available for future reference and unchanged reproduction of the stored information;
1.1.6. Right of Withdrawal: the right that the Client has to terminate the Distance agreement within the reflection period;
1.1.7. Standard Form: the standard form provided by the Company to the Client when he wishes to act on his Right of Withdrawal;
1.1.8. Company: the natural or legal person that offers Products and/or Services to clients through distance sales, identified in Article 2;
1.1.9. Distance agreement (Agreement): an agreement that has been concluded entirely and solely through the use of one or more types of techniques for distance communication, and which includes the Company’s organized system for the distance sales of Products and/or Services up to and including the conclusion of the agreement;
1.1.10. Techniques for distance communication: means that can be used for the conclusion of an Agreement without the need for the Client and Company being in the same location at the same time;
1.1.11. Terms and Conditions: these terms and conditions as stated by the Company.
1.1.12. Services: all possible work that the Company performs on and/or with regard to a vehicle and/or adjusting, creating and/or delivering Files.
1.1.13. Product: all items that the Company offers, sells and/or delivers to a Client.
1.1.14. The Website: online web application owned by the Company, accessible at www.rs-cube.com.
1.1.15. Files: a computer or software file created and/or modified on request and based on information provided by the Client.
1.1.16. Credit: an electronic value point or unit issued by the Company that can be used to make payments for specifically designated Services and/or Products.
Article 2 – Company identity
RSCUBE EURO DEVELOPMENTS s.r.l., VAT RO43717123, Reg. Com. No. J5/341/2021, Oradea, Romania, www.rs-cube.com, contact@rs-cube.com
Article 3 – Applicability
3.1. These terms and conditions are applicable to every offer done by the Company and to every Distance agreement and orders between the Company and the Client.
3.2. Before conclusion of the Distance agreement, the Client will be provided with a copy of these terms and conditions. If this is physically not possible, these terms and conditions can be sent to the Client at the Client’s request and without cost.
3.3. If the Distance agreement is concluded by electronic means, the Company will notify the Client that these terms and conditions are available on the Company’s website. At the Client’s request, the Company will forward these terms and conditions by electronic means and without costs.
3.4. In the event of additional Product or Service specific conditions, the second and third paragraphs are applicable and the Client has the right to apply the most favorable term or condition if the specific conditions are contradictory to the terms and conditions.
3.5. Should one or more terms or conditions in these terms and conditions become wholly or partially null and void at any moment, the agreement and these terms and conditions remain applicable and the relevant term or condition will be replaced by a new term or condition, that will follow the previous one as closely as possible, without delay and with mutual consent.
3.6. Situations that are not regulated by these terms and conditions will be judged in spirit of these terms and conditions.
3.7. Ambiguities about the explanation or content of one or more terms or conditions will be explained in spirit of these terms and conditions.
Article 4 – Offer
4.1. If an offer has a limited period of validity or has been made on specific conditions, then this will be explicitly mentioned in the offer.
4.2. The offer is non-binding. The Company retains the right to change and adapt the offer.
4.3. The offer contains a complete and accurate description of the offered Products and/or Services. The description is sufficiently detailed to obtain a sound assessment of the offer by the Client. When the Company uses pictures, then these are a true projection of the offered Products and/or Services. Obvious errors or obvious mistakes in the offer are non-binding for the Company.
4.4. All pictures and specifications and further data included in the offer are an indication and will not give cause to payment of damages or termination of the agreement.
4.5. Pictures of the Products are a true projection of the offered Products. The Company cannot guarantee that the colors shown in the pictures are an exact match to the actual colors of the Products.
4.6. Every offer contains such information that the Client is fully aware of the rights and obligations related to the acceptance of the offer. This applies in particular to:
4.6.1. the price, including taxes;
4.6.2. any shipment costs;
4.6.3. the manner in which the agreement will be concluded and the relevant actions necessary;
4.6.4. the right of withdrawal, when applicable;
4.6.5. the payment methods, delivery, and execution of the agreement;
4.6.6. the period of acceptance of the offer, or the term within which the Company guarantees the offered price;
4.6.7. the rates for distant communication methods in the event of these rates being calculated on a different basis than the regular base rate for the used method of communication;
4.6.8. the Company will inform the Client if and how the agreement will be put on file after conclusion and how the Client is able to access this file;
4.6.9. the manner in which the Client is able to check and, when necessary, adjust the information provided by him in relation to the agreement, prior to the conclusion of the agreement;
4.6.10. the codes of conduct the Company adheres to and the electronic manner in which the Client can refer to these codes of conduct, and
4.6.11. the minimum duration of the distance agreement in the event of an extended agreement.
Article 5 – Agreement
5.1. Under the condition of Article 4, the agreement is concluded at the time of the Client’s acceptance of the offer and when the relevant terms and conditions have been met.
5.2. If the Client has accepted the offer by electronic means, the Company will confirm receipt of the acceptance without delay by electronic means. As long as this acceptance of the offer has not been confirmed by the Company, the Client has the right to cancel or terminate the agreement.
5.3. In the event of conclusion of the agreement by electronic means, the Company will take appropriate technical and organizational measures to ensure the security of the electronic data transfers and ensure a secure web environment. If the Client has the means for the electronic payments, the Company will take appropriate security measures.
5.4. The Company retains the right – within legal boundaries – to check whether the Client is able to meet his financial obligations, as well as all those facts and factors that are essential to a responsible conclusion of the distance agreement. Should this investigation give cause to cancel the conclusion of the agreement, the Company retains the right to reject an order or request by stating reason, or to attach special conditions to the agreement.
5.5. The Company will include the following information on delivery of the Product or Service to the Client, either in writing or in such a way that the Client can easily access this information and store it on a durable data carrier:
5.5.1. the visiting address of the company to which the Client can refer in the event of defects or complaints;
5.5.2. the conditions applying to the Client’s right of withdrawal, and/or a clear description regarding the exclusions of the right of withdrawal;
5.5.3. the relevant information about warranties and services after the purchase;
5.5.4. the information stated in Article 4, paragraph 4.3 of these terms and conditions, unless the Company has already provided the Client with this information prior to the conclusion of the agreement;
5.5.5. the requirements with regard to termination of the agreement when the duration of the agreement is more than one year or indefinite.
5.6. If the agreement involves an extended transaction, the condition in the previous paragraph is only applicable to the first delivery.
5.7. Each agreement is concluded subject to sufficient availability of the relevant Products.
5.8. The Company assumes – and the Client is responsible for – the accuracy of all information and statements provided by the Client, such as – but not limited to – supplying information with regard to Files, and the Company is not obliged to conduct any further investigation into this. The Client is also required to report any defects in the vehicle and/or engine management system prior to concluding the Agreement.
Article 6 – Customer liability and own responsibility
6.1. The Client is aware that the use of the Files and/or Products may be in conflict with (local) laws and regulations, may be prohibited, or may infringe the (warranty) rights of third parties, such as the producers of vehicles.
6.2. The Client declares to use the Files, Products, and/or the vehicle to which they are applied at his own risk and to be independently responsible for investigating or inquiring whether the use or application of the Files and/or use of the Products is permitted. For this reason, the Company urgently advises the Client, taking into account the above, to use the Files and Products only on private property and/or a test or racetrack.
6.3. Furthermore, the Client realizes that the use of the Files and/or Products may constitute a (heavier) load on the vehicle, the possible consequences of which will be borne by the Client.
6.4. The Company is furthermore exclusively liable for damage suffered by the Client that is the direct result of a shortcoming attributable to the Company in the fulfillment of the effort obligations resting on the Company or in the delivered Product.
6.5. The Company is never liable for indirect damage, including consequential damage, lost profit, (temporarily) becoming unusable for a vehicle, hoist or transport costs, fines, missed savings, and/or damage due to business interruption or loss of factory guarantees.
6.6. The Company is not liable for damage caused by the Client’s failure to comply with his information obligation, obligation to investigate, instructions, or by the information provided by the Client being incorrect, complete, or reliable, or arising from incorrect or unlawful use of the Files or the Product.
6.7. The Company is always authorized to limit or undo the damage of the Client as much as possible, for which the Client is obliged to cooperate fully. The Client himself is also obliged to limit the damage as much as possible.
6.8. The Client indemnifies the Company against any claims from third parties with regard to damage, which are related to or ensues from the Services provided by the Company or supplied Files and/or Products, if and insofar as the Company is not liable to the Client under the provisions of this article.
6.9. If the Client has insured any risks associated with this Agreement or can invoke another (guarantee) right, the Client now indemnifies for then the Company against these risks. The Company excludes liability at least in the following situations (not exhaustive):
6.9.1. Damage to the hardware or the vehicle as a result of the Files or Products supplied by the Company;
6.9.2. Damage related to defects and/or parts of goods or (software) files supplied by the Client;
6.9.3. Damage to the vehicle itself and/or items in the vehicle (load), when installing the Files;
6.9.4. Damage as a result of incomplete and/or incorrect information provided by the Client;
6.9.5. Damage as a result of an incorrect cost estimate/budget from the Company;
6.9.6. Damage as a result of advice, services, or products provided by third parties on behalf of the Client;
6.9.7. Damage as a result of transport, temporary storage, or items deposited by the Client for processing;
6.9.8. Damage as a result of adjustments, transfer, or uninstallation of the delivered Files;
6.9.9. If the vehicle, the Files, or a Product has been offered for repair to another party without the express written permission of the Company;
6.9.10. If the defect is wholly or partly due to improper use, incorrect action by the Client, manipulation of the Files and/or the engine management system after the Delivery by the Company, or is otherwise due to the fault of the Client;
6.9.11. Personal injury directly or indirectly related to Files and/or Products supplied by the Company.
6.10. Before the Client invokes the liability stated in this Article, the Client must meet the conditions regarding the timely and correct delivery of a complaint and give the Company the opportunity to take measures (for repair). If this (repair) option is withheld from the Company, any right to compensation will lapse.
6.11. If the Company turns out to be liable in connection with the Services it has provided and/or Files and/or Products delivered, its liability is in accordance with the aforementioned provisions, arranged as follows and limited to (in separate and descending order):
6.11.1. The amount that can be recovered from the third parties and/or auxiliaries engaged by the Company;
6.11.2. The amount that the insurer of the Company turns out to pay;
6.11.3. If the liability of the Company does not fall under the aforementioned exclusions and the Company should nevertheless prove legally liable, its contractual and/or legal liability is limited to either free repair or (re-)Delivery of the Services, Files, or Product that have proven to be defective or to compensation for the amount of the invoice for the relevant Service(s), File(s) and/or the Product(s), but in all possible situations up to a maximum of € 1,000.00 (in words: one thousand euros). The foregoing only allows an exception if the damage was caused by intent or gross negligence of the Company.
6.12. The liability limitations laid down in the foregoing provisions of this article are also stipulated for the benefit of the third parties engaged by the Company in the implementation of the Agreement, who can thereby directly invoke those liability limitations.
Article 7 – Right of Withdrawal
7.1. With regard to delivery of Products:
7.1.1. When purchasing Products, the Client has the right to terminate the agreement within 14 days without stating reasons. This reflection period starts on the day of receipt of the Product by the Client or by a representative appointed by the Client after notification to the Company.
7.1.2. During this reflection period the Client will take appropriate care of the Product and the packaging. The Client will only unwrap or use the Product to the extent to which he is able to decide whether he wants to keep the Product. Should the Client use his right of withdrawal, he will return the Product and all accessories and – when reasonably possible – in its original state and packaging to the Company in compliance with the reasonable and clear instructions provided by the Company.
7.1.3. Should the Client want to use his right of withdrawal, he will notify the Company of this within 14 days of receipt of the Product. The Client will use the standard form for this purpose. After giving the Company notification of using the right of withdrawal, the Client will return the Product within 14 days. The Client will provide the Company with, for instance, a proof of dispatch as evidence of the timely return of the Product.
7.1.4. If the Client has not given any notification of the use of the right of withdrawal according to the terms stated in paragraphs 7.1.2 and 7.1.3 and has not returned the Product to the Company, the purchase is binding.
7.2. With regard to delivery of Services:
7.2.1. On delivery of Services the Client has the right to terminate the agreement without stating reasons during a period of at least 14 days starting on the day of conclusion of the agreement.
7.2.2. In order to use his right of withdrawal, the Client will follow the instructions provided by the Company when the offer was made and/or no later on delivery of the Services.
Article 8 – Costs in the event of withdrawal
8.1. Should the Client use his right of withdrawal, the costs incurred on the Client will not exceed the costs of the return shipment.
8.2. In the event of the Client having fulfilled any payment, the Company will refund the payment as soon as possible and no later than 14 days after the withdrawal. Refunds will take place under the condition that the Product has been delivered at the address of the Company or on giving conclusive evidence that the Product has been shipped back in its entirety.
8.3. In case the Product has been damaged in any way, the Company reserves the right to refuse the right of withdrawal or subtract part of the payment to the Client in order to cover the diminished value of the damaged Product.
Article 9 – Exclusions to the Right of Withdrawal
9.1. The Company retains the right to exclude the right of withdrawal for Products as stated in paragraphs 9.2 and 9.3. The exclusion of the right of withdrawal is only valid when the Company has stated this clearly in the offer, or at least in a timely period prior to the conclusion of the Agreement.
9.2. With regard to Products, exclusion of the right of withdrawal can only be made for:
9.2.1. Products that have been manufactured by the Company according to specifications by the Client;
9.2.2. audio and video recordings and computer software of which the seal has been broken by the Client or to which changes have been made by the Client.
9.3. With regard to Services, exclusion of the right of withdrawal can only be made for:
9.3.1. Services that have started before the end of the reflection time with the explicit consent of the Client
Article 10 – No refund policy
10.1. The Client pays for the work done by our engineers, not for the result of that work. We will put everything in place to provide a good Product, Service, and/or File and provide full support. All labor we perform must be paid and for that reason, we will not refund, in part or in full. Furthermore, because the Files we provide are bespoke software downloads, the Client cannot return any of the Files as they were created specifically at the Client’s request and at the Client’s specifications.
Article 11 – Price
11.1. During the period of validity stated in the offer, the prices of Products and/or Services will not be raised, with the exemption of price changes resulting from:
11.1.1. changes in the VAT rates;
11.1.2. changes resulting from legislative requirements and regulations;
11.2. The prices for Products and/or Services as stated in the offer are exclusive of VAT and other taxes. The website will calculate all taxes on the checkout page before you are required to pay for the Products or Services.
11.3. All prices are subject to printing and typographical errors. The Company does not accept liability for the consequences of printing and typographical errors. The Company is not obliged to deliver the Product for the wrong price resulting from printing and typographical errors.
Article 12 – Conformity and Warranty
12.1. The Company will ensure that the Products and/or Services meet the requirements of the agreement, the specifications as stated in the offer, the reasonable requirements of reliability and/or suitability, and the legislative requirements and regulations at the date of the conclusion of the agreement. If so agreed, the Company will also ensure that the Product is suitable for other use than the one stated in the agreement.
12.2. Any warranty given by the Company, the manufacturer, or importer does not detract from the legal rights and claims the Client may exercise against the Company based on the agreement.
12.3. The Client will notify the Company in writing about any defects or faulty deliveries within 2 weeks after delivery. Return shipment of the Products will be done in the original packaging and in new condition.
12.4. The warranty period of the Company is the same as the warranty period of the manufacturer. The Company is, however, never responsible for the final suitability of the Products with regard to each individual use by the Client, nor for any advice with regard to the use of the application of the Products.
12.5. The warranty does not apply when:
12.5.1. Any repair work and/or any other work on the delivered Products has been done by the Client or by third parties;
12.5.2. The delivered Products have been exposed to abnormal circumstances or have been treated in any other irresponsible way or in any manner in breach with the directions of use provided by the Company and/or as stated on the packaging;
12.5.3. The defect is wholly or partially the result from (future) legislative regulations with regard to the nature or quality of the materials used.
Article 13 – Delivery and execution
13.1. The Company will take the utmost care and responsibility with regard to the acceptance and execution of orders of Products and the assessments of requests for Services.
13.2. The location of delivery is the address that the Client has provided to the Company. Taking into account the content of paragraph 13.4 of this Article, the Company will execute accepted orders without delay but not later than 30 days after conclusion of the agreement, unless the Client has accepted a longer period of delivery. In the event of the delivery being delayed, or if the agreement can only be partially executed or not at all, the Client will be notified of this no later than 30 days after placing the order. If this is the case, the Client has the right to terminate the agreement without costs. The Client is not entitled to any damages.
13.3. All delivery dates are indicative. The Client does not retain any rights with regard to delivery periods stated in the agreement. If a delivery date is exceeded, the Client has no rights to any damages.
13.4. In the event of termination of the agreement in accordance with paragraph 13.3 of this Article, the Company will refund the amount paid by the Client as soon as possible, and not later than 14 days after the termination.
13.5. If the Company is unable to deliver the ordered Product, the Company will do its utmost to find a replacement Product. The Company will notify the Client about sending a replacement Product not later than at the moment of delivery and in a clear and understandable manner. Replacement Products are never subject to exclusion of the right of withdrawal. The costs of the return shipment are at the expense of the Company.
13.6. Any risk with regard to damages or loss of the Product shall remain with the Company until the moment of delivery at the address of the Client or at the address of a representative appointed by the Client after notification to the Company, unless expressly otherwise agreed.
Article 14 – Extended transactions: period, termination, and extension
14.1. Termination
14.1.1. The Client has the right to terminate an indefinite agreement which includes a purchase of Products and/or Aervices on a regular basis at any time, with due observance of the contractual termination terms and of a notice period of not more than one month.
14.1.2. The Client has the right to terminate a definite agreement which includes a purchase of Products and/or Services on a regular basis at any time at the time of the end of the agreement period, with due observance of the contractual termination terms and of a notice period of not more than one month.
14.1.3. The Client has the right to terminate the agreements as mentioned above:
14.1.3.1. at all times without restriction to a certain date or period;
14.1.3.2. in the same manner as to how the agreement has been concluded;
14.1.3.3. observe the same notice period as the Company has stipulated for itself.
14.2. Extension
14.2.1. Any definite agreement that includes the regular purchase of Products and/or Services cannot be extended or renewed without mutual consent.
14.3. Duration
14.3.1. If the duration of an agreement is longer than one year, the Client has the right to terminate this agreement with due observance of a notice period of not more than one month, unless the consequences would be contrary to the principles of reasonableness and fairness.
Article 15 – Payment
15.1. Unless explicitly agreed differently, the Client will ensure payment of any amount due within 7 working days after the start of the reflection period as stated in Article 7, paragraph 7.1. If the agreement includes the delivery of a Service, this period will start after the Client has received the acceptance of the agreement.
15.2. The Client has the obligation to notify the Company without delay of any inaccuracies in the payment details.
15.3. In the event of default or non-payment on the part of the Client, the Company, subject to legal restrictions, is entitled to charge any predetermined reasonable costs incurred to the Client.
Article 16 – Credits
16.1. The Company, through its Website, uses a prepaid credit system. These Credits are purchased in advance and are credited to the account. The Credits remain valid as long as the account is online, so they do not expire after a certain period. When an account on the Website is removed, the Credits still remaining in the account will also be canceled. A refund is not possible for any amount of Credits. Credits are not transferable to another account.
Article 17 – Complaints
17.1. The Company has a sufficiently published complaints procedure and shall deal with any complaint in accordance with this procedure.
17.2. In the event of any complaints about the execution of the agreement, the Client will notify the Company of the complaint within 7 days after the complaint arises, clearly and fully detailed and in writing.
17.3. The Company will act on any complaint within 14 days from the date of receipt of the complaint. If it becomes clear that the handling of the complaint will take a longer time to solve, the Company will notify the Client of this within the 14 days period and provide the Client with an indication of when a more extensive answer can be expected.
17.4. If the complaint cannot be solved to mutual satisfaction, a dispute arises to which a dispute settlement may apply.
17.5. In the event of any complaint, the Client will first turn to the Company. If a complaint cannot be solved to mutual satisfaction, the Client can report a complaint with ANPC (http://www.anpc.gov.ro/). It is also possible to report complaints to the European Online Dispute Resolution platform (http://ec.europa.eu/odr).
17.6. A complaint shall not suspend the obligations of the Company and/or the Client, unless the Company states otherwise in writing.
17.7. If the Company has found the complaint well-founded, it will either exchange or repair the returned Products without costs.
Article 18 – Disputes
18.1. Romanian law is applicable to all agreements between the Company and the Client that fall under these terms and conditions. This is also the case when the Client has his residence outside Romania.
18.2. The United Nations Convention for the international Sales of goods (CISG) is not applicable.
Article 19 – Additional or deviant conditions
19.1. In addition to these terms and conditions, any other additional or deviant conditions may not be to the disadvantage of the Client and shall be recorded in writing or in such a way that they can be stored by the Client in an easily accessible way on a durable data carrier.
Article 20 – Online security
20.1. The Client receives login details provided by the Company, with which details the Client gains access to the protected parts of the Website and/or his Credits.
20.2. The Client is responsible for the use and management of his account(s), access code(s), and/or password(s) by or on behalf of him. The Client will keep the password(s) and/or username completely confidential and ensure that they are not used by unauthorized third parties or for other purposes. The Client will also be careful in the use of these details.
20.3. The Company reserves the right to trace every action taken by the Client, such as logging in, reading, downloading, uploading, and sending information via the Website, to the access code with which the Client logs in.
20.4. As soon as the Client knows or suspects that an access code or password is known or may be known to someone else who is not so authorized, he immediately reports this to the Company. The Company is not liable and accepts no liability in the event of loss or misuse of these login details and/or the expiration or loss of Credits.
Article 21 – Intellectual property right
21.1. All intellectual property rights, including the rights to the software, the Files, and Products supplied by the Company, including preparatory material and related materials, in the broadest sense of the word, rest with the Company.
21.2. For the use of the Files in the relevant vehicle, the Company grants the Client a limited, non-exclusive license to use the Files in one vehicle. With this Agreement, no intellectual property rights are delivered and/or transferred to the Client in any way. The Client is not permitted, without the express written permission of the Company, to change, edit, make public, reproduce the aforementioned works of the Company, to make them suitable for consultation or reproduction via the internet, to copy other than exclusively for own use in/on the vehicle for which the Company has produced the relevant File. Business clients who purchase Files on behalf of one of their clients are entitled to use the Files on behalf of that client or vehicle once.
21.3. If a Client infringes the foregoing or the intellectual property right of the Company, this will be considered as non-compliance with the Agreement, and this gives the Company the right to terminate or suspend the Agreement and to claim compensation from the Client for the damages resulting therefrom for the Company.
21.4. In the event of a violation by the Client of the provisions of this article, the Client will also and immediately owe the Company a fine of € 2,500.00 per event and € 500.00 per day (or part thereof) that the violation continues thereafter, without prejudice to the right of the Company to also claim full damage compensation from the Client.
