The provider, edoc solutions ag, Metternicher Straße 4, 53919 Weilerswist, Germany ("edoc"), provides with "MEETWORK" a web-based information management system as a software as a service solution ("MEETWORK") to registered customers.
2. by registering for the use of MEETWORK, the customer acknowledges the GTC valid at that time by confirming the validity of these GTC in the registration process. The customer's general terms and conditions do not apply. The priority of individual agreements of the parties remains unaffected by this.
3. services to consumers (§ 13 BGB) are not provided with MEETWORK.
All contract-relevant documents are available on the website MEETWORK.de ("Website") upon conclusion of the contract and are not stored separately for the customer by edoc. These are these General Terms and Conditions, service description, price model and service level. The contract language and service language are German. If translations are made of contract-relevant documents, only the German version is legally binding.
1. edoc shall make MEETWORK available to the customer exclusively with the services and service levels ("Services") agreed upon when the contract was concluded. MEETWORK's services may include interaction with SaaS solutions or third-party applications ("third-party products"). It is the customer's responsibility to create the necessary conditions for the use of third-party products together with MEETWORK. This applies in particular to the conclusion of contracts with the providers of the third-party products and the use or installation of the third-party products in accordance with the contract concluded by the customer with the providers of the third-party products. edoc is not involved in these contracts and is not responsible for the services owed by the providers of the third-party products.
2. beyond the agreed services, the customer has no claim to a certain configuration or certain functionalities of MEETWORK. Any quality of MEETWORK exceeding the agreed services or interoperability of MEETWORK with the customer's existing hardware and software shall only be owed by edoc if this has been expressly assured to the customer in text form.
3. access to MEETWORK shall be via the Internet. The customer is responsible for providing Internet access and any hardware (e.g. router, smart device) or software (e.g. browser, plug-ins, apps) required by the customer to access MEETWORK. The availability owed to the customer in accordance with the service description is given if MEETWORK is available for use in accordance with the contract, irrespective of whether the customer can actually access it from outside.
(4) MEETWORK is provided to the customer exclusively as a SaaS solution usable in the browser (Software as a Service). If edoc additionally provides apps for the use of MEETWORK, these apps may not contain certain functionalities of MEETWORK or may contain them in a form other than in the browser. edoc reserves the right to change, reduce or completely discontinue any apps at any time at its own reasonable discretion. There is no claim to the provision of apps with certain functionalities for certain operating systems or smart devices.
5. edoc is entitled to operate MEETWORK itself or through third parties ("subcontractors"). edoc shall be responsible for the fault of its subcontractors to the same extent as for its own fault.
3. customer registration
1 The registration serves to identify the customer and to conclude the contract with edoc. After registration, the customer can make all administrative settings for his MEETWORK in a backend provided for this purpose and use MEETWORK with the agreed services. The settings concern, for example, the scope of the services, the price model and the users of MEETWORK at the customer's site.
The registration as a customer takes place via a registration form on the website under an administrator identification freely selectable by the customer and input of the necessary as well as if necessary optional additional data for the execution of the contract by the customer. The information provided by the customer during registration must be complete and true and must be updated immediately by the customer in the event of subsequent changes. There is no entitlement to a specific administrator identification. The administrator identification chosen by the customer may not violate any rights of third parties, in particular no name and trademark rights.
3. the initial password is assigned by the customer during the registration process and must be kept secret, protected from misuse and changed regularly in accordance with the current state of the art. In the event of misuse or suspicion of misuse of administrator identification or password, the customer must inform edoc immediately in text form. In the event of misuse, the customer shall be liable; this shall not apply if the customer is not responsible for the misuse.
4. edoc reserves the right to request suitable information during the registration process and to demand proof that the customer is not a consumer. This can be, for example, the inquiry of the sales tax identification number or the data from the commercial register to the enterprise of the customer. In the registration process, edoc will provide an upload option for the transmission of proofs at the latest at the beginning of the chargeable use of MEETWORK.
Until the data entered in the registration form has been sent, it can be corrected by overwriting it or deleted by cancelling the registration, e.g. by closing the browser window. Only by clicking on the button with "Register and test for free" does the customer submit to edoc a legally binding application to conclude a contract in accordance with these GTC. The customer will receive an order confirmation by e-mail. A contract between edoc and the customer is not concluded until edoc has accepted the order.
4. MEETWORK users
1. to use MEETWORK, the customer shall create or activate the users intended by him for this purpose. These may be employees, suppliers or contractual partners of the customer as well as third parties approved by the customer ("users"). Users can only be created to the extent that this is part of the services of MEETWORK used by the customer. The rights of users in MEETWORK shall be governed by the services agreed in the contract with the customer.
2 The customer is solely responsible for the use of MEETWORK by the users. The customer is responsible for the actions of its users as if they were their own. The customer shall ensure that the users are bound by the GTC applicable to MEETWORK prior to commencement of use and that they make use of the services exclusively to the extent agreed with the customer. There is no contract between edoc and the users.
3. the creation or activation of users is carried out via a form in MEETWORK using a valid e-mail address and entering the information required for the provision of MEETWORK to the user as well as any optional additional information. The information can be changed later by the user himself. The information on users as well as the handling of user IDs and passwords shall be subject to the duties intended for the customer. After clicking the "Activate user" button, the user is activated and informed of his user ID by edoc via an unencrypted e-mail to the e-mail address provided by the customer. In the e-mail, the user receives a registration link to the MEETWORK registration form, in which he must then assign his password.
4. the removal of users is done via a form in MEETWORK. The customer selects the user to be removed. After clicking on the "Remove user" button, the user is deleted and can no longer use MEETWORK.
5. prices, terms of payment, default
During a test phase granted by edoc, MEETWORK is free of charge for the customer. At the end of the test phase, the customer will be asked to agree to a chargeable use of MEETWORK, stating the data required for the selected payment method. If the customer rejects this, the access of the customer including the administrator identification, all user identifications and all contents deposited by the customer will be deleted.
2 The remuneration for the use of MEETWORK shall be based on the price model agreed in the contract with the customer. The price model shall also determine the permissible payment methods. Invoices issued by edoc are due immediately and payable without deduction within two weeks. Payment shall only be deemed to have been made when edoc can dispose of the payment amount. In case of default of the customer, edoc is entitled to charge default interest at the statutory rate. The assertion of other claims remains unaffected. If the customer is in arrears with more than the monthly payment, edoc shall be entitled to block the customer's access completely for all users. In the event of a delay with an amount of at least two monthly payments, edoc is entitled to terminate the contract for cause.
The customer shall only be entitled to set-off if counterclaims have been legally established, acknowledged by edoc or are undisputed. This does not apply if the customer's warranty claims against edoc are based on the same contract. The customer is only entitled to exercise a right of retention if his counterclaim is based on the same contract.
4. invoices are always to be paid in Euro.
5. all data in the price model are excl. value added tax in legal height.
6. obligations of the customer
The customer is entitled to use MEETWORK exclusively for his own business purposes. Any further independent commercial exploitation is prohibited. This applies in particular to any further transfer of MEETWORK to third parties by the customer against payment. Third parties shall not be deemed to include the Customer within the meaning of §§ 15 ff. of the German Civil Code. AktG if the use of MEETWORK by the affiliated companies is at least also for the customer's own business purposes.
2. the customer has to consider the valid right and to protect the rights of third.
3. the customer is in particular prohibited to
3.1 Infringe third party property rights such as trademarks, copyrights and naming rights,
3.2. to post insulting, defamatory, pornographic, harmful to minors or otherwise criminal content,
3.3. to harass other customers and/or third parties unreasonably, e.g. by unsolicited advertising (spam) as well as offensive or sexual communication,
3.4. to use mechanisms, software and/or scripts beyond the functionalities and interfaces provided by edoc on MEETWORK, in particular if these block, modify, copy and/or overwrite services provided by edoc and these services are necessary for the contractual use of MEETWORK, as well as
3.5. to attempt to modify MEETWORK, the security systems used by edoc or the content available on MEETWORK by changing data (§ 303a German Criminal Code), computer sabotage (§ 303b German Criminal Code), falsification of evidence-relevant data (§ 269, 270 German Criminal Code), suppression of evidence-relevant data (§ 274 German Criminal Code), to interfere with computer fraud (§ 263a StGB), data spying (§ 202a StGB), data interception (§ 202b StGB) or other criminal offences, whereby corresponding attempts by edoc are reported to the responsible public prosecutor's office.
4. the customer himself shall be responsible for compliance with the statutory provisions due to the contents posted by the customer or his users in MEETWORK. Should the customer become aware that the contents of MEETWORK obviously infringe the rights of third parties (in particular personal rights, rights to a name, trademark rights, copyrights), edoc will examine the allegation upon notification and, if legally required, block access to these contents or delete them.
(5) The customer shall take appropriate precautions against the loss of data and files (e.g. documents) made available to MEETWORK.
7. liability for contents and links
1. With MEETWORK, edoc merely provides the technical and organizational platform for the contents posted by customers, users or third parties. These contents are third-party contents for edoc. If, by way of exception, edoc provides its own content via MEETWORK, this content is expressly marked as such.
2. edoc will only store and, if necessary, automatically process external content in connection with the services available to the customer in MEETWORK. edoc has no knowledge of the external content. A selection of the external content or any other control by edoc does not take place. edoc also does not supervise the customers and users of MEETWORK or give them instructions. edoc expressly distances itself from the external content and does not adopt it as its own by providing MEETWORK. Only the customer, users or third parties are responsible for the external content.
3. via links or functionalities in MEETWORK, customers can access external websites or SaaS solutions that are not operated by edoc. Such links or functionalities are either clearly identified or can be identified by a change in the address bar of the browser or a change in the user interface. edoc is not responsible for the contents of these external Internet pages; Section 10 remains unaffected.
8. rights of use
1. edoc shall grant the customer a simple right of use to MEETWORK, limited in time to the term of the contract, to the EU/EEA territory and to the use of the services agreed in the contract. The Customer is prohibited from using MEETWORK for purposes other than those agreed in the contract. This shall apply in particular to any processing or commercial use of MEETWORK by the Customer through the passing on of the same to third parties against payment.
2. With the insertion of content in MEETWORK, edoc receives from the customer all simple rights of use to content that are necessary for edoc to provide the customer with the services agreed in the contract. edoc is only permitted to use the content for other purposes in text form with the prior consent of the customer. If the customer enters text, image, graphic, audio or video files in MEETWORK, the customer must ensure that he has the necessary rights of use to such content.
1. if the customer violates these GTC, edoc may impose sanctions at its own reasonable discretion, taking into account the interests of the customer. The severity of the sanctions shall depend on the severity of the Customer's infringements. The sanction may remain in force until the infringements have been remedied and any risk of recurrence has been eliminated.
2. the following sanctions may be considered:
2.1. the deactivation or blocking of individual services for the customer,
2.2. the deletion of the contents posted by the customer in MEETWORK,
2.3. the total or partial blocking of access to MEETWORK.
3. in addition to sanctions, edoc's right to extraordinary termination for good cause and to assert other claims due to violations shall remain unaffected.
10. liability of the parties
The parties shall be liable subject to the following provisions in accordance with the statutory provisions. This also applies to their legal representatives and vicarious agents.
In the event of force majeure and free use of MEETWORK, edoc's liability for simple negligence shall be excluded. In addition, edoc shall only be liable in the event of simple negligence for damages arising from the breach of a material contractual obligation. In the event of a breach of an essential contractual obligation, liability shall be limited to compensation for the foreseeable, typically occurring damage and liability for indirect damage, in particular loss of profit, shall be excluded. The parties agree that the double annual remuneration of the customer, however a maximum of EUR 25,000.00 per calendar year, shall correspond to the foreseeable, typically occurring damage and that, in addition, liability in the event of ordinary negligence shall only exist in the case of a separate agreement between the parties in text form. The above limitations of liability shall not apply in the event of damage resulting from injury to life, limb or health, if edoc fraudulently concealed a defect or exceptionally assumed a quality guarantee, or in the event of claims under the Product Liability Act.
3. if the customer asserts claims based on defects and if it emerges after their examination that the defect does not exist or edoc is not responsible for the defect asserted by the customer, the customer shall reimburse edoc for the reasonable expenses incurred by edoc as a result of the examination. This shall not apply if the customer was unable to recognise that the defect complained of does not exist or that edoc is not responsible for the defect.
4. the customer himself is liable for breaches of duty on the part of the customer. The customer shall indemnify edoc against all claims for payment asserted against edoc due to an infringement of rights by the contents posted in MEETWORK for the customer or due to the use of MEETWORK by the customer. Upon first request, the customer shall bear all reasonable costs incurred by edoc as a result thereof, in particular the necessary costs of legal defence. This shall not apply if the customer is not responsible for the infringement. Other claims of edoc against the customer shall remain unaffected.
5. edoc shall not be liable for the loss of contents, data and files (e.g. documents) of the customer.
6. claims of the parties against each other arising from the contract on the use of MEETWORK shall become statute-barred in each case after twelve months, beginning from the date on which edoc.
provides the service giving rise to liability.
The term of the contract shall be one month, beginning on the first calendar day of a month after the expiration of a free phase granted to the customer by edoc. The contract shall be extended by a further month if it has not been terminated before. The notice period is one calendar day for the customer and two weeks for edoc.
2. access to MEETWORK by the customer and all users created or activated by the customer shall be blocked as soon as the termination takes effect. At the customer's request, this shall also be done before the end of the term of the contract. However, partial reimbursement of any overpaid remuneration shall not be made. The customer shall be given the opportunity to export the content posted in MEETWORK no later than one month after the termination takes effect. According to this, edoc is entitled to completely delete the customer's access as well as all contents and identifiers posted. Until then, the customer may restore his previous access at any time by re-registering for a fee. Other support services in connection with the termination of the contract are not provided by edoc.
3 The right to extraordinary termination of the contract for good cause remains unaffected. An important reason for edoc is, in particular, if Azure as supplier terminates the provision of the services required for the provision of MEETWORK in relation to edoc in accordance with the contract without any fault on the part of edoc in such a way that it is impossible or unreasonable for edoc to adhere to the ordinary period of notice.
4. each cancellation requires the text form.
12. confidentiality and data protection
1. the contents in MEETWORK are exclusively accessible to the customer himself and the users created or activated by him. edoc obtains exclusive knowledge of the contents to the extent that this is necessary for the provision of the services. Third parties may only access Customer's contents in MEETWORK if they are shared with third parties by the Customer or its users themselves using the functions provided for this purpose.
2. edoc observes the legal regulations on data protection. Further information can be found in the notes on data protection on the website. It is possible that the use of MEETWORK in co-determined companies and institutions requires the consent of the respective co-determination body. This must be obtained by the customer before using MEETWORK in accordance with the applicable legal regulations.
3. if the use of MEETWORK from the customer's point of view is an order data processing pursuant to § 11 BDSG, the provider shall make available for this purpose an agreement on order data processing for retrieval on the website in accordance with the legal requirements pursuant to § 11 BDSG. After signing by the customer and sending it to edoc, the customer shall return a countersigned copy of the agreement to the customer.
13. Changes to the ANB
1. edoc expressly reserves the right to make changes to these GTC. Such changes shall take effect at the beginning of the next calendar month if edoc has notified the customer of the changes in text form at least two weeks in advance. If the customer rejects the changes, he shall be entitled to terminate the contract until the beginning of the next calendar month without observing the notice period to be observed according to these GTC. The customer shall not be entitled to any other claims due to a change in the GTC.
2. changes which refer to essential contractual obligations are only permissible if these are necessary, because either Azure has made changes to the preliminary services purchased from the provider, which cannot be implemented by edoc towards the customer without a change in the essential contractual obligations, or the services can no longer be implemented by edoc in accordance with the recognised requirements of IT security without a change in the essential contractual obligations.
14. changes of service description, service level and price model
1. edoc reserves the right to change or discontinue MEETWORK in whole or in part at its own reasonable discretion, taking into account the interests of the customer, if this does not affect essential contractual obligations and if this is reasonable for the customer. edoc will inform the customer in text form about such changes to the service description or the agreed service level at the latest when they come into effect. This can also be done by depositing the information on the website of MEETWORK.de.
2. for changes to the service description or the agreed service level, which affect essential contractual obligations to the disadvantage of the customer, furthermore for changes to the price model, the provisions for changes to these GTC shall apply accordingly.
15. transfer of the contract to third parties
1. edoc shall be entitled to assign this contract in its entirety or the rights and obligations resulting therefrom for edoc in its entirety or in parts to a third party with edoc within the meaning of §§ 15 ff. of the German Civil Code (BGB). AktG ("Transfer of Contract"). edoc will inform the customer about this in text form at the latest when the contract is transferred.
2. the contract may only be transferred to third parties if edoc informs the customer of this in text form at least one month prior to the transfer of the contract and the customer has not objected to the transfer of the contract in text form within two weeks after receipt of the information. The objection acts as a termination of the contract by the customer at the end of the term.
16. final clauses
1) German law shall apply to the exclusion of the conflict of laws provisions.
2. the assignment of claims of the customer in connection with the use of MEETWORK requires the prior consent of edoc in text form, which may only be withheld for good cause.
>>> the assignment of claims of the customer in connection with the use of MEETWORK requires the prior consent of edoc in text form, which may only be withheld for good cause.
> the assignment of claims of the customer in connection with the use of MEETWORK requires the prior consent of edoc in text form, which may only be withheld for good cause.
the assignment of claims of the customer in text form for good cause.
3. place of jurisdiction is the registered office of edoc solutions ag. edoc is, however, at liberty to claim against the customer at his place of jurisdiction
4. no verbal ancillary agreements were made. Amendments and supplements to these GTC as well as all declarations of the parties relating to the contract must be made in text form. This shall also apply to the cancellation of the formal requirement.
5 Should individual provisions of these GTC be or become invalid in whole or in part, this shall not affect the validity of the remaining provisions. In this case, the law shall apply. This shall also apply in the event of a gap in these GTC.
6. in addition to the present conditions of use for the software "MEETWORK", which have priority in this respect, sections E and F of the General Terms and Conditions of edoc solutions ag.
Version 1.0.0, Version: 27.08.2018
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