Webmo:Terms and Conditions

From demo Webmo
Jump to: navigation, search


Terms and Conditions (GTC)

Preamble

Energypedia consult GmbH (hereinafter referred to as "energypedia consult") exclusively provides services and software products called WebMo to legal entities or their representatives in accordance with the following General Terms and Conditions ("GTC"), which the contractual partner ("customer") acknowledges by concluding a contract or by using WebMo. The validity of deviating conditions of the customer is excluded. These general terms and conditions are supplemented by a data protection policy and terms of use as well as price lists which can be downloaded from www. webmo. info.

1. Conclusion of contract

  1. The contract between energypedia consult and the customer is governed by the content of the registration, confirmation or order forms (online), by these GTC, by the service descriptions and price lists current at the time of conclusion of the contract, and by special conditions if necessary, as far as these were pointed out in the ordering process. This applies in particular to usage and data protection provisions.
  2. The contract between energypedia consult and the customer is concluded when the customer confirms his/her agreement to the GTC on the booking form and clicks on the button "Order payment".
  3. The customer can invite further users to his/her WebMo. energypedia consult provides suitable functions within WebMo for this purpose.
  4. energypedia consult is entitled to refuse or delete booking procedures without giving reasons. This applies in particular if the customer has given incorrect information or if there is a suspicion that the customer intends to misuse the services or that the creditworthiness of the customer, the examination of which is reserved by energypedia consult, is not sufficient according to energypedia consult.
  5. energypedia consult is also entitled to refuse the activation of users who are registered by means of critical e-mail domains or to delete or deactivate them.
  6. The obligation of the customer to pay all accrued fees remains unaffected by this.

2. Scope of services / Special terms and conditions for SaaS solutions

  1. If a valid contract as defined by these GTC, Terms of Use and Data Protection Policy is concluded, the customer shall be granted a non-exclusive, non-transferable right of use to WebMo that is unlimited in terms of time and place and can be revoked. Furthermore, the customer shall have the right to grant third parties access to "his/her" WebMo subject to the terms of use, data protection policy and these GTC.
  2. The services of energypedia consult are limited to the respective functions available when registering for WebMo according to the service information.
  3. WebMo is offered exclusively via the Internet as a web application (Software as a Service; SaaS solution). The specific functional scope of the SaaS solution as well as the requirements for the hardware and software environment that must be fulfilled by the customer are mentioned in the respective offer and the user documentation. It is not possible to transfer the SaaS solution/WebMo (on data carriers or by way of online transfer) to a local installation.
  4. As part of the SaaS solution, storage space is made available on central servers (server location is Germany) on which the data generated and processed as part of the SaaS solution is stored for the duration of the contractual relationship.
  5. The service transfer point is the router output of the computer center we use. The customer is responsible for his/her connection to the Internet, the provision or maintenance of the network connection to the computer center as well as the procurement and provision of network access components for the Internet on the customer’s side.
  6. Typically, the SaaS solution is also available outside of business hours (365 days, 24 hours), but there is no entitlement to it. If, for urgent technical reasons that cannot be postponed, maintenance work is exceptionally required during operating hours, with the result that the SaaS solution is not available during this time, we will inform you in good time by sending an e-mail to the address specified by you if possible. The following service levels apply to SaaS solutions:
    • Operating time: 24h per day on all 7 days of the week
    • Maintenance times: Planned maintenance work, which requires an interruption of operation, is carried out by us on working days between 20:00 and 08:30h, as far as this is technically possible.
    • Availability during operating hours: min. 99% on average of one calendar month, whereby planned maintenance work is excluded from the calculation of availability.
  7. We take on the analysis and elimination of documented, reproducible errors in the SaaS solution (hereinafter referred to as "support services"). We are not responsible for the success in the elimination of errors and do not assume any guarantee in this respect. "Error" in the sense of these terms and conditions means any disturbance reported by the customer which has the consequence that the quality and functionality of the offer deviates and
    • this has a more than insignificant effect on their fitness for use, or
    • corruption or loss of data occurs that is processed with or generated by the SaaS solution.If an issue that has occurred cannot be reproduced, it is not considered a bug. In this case, the parties will jointly agree on the further course of action.
  8. The customer must immediately report any errors that occur with a detailed description of the problem including a link to the page on which the error is occuring. The notification may initially be made orally, but must be repeated in text form (e-mail) no later than the next business day. We are available to receive error messages Mondays - Fridays from 08:00 to 16:00 Central European Time (CET).
  9. In the case of error messages, the activities described below are carried out promptly.
    • presentation of the results of our analysis;
    • presentation of the effects on other functionalities;
    • proposal of a procedure for correcting the error.
  10. In the event of an error message, all documentation, protocols and other information relevant for troubleshooting must be made available to us without delay. Only data that is free of computer viruses or other harmful code may be transmitted.
  11. We are not obliged to provide support services:
    • for errors caused by unauthorized changes or adjustments to the SaaS solution;
    • for other software (in particular third-party software used on customer systems);
    • for errors resulting from improper or unauthorized use of the SaaS solution or from operating errors, unless the operation is carried out in accordance with the user documentation;
    • for any hardware failures;
    • when using the SaaS solution on hardware and operating system environments other than those specified in the user documentation;
    • in the form of on-site assignments by our employees.
    • We are entitled to treat such services as separate orders and to invoice them at the user fees for SaaS solutions in accordance with the applicable service rates.
  12. The above services are final. Furthermore, we shall not be obliged to provide any further services, in particular installation, adaptation, programming, consulting and training services.
  13. We are entitled at any time to further develop, modify or supplement the SaaS solution/WebMo in part or in whole. We will announce contract-relevant, substantial changes at the latest six weeks before they take effect by e-mail to the e-mail account specified by you. The customer may object to the changes in writing or by e-mail within a period of one month from receipt of the notification of change. If left unobjected, the changes become part of the contract. The notice of amendment shall draw attention to the consequences of the objection. In the event of a timely objection, we shall be entitled to terminate the contract in writing with one month's notice to the end of the calendar month.
  14. WebMo and all technical systems are partly or possibly based on the performance, availability and quality of signals, connections, interfaces, services and / or products of third parties. energypedia consult does not assume any guarantees in connection with functions or services of third parties.
  15. energypedia consult does not guarantee the accuracy, availability, performance, correctness or security of WebMo functions. In particular energypedia consult provides services within the capacities of the WebMo system and the technical facilities. Temporary disturbances, restrictions or interruptions of the services can be caused by atmospheric conditions and geographical circumstances, as well as by radio technical obstacles, interruption of the power supply or due to changes in the systems and installations of energypedia consult and/or third parties and/or the customer, due to other measures (e.g. maintenance work, updates) necessary for the proper or improved provision of services, or due to force majeure (including strikes and lockouts). energypedia consult tries to the best of its knowledge to offer the highest possible accessibility and availability.
  16. To operate WebMo, the customer requires specific, commercially available terminal devices or systems. energypedia consult does not guarantee the availability and performance of these devices and systems.
  17. The use of WebMo provided by energypedia consult to the customer does not entitle the customer to act as a provider of services in the areas of monitoring & evaluation to third parties using WebMo or related services.
  18. The WebMo software is up to date at the time of delivery. In order to keep it up to date, the customer automatically participates in the subscription/update service according to the respective product description (part of the monthly fee for WebMo).
  19. WebMo is free for the first 30 days. This means that the customer has a 30-day viewing period/test phase, depending on the offer, when he first subscribes. During the viewing period/test phase, the customer can extensively test the ordered products.

3. Tariff, Fee calculation, Terms of payment, Default

  1. The fees for WebMo are calculated based on the number of projects that a customer wants to manage/monitor in his/her WebMo. There are basically two versions of WebMo: a single-project WebMo (one WebMo for only one project) and a multi-project WebMo (one WebMo for up to 20 projects).
  2. The invoice is issued according to the selected package (single or multi) or according to negotiated conditions and prices as determined by the offer and contract. The customer ensures that the customer data stored at energypedia consult is always up-to-date and accurate. Delays due to unfeasible transmission(s) of the invoice(s) due to incorrect or out-of-date customer data are at the expense of the customer, and original deadlines and validity are left unaffected. Invoices are issued monthly at the beginning of each month.
  3. The invoice amounts shall be payable upon receipt of the invoice in accordance with the periods stated on the invoice. As a rule, the payment period is 14 days. With the standard WebMo, which is set up directly online without any adjustments, the invoice amounts are usually collected immediately. As payment methods we currently offer payment by Visa and Mastercard, American Express, debit cards, Paypal and SEPA ELV.
  4. If electronic direct debit (SEPA ELV) is selected as a payment method, we will use the SEPA direct debit procedure. Your credit card account will be debited upon completion of the order.
  5. Refund claims of the customer, e.g. due to overpayments or double payments, are credited to the invoice account of the customer or offset against open claims of energypedia consult.
  6. The customer shall also be obliged to pay all fees for services which are caused by the authorized or unauthorized use of the services by third parties, if and to the extent that the customer is responsible for such use.
  7. The customer has to check the invoices of energypedia consult carefully. The customer must raise objections to invoices in writing at the latest one calendar month after the invoice date without this affecting the due date. Failure to raise objections in due time shall be deemed approval.
  8. The service shall be delivered and invoiced at the gross final price valid at the time (net price plus statutory value-added tax). We expressly reserve the right to adjust the respective prices for the products annually in an appropriate manner even for existing subscription/update services. This right to adjust prices shall also apply in particular in the event of demonstrable increases in production, shipping and labour costs.

4. Sanctions

energypedia consult is entitled to impose a temporary ban on the use of the services in whole or in part without notice or compliance with a waiting period until the contractual condition has been restored, if

  • there is a danger to the facilities of energypedia consult, the owners / originators or providers of the carrier functions or public safety,
  • energypedia consult becomes aware of any abuse of the log-in information or the customer account and / or user accounts, including the data, by third parties or unauthorized persons,
  • the customer violates contractual obligations or data protection and usage regulations.

The customer remains obliged to pay the fees even during the period of their imposition, despite being blocked.

5. Obligations of the customer / user / customer account

The online customer account allows the registered customer to carry out all activities him/herself online (administration of orders, cancellations or returns, changes to address and payment methods, etc.).

  1. The use of online customer accounts and online products/SaaS solutions requires registration. The registration of a legal person may only be carried out by a natural person authorised to represent it, who must be named. We may refuse to accept registrations if there is a factual reason for doing so, e.g. incorrect information is provided or there is a risk that payment obligations will not be met.
  2. The Customer's access to the Online Customer Account and/or to the Online Products/SaaS Solutions shall be password-protected via the Internet. The customer is obliged to keep his access data and password secret and to protect them from misuse by third parties. In this context, we would like to point out that our employees are not entitled to request passwords by telephone or in writing. When choosing the password, the generally known rules should be observed (length, complexity of the password), changes to the password are only possible online within the customer account. The customer has to inform us immediately in case of loss of the access data, the password or suspicion of misuse of these data. Otherwise, we shall be entitled to block access to the customer account or to the online products/SaaS solutions in the event of misuse. The customer is liable for any misuse for which he is responsible.
  3. User accounts (users of WebMo) are each assigned to a specific person. The customer shall ensure that only authorized persons have access to the respective user account or, as the case may be, to the relevant terminal device, as far as this can be allocated, or are entitled and able to use it.
  4. The customer shall also pay the fees incurred as a result of making WebMo available to third parties.
  5. The customer has to inform energypedia consult of manipulation, unauthorized use or other negative system access of WebMo immediately. energypedia consult is entitled to seize suitable measures of defense for the protection of customers, fulfillment and vicarious agents or also of energypedia consult itself. Possible consequences range from impairments to the complete inaccessibility of WebMo. The respective measures may be maintained for as long as necessary.
  6. While the respective measures from paragraph 5.5 are being performed, the customer remains obliged to pay the agreed fee if the unauthorised use has arisen through negligent or willful behaviour of the customer or his vicarious agents or third parties associated with the customer.
  7. The customer is obliged to observe the law applicable in the Federal Republic of Germany. Among other things, it is forbidden to post content that glorifies violence, is harmful to minors, racist or pornographic, and/or to link to it. With regards to his behavior and contents, every customer must take into consideration the fact that energypedia consult does not exclude the use of WebMo by minors. Contents deemed offensive by energypedia consult and those on the verge of legality are not permitted either.
  8. The customer is obliged to protect the hardware, software, connections and interfaces of his end devices against unauthorized access by third parties. The customer is obliged to take appropriate measures to prevent and reduce damage and to comply with his/her obligations.
  9. Before registering or using WebMo, the customer must inform him/herself about the specifications and capabilities of the end devices, technical systems and connections selected or to be used by WebMo. The customer does not make any claims against energypedia consult if he cannot make use of any or all of WebMo's services because his/her end devices, connections, interfaces and / or services of third parties or the carrier functions are technically, naturally or due to damage or malfunction not or not completely suitable for the operation of WebMo.

6. Term, automatic extension, cancellation

  1. Access to WebMo is granted from the first registration (initially 30 days free of charge).
  2. If the customer clicks on the button "Order with payment" (within or after the 30-day free trial period), energypedia consult will immediately automatically check the order. If the check is positive, WebMo is activated and energypedia consult charges the costs according to the chosen payment method. The contract period of the package begins one day after the activation date.
  3. In the case of a contract for continuous delivery for an indefinite period (subscription/update service), the contract can be terminated with 14 days' notice to the end of the month.
  4. If a minimum purchase / minimum usage period has been agreed upon, the contract term shall be automatically extended after expiry of the minimum purchase / minimum usage period by the respective period stated in the order offer, at the longest by one (1) year.
  5. In the event of termination of a contract with an agreed period of notice or minimum usage period, the customer shall continue to be entitled to the contractually agreed services until the end of the remaining contractual term.
  6. Any notice of termination must be given in writing (letter, fax, e-mail). In addition, for most products, cancellations can be made in the customer account (online). A refusal of acceptance or non-use of deliveries and services shall not be deemed as termination. If notice of termination is not received on time, the contract period will be automatically extended.
  7. Either party may terminate the contract in accordance with the notice periods specified in 6.3 and 6.4.
  8. The right to termination without notice for good cause shall remain unaffected for both parties. For energypedia consult an important reason is given, among other things, when
    • the customer suspends his/her payments without authorisation.
    • the customer is in default by more than one monthly contractual instalment.
    • a petition for the initiation of insolvency proceedings is filed against the customer's assets.
    • the customer uses the services of energypedia consult with fraudulent intent and/or violates criminal law, other legal regulations or morality when using the services offered by energypedia consult.
  9. In the event of the termination of the contractual relationship, for whatever legal reason, the parties shall be obliged to properly conclude the contractual relationship. For this purpose we will delete the data of the customer WebMo and the customer account 30 days after the end of the contract and destroy all copies made.
  10. We can provide further support services for the migration of data on the basis of a separate order.

7. Liability of energypedia consult

  1. energypedia consult is liable without limitation for intentional or grossly negligent conduct.
  2. For simple negligence, energypedia consult is liable only if essential contractual obligations are violated. Essential contractual obligations are to be understood as such obligations which the contract must grant the user according to its sense and purpose, or the fulfilment of which enables the proper execution of the contract in the first place and on the observance of which the user may regularly rely.
  3. In the case of slight negligence, the liability of energypedia consult is limited to the contract-typical and foreseeable damage. Liability for indirect damage and loss of profit shall be excluded in the event of simple negligence, except in the case of the unrestricted liability prerequisites according to 7.2.
  4. The limitations or exclusions of liability according to paragraphs 7.1-7.3 do not apply to a legally prescribed strict liability of energypedia consult or the liability from a contractually assumed strict guarantee, as well as in the event of injury to life, limb or health.
  5. As far as the liability of energypedia consult is excluded or limited, this also applies to the personal liability of their legal representatives and vicarious agents. The limitations of liability also apply to all types of claims, including those arising from tort law.

8. Property rights of third parties

  1. If the contractual use of the SaaS solution infringes the industrial property rights and copyrights of third parties, and if third parties assert claims against the customer due to such infringement, we shall, at our discretion and at our own expense, either
    • acquire the right to use the SaaS solution or
    • modify the SaaS solution in such a way that it no longer infringes the rights of third parties and offers the contractually required characteristics at the least.
  2. If the claim of the third party is not based on
    • changes to the SaaS solution not approved by us under this contract or otherwise, or
    • the use of the SaaS Solution in a manner other than the intended purpose of this contract, or
    • the use of the SaaS solution on a hardware platform or operating system environment not authorised by us,we shall defend the customer at our own discretion, or indemnify and hold harmless the customer from and against any damage arising directly from such a claim and asserted against the customer in court within the framework of the limitations of liability set out in paragraph 7. The obligation to pay compensation is excluded if we prove that the customer is not responsible for the infringement of the rights of third parties.
  3. The customer is obliged to inform us immediately if third parties assert infringements of industrial property rights against him/her. The customer is only entitled to take measures, in particular to defend him/herself in court against the claims or to satisfy legal claims of the third party subject to reservation, if we have previously informed the customer that we will not defend the customer against the claim.

9. Protection of secrets; data protection; data security

  1. The processing of personal data usually requires the consent of the data subjects. The customer him/herself is responsible for ensuring that such a requirement of consent exists and, if so, that the corresponding declaration of consent has been submitted.
  2. We may only grant access rights to the data made available to our own employees and subcontractors to the extent necessary for their respective tasks. If an employee of ours leaves the company or if there is a change in activity with the result that the employee no longer needs access to the user's data, the access authorization of this employee must be deleted immediately (the same applies to subcontractors).
  3. We to not making any copies or other records of the personal data transferred or made available for processing, or to tolerate such copies being made by third parties, or to pass such data on to third parties. Excluded from this are copies or other records which are absolutely necessary for proper data processing.
  4. As long as we have not received instructions, we may not use the data provided for processing or use, neither for our own purposes, nor for the purposes of third parties, nor allow third parties access to this data.
  5. Insofar as the customer is obliged to provide a person with information on the collection, processing or use of this person's data on the basis of applicable data protection provisions, we shall support the provision of this information.
  6. We only rely on employees and subcontractors who are bound by data secrecy.
  7. We secure all data effectively against unauthorised access, alteration, destruction or loss, unauthorised transmission, other unauthorised processing and other misuse, as far as this is possible with technically and economically justifiable effort. If a threat to data and the SaaS solution cannot be eliminated in any other way with technically and economically reasonable effort or without promise of success, we shall be entitled to delete data with harmful content. We will inform the customer of this intention by e-mail to the e-mail address given to us.
  8. Latest after 60 days after cancelation or if a 30-day-trial version is not used, we delete all the customer related data of the canceled WebMo or the inactive trial-WebMo.

10. Confidentiality

  1. The Parties shall treat as confidential any information made available to them by the other Party under this Agreement, as well as any knowledge gained by them in the context of their cooperation regarding matters of such as the technical, commercial or organizational nature of the other Party, and shall not exploit or use such information or knowledge or make it available to third parties without the prior written consent of the affected Party for the duration of this Agreement or after its termination. The passing on to third parties, who are subject to a legal obligation of secrecy, is not subject to consent. The disclosure to employees who require the information for their work in the performance of contractual services does not require consent either. However, the parties shall ensure that such employees are bound by appropriate confidentiality obligations. Any use of this kind of information is limited solely to the use for the performance of this Agreement. Each party shall notify the other party immediately upon becoming aware of any unauthorized disclosure or possible loss of confidential information.
  2. This aforementioned obligation shall not apply to information which demonstrably
    • has been lawfully received or will be lawfully received by the other party from a third party,
    • was already generally known at the time of conclusion of this contract or subsequently became generally known without breach of this confidentiality obligation,
    • was previously held by the party receiving the information, or
    • has already been developed independently of the communication by the party receiving this information.
  3. The prohibition of disclosure shall not apply where the parties are required to disclose the information by law or order of any court or authority. In this case, however, the party required to disclose is required to notify the other party in advance of the disclosure of the information so that the other party has the opportunity to defend itself against, prevent or limit such disclosure. The party required to disclose will use its best endeavours vis-à-vis the authorities ordering disclosure to ensure that all confidential information to be disclosed is treated confidentially.

11. Final provisions

  1. The law of the Federal Republic of Germany shall apply. The provisions of the UN Convention on Contracts for the International Sale of Goods are excluded. The exclusive place of jurisdiction is Wiesbaden, Germany, insofar as the user is a merchant in the sense of the German Commercial Code (Handelsgesetzbuch) or does not have a permanent place of residence in Germany on filing of a legal action.
  2. Should individual provisions of these GTC be invalid in whole or in part, this shall not affect the validity of the remaining provisions.
  3. The validity of conflicting or deviating terms and conditions is excluded, even if we do not expressly object to them or accept services without reservation.
  4. We reserve the right, subject to the following provisions, to change these terms and conditions as long as such change is not unreasonable for you, taking into account our interests; this is particularly the case if the change is without significant legal or economic disadvantages for you, e.g. changes in the registration process, changes to contact information. In addition, we will inform you of any changes to these terms and conditions with reasonable advance notice, but at least one month before they come into effect. The information will be sent to the email address provided by you. If you do not agree with a change we intend to make, you have the right to object to the change within one month of notification. If you object in due time, we are entitled to terminate the contract in writing with one month's notice to the end of the calendar month.

These GTC as well as further data and information regarding the contractual relationship are stored by energypedia consult after conclusion of the contract. The energypedia consult terms and conditions are available in English and German. They are available in their current version at the URL https://webmo.info/terms-conditions, old versions are no longer accessible.

11. Place of jurisdiction

Place of performance and jurisdiction for merchants, legal entities under public law or special funds under public law is Wiesbaden, Germany. German law applies exclusively.

Please send complaints and cancellations to the following address:

energypedia consult GmbH

König-Adolf Str. 12

65191 Wiesbaden, Germany

Email: info@energypedia-consult.com

Company website: https://energypedia-consult.com

Product website: https://webmo.info