Terms and Conditions of Sale and Use

1. Acceptance of Ts & Cs

Sales of NeuroZip Products and other Publisher’s Products or Manufacturer’s Products (together referred to as “Products”) by NeuroZip and the purchase and use of Products by Customer are conditioned upon acceptance of these Ts & Cs. Customer agrees to these Ts & Cs by order(s) for products, or by paying a NeuroZip Invoice.

These Ts & Cs constitute the entire agreement between NeuroZip and the Customer and supersede any purchase order terms associated with a Purchase Order (P.O.) number on any order. If any provision of the Ts & Cs is found to be illegal or unenforceable, the remaining provisions will be enforced. These Ts & Cs may not be waived or modified except by prior written agreement.

2. Warranty

NeuroZip warrants that the NeuroZip Products published directly or under license by NeuroZip in their standard form, will not infringe any valid, third-party patents or copyrights existing at the time of publication. This warranty does not extend to any other Publisher’s Product or to any infringement arising from the use of the NeuroZip Products in combination with any systems, software, or equipment, supplied by a third party.

If Customer promptly notifies NeuroZip of an infringement claim concerning a NeuroZip Product and accords NeuroZip the right, at its sole option and expense, to handle the defense of the infringement claim, NeuroZip will indemnify and hold the Customer harmless from/against such infringement claim related solely to that NeuroZip Product. NeuroZip may, in its sole discretion, furnish the Customer with a non-infringing replacement product within sixty (60) days or repurchase the remaining unconsumed NeuroZip Product.

Except as stated herein, NeuroZip makes no other warranties, express or implied, with respect to the products. All other warranties, including implied warranties of merchantability and fitness for a particular purpose, are disclaimed.

3. Geographical Embargoes and Restrictions

Please note that NeuroZip may restrict the sale of certain products within specific geographic regions because of various contractual arrangements. If the Product(s) have been rightfully obtained within the customer’s particular country, Customer warrants and represents that neither the products nor any technical data received by the Customer from NeuroZip will be exported outside its country, except as authorized.

4. Software License Delivery

The delivery of software licenses takes place exclusively by e-mail. Delivery usually takes place within one day after full payment, but at the latest within five days.

5. Limitation of Liability and Limitation on Claims

In no event will NeuroZip be liable for any indirect, incidental, consequential, exemplary, or special damages arising out of these Ts & Cs, purchase, or use of NeuroZip products or services.

Notwithstanding any other provision or agreement between customer and NeuroZip, NeuroZip’s total liability to any party, arising out of these Ts & Cs, purchase, or use of products, except as it relates to NeuroZip’s wilful misconduct, will not exceed the amount paid by customer for the products or services.

6. Copyright and Trade Secrets

NeuroZip Products are protected by various intellectual property laws, including trade secrets, copyright and trademark. Printing or reproducing copyright-protected products, materials or content, whether the reproductions are sold or furnished free for use, is strictly prohibited by law and by these Ts & Cs.

Customer acknowledges and agrees that the use or disclosure of NeuroZip trade secrets or confidential information may cause NeuroZip irreparable harm for which remedies other than injunctive relief may be inadequate.

7. Indemnification

To the extent permitted by law, Customer agrees to hold harmless, indemnify and defend NeuroZip from and against any and all claims, charges, demands, damages, liabilities, losses, expenses, and liabilities of whatever nature and howsoever arising (including but not limited to any legal or other professional fees and the costs of defending or prosecuting any claim and any loss of profit, goodwill, and any other direct or consequential loss) incurred or suffered by NeuroZip directly or indirectly by reason of any act or omission that the Customer commits in breach of these Ts & Cs and the obligations and warranties contained therein.

8. Payment

If the Customer places an order through the Webshop, purchases an online service or registers for training, payment must be made in the manner indicated on the Website. Payment for other orders is made on the basis of an invoice sent. The customer agrees to receive an electronic invoice.

NeuroZip accepts payment by Credit cards (Visa, MasterCard, American Express, or Discover) for online or phone orders only. Credit cards are not accepted with email, fax, or mail orders in order to protect customer privacy. Prepayment is required for all new accounts.

Charges not paid when due are subject to a late charge accruing from the due date of 1‑1/2% per month or the maximum permitted by law, whichever is less. Customer is responsible for any reasonable attorney or collection fees incurred by NeuroZip in collecting charges not paid when due. Customer is responsible for all taxes and tariffs related to intercountry shipments.

8.1. Subscription Plans and Payments

Some software products distributed by NeuroZip are offered as a subscription plan. NeuroZip offers individual plans, and the specific pricing terms applicable to your account may vary depending on promotions, the type of device, the type of subscription and the term you select at the time of purchase (e.g., yearly, two-year, three-year or five-year). In addition, our subscription plans renew automatically, as described in more detail below.

Subscription plans are billed in one payment for the term. This means, for example, that if you purchase a yearly plan, you will be charged for the full year’s payment each year; if you purchase a two-year plan or five-year plan, you will be charged for the entire two-year term or five-year term at one time. Please note that we may use a third-party payment processor to facilitate your payments.

Subscriptions made online at NeuroZip.com renew automatically using the payment details on file for your account. If you purchase a subscription with automatic renewal, you acknowledge and agree that we are authorized to use the payment information on file for the renewal fee. The date that your subscription will automatically renew is provided in the payment confirmation email sent after your initial purchase.

You may cancel the automatic renewal at any time, but no later than 1 day before this date, by e-mail to info@neurozip.com or by contacting our customer service team. This will stop future subscription charges from accruing to your account.

By providing payment information to us, you agree that the payment information is valid and (1) in your name or (2) in the name of an individual who has authorized you to use their payment information for your subscription purchase.

9. Orders on Hold

Please note that NeuroZip may place your order on hold for issues relating to credit, insufficient customer information for processing the order or other issues that would restrict the sale of a product. Our team is dedicated to clearing these issues as fast as possible so that you can receive your order.

10. Modifications of Terms and Conditions

NeuroZip reserves the right to amend pricing and these Ts & Cs at any time without prior written notice. NeuroZip, without any penalty or liability, reserves the right to publish or replace current products with new, revised, or updated products at any time; and place any product “out of print” or discontinue offering the product for purchase. The most current Ts & Cs will be posted at NeuroZip’s Website.

11. Qualifications / Medical Disclaimer

Customer agrees that it is Customer’s responsibility to use any Products in accordance with applicable professional guidelines. Customer understands and agrees that the Products are intended to be used as tools in the overall treatment and/or rehabilitation process. Customer understands and agrees that the Products are not intended to be used as tools to replace Customer’s professional judgment.

NeuroZip is not responsible for any claims or damages incurred in connection with Customer’s or any third party’s use or misuse of the Products. Customer agrees to guard against the improper use of the Products in order to retain the right to purchase those Products.

To protect their security and value, Products may not be resold, re-licensed, transferred or otherwise further distributed without prior written permission from NeuroZip. Reselling on any online site or by any other method is strictly prohibited and will disqualify Customer from future purchases of NeuroZip Products or services.

Customer’s purchase of NeuroZip Products does not grant Customer a right to reproduce additional copies of materials or content or enter any content into a computer medium or software. Violation of these Ts & Cs may result in the revocation of a Customer’s right to purchase as a qualified Customer.

NeuroZip is not an attempt to practice medicine or provide specific medical advice. Information published on NeuroZip’s website is intended to improve, not replace, the relationship that exists between a patient/website visitor and his/her Health Care Professional. This site may also provide links to the web sites of other websites that provide health information that may be written by their respective staff, physicians or health care providers, or contracted from outside providers. These links to other web sites are provided for your convenience. NeuroZip is not responsible for the availability, accuracy, or content of these outside sites, nor does it endorse them.

12. Organizational Accounts

NeuroZip’s website and business systems include both individual and organizational level accounts. Users may purchase on behalf of themselves as an individual or be connected to one or several organizations. Being linked to an organization account and making purchases on the organization’s behalf requires that a user either work for or at the behest of that organization and has prior authorization from the organization.

13. Definitions and Notes

• “Ts & Cs” means NeuroZip Terms and Conditions of Sale and Use.
• “NeuroZip Product(s)” means software or hardware instruments and/or materials (including but not limited to software, administration and user reference materials, and services) offered by NeuroZip.
• “Other Publisher’s Product” means software or hardware instrument(s) and/or material(s) (including but not limited to software, administration and user reference materials, and service) not published by NeuroZip.
• “Customer” means the purchaser and qualified User of a Product.

14. Product Specific License Agreements and Terms

In addition to the Ts & Cs herein, the following Product specific license Terms and Conditions are incorporated into this agreement and apply only to the purchase and use of those specific Products:

• HeadApp by HelferApp GmbH (Terms of Service)
• HeadApp by HelferApp GmbH (Data Privacy Policy)
• Terms and conditions also includes these additional Privacy Policy Statement.

15. General

• (a) Severability and Waiver. If any part of the Ts & Cs is held invalid or unenforceable, the remaining provisions of the Ts & Cs will remain in full effect and an enforceable term will be substituted reflecting yours and our intent as closely as possible. Either party’s failure to enforce any term or condition in the Ts & Cs is not a waiver of its right to do so later.
• (b) Any supplementary agreement requires the written form.
• (c) The place of jurisdiction shall be Magdeburg / Germany.
• (d) The individual pages of the NeuroZip Web Site are operated and administered by NeuroZip and/or its affiliates. The pages comply with the law applicable in the country where the responsible company has its business residence.
• (e) These Terms and Conditions of Sale shall be governed by – and all disputes relating to or in connection with these Terms and Conditions of Sale or their subject matter shall be resolved in accordance with – the laws of Germany, to the exclusion of its conflict of laws rules. The application of the United Nations Convention on Contracts for the International Sales of Goods (CISG) of 11 April 1980 is excluded.