EEFA GmbH & Co. KG
General Terms of contract The following document contains only a translation of the german contract conditions.
The legal valid contract is written in german language.
These general contract conditions hold for the delivery of data through transmission (f.e. data storage medium) respectively demand (f.e. via FTP or download).
The EEFA GmbH & Co KG (in the following abbreviated contractor – CO -) provides corresponding orders for a customer (in the following abbreviated customer – CU -) only on the basis of these contractual terms. In the context of subscription only the contract conditions valid at the subscription date hold exclusively. Differing or conflicting conditions by the CU are to be confirmed in written form by the CO.
2. Conclusion of the contract
(1) The contract agreement is valid with the transmission of the signed necessary documents (order acceptance and acceptance of these contractual terms) by the CU, via fax or mail.
(2) All services provided by the CO are without engagement. Modifications will be send to the CU by mail or email in written form. The CU obtains the legal right to appeal to the modified term within a period of one month after the modifications are published. After exceeding the time limit the modified terms are considered as accepted.
3. Terms of payment
(1) The services of the CO are provided for money according to the valid payment regulation at a time. If the CO is due to technical or other reasons beyond the control of the CO not able to provide the services liable to pay costs completely, the valid payment value remains unchanged, as long as the deficiency is not essential.
(2) Soonest with the payment associated with the provided service is received, the associated online-service for the CU is unlocked.
(3) The CU pays € 4.000,00 plus the valid legal value added tax at a time for an annual subscription.
4. Terms of supply
(1) The CO commits to provide the previously mentioned forecast service to the CU. The service will be provided within the first ten working days of a forecast quarter.
(2) The service will be delivered via online-download of the service data at the CO’s internet portal.
(3) Place of delivery is the CO’s base of operations.
5. Right of use
(1) The CU recieves, unless otherwise stipulated, a simple right of use subject to § 31 Abs. 2 Urheberrechtsgesetz (UrhG) (German Copyright Act) for the provided datasets. The CU is only allowed to use the data for internal purpose exclusively. Employees are not allowed to use the data for private purpose.
(2) The CU is allowed to work with the provided data ( f.e. generalize, expand thematically) and use the calculated results for internal purposes.
(3) The circulation of the provided data or the calculated results based on the datasets towards a third party or a subcontractor is legally allowed, as long as it serves for the CU’s personal, commercial or economic purposes exclusively. In this case, the CU commits to agree with the third party or subcontractor legally binding, that the use of the data in the third party’s or subcontractors own interest is excluded and incidentally the legal regulations of this contractual terms are active. Additionally the CU has to obligate the third party or subcontractor to destruct the data after order transaction.
Any propagation or publication beyond is excluded. This remains true even if derived results are calculated using the service data, but the service data do not appear in the calculations (f.e. statistical analysis, expertise etc.)
(4) If the CU uses the provided data for purposes of internal presentation or information, he has to point out on each screen presentation or any other illustration the data source as follows:” Data source: EEFA GmbH & Co KG”.
(5) Any advanced use is subject to a separate agreement with the CO in written form.
6. Corporate veil and contract extension
(1) The CO guarantees elaborate compilation of his reports and is liable only for intention.
(2) The communication of the data through the internet is currently not free of technical errors or can be ensured at any time. Thus the CO is neither liable for the permanent and uninterrupted availability of his online system, nor technical and electronical failure on which the CO has no the provided data
(3) The responsibility of security and integrity of the CO’s internet-connection i.e. the provider commissioned by the CO, bears entirely the CU. The CO assumes no liability especially for failures or damage caused by defective internet connections or disturbances.
(4) The CO assumes no liability for the CU’s or a third party’s damages resulting from installation of programs or from the application of the data.
(5) The subscription ends with the submission and demand of the fourth current forecast and renews tacitly unless the CU sends a note of termination three month before the deadline of the current subscription in written form.
7. Contractual penalty
(1) If the CU propagates contrary to duty, or approved by the CO, he commits to pay a contractual penalty to the amount of ten times the annual subscription value. In the case of repeated behavior contrary to duty the CO is allowed to exclude the CU from any delivery of data.
(1) The CU’s data, saved for order processing is handled in ordinance with the German Data Security Act (Bundesdatenschutzgesetz, BDSG).
(2) The CU guarantees through appropriate security arrangements, that unauthorized access to the provided information by a third party is excluded. The CU commits to keep the admission data and passwords carefully and protected from unauthorized access by a third party as well as protecting the admission data from losing or misuse. The CU exempts the CO from costs and claims of third parties that occur through violation of the above written responsibilities.
(1) The exclusive court of jurisdiction is Muenster.
(2) The valid right is the right of the Federal Republic of Germany under exclusion of the UN Convention on Contracts for the International Sale of Goods (CISG).
(3) Modifications or extensions of these contractual terms are exclusively valid in written form. This remains true in the case of suspending the requirement of the written form. If several regulations are invalid or are contrary to the legal regulations, the rest of the contractual terms are unaffected and remain valid. The invalid regulation will be removed amicably by the contract parties and replaced by a valid regulation that is closest to the commercial meaning and purpose of the invalid old regulation. This regulation is also true for gaps of regulation respectively.