TERMS AND CONDITIONS WEBPORTALIS
§ 1 General - Scope
1. These GTC apply to all claims between the company webportalis PR Network GmbH & Co. KG, Brückenstraße 34/1, 73037 Göppingen hereinafter referred to as "webportalis" and the respective contractual partner/client (hereinafter referred to as "customer").
2. These GTC shall also apply in their respective version to future contracts of the same nature with the same contractual partner, without webportalis having to refer to these GTC again in each individual case.
3. The GTC of webportalis apply exclusively. Deviating, conflicting or supplementary GTC of the customer shall only become part of the contract if and insofar as webportalis has expressly consented to their validity. This consent requirement shall apply in any case, e.g. even if webportalis provides the service without reservation in knowledge of the customer's GTC.
4. Verbal ancillary agreements are to be documented in writing or in text form. Changes to the terms and conditions, including this formal requirement, as well as the agreement of dates or deadlines, which can be agreed upon as binding or non-binding, require confirmation by webportalis at least in text form in order to be binding.
§ 2 Conclusion of contract
1. The offers of webportalis are subject to change. Orders are only binding if webportalis confirms them or fulfils them by executing the order. We reserve the right to make technical changes as well as changes in presentation within the scope of what is reasonable. Offers by webportalis do not represent offers in the legal sense. A contract is only concluded upon concrete confirmation of the order by webportalis.
2. Partial execution of an order is permissible, unless the customer is clearly not interested in this or it is clearly unreasonable for him to do so.
§ 3 Service / Scope of services
2. webportalis assumes no liability in the event that third parties gain unauthorized access to the Internet portals by circumventing the password protection despite the access restrictions of webportalis. The customer must ensure the safekeeping of the password in his own area and, if misuse is suspected, have the password blocked immediately at webportalis and, if necessary, apply for a new password.
3. The customer provides webportalis with all material required for the presentation, such as images, texts, graphics, videos, etc. in the quality requested by webportalis at the customer's expense. The customer expressly assures that he/she holds all rights to these materials required for publication at webportalis (copyright, rights of use, etc. in sufficient temporal and spatial scope) without restriction at least for the duration of the presentation and a further 3 months thereafter and is also entitled to transfer correspondingly necessary rights of use to webportalis for passing on to the entitled parties. The customer is and remains exclusively responsible for the content of the press information (text and images), which he expressly confirms once again with the release of his presentation. No claims can be made against webportalis for any infringement of the copyright and right of use of materials made available to webportalis by the customer (cf. also § 7 Item 2 of these GTC - Indemnification).
4. If the provision of documents and materials depends on the customer or third parties commissioned by the customer and if this provision fails for reasons for which webportalis is not responsible, the customer is not entitled to compensation for damages for this reason. The same applies if, due to force majeure or other events, the provision becomes significantly more difficult or impossible and webportalis is not responsible for this. Such events include, in particular, fire, flooding, labor disputes, operational disruptions, strikes, official orders, power outages, viruses, etc., insofar as these are not operational risks.
5. Insignificant impairments, in particular due to technical malfunctions or necessary maintenance work, for which webportalis is not responsible, do not entitle the customer to withdraw from the contract or to claim damages.
6. In all of the above cases, the customer will be informed immediately of the lack of presentation options, and any service already provided or pro-rated service will be reimbursed immediately, if necessary on a pro-rata basis.
§ 4 Remuneration
1. The remuneration charged by webportalis for its services, the amount of which results from the respective current price list of webportalis or from the individual offer of the customer, are due for payment from the time of retrievability on the Internet offer of webportalis.
2. In the event of default of payment by the customer, webportalis is entitled to demand default damages in the amount of 9% points above the base interest rate. For each reminder, with the exception of a possible first reminder justifying default, webportalis is entitled to charge a flat reminder fee of 7.50 EUR.
3. The customer has a right to offset only if his counterclaims have been legally established or acknowledged by webportalis. The customer may only exercise a right of retention if his counterclaim is based on the same contractual relationship.
4. webportalis is entitled to block the customer's presentation if the customer is in default of payment despite two reminders (right of retention).
§ 5 Termination
All presences are automatically extended by the previous term unless notice of termination is given in writing three months prior to the expiry of the agreed presence period.
§ 6 Customer's duty to cooperate
1. The customer shall check the proper execution of his order as soon as possible, but at the latest within 10 working days after receipt of the written notification of the final completion of the presentation in the Internet portal by webportalis. The customer must accept the proper performance of webportalis within this inspection period.
2. If the declaration regarding the completion of the work and the availability in the online portal is not received by the customer, the time at which the customer should reasonably have been aware of the services shall apply for the running of the period of 10 working days instead of the time of notification.
3. As a duty to cooperate, the customer shall provide the template for the online portal presentation in a timely manner and in an appropriately digitized form.
4. Insofar as, after approval or change requests by the customer, webportalis sends drafts back to the customer again for clarification of any necessary queries, stating a deadline of 5 working days for checking for correctness and completeness, the drafts shall be deemed to have been approved upon expiry of the deadline, insofar as webportalis does not receive any renewed request for correction.
§ 7 Observance of legal regulations, industrial property rights of third parties
1. The parties undertake to observe all laws, in particular the regulations of criminal law, data protection, copyright and trademark law. The customer must also observe these laws with regard to the materials handed over to webportalis (cf. § 3 Para. 3 of these GTC).
2. webportalis will adhere to the customer's specifications when executing the order and will only use the material provided by the customer to fulfill the order. It is once again clarified that the customer alone is responsible for compliance with the copyrights and rights of use to the necessary extent and that the clarification of the question of whether the fulfillment of the contract by webportalis can lead to an infringement of the rights of third parties does not belong to the tasks of webportalis. The risk that the publication at webportalis and the resulting use violates third-party copyrights, the right of the persons depicted to their own image or other third-party rights is borne exclusively by the customer.
3. In the event that a third party asserts rights against webportalis that hinder webportalis in the contractual use of the transferred data, webportalis will immediately inform the customer of these claims. The customer shall support webportalis in defending such claims, indemnify webportalis upon first request from all related claims of the third party and reimburse webportalis for any damage incurred by webportalis in connection with the assertion of existing third party rights, including any court and attorney fees incurred by webportalis for legal defense. The customer is obligated to inform webportalis immediately if he recognizes an infringement of the rights of third parties or if he has indications of such infringement.
4. webportalis is entitled to temporarily block the presentation of the customer if the illegality of the posted content becomes known or there is sufficient suspicion of illegality. A sufficient suspicion of illegality is given in particular if webportalis receives a warning from the alleged infringer or if otherwise a claim is made against it for the illegality of the posted content. In this case, the warned content can only be put online again if an explicit order is given by the customer and, if necessary, an appropriate security deposit is made. As far as possible, the customer is to be heard beforehand, otherwise he is to be informed immediately. The blocking has to be limited to the possibly illegal contents, as far as this is technically possible and reasonable.
5. The right of the contracting parties to terminate for cause remains unaffected. An important reason for termination for webportalis exists in particular if
a. insolvency proceedings are opened against the customer's assets or their opening is rejected for lack of assets
b. or the customer violates the obligation to comply with legal regulations or concretely also violates copyrights, rights of use and/or personal rights and a violation is not discontinued or eliminated within 10 days despite a written reminder from webportalis.
§ 8 Warranty and liability
1. The customer is obligated to protect digitized material submitted as a presentation template against loss or change - whether during transport or through processing by webportalis itself - by means of data backup. webportalis is not liable for compensation or elimination of damages, e.g. due to loss or incorrect processing of data and provided presentation templates.
a. The liability of webportalis is limited to the essential contractual obligations according to § 3 of these GTC.
b. In all other respects, the liability of webportalis for breach of other obligations, tortious acts and positive breaches of contract or culpa in contrahendo is limited to gross negligence and intent. In the case of slight negligence, the liability of webportalis is limited to compensation for direct damage (e.g. no loss of profit), even in the case of breach of essential contractual obligations.
c. webportalis is liable to the extent that its fault contributed to the occurrence of the damage in relation to other causes.
d. All limitations of liability do not apply insofar as injury to life, body or health is concerned.
e. The above limitation of liability also applies to the personal liability of the employees, representatives and organs of webportalis.
§ 9 Data protection and confidentiality
1. webportalis points out that data is collected, processed, stored and used within the scope of the contractual relationship.
2. Insofar as webportalis is provided with personal data, this data will be used exclusively for processing the contract concluded with the Contractual Partner or, for example, for answering inquiries by the Contractual Partner, as well as for internal market research and own marketing purposes. The personal data will not be passed on, sold or otherwise transferred to third parties, unless
- this is necessary for the purpose of processing the contract,
- this is necessary for billing purposes
- insofar as this is provided for by law or ordered by a court of law,
- the contractual partner has given his prior consent.
The contract partner has the possibility to receive free of charge complete information concerning the data stored about him.
3. After the end of the contract, materials, data carriers, etc. that were provided to webportalis as part of the order shall be returned to the client and the information and data provided shall be deleted.
4. For the purpose of credit checks, the new customer grants webportalis permission, which may be revoked at any time, to exchange data with credit agencies as required in this respect.
5. As soon as the contracting parties communicate by electronic mail (e-mail), they recognize the effectiveness of the declarations of intent transmitted in this way, taking into account any special features of these GTC. In the e-mail, the usual information may not be suppressed or circumvented by anonymization, i.e. it must contain the name and e-mail address of the sender, the time of sending (date and time) and a reproduction of the name of the sender as the conclusion of the message. An e-mail received under this provision shall be deemed to originate from the other Partner, subject to proof to the contrary.
6. Confidentiality is not guaranteed for data transmitted unencrypted on the Internet. At the request of the customer, an encryption method (PGP) will be used.
§ 10 Other provisions
1. With regard to all legal relationships arising from this contractual relationship, the contractual partners agree that German law shall apply, to the exclusion of the UN Convention on Contracts for the International Sale of Goods. Contractual language is German.
2. The place of performance for all mutual services arising from the contract and the place of jurisdiction is the registered office of webportalis.
§ 11 Salvatory clause
Should individual provisions of this contract be or become void or ineffective, the remaining contractual conditions shall remain effective.