General Terms and Conditions for Use of REPXPERT Portal
The following General Terms and Conditions (hereinafter “GTC”) of Schaeffler Group USA Inc., (hereinafter “Schaeffler“) shall govern the legal relationship (hereinafter “user relationship”) between Schaeffler and any natural or legal persons as well as corporate entities using the services offered by Schaeffler in the internet via www.repxpert.us (hereinafter “the User”).
The User is required to read the GTC carefully before using the Portal. By using the Portal the User accepts the application of these GTC and such acceptance is documented by the clicking of the button “I have read and accept the terms and conditions of REPXPERT” during the course of the registration procedure. The User thereby accepts the application of the GTC of Schaeffler in terms of the user relationship between the User and Schaeffler for the use of the Schaeffler REPXPERT Portal as well as the services available on the website under www.repxpert.us. The GTC shall be kept available for access at www.repxpert.us.
§1 Schaeffler REPXPERT Portal
1. The Schaeffler REPXPERT Portal at www.repxpert.us (hereinafter the “Portal“) is an internet-based and internet-driven service made available by Schaeffler as a website, which depending on the respective user group, provides access to basic and complex technical and commercial information and other services for registered Users. The Portal conveys to the User, depending on the respective user group, to the User of the Portal technical and specialist information made available by, amongst others, third-party companies (hereinafter "Portal Partners"). In this regard, registered Users shall be provided through an offer of services with, amongst other matters, up-to-date basic information, specific product information, diagnostic aids and repair advice, access to the motor vehicle parts catalogs, access to technical documentation such as installation instructions, and other specialist information and support for the normal business of motor vehicle workshops, as well as membership of an online community (the “Services”).
The Services will be made accessible to the User after the User completes registration in the Portal at the “registered area.” The actual scope of the Services may vary according to the various user groups and may be supplemented, reduced or terminated by Schaeffler at any time.
§2 Authorised Users and Registration
1. Users of the Portal must state at the time of registration the user group to which they belong (e.g. workshop (including limited sales to end users), parts dealer (commercial resellers without workshop, hereinafter called parts dealers), educational facilities, employees of LuK/ INA / FAG / RUVILLE) and confirm such by way of the requested information in each case. Schaeffler may reject any registration or verify or change any user group category. In addition, Schaeffler reserves the right to change the number of or description of user groups.
2. Any use of the Services or content of the Portal shall be subject to registration in the Portal having been successfully completed. Any registration for the use of the registered range of the Portal must be undertaken via the internet. Upon registration a contract is formed as to the use of the Services of the Portal based on these GTC (“User Agreement”).
3. The use of the Services of the Portal shall generally be free of charge, at this time.
4. The information provided by the User at the time of registration must be complete and correct. This includes the following data: the name/the company of the User, the first name and last name of the responsible contact person, current physical address (not a post office box), a valid telephone and fax number for clarification of any outstanding matters related to the participation of the User in terms of the contract, as well as an email address and, depending upon the user group, a confirmation of the commercial trade registration. Any registration of a legal entity may be undertaken only by a natural person legally entitled to act as a representative. During the term of the User Agreement the User must keep up-to-date the data requested by Schaeffler at the time of registration and shall notify Schaeffler of any changes by email without undue delay.Schaeffler reserves the right at any time during and after registration by the respective User to require that adequate evidence be provided to support any information given, e.g. for the user group of workshop and parts dealers in particular proof of authority of the natural person acting as representative in relation to the trade or in terms of an independent or dependent office of the same trade as well as the registration of a trade. If requested evidence is not furnished or Schaeffler has any doubts as to the correctness of information provided by the User exist, Schaeffler has the right to cancel the registration immediately.
5. At the time of registration the User shall provide a user name and a password to allow access to the registered area of the Portal.The User undertakes to keep the password secret and to use such only in relation to the registered User for the use of the Portal. Any making available of the password to a third party is expressly prohibited.Insofar as such relates to workshops, parts dealers or educational facilities, the User shall be liable for compliance with these obligations of due care and confidentiality. If, for whatever reason, the password becomes known to a third party, the User shall change the password without undue delay and shall notify Schaeffler accordingly without undue delay by email.
§3 Subject Matter and Scope of Portal
1. Schaeffler makes available certain information in a public area and in a registered area of the Portal subject to change, on a non-binding basis and without any rights as to the completeness of such information (cf. §1 of these GTC).
2. Schaeffler reserves the right to make any changes to specific areas, content and services of the registered area of the Portal.
3. Schaeffler hereby gives express notice that the availability and the use of the Portal is subject to the current state of technology in the context of necessary servicing or servicing windows. In addition thereto, the availability of the Portal shall be subject to § 6 no. 2 of these GTC.
4. Schaeffler hereby gives express notice that the content of the Portal constitutes material subject to copyright and other intellectual property rights. Any copying, changing, distribution or storage of texts, parts of text, images, photographs or other pictorial materials, beyond that required for the simple browsing or caching of the content by the User for the User’s own purposes, shall require the express prior agreement of Schaeffler and/or the respective Portal Partner of Schaeffler.
5. Schaeffler hereby gives express notice that contents of the Portal contain protected corporate names, trademarks and other labels. Any use of such shall require the express prior agreement of Schaeffler and/or the respective owner.
6. In addition to the above, Schaeffler reserves all rights to its intellectual property in the Portal.
§4 Term of User Agreement, Termination and Blocking
1. This User Agreement shall be for an indefinite term.
2. Either party may duly terminate the User Agreement in writing at any time; any rights to terminate for cause shall not be affected thereby.
3. Insofar as the User Agreement is terminated by one of the parties, Schaeffler may block access by the User to the registered area of the Portal upon termination becoming effective. § 4 no. 4 of these GTC shall not be affected thereby.
4. For the settling of any matters related to the user relationship after termination these GTC shall continue to apply.
§5 Ending of Portal
Schaeffler reserves the rights to end the operations of the Portal, in whole or in part, at any time and to duly terminate the User Agreements with the Users.
1. Schaeffler hereby gives express notice that content placed in the Portal may have been provided by a Portal Partner of Schaeffler or another third party. Portal Partners and other third parties are carefully selected by Schaeffler, the content of the Portal is also carefully checked by the Portal Partners and other third parties. However, due to the diversity and quantity of the material and because of constant updating, it is not possible for Schaeffler to check all information, documentation and data supplied by Portal Partners of Schaeffler. Schaeffler is therefore not liable for the content nor is it liable for the availability of the Services in the Portal. This shall apply regardless of whether or not the Services were placed by Schaeffler or by a Portal Partner.
The User is aware that the Services in the Portal are provided only as assistance for the locating of information related to the motor vehicle sector and in no way relieve the User from its own duties to exercise due diligence.
2. The User shall not have any right to access the Portal at any time or all times. In particular, Schaeffler shall not be liable for any disruption to access to the Portal.
§7 Misuse of Password
The User shall be responsible for any misuse of the Services of the Portal or any legal infringements in relation thereto by third parties in terms of § 2 no. 5 of these GTC, insofar as the User is responsible for such and particularly in cases of the password being made available or made known by the User contrary to § 2 no. 5 of these GTC.
1. Schaeffler disclaims any liability for any defect or defect of title related to the completeness, correctness, defect-free nature, or non-existence of third-party intellectual property rights and/or usability is hereby excluded except in case of gross negligence or wilful misconduct.
2. The information in the Portal may contain specifications or general descriptions of technical possibilities for products which may vary in individual cases (e.g. due to changes in a product). The required features of products are therefore to be agreed upon in individual cases at the time of purchase.
3. The liability of Schaeffler for any defects or defects of title shall be in accordance with the provisions of no.s 8.1 and 8.2 of these GTC.
4. Schaeffler shall endeavour to keep the Portal virus-free but Schaeffler is unable to give any warranty that it is free of viruses. Before downloading any information, software or documentation the User shall ensure that adequate security measures and a virus scanner are employed for its own protection, as well as for the prevention of viruses in the Portal.
5. The above provisions shall not constitute a reversal of the burden of proof.
6. Insofar as the above provisions provide for an exclusion of the liability of Schaeffler, such provisions shall also apply to the advantage of its affiliated entities as well as the employees, representatives, subcontractors and agents of Schaeffler.
§9 Data Security
Personal User data which is requested, determined or obtained in connection with registration for and usage of the Portal shall be treated by Schaeffler in accordance with the applicable laws and regulations for data security, copies of which can be seen on the Schaeffler web page.
§10 Amendments to these General Terms and Conditions
1. Schaeffler reserves the right to amend these GTC at any time and for any reason.
Except in relation to consumers, any and all claims arising in connection with the use of the Portal or these GTC must be made by way of legal proceedings at court within a period of one year from the respective claim arising, otherwise the right to make such claim shall be deemed to have expired.
§12 Closing Provisions
1. The User Agreement, these GTC as well as the other relations between Schaeffler and the User arising from or in connection with the Portal shall be subject to the material law applicable at the registered place of business of Schaeffler. The United Nations Convention on Contracts for the International Sale of Goods (CISG) is hereby excluded.
2. The courts at the registered place of business of Schaeffler shall be exclusively responsible in relation to any disputes arising from or in connection with this User Agreement and these GTC or otherwise from the use of the Portal in cases where the User is a merchant, a legal entity of public law or a public special asset or if the User does not have a residence or a seat of business in the country of the registered place of business of Schaeffler.