These General Terms and Conditions (“GTC”) apply to the use of the website www.finitenow.com and to all business relationships between CIKONI GmbH, here called “FiniteNow” registered office at Zettachring 12A, 70567 Stuttgart, Germany, registered with Stuttgart Court under HRB 762151 (“FiniteNow”, “we”, “us”, “CIKONI”) and its business customers (“Client”, “you”).
1. Scope of Application
1.1 These GTC apply exclusively to entrepreneurs within the meaning of Sec. 14(1) German Civil Code (BGB) and legal entities under public law. We do not contract with consumers within the meaning of Sec. 13 BGB.
1.2 These GTC govern (i) the use of our Instant Quoting functionality and (ii) the provision of engineering and simulation related services (“Engineering” and “Consulting”) including, without limitation,
FEA, finite element simulation, CFD and related deliverables.
1.3 Client terms and conditions do not apply unless we expressly accept them in writing.
2. Definitions
2.1 Instant Quoting: Online functionality that allows the Client to submit information and receive indicative scope, schedule and pricing indications.
2.2 Request for Service (RFS): Any submission via Instant Quoting or otherwise that requests Engineering/Consulting services.
2.3 Engineering/Consulting: The execution of agreed services, including simulation, analysis, reporting and professional support.
2.4 Statement of Work (SoW): A project-specific document defining scope, assumptions, inputs, deliverables, timeline, fees, acceptance criteria and any special terms.
2.5 Deliverables: Outputs specified in the SoW (e.g., reports, plots, models, result data).
2.6 Change Request: Any change to inputs, scope, assumptions, deliverables, formats, tools, solver versions, schedule or acceptance criteria.
3. Instant Quoting – Non-Binding, No Offer
3.1 Instant Quoting provides non-binding, indicative information only, based on the data submitted by the Client.
3.2 Instant Quoting outputs (including any displayed price, range, timeline, feasibility indication or suggested scope) do not constitute a legally binding offer, a fixed quotation, or an acceptance of an order.
3.3 Instant Quoting is intended to structure an RFS. We may request additional information, propose modified scope, or reject an RFS at our discretion.
4. Contract Formation
4.1 By submitting a RFS, the Client requests that we evaluate the possibility of performing Engineering/Consulting.
4.2 A binding contract is formed only if we issue a written SoW or written order confirmation and the Client accepts it in writing (including electronic acceptance where provided).
4.3 Oral agreements are valid only if confirmed by us in writing.
5. Services, Assumptions, Exclusions
5.1 We provide Engineering/Consulting only within the scope defined in the SoW.
5.2 Engineering/Consulting is inherently based on assumptions, simplifications, numerical methods and the quality of input data. Unless explicitly agreed in the SoW, we do not warrant that simulation results fully match
real-world behavior without validation testing.
5.3 We may refuse requests that (i) conflict with legal or compliance requirements (including export control and sanctions), (ii) fall outside our technical capability, or (iii) relate to restricted or high-risk sectors
that we do not support under our internal policy.
5.4 Any services outside the SoW are excluded and require a Change Request.
6. Client Obligations
6.1 The Client shall provide complete, accurate and consistent project inputs (e.g., CAD, load cases, boundary conditions, materials, units, coordinate system, objective and acceptance criteria).
6.2 The Client warrants that it holds all rights required to provide any data, files or materials and that such materials do not infringe third-party rights.
6.3 Delays, rework or additional effort caused by missing, incorrect or late inputs may impact timelines and fees and may require a Change Request.
7. Change Requests and Scope Control
7.1 Any Change Request must be agreed in writing (Change Order or updated SoW) including impact on fees and timeline.
7.2 We are not obliged to implement a Change Request until written agreement is reached.
8. Delivery, Timeline, Partial Deliveries
8.1 Any timeframe displayed during Instant Quoting is non-binding. Binding milestones and delivery dates, if any, are defined in the SoW.
8.2 Partial deliveries are permitted if reasonable and technically feasible.
8.3 If delay becomes foreseeable, the parties will coordinate in good faith.
8.4 Force majeure events (including but not limited to natural disasters, war, labour disputes, major infrastructure failures, and disruptions of supply chains or cloud services) suspend performance for the duration of the
event and its reasonable aftermath. If performance becomes unreasonable for an extended period, either party may terminate the affected SoW.
9. Acceptance and Defect Notice
9.1 Deliverables are subject to acceptance as defined in the SoW. Unless the SoW states otherwise, the Client shall review Deliverables within 10 business days after delivery (“Review Period”).
9.2 If the Client does not notify us in writing of material non-conformity within the Review Period, Deliverables are deemed accepted.
9.3 Acceptance criteria primarily concern agreed completeness, documentation, traceability and reproducibility as defined in the SoW, not guaranteed real-world performance unless explicitly agreed.
10. Pricing and Payment
10.1 Prices are net of VAT and in the currency specified in the SoW or invoice.
10.2 Unless agreed otherwise, invoices are payable within 14 days from the invoice date. A down-payment might be requested.
10.3 Set-off and retention rights are permitted only for undisputed or finally adjudicated claims.
11. Intellectual Property, Usage Rights
11.1 The Client retains all rights in its data, files and materials provided to us (“Client Data”).
11.2 Upon full payment, the Client receives a non-exclusive, non-transferable right to use the Deliverables for its internal business purposes. Any broader rights must be agreed in the SoW.
11.3 We retain all rights to our pre-existing and independently developed know-how, methods, templates, automation, scripts, libraries and tooling (“Background IP”). Background IP is not transferred.
11.4 Unless explicitly agreed in writing, the Client shall not use Deliverables to develop, train or operate competing simulation or engineering service offerings.
12. Confidentiality
12.1 Each party shall treat as confidential all non-public information disclosed in connection with Instant Quoting, Engineering/Consulting and the SoW, including Client Data and project results.
12.2 Confidentiality obligations do not apply to information that is publicly available without breach, independently developed, lawfully obtained from a third party, or required to be disclosed by law or court order.
12.3 Confidentiality obligations survive termination for 5 years, unless the SoW provides longer protection.
13. Subcontractors
13.1 We may engage qualified subcontractors for performance. We remain responsible for contractual performance.
13.2 Subcontractors are bound by confidentiality and data protection obligations at least equivalent to those in these GTC and the SoW.
14. Data Protection
14.1 Each party shall comply with applicable data protection laws.
14.2 Where we process personal data on behalf of the Client, the parties shall conclude a data processing agreement under Art. 28 GDPR where required.
14.3 Our Privacy Policy applies to website usage and related processing.
15. Compliance, Export Control, Sanctions
15.1 The Client represents and warrants compliance with applicable export control and sanctions laws and that it will not request services for prohibited end-uses or sanctioned parties.
15.2 We may suspend or refuse performance if compliance concerns arise and may request end-use and end-user information.
16. Warranty
16.1 We warrant that Engineering/Consulting will be performed with reasonable professional skill and care.
16.2 Unless explicitly agreed in the SoW, we do not provide a warranty of specific technical outcomes, performance in real-world conditions, or regulatory approval suitability.
17. Liability
17.1 We are liable without limitation for intent and gross negligence, for injury to life, body or health, and under mandatory statutory liability (e.g., product liability).
17.2 In cases of slight negligence, we are liable only for breach of essential contractual obligations (cardinal duties). In such cases, liability is limited to foreseeable, typically occurring damages.
17.3 Unless mandatory law requires otherwise, our total liability under a SoW is limited to the net fees paid or payable under that SoW.
17.4 Liability for indirect damages, consequential damages, loss of profit, loss of production, or loss of data is excluded to the extent permitted by law. The Client remains responsible for implementing appropriate data
backups and security measures on its side.
18. Retention of Rights Until Payment
18.1 Until full payment, the Client receives only a revocable, limited right to use Deliverables for internal evaluation purposes. Full usage rights under Section 11 are granted only upon full payment.
19. No Right of Withdrawal
Since our services are offered exclusively to business clients (Sec. 14 BGB), statutory consumer withdrawal rights do not apply.
20. Termination and Adjustment
20.1 Term and termination rights are defined in the SoW.
20.2 If performance becomes permanently impossible due to unforeseen technical, legal or material constraints not known at the time of contract formation, we may terminate the affected SoW. In such case, we will refund any
fees paid for unperformed work.
20.3 If circumstances arise after contract formation that materially and fundamentally disturb the contractual equilibrium (Störung der Geschäftsgrundlage), the parties will seek an adjustment in good faith. If adjustment
is not possible, either party may terminate in accordance with statutory law.
21. Governing Law and Jurisdiction
21.1 These GTC and all contracts are governed by the laws of the Federal Republic of Germany, excluding conflict of law rules and the UN Convention on Contracts for the International Sale of Goods (CISG).
21.2 Exclusive place of jurisdiction is Stuttgart, Germany, if the Client is a merchant (Kaufmann), a legal entity under public law, or has no general place of jurisdiction in Germany.
22. Miscellaneous
22.1 If any provision is invalid, the remaining provisions remain effective.
22.2 Claims of the Client are not assignable without our prior written consent.
22.3 Amendments and side agreements must be in writing (text form such as email is sufficient unless mandatory law requires stricter form).
1. Scope of Application
1.1 These General Terms and Conditions (GTC) apply exclusively to business customers (“Clients”) in the sense of Section 14(1) German Civil Code (BGB), acting in pursuance of their commercial or self‑employed professional activity.
1.2 They govern all business relations between FiniteNow.com and its business clients regarding FEA analysis, Finite Elemente Simulation, CFD modelling and related Engineering,
Consulting and simulation Services.
1.3 Any deviating or additional terms of the Client are only valid if expressly acknowledged in writing by
FiniteNow.com.
2. Contract Formation
2.1 The Client initiates an enquiry by uploading model files or specifying simulation parameters via the FiniteNow.com online calculation tool. A preliminary price estimate, turnaround time, and scope of FEA analysis or CFD or other types of simulation is then displayed – this estimate constitutes a non-binding offer.
2.2 The Client can proceed in two ways:
- Option A: Request a detailed written quotation via form submission or e-mail – provided only to business clients; this quotation is non-binding and may be accepted or declined.
- Option B: Submit a binding purchase request directly via the platform based on the displayed parameters; this constitutes a binding offer by the Client, which FiniteNow.com may accept by sending an order confirmation within two weeks.
2.3 Oral agreements are not valid unless explicitly confirmed in writing.
3. Services and Exclusions
3.1 FiniteNow.com provides Engineering, Consulting, Finite Elemente Simulation, FEA analysis, CFD simulation and related incidental services
solely within sectors acceptable under our policy.
3.2 We reserve the right to refuse requests from industries that conflict with our compliance guidelines or where we lack domain expertise. (Examples may include high‑risk chemical, weaponry or medical device sectors.)
3.3 Projects requiring services outside the defined scope will not enter into effect unless exceptions are explicitly agreed in writing.
4. Pricing and Payment
4.1 Prices are quoted net of applicable VAT and in the currency specified on the platform.
4.2 Payment terms are as laid out in the order confirmation or quotation. Unless otherwise agreed, payment is due within 14 days of invoice receipt.
4.3 Offsetting rights or retention by the Client are only permitted if undisputed or legally established.
5. Client Obligations
5.1 The Client must provide accurate project data (CAD models, simulation descriptions, load cases, materials) for the requested FEA analysis, CFD or other Finite Elemente Simulation.
5.2 Delays caused by missing or erroneous input may affect processing time or result in additional charges.
5.3 The Client guarantees that any shared simulation models and CAD files do not infringe third-party rights.
6. Delivery & Turnaround
6.1 The estimated delivery timeframe displayed after calculation is non-binding in the pre‑contractual stage.
6.2 Upon binding order confirmation, delivery dates become binding.
6.3 If a delay is foreseeable, the Client and FiniteNow.com will mutually coordinate in good faith. Force majeure events shall suspend performance obligations accordingly.
6.5 Partial deliveries of simulation outputs or related Services (e.g. interim Engineering results) are permitted where reasonable and technically feasible. The risk of handling or transmission passes to the Client upon
provision to the Customer or nominated recipient (e.g. via secure file exchange). Force majeure events (e.g. natural disasters, labour disputes, supply chain disruptions) entitle both parties to suspend performance or withdraw
from the contract if performance becomes unreasonable.
7. Liability, Warranty & Exclusion
7.1 FiniteNow.com delivers simulations and deliverables in line with the Engineering and Consulting brief. Minor deviations are permitted if within accepted engineering tolerances.
7.2 Liability is limited to intent or gross negligence; indirect damages or loss of profits are excluded except in cases of injury to life, body or health.
7.3 Warranty claims for simulation results and deliverables related to Finite Elemente Simulation, FEA analysis or CFD are to be asserted in writing within 2 weeks from delivery. This does not apply in cases of intent, gross
negligence or where statutory mandatory periods apply (e.g. injury to life or health).
7.4 In case of delay, the Client may claim damages amounting to 0.25 % per completed week, but in total not exceeding 3 % of the net value of the delayed portion of the deliverables
– unless FiniteNow.com acted intentionally or with gross negligence. No liability shall arise for unavailability or downtime of the online Finite Elemente Simulation or CFD platform, except
in cases of gross negligence or intent.
8. Intellectual Property & Usage Rights
8.1 All simulation results, FEA analysis outputs, CFD setups and training data remain the intellectual property of FiniteNow.com, unless otherwise agreed.
8.2 The Client receives a non‑exclusive, non‑transferable license to use the simulation deliverables for its internal business purposes.
9. Confidentiality & Data Protection
9.1 Both parties treat all project-related information – including CAD data, simulation parameters, results and business knowledge – as confidential. NDAs may be executed on request, especially for sensitive engineering or
consulting engagements involving Finite Elemente Simulation or CFD.
9.2 Personal data processing complies with our Privacy Policy; all data transfer remains within the EU or under adequate safeguards.
10. Retention of Title
We retain ownership of all delivered simulation results, FEA analysis outputs, CFD models, deliverables and related materials (“Deliverables”) until full payment of all current and future claims arising from the business relationship is received. Until full settlement, the Client shall treat the Deliverables as subject to retention of title. If integrated into downstream systems, the Client agrees to preserve rights of FiniteNow.com until balance is paid in full.
11. No Right of Withdrawal
Since our simulation Services are exclusively offered to business clients (§ 14 BGB), the statutory right of withdrawal for consumers does not apply.
12. Right of Withdrawal by Provider; Contract Adjustment
FiniteNow.com reserves the right to withdraw from the contract or adjust its terms in case of permanent impossibility to perform FEA analysis, CFD, or Engineering services due to unforeseen technical, legal or material constraints not known at order time. In such circumstances, only refund of payments received is owed and no further obligations arise. Where economically justified circumstances occur post‑contract that significantly impair our operation, the contract may be adjusted in good faith or terminated within three weeks of becoming aware of such event.
13. Final Provisions
10.1 The law of the Federal Republic of Germany applies, excluding the UN Convention on Contracts for the International Sale of Goods (CISG).
10.2 Exclusive place of jurisdiction is the registered seat of FiniteNow.com in Stuttgart, Germany.
10.3 If any provision is invalid, the remainder of the contract remains effective.
10.4. Claims of the Client are non‑assignable without prior written consent from FiniteNow.com. Oral side agreements or amendments are only valid if confirmed by email in writing by both parties.