Terms & Conditions

Note: This English version is provided for convenience only. The German version is the legally authoritative text.

§ 1  Scope and contracting parties

(1) These Terms and Conditions (hereinafter “T&C”) apply to all contracts for the purchase of software licenses and related services between

LocomeoSoft (sole proprietorship under § 19 UStG)
Owner: Doreen Bauermann
Am Zuckerberg 31, 07554 Brahmenau, Germany
Email: kontakt@locomeosoft.com

(hereinafter “Provider”) and the natural or legal person that purchases a license (hereinafter “Licensee”).

(2) Conflicting or deviating terms of the Licensee are not accepted unless the Provider has expressly agreed to them in writing.

(3) The Provider is a small business within the meaning of § 19 (1) UStG. Therefore no VAT is charged or shown.

§ 2  Subject matter and license models

(1) The subject matter of these T&C is the granting of non-exclusive, non-transferable rights of use to the software SynQai Pro (and, where applicable, other Provider products) in their respective current versions.

(2) The software is offered as a license against a one-time fee, not as a subscription. There are no recurring payment obligations. The Provider offers the following license models:

• Evaluation license (free): Upon free registration, the Licensee receives a time- and feature-limited trial license for the non-binding evaluation of the software. The specific limitations (duration and feature scope) are disclosed in the respective product offer.
• 1-Year license: Right of use on a single computer system, limited to 12 months from the date of purchase. During the license term the Licensee is entitled to all major and minor updates. Upon expiry of the term the right of use ends; any continued use of the software requires a new or extended license.
• Lifetime license: Perpetual right of use on a single computer system with entitlement to major updates for 12 months from the date of purchase.
• Lifetime Plus Licence (Lifetime with update guarantee): Perpetual right of use on a single computer system with a permanent entitlement to all future major updates for as long as the product is actively maintained by the Provider.
• Bundle packages: Each of the above license models may be purchased as a bundle for a contractually agreed number of computer systems. Bundle pricing will be published shortly.

(3) Hardware binding. Every paid license is bound to the Licensee's hardware. In the event of a hardware change, the Licensee can independently transfer the license to the new system using the LicenseReaktor; no new license is required.

(4) Major updates. Major updates are larger version upgrades providing substantial new functionality. The entitlement to free major updates is independent of the right of use and is granted for different periods depending on the license model:

• 1-Year license and Lifetime license: entitlement to all major updates released within 12 months from the date of purchase (update window).
• Lifetime Plus Licence: permanent entitlement to all major updates for as long as the Provider actively maintains the software.

After the update window ends, the right of use to the version most recently obtained remains unaffected; the scope and duration of that right of use are governed by the respective license model (see paragraph 2).

(5) Minor updates, patches and bug fixes. Within the major version obtained by the Licensee, minor updates, patches and security-relevant fixes are provided at no additional charge for as long as the Licensee's license is valid and the Provider continues to maintain the respective major version. For the Lifetime license and „Lifetime Plus Licence" this entitlement therefore applies permanently; for the 1-Year license it ends upon expiry of the license.

(6) No subscription obligations. All licenses are acquired against a one-time fee. There are no automatic renewals, no minimum terms and no recurring charges to the payment method.

§ 3  Conclusion of contract and role of Lemon Squeezy

(1) The presentation of the software and the license models on the Provider's website does not constitute a legally binding offer but a non-binding invitation to submit an offer (invitatio ad offerendum).

(2) By clicking the “Buy” button, the Licensee submits a binding offer to conclude a license agreement. The purchase process is handled in full by Lemon Squeezy, LLC, 522 W Riverside Ave STE N, Spokane, WA 99201, USA (hereinafter “Lemon Squeezy”).

(3) Lemon Squeezy acts as authorised reseller and Merchant of Record (MoR). This means: the legal purchase contract for the license is concluded between the Licensee and Lemon Squeezy – not directly with LocomeoSoft. Towards Lemon Squeezy, LocomeoSoft acts as licensor; Lemon Squeezy issues the invoice, collects the purchase price and is responsible to the Licensee for the proper handling of payment.

(4) The contract is deemed concluded when Lemon Squeezy confirms the payment and LocomeoSoft thereupon makes the license file available in the user account. A separate order confirmation by email serves information purposes only and does not constitute a separate acceptance of the contract.

(5) The text of the contract is not stored and is no longer accessible via the website after conclusion. The Licensee can print or save these T&C at any time.

§ 4  Prices, taxes and payment

(1) Net price disclosure: The prices shown on LocomeoSoft's website are net prices excluding taxes. As LocomeoSoft is a small business under § 19 (1) UStG, LocomeoSoft itself does not charge or show VAT.

(2) Tax collection by Lemon Squeezy (Merchant of Record): Since Lemon Squeezy as Merchant of Record concludes the purchase contract with the Licensee, Lemon Squeezy – not LocomeoSoft – is responsible for the collection, calculation and remittance of all applicable taxes and duties. The final price displayed during Lemon Squeezy's checkout process is the gross price and contains the taxes and duties applicable to the Licensee's country of residence or registered office, in particular:

• EU member states: VAT under Art. 58 of the EU VAT Directive (Directive 2006/112/EC) at the rate applicable in the buyer's country of residence (e.g. 19 % Germany, 20 % Austria).
• United Kingdom: Value Added Tax (VAT) under HMRC rules for digital services.
• USA and other states: Applicable Sales Tax or comparable consumption taxes under the relevant Economic Nexus rules.
• Other countries: Lemon Squeezy collects the taxes and duties on digital services applicable under local law.

(3) The tax burden of the Licensee thus depends on their country of residence or registered office and is shown bindingly only during Lemon Squeezy's checkout process. LocomeoSoft has no influence on the amount of these taxes.

(4) Payment is due immediately and without deduction. Available payment methods (incl. credit card, PayPal and others) are displayed during the order process by Lemon Squeezy.

(5) In case of payment default, LocomeoSoft is entitled to suspend access to the license until the outstanding amount has been settled.

§ 5  Delivery and provision of the license

(1) The software is provided as a portable application (no installer, no system entries). Delivery is by download link or direct provision via the Licensee's user account.

(2) The license file is stored in the user account after successful payment and is automatically retrieved at the next program start.

(3) There is no entitlement to delivery on a specific physical data carrier.

(4) The Licensee is responsible for a sufficient internet connection for the initial activation.

§ 6  Exclusion of the right of withdrawal for consumers

(1) Consumers generally have a statutory right of withdrawal. A consumer is any natural person who concludes a legal transaction for purposes that predominantly are outside their trade, business or profession (§ 13 BGB).

(2) Early expiry (effective exclusion) of the right of withdrawal: The software distributed by the Provider constitutes digital content not supplied on a physical medium within the meaning of § 356 (5) BGB. The right of withdrawal expires – and is therefore effectively excluded – as soon as the Provider has begun performance of the contract after the consumer has

• expressly consented that the Provider begin performance of the contract before the end of the withdrawal period, and
• confirmed knowledge that by giving such consent they lose their right of withdrawal once performance begins.

By confirming the purchase and using the immediate provision of the license key and/or download file, the consumer expressly gives this consent and acknowledges that their right of withdrawal expires on commencement of performance.

(3) Reasoning for the exclusion: The software is delivered exclusively in digital form and can no longer be technically „taken back“ once the license file has been issued or the file has been downloaded by the consumer: the consumer could copy, archive or productively use the software locally at any time. An effective reversal of the transaction can neither be verified nor enforced by the Provider and would be economically unreasonable. The legislator has taken this imbalance into account in § 356 (5) BGB and has expressly provided for the loss of the right of withdrawal for such digital content. LocomeoSoft makes use of this option provided by law.

(4) Exceptions / goodwill: Mandatory statutory rights (in particular the warranty under § 8) remain unaffected, as do any voluntary goodwill arrangements of the Merchant of Record Lemon Squeezy that may be granted on a case-by-case basis under its own refund policy.

§ 7  Rights of use and usage restrictions

(1) The Provider grants the Licensee a simple, non-transferable, non-sublicensable right to install and use the software on the contractually agreed number of computer systems.

(2) The Licensee is expressly prohibited from:

• copying, distributing, renting or lending the software;
• modifying, translating, decompiling, disassembling or reverse-engineering the software, unless and to the extent mandatorily permitted by law;
• circumventing, removing or modifying license file, activation data or protection mechanisms;
• passing the software on to third parties, selling it or otherwise transferring it without the express written consent of the Provider;
• using the software for illegal purposes, to harm third parties or in a way that violates applicable law.

(3) The Licensee may transfer the license themselves to a new computer system via their user account when changing devices. The maximum number of simultaneously active systems depends on the license model purchased.

(4) Copyright and all other protective rights in the software remain with the Provider. These T&C do not establish ownership of the software.

§ 8  Warranty and liability for defects

(1) The software is provided “as is” and “as available”. To the extent permitted by law, the Provider excludes any implied warranty of merchantability, fitness for a particular purpose and freedom from third-party rights.

(2) For material defects, the statutory warranty period of two years from conclusion of the contract applies, unless mandatory statutory provisions apply otherwise. For business customers, the warranty period is one year.

(3) A material defect exists if, at the time of delivery, the software does not have the agreed properties or is not suitable for the contractually presupposed purpose. Compatibility issues with unsupported operating systems or third-party software do not constitute a material defect.

(4) The Provider's quality assurance includes comprehensive manual and automated testing, AI-supported code analysis and multi-stage release processes. These measures, however, do not entirely exclude the occurrence of defects.

§ 9  Liability and limitation of liability

(1) The use of this software is at the Licensee's own risk. The Provider as well as its developers, employees, suppliers and distribution partners accept no liability for direct, indirect, incidental, special or consequential damages arising from installation, operation or use, regardless of whether such damages were foreseeable.

(2) This includes in particular but not exclusively:

• loss, damage, alteration or unintentional deletion of files and data;
• damage to hardware, operating system or system configurations;
• downtime, business interruption or loss of productivity;
• data loss due to faulty, interrupted or incomplete synchronisation operations;
• consequential damage from software defects, incompatibilities or unforeseen interactions with third-party software.

(3) The software performs synchronisation and file management operations that may include creating, modifying, overwriting and deleting files. The Licensee acknowledges the inherent risks involved.

(4) Backup recommendation: LocomeoSoft expressly and strongly recommends keeping a complete backup of all relevant data on a separate medium before and during use. The Licensee bears sole responsibility for their backup strategy.

(5) To the extent permitted by law, the Provider's total liability for all claims in connection with this software is limited to the purchase price actually paid by the Licensee.

(6) This limitation of liability does not apply to damages caused by intent or gross negligence on the part of the Provider, to claims for injury to life, body or health, or to claims under the German Product Liability Act. Mandatory statutory liability rules remain unaffected.

§ 10  Data protection

(1) The software processes data exclusively locally on the Licensee's system. No automatic transmission of usage data, telemetry or file content to the Provider takes place.

(2) For the operation of the user account and license validation, email address and an anonymised hardware identifier are processed on servers of SmarterASP.net, Inc. (USA). Details are governed by the Provider's privacy policy.

(3) Crash reports may be transmitted on a voluntary basis and only after express confirmation by the Licensee.

§ 11  Changes to the T&C and the software

(1) The Provider reserves the right to change these T&C with effect for the future. The Licensee will be informed of significant changes by email or by a notice at program start.

(2) If the Licensee does not object to the amended T&C within four weeks of notification, the amended T&C are deemed accepted. The Licensee will be separately informed of this right of objection and the consequences of silence.

(3) The Provider is entitled to extend, change or discontinue features of the software through updates, provided this is reasonable for the Licensee and essential contractual purposes are not impaired.

§ 12  Term and termination

(1) Licenses are perpetual and do not require termination. Update entitlements with limited terms automatically end upon expiry of the agreed period.

(2) The Provider is entitled to suspend or revoke the Licensee's license without notice if the Licensee violates material obligations under these T&C, in particular § 7 (usage restrictions).

(3) In the event of justified termination or suspension by the Provider, there is no entitlement to a refund of license fees already paid.

§ 13  Applicable law and jurisdiction

(1) The law of the Federal Republic of Germany applies exclusively, to the exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).

(2) The place of jurisdiction for all disputes arising from or in connection with these T&C is – to the extent permitted by law – the registered office of the Provider.

(3) The EU Commission provides a platform for online dispute resolution (ODR): https://ec.europa.eu/consumers/odr . The Provider is neither obliged nor willing to participate in dispute resolution proceedings before a consumer arbitration board.

§ 14  Third-party component ExifTool (ShotScope module)

(1) The ShotScope module uses the independent third-party program ExifTool by Phil Harvey (https://exiftool.org) to read and write image metadata (EXIF / IPTC / XMP). ExifTool is launched as an external, independent process and communicates via STDIN/STDOUT — it is not statically or dynamically linked into SynQai Pro and contains no derived code.

(2) ExifTool is the property of its author and is licensed under the same terms as Perl itself (Artistic License OR GNU GPL). A copy may be included with the delivered packages; all license and authorship notices supplied with it (see the subdirectory Tools\exiftool\, in particular exiftool_upstream_README.txt) are an integral part of this delivery and must not be removed.

(3) LocomeoSoft assumes no warranty, liability or support whatsoever for the ExifTool program itself. Bugs in ExifTool must be reported exclusively to the author of the third-party program. The limitations of liability under § 9 paragraphs (1), (4) and (6) of these T&C apply analogously to consequences arising from the use of ExifTool within SynQai Pro.

(4) Writing metadata is a potentially data-modifying operation. The user is obliged to create up-to-date backup copies of the affected files before any write operation.

(5) If exiftool.exe is missing at program start, the ShotScope module operates in read-only mode; all other functions of SynQai Pro are unaffected.

§ 15  Acceptance, severability and entire agreement

(1) Acceptance: By installing and using the software, the Licensee expressly agrees to these T&C. Whoever does not agree to these terms is obliged to uninstall the software immediately and not to use it further.

(2) Severability: Should a provision of these T&C be or become wholly or partly invalid or unenforceable, this shall not affect the validity of the remaining provisions. The invalid provision shall be replaced by the valid arrangement that comes economically closest to the meaning and purpose of the invalid provision.

(3) Entire agreement: These T&C, together with the privacy policy, constitute the entire agreement between the Provider and the Licensee and supersede all prior oral or written arrangements.