1. Applicability of the General Terms and Conditions of OXS.eco GmbH, hereinafter referred to as “OXS.eco”
1.2 OXS.eco reserves the right to change these general terms and conditions at any time, if such for important reasons, in particular due to a changed legal situation or changed jurisdiction, technical changes or further developments, new organizational requirements of business dealings with customers, loopholes, changes in market conditions or other similar reasons and does not unduly penalize the contractor. Changes to the terms and conditions shall be communicated to the other party in writing or by e-mail at least 6 weeks prior to their entry into force. The changes shall only take effect if the contractual partner does not object in writing or by email within this period of 6 weeks (starting after receipt of the written change notification) and OXS.eco has informed the contractual partner of this legal consequence in the change notification. For services provided free of charge, OXS.eco is entitled at any time to change, cancel or replace the terms and conditions by other terms and conditions.
2. Contract / Retention of title
2.1 The content on the website of OXS.eco and in its other publications for presentation and / or advertising purposes does not constitute a binding offer, but merely an invitation to the customer to make a binding offer. Only with his order, the customer declares that he wants to obtain the services ordered or to acquire the services ordered (tender). If the order is placed via the Internet, OXS.eco informs the customer immediately by e-mail about the receipt of the order (hereinafter referred to as order confirmation). The order confirmation is not an acceptance of the order, but can be linked to the acceptance of the order.
2.2 The contract between OXS.eco and the customer comes with (I) the written acceptance of the order by OXS.eco, (II) the transmission of the access data for the access to the online services and (II) the provision of the ordered services (order acceptance ) or (III) the use of the corresponding service, whichever occurs earlier.
2.3 OXS.eco retains ownership of delivered products to customers who are merchants until all claims arising from the entire business relationship with the customer, regardless of the legal grounds, have been met. OXS.eco undertakes, at the request of the Customer, to release the securities due to it in accordance with the preceding sentence, provided that their realizable value exceeds the claims to be secured by more than 15%. OXS.eco may select the services to be released.
3. Terms of payment and prices
3.1 All invoices from OXS.eco are payable within 14 days of the invoice date, unless otherwise agreed in writing. Decisive is the date of receipt of the payment at OXS.eco. The user is responsible for the payment of all ordered services for the entire license term, regardless of any active use of the services. OXS.eco has the right to change fees and prices at any time and introduce new fees. This is then communicated to the customer with a notice period of 6 weeks in writing or by email. The customer is entitled to extraordinary termination of the contract within 6 weeks from notification of the price increase. All prices are confidential and may not be disclosed to third parties. Fees for other services will be charged according to the offer. OXS.eco fees do not include taxes or duties imposed by the tax authorities. The customer is responsible for the payment of all such taxes or duties with the exception of only the income tax of OXS.eco incurred in the Federal Republic of Germany.
3.2 In the event of default OXS.eco is entitled to withhold further services. During the suspension of the service in the event of late payment, the customer will continue to be invoiced for the services ordered. If after the suspension, access to the service is requested again, OXS.eco reserves the right to charge a reconnection fee. Should the customer account be in arrears for a period of 6 weeks or longer, the customer agrees that OXS.eco is not obliged to retain customer data.
3.3 All prices are to be understood plus the respective statutory sales tax.
3.4 OXS.eco is entitled to make partial deliveries.
4. General conditions of performance
4.1 Performance dates and deadlines are generally non-binding time orientation aids, unless they are expressly agreed in writing as fixed dates.
4.2 If the customer demands changes or additions to the order after the order has been placed, or if other circumstances occur which prevent OXS.eco from meeting the performance deadline, even though OXS.eco is not responsible for these circumstances, the service date will be postponed for a reasonable period of time. If OXS.eco is interested in timely fulfillment of the contract, e.g. prevented by procurement, manufacturing or delivery disruptions to her or suppliers, the general legal principles apply with the proviso that the customer can set a grace period of 6 weeks after one month. If non-compliance with a binding performance date is demonstrably attributable to force majeure in accordance with general legal principles of OXS.eco’s unenforceable circumstances, the performance period shall be reasonably extended.
4.3 The customer shall provide OXS.eco immediately upon conclusion of the contract with all documents from which OXS.eco can see the current configuration of the hardware / operating system platform available to the customer. If OXS.eco determines that the configuration needs to be changed, this change must be made before the software is installed at the cost and risk of the customer. The customer is obliged to provide all cooperation necessary in the implementation of the software. This includes, in particular, facilitating access to the hardware and providing free test data and processing time in accordance with the requirements of OXS.eco and providing a competent employee with free of charge the necessary tests / verifications.
4.4 The customer shall ensure that the data protection requirements for the use of the delivery at the place of use are fulfilled. Missing data protection requirements do not entitle the customer to refuse acceptance.
4.5 The online services are accessible and searchable via the internet. The Internet connection for the use of the online services or data delivery via interfaces as well as any necessary procurement and installation of software are made by the customer and at his expense. The customer or user is responsible for the technical prerequisites for access to the online services or for the data delivery via interfaces, in particular with regard to the hardware used, the operating system, the connection to the Internet and the browser software under Observance of the technical specifications communicated by OXS.eco. Technical changes, in particular the delivery of data and changes with regard to the hardware and software required for the use of the online services, are reserved for adapting to the state of the art as well as for optimizing the online services and will be communicated to the customer in good time by OXS.eco , In the case of further development or modification of the technical components by OXS.eco or third parties, it is the customer’s responsibility to make the necessary adjustments to the software and hardware he uses.
4.6 OXS.eco does not aim for an availability of the online services at less than 95% on an annual average. Not covered by this availability are times of unavailability that are (i) caused by the fact that the necessary technical prerequisites for access to the commissioned service to be created by the customer or user are not met, (ii) based on errors in the data transmission network or (III) are the responsibility of the Data Carrier, and (IV) periods of unavailability in cases of force majeure or other circumstances where the cause of unavailability is outside the scope of OXS.eco’s responsibility, in particular in the event of power failures and disruptions to telecommunications networks. Not included are periods of unavailability due to routine maintenance or updating, as well as announced required maintenance. The customer is only entitled to a reduction right with regard to the agreed remuneration for a considerable period of time outside the aforementioned unavailability if the services provided by OXS.eco are canceled.
4.7 OXS.eco will assist customers and other beneficial owners in the use of the Services during normal business hours and will provide technical support during OXS.eco’s normal business hours. The normal business hours of OXS.eco are Monday to Friday from 8:00 to 18:00. This excludes public holidays. Business hours are subject to change.
5. Term and termination
5.1 Unless otherwise stated in the order, service contracts are concluded via the online services with a minimum contract term of 12 months. The contract period will be extended by a further 12 months if the contract is not terminated in writing by one of the contracting parties with a period of notice of 6 weeks before the end of the contract period.
5.2 The right to terminate the contract for good cause remains unaffected. In particular, an important reason for OXS.eco is if (a) the customer or the beneficial owner repeatedly or in spite of a warning by OXS.eco violate these terms and conditions or other contractual obligations, (b) the customer despite at least two reminders with the payment of one Or (c) the customer has at least provisional insolvency proceedings opened against the assets of the customer. Claims for damages remain unaffected.
5.3 Upon termination of the contract, OXS.eco will immediately block the customer’s access to the services.
5.4 After termination of the contract, all items which OXS.eco has given to the customer for use, in particular rented or leased hardware, are to be returned to OXS.eco, whereby the transport and insurance costs are to be borne by the customer. In the case of software in which user rights are limited, after the end of the contract, provided that they are installed on data carriers that belong to OXS.eco, they must be transferred together with the data carrier and otherwise deleted on the customer’s own data media and leave the deletion log to OXS.eco. All documents that belong to the documentation, including source programs and development documentation, must be returned in the original together with all copies.
5.5 Upon request, OXS.eco is entitled to a formal confirmation that all return obligations have been fulfilled in full and in accordance with the contract.
6. Rights of use
6.1 For the use of the ordered services, the customer acquires, under the condition of payment of the owed and due remuneration, for himself and in the scope of his order and the individual contractual agreement if necessary also for other designated authorized users the simple, not exclusively, not sublicensable, to third parties non-transferable and limited to the term of the contract the right to use the respective services for their own purposes.
6.2 Any use exceeding the scope of section 6.1 is excluded and requires the prior and separate written consent of OXS.eco, unless such use is permitted by mandatory legal regulations.
7. Liability and Warranty
7.1 OXS.eco is liable for intent and gross negligence in accordance with statutory regulations. In case of slight negligence, OXS.eco shall only be liable if a material contractual obligation (cardinal obligation) is violated or there is a case of default or impossibility. In the case of liability for slight negligence, this liability is limited to damages that are foreseeable or typical for the contract. Liability for the lack of guaranteed properties, for malice, for personal injury, legal defects, according to the Product Liability Act and the Federal Data Protection Act remains unaffected.
7.2 OXS.eco can not be held liable for damage caused by causes beyond the control of OXS.eco. This applies in particular to damage caused by faults in lines, servers or other facilities which are not the responsibility of OXS.eco.
7.3 In the case of a claim of OXS.eco from warranty or liability, a contributory negligence of the customer is to be considered appropriately, in particular in the case of insufficient error messages or inadequate data backup. Inadequate data backup exists in particular if the customer has failed to take precautions by appropriate, state-of-the-art safeguards against outside influences, in particular against computer viruses and other phenomena that can jeopardize individual data or an entire database.
7.4 OXS.eco makes no representation, warranty or guarantee as to the reliability, timeliness, quality, suitability, accuracy, availability, accuracy or completeness of the Services. OXS.eco does not back up and does not guarantee that
- the use of the Services is safe, timely, interruption-free or error-free possible or can be used in conjunction with the hardware, software or other systems or data,
- the services comply with the customer’s requirements or expectations,
- stored data is accurate or reliable,
- the quality of products, services, information or other materials purchased or procured by the customer through the Services, in accordance with the customer’s requirements or expectations,
- Errors or deficiencies are corrected or
- the services or servers over which the services are provided are free of viruses or other harmful components. The service is made available to the customer without any defects. All conditions, assurances and warranties, whether contractual, implied, statutory or otherwise, including implied warranties of fitness for a particular purpose or freedom from third party rights, are excluded.
7.5 The services of OXS.eco may be subject to limitations, delays and other issues that are inherent in the use of the Internet and electronic communications media. OXS.eco can not be held responsible for delays, performance or other damages resulting from such problems.
8. Data protection
OXS.eco and the customer mutually agree to keep all business and trade secrets of the other side for an indefinite period of time and not to pass them on to third parties or to exploit them in any way. The documents, drawings and other information that the other contracting party receives as a result of the business relationship may only be used for the purpose of the contract.
10. Responsibility of the customer for lawful use
The customer is responsible for all activities within the user accounts. All applicable local, regional, and national and foreign laws, contracts, and regulations relating to the use of OXS.eco’s performance, including privacy, international communications, and transmission of technical or personal information, must be adhered to. It is forbidden to accept the identity of other customers of OXS.eco in order to gain access to and use the services.
11. Intellectual property
OXS.eco has all rights and legal rights, including all related intellectual property rights in its services. The relationship between OXS.eco and the customer does not constitute a sale and does not transfer to the customer any proprietary rights of, or to the services or other intellectual property rights of OXS.eco. The OXS.eco name, logo, and product names associated with the Services are trademarks of OXS.eco or any third party, or are granted no rights of ownership or use.
12. Interaction with third parties
While using the services of OXS.eco, the customer may come into contact with third parties who present products and / or services through the services of OXS.eco or the customer purchases products and / or services from third parties or receives advertising information. These activities, or any terms, conditions, warranties, or consents thereto, only occur between the customer and the third party. OXS.eco assumes no liability or responsibility for such interactions. Furthermore, OXS.eco makes no warranty whatsoever for sites on the Internet that are accessible via links within the services of OXS.eco. In no event will OXS.eco be liable for any content, products or materials available on or through such websites.
Customer agrees to indemnify and hold harmless OXS.eco and all companies affiliated with OXS.eco, its officers, officers, employees, agents, and agents against any claims, costs, damages, losses, liability, and expenses (including attorney’s fees ), in connection with (i) a claim made with the allegation that the use of the customer ‘s data infringes the rights of a third party or harms a third party (ii) a claim which, if warranted, constitutes an infringement on the part of Customer, its representations and warranties, or (III) any claim arising out of breach of this Agreement by the Customer or its Users, provided that in such case OXS.eco a) immediately notifies the Customer in writing Give customers the sole right to defend and settle the claim and one e such settlement does not affect the business or service of OXS.eco, c) provides the client with any information and support available, d) has not already regulated this claim by means of a settlement.
14.1 Should individual provisions of these terms and conditions be or become invalid in whole or in part, this shall not affect the validity of the remaining provisions. On the contrary, what comes next in the place of the invalid provisions comes closest to the intended purpose.
14.2 Additional agreements are not made. Contractual supplements will only be effective if confirmed in writing.
14.3 The customer may assign his rights arising from a business relationship with OXS.eco only with the written consent of OXS.eco. An offsetting against the purchase price claim is the customer only with recognized or legally established counterclaims possible.
14.4 Jurisdiction is, as far as legally permissible, the seat of OXS.eco (head office) in the Federal Republic of Germany. It is only the law of the Federal Republic of Germany.