Terms and Conditions -- Zapcoor / Zapcoor Control

Version: November 1, 2025\ Applicability: DACH (Germany / Austria / Switzerland)\ B2B only -- no consumers\ Place of jurisdiction: Neu-Ulm\ IQV Innovations GmbH

§1 Scope / Exclusion of Consumers

These Terms and Conditions apply exclusively to businesses. Consumers are excluded from entering into contracts. Deviating conditions of the customer will not be recognized.

§2 Subject Matter of Contract

IQV supplies the training device "Zapcoor", accessories, and offers software via Zapcoor Control. Hardware and software are legally and economically separate contracts.

§3 Exclusion of Right of Withdrawal

There is no right of withdrawal. Return or cancellation is excluded.

§4 Delivery / Inspection Obligation / Notification Periods

The customer is obligated to inspect the goods immediately and report defects in writing within 7 days. After this period, the goods are deemed accepted as free of defects.

§5 Training Obligation / Use by Professionals Only

The device may only be used by trained personnel. Patients or clients may not use the device unsupervised.

§6 Maintenance & Safety

The customer is responsible for maintenance, operational safety, and documentation. IQV assumes no monitoring obligations.

§7 Use at Own Risk / Limitation of Liability

Use is entirely at the customer's own risk. IQV is only liable in cases of intent or gross negligence. No liability for personal injury or consequential damages.

§8 Zapcoor Control Software -- Usage Rights

The customer receives a simple, non-transferable right of use. Sharing of access credentials is prohibited. In case of violation, IQV may block access.

§9 Software Availability / SLA

IQV guarantees 95% availability on annual average. No claim during maintenance windows or third-party provider issues.

§10 No Cancellation Due to Software Issues

Software problems do not entitle to reduction, cancellation, or suspension of payment (particularly in leasing arrangements).

§11 Data Protection / Health Data

The customer is the data controller. IQV is the data processor. Processing of health data requires consent from the affected individuals.

§12 Data Processing Agreement

When using the software, a data processing agreement in accordance with Art. 28 GDPR is concluded.

§13 Data Security

IQV stores data in the EU. The customer is responsible for password and device security.

§14 Hardware Warranty

Warranty only for material defects. No claim in case of wear and tear, misuse, or improper use. Remedy limited to repair.

§15 Limitation of Liability

Liability exclusively in cases of intent and gross negligence. Exclusion of consequential damages and personal injury.

§16 Contractual Penalty

Violation of license terms (sharing of access credentials, etc.) incurs a contractual penalty of €5,000 per violation.

§17 Prices & Payment Terms

Payment in advance. In case of payment default, IQV may block access and demand default interest.

§18 Retention of Title

Until full payment, the goods remain the property of IQV or the leasing company.

§19 Software Contract Term

Minimum term 12 months. Automatic renewal. No early termination.

§20 Extraordinary Termination

IQV may terminate extraordinarily in case of license violations or payment default. Payment obligation remains.

§21 Leasing Arrangement

Leasing contract exists between customer and leasing company. Software disruptions do not affect leasing obligations.

§22 Return at End of Lease

Device must be returned cleaned and undamaged. Missing parts will be charged.

§23 Insurance Obligation

Customer must insure device from delivery. IQV may request proof.

§24 Damages & Contractual Penalties

Contractual penalty of €5,000 per violation plus additional damages.

§25 Confidentiality

Price structures and contract details are to be treated confidentially.

§26 Transferability

Customer may not transfer the contract. IQV may transfer.

§27 Governing Law & Jurisdiction

German law applies. Place of jurisdiction is exclusively Neu-Ulm.

§28 Severability Clause

If any clause is invalid, the contract remains valid.