This English text is a non-binding translation provided for your convenience. The legally binding version of these General Terms and Conditions is the German version (Allgemeine Geschäftsbedingungen).
1. Contracting Parties, Scope
1.1 These General Terms and Conditions ("GTC") govern the contractual relationships of Tecsee GmbH, owner: Saad Radany, Karlstraße 33, 74072 Heilbronn, DE (hereinafter "Tecsee") with its contractual partners (hereinafter also referred to as "Customers").
All deliveries, services and offers from Tecsee are made exclusively on the basis of these General Terms and Conditions.
These are part of all contracts that Tecsee concludes with its customers concerning the deliveries or services offered by it.
They also apply to all future deliveries, services or offers to the customer, even if they are not separately agreed again.
1.2 Insofar as only "Customer(s)" is referred to below, this refers both to consumers within the meaning of § 13 BGB and to entrepreneurs within the meaning of § 14 BGB.
1.3 If Tecsee's customers are consumers, special consumer rights within the framework of distance selling and electronic commerce additionally apply to these customers (consumer customers).
1.4 Terms and conditions of the customer or third parties do not apply, even if Tecsee does not separately object to their validity in individual cases.
Even if Tecsee refers to a letter containing or referring to the terms and conditions of the customer or a third party, this does not constitute consent to the validity of those terms and conditions.
Tecsee's GTC apply exclusively even if Tecsee, with knowledge of the customer's opposing terms and conditions, performs services without reservation.
2. Conclusion of Contract
2.1 Offers and prices contained in brochures, advertisements and other promotional material are non-binding and subject to change.
2.2 The customer is bound to an order placed by him for 14 calendar days after dispatch.
Tecsee is entitled to accept the offer within this period.
Decisive for compliance with the deadline is the time when our acceptance is received by the customer.
The dispatch of the ordered goods is also deemed to be acceptance.
2.3 In the online shop, a binding offer (§ 145 BGB) is made by clicking the "Order subject to payment" button.
After receipt of this offer by Tecsee, the customer receives an automatically generated e-mail confirming receipt of the order.
This order confirmation does not yet constitute acceptance of the offer; a contract is not yet concluded by the order confirmation.
The contract is only concluded by the transmission of the access data for the ordered product in a further e-mail to the customer or by Tecsee's express acceptance of the offer.
3. Subject Matter of the Contract
3.1 General
3.1.1 The services are described in detail in terms of type and scope in individual offers.
The relevant service description at the time of placing the order is decisive for the customer.
This service description takes precedence over the contractual contents described below (3.2 to 3.4) in case of conflicts.
3.1.2 Ancillary agreements must be made at least in text form.
3.1.3 Insofar as server services are concerned, these servers are operated under the responsibility of Tecsee's hosting provider in data centers in Germany.
3.1.4 If support services are not part of the contract and are nevertheless used by the customer, Tecsee charges 119 EUR including 19% VAT per hour for this.
Billing takes place in 60-minute intervals.
3.1.5 This also applies insofar as the services and support agreed under the contract have been fully provided and the customer makes use of further support.
The agreed services are deemed to have been fully provided — unless otherwise agreed — if the customer has worked with the system for one week without complaint.
3.2 Web Hosting, Server
3.2.1 For the duration of the contract, Tecsee provides the customer with a web hosting package in accordance with the service description in the selected web hosting tariff on a virtual web server (shared server).
Tecsee provides the necessary storage capacity on a web server connected to the internet, enables the customer to manage his internet presence and to maintain the content placed there.
Tecsee procures and maintains individual domain names, provides mailboxes for receiving and sending e-mails and enables internet users to retrieve the web pages or the customer's own website content.
In the server tariff chosen by the customer, Tecsee administers and monitors the web server (managed server) on dedicated servers, each of which is used by only one customer.
3.2.2 The customer receives the non-exclusive right, limited in time to the duration of the contract, to use the software functionalities associated with the use of the web server in accordance with these GTC and the license terms of the software providers.
The customer receives no rights beyond this.
3.3 Domain Name Registration
3.3.1 Insofar as Tecsee is not itself the registration office for the domain desired or ordered by the customer, Tecsee applies for the desired domain merely on behalf of the customer for registration at the registration office and submits all required declarations there for the customer.
In these cases, the registration contract is concluded directly between the customer and the registration office.
The various top-level domains (TLDs) are assigned and managed by a large number of different registries.
For each of the different TLDs there are separate conditions for registration and administration.
These also govern the content of the respective contract with the customer.
In addition to Tecsee's GTC, the registration conditions, guidelines and GTC of the respective registration office applicable to the TLD to be registered therefore apply, which take precedence over Tecsee's terms in the event of a conflict and which are published and kept up to date on Tecsee's website.
3.3.2 Tecsee does not guarantee that the domain desired and ordered by the customer will be allocated and/or that the allocated domain is free from third-party rights or that it will continue to exist permanently.
Information in the order form that a specific domain is still available is provided merely on the basis of a database query and relates only to the time of inquiry.
The domain is only allocated to the customer once it is actually registered for the customer and entered in the registration office's database.
3.3.3 If a domain applied for by Tecsee for the customer at the customer's request has already been allocated to another party by the time the application is received by the registration office, or if the registration office refuses registration, the customer may choose a different domain name.
The same applies if, in the event of a provider change, the previous provider refuses the provider change.
3.3.4 Tecsee initiates the application for the domain desired by the customer at the relevant registration office or registers the domain itself, insofar as Tecsee is itself the registration office, as soon as the customer has ordered the desired domain.
Tecsee is entitled to activate a domain only after payment of the agreed fees.
Insofar as Tecsee is not itself the registration office, Tecsee has no influence on the allocation by the respective registration office.
3.3.5 Tecsee ensures that the customer is registered with the respective registration office as the domain owner and/or administrative contact (Admin-C).
3.3.6 With regard to all declarations concerning domains (e.g. termination of the domain, provider change, deletion of the domain), Tecsee may require the form required for this purpose under the registration conditions.
3.3.7 Tecsee participates in a provider change (KK application) in accordance with the registration conditions applicable in each case.
3.4 Support
The subject of user support for the customer (support) consists of all consulting and support services in German, with the exception of planning work and monitoring services.
The customer can find a question/answer user support (FAQ) on Tecsee's website.
The customer programs and maintains the content on the storage spaces provided by Tecsee in accordance with the contract under its sole responsibility.
4. Customer Obligations and Duties
4.1 The customer is obliged to provide the data required for his order completely, correctly — i.e. truthfully — and in good time.
If the customer breaches the duty of truthful declaration, Tecsee is entitled to terminate the contractual relationship including the domain with immediate effect.
4.2 The customer will immediately correct or update any changes regarding the data provided by him.
The customer is obliged to keep the e-mail address provided to Tecsee up to date and to check his e-mail inbox regularly.
4.3 The customer creates all conditions within his sphere so that Tecsee can perform the agreed services.
He provides the required hardware and software, remote access and storage space, unless otherwise agreed.
If Tecsee operates on-site at the customer, the customer provides the necessary workstations and work equipment free of charge.
4.4 If the customer does not create the necessary conditions for Tecsee's performance in accordance with the agreed schedule, Tecsee is entitled to demand payment in advance without deductions.
4.5 As a rule, the customer already receives a username and password with the order confirmation in order to log into the customer administration system (KonsoleH) and into the webmail access provided by Tecsee.
The username and password — i.e. sequences of letters and/or numbers or special characters which serve the purpose of preventing use by unauthorized persons — must be kept protected from unauthorized access by third parties.
They must be changed regularly for security reasons.
In digital media, the customer may only store usernames and passwords in encrypted form.
4.6 Repeated incorrect entry of a password may, for the customer's protection, lead to a blocking of access.
4.7 The customer must back up all data originating from his sphere before transferring it to Tecsee or releasing it for processing by Tecsee.
The customer must likewise carry out a comprehensive data backup before Tecsee accesses the customer's hardware.
4.8 Content placed by the customer on Tecsee's storage media must be backed up by the customer at regular intervals on his own storage media (backup obligation).
The customer is furthermore obliged to back up his other data independently.
This applies in particular — also for purposes of any tax retention obligation — to e-mails of the mailboxes provided by Tecsee in accordance with the contract.
Tecsee assumes a data backup obligation only if this is expressly agreed as a contractual obligation in a tariff.
Even in this case, the customer remains obliged to back up data regularly on his own storage media in order to minimize damage.
4.9 The customer is obliged not to exceed the inclusive services for traffic, web space and other storage-intensive products such as databases specified in the contract without prior agreement.
If the customer exceeds the agreed traffic, web space or other storage-intensive resources by more than 5%, an automatic adjustment to the next higher tariff covering the exceeded capacities will take place.
This adjustment is made without prior notice and takes effect immediately in the following billing period.
The adjustment of the tariff is billed according to the respective conditions of the new tariff, including additional costs for extended storage allocations or other relevant services.
The customer has the option of requesting an adjustment of the service at any time.
However, no explicit communication will be issued about the automatic tariff change, which is binding upon exceeding the agreed inclusive services.
4.10 The customer must — especially when using shared servers — ensure that the internet presence or data of other Tecsee customers, server stability, server performance or server availability are not impaired contrary to the use contractually presupposed.
4.11 If the customer stores files or content on the storage space provided by Tecsee that is subject to copyright or data protection law, Tecsee is simultaneously permitted to make these files or content publicly accessible, to reproduce and transmit them insofar as this is necessary in the context of internet queries or data backup.
The examination of whether the use of personal data by the customer takes place in a manner permissible under data protection law lies solely with the customer.
4.12 Information from Tecsee to the customer concerning the conclusion of the contract, the execution of the contract — in particular invoicing and dunning — including the termination of the contract (cancellation) is generally provided in text form (i.e. by e-mail).
Only in exceptional cases or in cases of statutory obligation does Tecsee draw up texts in written form and direct them to the customer's known address.
4.13 For important reasons, Tecsee may require the customer, for purposes of communication — especially support and the sending of invoices — to use the e-mail address of Tecsee or another e-mail provider rather than the one the customer has provided with his order or subsequently registered.
5. Customer's Responsibility for Domain and Information
5.1 The customer is responsible under general law for the domain itself as well as for all content that the customer keeps accessible or stores on the web server (information, i.e. data, graphics, images, music, videos or other information that can be accessed or distributed via the technologies provided by Tecsee).
The same applies to acts of use on the web servers initiated by the customer.
5.2 The customer must, in the event that he himself represents a telemedia service with his internet presence, also fulfill the information obligations imposed by law on providers of electronic information and communication services and telecommunications services.
He must observe the requirements of data protection laws insofar as he himself processes or has personal data processed.
5.3 Tecsee is entitled to temporarily or sometimes permanently prevent the accessibility of a domain or the availability of website content if objective circumstances indicate that a legal violation associated with the domain or content exists.
5.4 The customer is obliged to inform Tecsee immediately if he declares the waiver of a domain vis-à-vis the registration office.
6. Prohibited Actions
6.1 The customer is not permitted to store unlawful or infringing data or content on the storage space provided by Tecsee.
He is also responsible for ensuring that the content and applications he installs and uses do not endanger Tecsee's server or communications network or the data stored there.
Likewise, this data and content must not violate the rights of third parties.
Tecsee assumes no liability in this respect.
Should claims for compensation from third parties (including all attorney and court costs) nevertheless be asserted against Tecsee, the customer must indemnify Tecsee from the resulting costs insofar as the legal violation is attributable to the customer.
Should Tecsee be claimed against, the customer must fully inform Tecsee in order to enable Tecsee to examine and defend.
6.2 Tecsee's services may not be used by the customer to send unsolicited e-mails for advertising purposes to third parties (mail spamming) or to send messages for advertising purposes (news spamming), to send threatening or harassing messages to third parties, or to enable the unauthorized retrieval of information or to gain unauthorized access to data networks.
If this is violated, Tecsee is entitled to temporarily block the electronic mailboxes on the e-mail server.
6.3 Tecsee may, on the basis of objective criteria, filter and not deliver e-mails sent to its customers or to the e-mail mailboxes set up by them if facts justify the assumption that an e-mail contains harmful code (computer viruses, worms or Trojans, etc.), if sender information is false or concealed, or if it concerns unsolicited or concealed commercial communication.
6.4 The customer is not permitted to sublet services unless he is a reseller authorized by Tecsee.
6.5 Tecsee is entitled to block or regulate the customer's or third parties' access if its networks, servers and software act or react differently from normal operating behavior and this impairs the security, integrity or availability of Tecsee's systems.
6.6 Further prohibited types or acts of use will be announced on Tecsee's website.
6.7 During the temporary blocking within the meaning of the preceding paragraphs, Tecsee retains the claim to the agreed remuneration.
7. Availability
7.1 The customer can expect an average accessibility of the servers and data paths kept by Tecsee up to the handover point to the internet (backbone) of 98.0% per year.
Excluded from this are times in which the servers are unreachable due to technical or other problems not within Tecsee's sphere of influence (force majeure, fault of third parties, etc.).
7.2 Tecsee may restrict access to its services insofar as the security of network operation, the maintenance of network integrity — in particular the avoidance of serious disturbances of the network, the software or stored data — so require.
8. Payment Terms
8.1 Unless otherwise agreed, Tecsee's services are due for payment after performance and submission of an invoice.
8.2 The following is agreed for hosting or domain services:
8.2.1 For hosting or domain services, the customer determines the payment due date himself with his order by selecting a prepayment period (1 month, 3, 6, 12, 24, 36 months) and thus the contract duration.
Customers who are not based in Germany can only choose between 12, 24 or 36 monthly prepayments.
8.2.2 The aforementioned prepayment period begins on the day of receipt of the order confirmation, but not before the activation of the customer's access.
The expiry of the prepayment period chosen by the customer is stated in the invoice.
The calculation is made according to banking days spread over the year.
8.2.3 The prepayment becomes due as soon as the customer's order has been accepted by Tecsee through the order confirmation, but not before the customer has received the access data for the server(s).
Tecsee may make the activation of the customer account set up for the customer dependent on receipt of payment.
8.2.4 SEPA Mandate
The customer authorizes Tecsee, within the scope of his order for the desired tariff and for the desired prepayment period, to collect the respectively due amount from the customer's account by direct debit (direct debit authorization / SEPA mandate).
The "mandate" is the payer's (customer's) consent to the payee (Tecsee) to collect due receivables by direct debit and the instruction to his payment service provider (paying agent, the customer's bank) to redeem by debiting his payment account.
The direct debit is triggered by the payee.
The announcement of the collection (prenotification) takes place at least 5 working days before the direct debit is asserted, usually with invoicing.
Collection by Tecsee takes place no earlier than 5 working days after the invoice date.
The invoice is provided to the customer by e-mail to the address he has provided, or in his personal configuration menu, or by other agreed means, and can be retrieved there by the customer.
The customer must ensure sufficient funds on the account provided so that the due amounts can be collected.
If payment is challenged by the customer's bank or if an incorrect IBAN has been provided, Tecsee reserves the right to charge the customer a challenge fee of €20 net per challenged invoice as well as an additional processing fee of €20 net to cover the costs incurred.
8.3 The customer receives an invoice or calculation of the agreed and due remuneration in electronic form as a PDF document.
Entrepreneur customers receive — on express request — an invoice issued in accordance with tax regulations sent by post.
The customer has no claim to a digitally signed invoice (§ 14 para. 3 UStG).
8.4 Technical personnel, drivers and field service employees are not authorized to collect payments.
8.5 In the event of the customer's default, Tecsee is entitled to block the customer's access to the storage media provided by Tecsee.
Tecsee will inform the customer of this consequence of his payment default in a reminder sent to the customer's last given e-mail address.
If the reminder is not deliverable by e-mail, Tecsee is entitled to immediately block the access provisionally.
In the event of the customer's default, the customer's obligation to pay continues despite blocked access.
8.6 The customer may only offset claims against Tecsee insofar as these claims are undisputed or have been legally established.
This does not apply to reversal relationships based on a withdrawal by a consumer.
The assertion of a right of retention is only available to the customer for counterclaims that have been established within the same contractual relationship with Tecsee.
8.7 Tecsee reserves the right to grant a customer's request to change provider (KK application) only once all due claims of Tecsee against the customer have been settled.
9. Blocking
9.1 Tecsee will make use of the technical possibility of blocking the customer's access to the services provided only in necessary exceptional cases and always take into account the legitimate interests of the customer.
If Tecsee imposes a block, Tecsee may be entitled to block all services and benefits forming the subject matter of the contract.
The choice of blocking measure lies within Tecsee's discretion.
Insofar as a registered domain is the reason for the blocking, Tecsee is entitled to hand over the customer's domain to the administration of the registration office.
9.2 A justified blocking by Tecsee does not release the customer from his obligation to pay the agreed fees.
9.3 If Tecsee receives warnings, reminders or admonitions from third parties containing a credible assertion of legal violations, Tecsee is entitled — without further legal examination — to provisionally block third-party access to the objected information from which the violation originates, unless the customer immediately proves to Tecsee that no legal violation exists, or Tecsee is indemnified by the customer — possibly with provision of security — from the consequences of a claim by third parties.
Tecsee is not obliged to provide legal advice to the customer.
9.4 Tecsee satisfies its notification obligations for the preparation, defense and implementation of the block if the respective notifications are sent by e-mail to the e-mail address provided by the customer.
It is the customer's responsibility to ensure the accessibility of the e-mail address designated by him.
9.5 Tecsee will make the lifting of the block dependent on the customer demonstrably eliminating the unlawful condition and — to exclude the risk of repetition — having issued a cease-and-desist declaration backed by a contractual penalty vis-à-vis Tecsee, as well as having provided security for the payment of any contractual penalty that may arise in the future.
The amount of the security corresponds to the amount of Tecsee's expected costs in the event of a claim by third parties.
The amount of the contractual penalty promise is based on the significance of the violation.
9.6 Insofar as Tecsee is claimed against by third parties or government bodies for conduct that entitles Tecsee to block, the customer undertakes to indemnify Tecsee from all claims and to bear those costs incurred through the claim or elimination of the unlawful condition.
This includes in particular Tecsee's necessary legal defense costs.
10. Liability
10.1 A liability of Tecsee — regardless of the legal grounds — exists exclusively within the framework of the following provisions.
10.2 Unlimited liability: Tecsee is liable for intent and gross negligence.
For slight negligence, Tecsee is liable pursuant to the Product Liability Act on the basis of the Telecommunications Act as well as for damages from injury to life, body or health.
10.3 Limitation of liability: For slight negligence, Tecsee is otherwise only liable for the breach of an essential contractual obligation whose fulfillment makes the proper execution of the contract possible in the first place and on whose observance the contractual partner may regularly rely (cardinal obligation).
10.4 Insofar as Tecsee is liable in principle for damages pursuant to point 10.3, this liability is limited to damages that Tecsee foresaw at the conclusion of the contract as a possible consequence of a breach of contract or should have foreseen with the application of customary care.
Indirect damages and consequential damages resulting from defects in the service are also only compensable insofar as such damages are typically to be expected from the intended use of the service.
10.5 Points 10.2 to 10.4 also apply to Tecsee's vicarious agents.
10.6 Tecsee's strict liability for damages for defects existing at the conclusion of the contract (§ 536a BGB) is excluded.
10.7 Insofar as Tecsee provides technical information or acts in an advisory capacity and this information or advice does not belong to the contractually owed scope of services, this is done free of charge and excluding any liability.
11. Contract Duration, Termination, End of Contract
11.1 Contracts are concluded for an indefinite period unless otherwise agreed.
11.2 If the minimum contract period preselected pursuant to 8.2.1 and communicated to the customer pursuant to 8.2.2 ends without the customer having terminated the contract, the contract is extended by the minimum contract period chosen by the customer when concluding the contract.
11.3 During the contract period chosen by the customer, the customer may ordinarily terminate the contract at any time in accordance with the following rules.
11.3.1 The ordinary termination of the contract for hosting or domain services by the customer can only take place by e-mail.
The sender must correspond to the same e-mail address that was used during registration.
The termination must take place at the latest 7 days before the end of the contract period.
A prerequisite for this termination by the customer is that the domains belonging to the customer contract are closed by the customer ("Close") or — at his instruction — moved to another provider by means of connectivity coordination ("KK").
Tecsee participates in the closure or transfer of the domain.
Without "Close" or "KK", an ordinary online termination is technically not possible and ineffective.
11.3.2 In case of termination before the end of the chosen contract period, the customer has no claim to a refund of advance payments already made.
11.3.3 On the day of termination of the contract, the customer is obliged to delete or release the storage space provided to him.
Upon release, deletion by Tecsee takes place immediately.
The customer is responsible for the timely backup of data on his own storage media.
11.4 The ordinary termination of the contract for hosting or domain services by Tecsee in text form is permissible to the end of a current calendar month with a period of 20 calendar days.
11.4.1 In the event of ordinary termination by Tecsee, unused advance payments will be refunded to the customer.
11.4.2 In the event of ordinary termination by Tecsee, the customer is obliged according to point 11.3.3.
11.5 The right to extraordinary termination of the contract for hosting or domain services is reserved by both parties.
At least text form (e.g. by e-mail) is agreed for the extraordinary termination.
11.5.1 An extraordinary termination for cause exists in particular when
11.5.1.1 the customer is in default of payment for more than 1 month,
11.5.1.2 the customer culpably breaches a contractual obligation despite warning, or
11.5.1.3 the customer does not remedy a contractual or legal violation within a reasonable period, in particular the customer keeps unlawful information accessible or usable on his storage space although he has been pointed out this circumstance by third parties or by Tecsee.
11.5.4 A warning is unnecessary if it concerns a breach of duty that makes the continuation of the contract unreasonable for Tecsee, in particular because Tecsee would also be liable to third parties because of this breach of duty.
11.5.5 In the event of an extraordinary termination of the contract for hosting or domain services, both parties must cooperate in the "Close" or "KK" regarding the domains held by the customer.
Point 11.3.3 applies accordingly.
11.5.6 In the event of an effective extraordinary termination of the contract for hosting or domain services by Tecsee, Tecsee is entitled to payment of the fee for the contract period chosen by the customer, insofar as the customer is responsible for the reason for the termination.
Insofar as Tecsee is responsible for the reason for the extraordinary termination, Tecsee must refund unused advance payments to the customer.
11.6 If, after a corresponding reasonable deadline set by Tecsee, no declaration or action is taken by the customer as to what should happen with regard to the domain names after termination, Tecsee will — after expiry of the deadline, at the earliest on the day of contract expiry — cease the management of the domain name registered for the customer at the responsible registration office.
Tecsee will notify the responsible registration office of this without delay.
This may lead to the deletion of the domain name by the registration office.
11.7 If, after termination and a corresponding reasonable deadline set by Tecsee, no declaration is made by the customer regarding the storage space still occupied by him, Tecsee will — after expiry of the deadline, at the earliest on the day of expiry of the prepayment period — delete the storage space.
11.8 Insofar as not the entire contract for hosting or domain services is terminated, but only the termination of one domain/several domains/all domains takes place, the contract otherwise continues.
12. Service Description and Use of the Middleware
12.1 Scope of Services
The AdlerDoo Middleware is a desktop program that supports companies in the integration and management of various marketplaces and API systems.
The software provides interfaces for data exchange with a variety of e-commerce platforms, including marketplaces and individual API integrations.
It supports both API and EDI (Electronic Data Interchange) protocols to enable a wide range of transactions and business processes.
12.2 Software Installation and System Requirements
The AdlerDoo Middleware must be installed on the customer's desktop.
The system requirements for smooth use of the software are communicated to the customer before conclusion of the contract.
The customer is responsible for ensuring the technical prerequisites and infrastructure.
Tecsee GmbH does not provide installation services or adaptations of the hardware environment unless these have been expressly agreed.
12.3 Use of the Software
The software may be used exclusively for the contractually agreed purpose.
Any unauthorized use, in particular passing on to third parties or use for unauthorized purposes, is prohibited.
The license to use the AdlerDoo Middleware is not transferable and applies exclusively to the contractual partner.
13. Service Level Agreements (SLA)
13.1 Software Availability
Tecsee GmbH guarantees an availability of 98% on annual average for the AdlerDoo Middleware.
This guarantee covers the use of the software via the customer's desktop, but not downtimes caused by maintenance work, technical disruptions or errors outside the sphere of influence of Tecsee GmbH.
13.2 EDI Integration and API
For EDI-based integrations (e.g. with marketplaces based on EDI protocols) a different pricing model applies, which is calculated upon request by the customer.
When using EDI, prices are set based on the actually completed transactions and transaction volumes.
13.3 Maintenance Windows and Updates
Maintenance work is carried out regularly to keep the software up to date and to ensure security.
Tecsee GmbH will inform the customer in advance of planned maintenance windows.
Software updates required to maintain functionality are provided at no additional cost.
14. Data Processing and Data Protection
14.1 Processing of Personal Data
The AdlerDoo Middleware processes personal data in accordance with applicable data protection provisions.
The processing of data takes place in accordance with the legal requirements of the GDPR (General Data Protection Regulation) and other relevant data protection regulations.
Responsibility for the lawful processing of data lies with the customer.
14.2 Customer Responsibility
The customer ensures that all personal data processed via the AdlerDoo Middleware is collected and processed in accordance with applicable data protection laws.
Tecsee GmbH assumes no liability for the customer's violations of data protection regulations.
14.3 Data Retention and Deletion
Tecsee GmbH undertakes to store data only as long as is necessary for the intended purpose.
After the end of the contractual relationship, the AdlerDoo Middleware will delete all customer data in accordance with the agreements.
15. Liability and Responsibility
15.1 Exclusion of Liability
Tecsee GmbH is liable only for damages caused by intentional or grossly negligent acts.
For slight negligence, Tecsee GmbH is only liable for the breach of essential contractual obligations whose fulfillment is necessary for the proper execution of the contract.
15.2 Limitation of Liability
Liability for indirect damages, consequential damages or lost profits is excluded.
Tecsee GmbH is liable exclusively for direct damage that was foreseeable at the conclusion of the contract.
15.3 Liability for EDI Integration
In the case of the use of EDI (Electronic Data Interchange) as a transaction medium, Tecsee GmbH and the customer are only liable within the framework of the agreed SLA and according to the actually completed transaction volume.
Errors in the transmission of EDI data must be reported by the customer immediately to enable a solution within a reasonable period.
16. Contract Duration, Termination and End of Use of the AdlerDoo Middleware
16.1 Contract Duration for AdlerDoo
The contract duration for the use of the AdlerDoo Middleware is specified in the respective contract.
Unless otherwise agreed, a contract duration of 12 months applies, which is automatically extended by 12 months each time unless the contract is terminated in advance in accordance with the following provisions.
16.2 Termination by the Customer for AdlerDoo
The customer may terminate the contract for the use of the AdlerDoo Middleware at any time with a notice period of 30 days to the end of a month.
The termination must be made in writing or by e-mail.
Should the customer terminate the contract, he is obliged to deactivate all unused licenses and to ensure that no data is stored on the AdlerDoo Middleware.
The termination concerns exclusively the use of the AdlerDoo Middleware and not other products or services provided by Tecsee GmbH, for which separate periods apply.
16.3 Termination by Tecsee for AdlerDoo
Tecsee GmbH may terminate the contract for the AdlerDoo Middleware with a notice period of 30 days if the customer breaches essential contractual obligations, in particular in case of payment default or improper use of the software.
Tecsee GmbH reserves the right to terminate the contract without notice if the customer violates the license terms or rights of use.
16.4 Termination due to Force Majeure or Impossibility of Use
In the event of force majeure or unforeseeable events that make it impossible for Tecsee GmbH to provide the AdlerDoo Middleware, the contract may be terminated early.
In this case, Tecsee GmbH will inform the customer without delay and refund any fees already paid for services not rendered.
16.5 End of Use of the AdlerDoo Middleware
After termination of the contract, the customer must end all rights of use of the AdlerDoo Middleware and delete the software as well as all associated materials and data.
Tecsee GmbH is entitled to delete all customer data after termination of the contract within a reasonable period, provided that there are no statutory retention obligations.
17. Payment Terms and Fees
17.1 Pricing
The prices for the use of the AdlerDoo Middleware are based on the price list communicated to the customer before conclusion of the contract.
For EDI-based transactions, pricing is determined on request and is based on the actually completed transaction volume.
17.2 Payment Terms
Payment for the AdlerDoo Middleware is due within 14 days of invoicing.
Payments must be made to the bank account specified by Tecsee GmbH.
For EDI services, separate payment terms may apply, which are determined upon customer request.
17.3 Default Fees
In the event of payment default, default interest at the rate of 5% above the base rate will be charged.
In addition, Tecsee GmbH reserves the right to block access to the services if payments are not received within the agreed period.
18. Use of Subcontractors and Subcontracts
18.1 Use of Subcontractors
Tecsee GmbH is entitled to subcontract parts of the services, in particular with regard to maintenance and support services.
All subcontractors are bound by the contractual agreements and applicable data protection provisions.
18.2 Responsibility
Responsibility for the provision of the services remains with Tecsee GmbH.
When using subcontractors, Tecsee GmbH is liable as for its own fault.
19. Protection of Intellectual Property and Rights of Use
19.1 Intellectual Property
All rights to the AdlerDoo Middleware, including the software, trademarks and all related documentation, belong to Tecsee GmbH.
The customer receives a simple, non-transferable right to use the software within the framework of the contractually agreed purpose.
19.2 Inadmissible Use
The software may not be copied, modified, reverse-engineered or passed on to third parties without the express written consent of Tecsee GmbH.
20. Confidentiality Obligations
20.1 Confidentiality
Both parties undertake to keep confidential all confidential information obtained during the contract period and not to pass it on to third parties unless this is necessary for the fulfillment of the contract or required by law.
20.2 Duration of Confidentiality
The confidentiality obligation applies during the contract period and for an additional period of 5 years.
21. Pricing on Request (for EDI Marketplace Solutions)
21.1 Pricing for EDI Transactions
In the case of the use of EDI marketplaces, pricing is based on the actual transaction volume.
Tecsee GmbH provides the customer with a quotation on request based on the transactions carried out.
22. Additional Notes on Pricing
22.1 Price Changes
Tecsee GmbH reserves the right to change the prices for the AdlerDoo Middleware and EDI transactions with a notice period of 30 days.
Price changes are communicated to the customer in writing or by e-mail.
23. Statute of Limitations
23.1 Limitation of Claims
All claims connected with the use of the AdlerDoo Middleware expire after 3 years from the time the claim arose.
24. Force Majeure
24.1 Exclusion of Liability in Case of Force Majeure
In the event of force majeure, such as natural disasters, wars, terrorist attacks or unexpected technical disruptions, Tecsee GmbH is released from liability for delays or non-fulfillment of contractual services.
25. Infringement of Third-Party Property Rights
25.1 Liability for Infringement of Property Rights
The customer indemnifies Tecsee GmbH from all third-party claims arising from infringement of property rights — such as copyrights, trademark rights or patents — caused by the customer or his use of the AdlerDoo Middleware.
26. Data Protection
Tecsee informs the customer separately about the processing of personal data.
27. Applicable Law, Place of Jurisdiction, Invalidity
27.1 The contracts concluded by Tecsee on the basis of these GTC and the claims resulting therefrom — regardless of their nature — are governed exclusively by the law of the Federal Republic of Germany.
In the case of the conclusion of contracts with consumers who are not based in Germany, the mandatory consumer-protection provisions of the state in which the consumer is based remain unaffected by sentence 1.
27.2 The place of jurisdiction for all disputes and claims arising from the contractual relationships between the contracting parties, in particular concerning the conclusion, execution or termination of the contract, is — insofar as the customer is an entrepreneur — the registered office of Tecsee.
27.3 Should individual provisions of these GTC be or become invalid in whole or in part, the validity of the remaining provisions shall not be affected.
Mandatory Information — 1. Identity of the Company
The contractual partner of the customer will be:
Tecsee GmbH
– Owner Saad Radany –
Karlstraße 33, 74072 Heilbronn, DE
VAT ID: DE313057563
Phone: +49 7131 3821180
E-mail: info@tecsee.de
Tecsee GmbH is a company registered in the commercial register.
Representatives in member states in which the consumer has his place of residence are not appointed.
The telemedia service of Tecsee GmbH does not require any official approval.
Insofar as Tecsee GmbH procures a domain for the customer, the registration contract is concluded directly between the customer and the registration office.
The identity of the registration office depends on the type of domain to be ordered.
The registration offices are designated to the customer by Tecsee GmbH.
Mandatory Information — 2. Mandatory Information for All Customers
2.1 The electronic ordering process includes written individual communication.
The customer is required to carefully check his data for content and input errors when accepting the offer.
Errors must be communicated to Tecsee GmbH before acceptance of the offer.
2.2 In good time before placing an order, Tecsee GmbH clearly and comprehensibly communicates to all customers the information pursuant to Art. 246c EGBGB.
This is the following information:
2.2.1 The following steps lead to the conclusion of the contract: The customer communicates his requirements to Tecsee GmbH in writing.
The customer receives a written offer, which the customer sends to Tecsee GmbH with a written acceptance by signature via e-mail or by post.
The acceptance of the contract offer ("order confirmation") by Tecsee GmbH takes place by means of an e-mail.
The contract is concluded upon receipt of the order confirmation by the customer.
2.2.2 Access to the contract text: Tecsee GmbH no longer creates an actual contract text.
After conclusion of the contract, Tecsee GmbH stores the order as well as the order confirmation and contract acceptance.
What the customer has ordered can be seen in the order overview created by Tecsee GmbH before the order is placed, and this order overview can be printed and downloaded.
A confirmation of the contract as well as the General Terms and Conditions including mandatory information underlying the contract are sent to the customer with the order confirmation, both as a PDF document.
2.2.3 Input errors: Input errors before placing an order can be detected and corrected as follows: Tecsee GmbH submits a written offer containing all the data the customer has submitted.
This offer must be carefully checked for input errors.
Errors must be reported to Tecsee GmbH without delay.
A new offer is then sent, which invalidates the erroneous offer.
2.2.4 Language selection: Only the German language is available for the conclusion of the contract.
2.2.5 Codes of conduct: Tecsee GmbH has not subjected itself to any codes of conduct.
2.3 Receipt of the respective order is confirmed to the customer by Tecsee GmbH electronically without delay.
2.4 The content of the order is reproduced in the order overview by Tecsee GmbH before the binding order is placed by the customer.
There the customer also finds a link to the General Terms and Conditions and mandatory information underlying his order, which he can view on the website at the moment of his order and print, copy or save as a PDF via his browser.
2.5 In good time, immediately before placing his order, Tecsee GmbH communicates to all customers — not only consumers — at the latest at the beginning of the ordering process, the information pursuant to § 312j para. 1 BGB (below 2.5.1 and 2.5.2), as well as clearly and comprehensibly in a prominent manner the information pursuant to Article 246a § 1 para. 1 sentence 1 no. 1, 4, 5, 11 and 12 EGBGB.
The latter takes place only in these General Terms and Conditions (below 2.5.3 to 2.5.6).
In summary, this is the following information:
2.5.1 There are no delivery restrictions, except that the customer's desired domain is already taken.
2.5.2 Bank transfer is accepted as a means of payment.
This is generally carried out via a SEPA direct debit mandate.
2.5.3 The essential characteristics of the services to be ordered are found in the individual contract.
2.5.4 Unless otherwise agreed, the contract is concluded for an indefinite period.
The conditions for termination follow from clause 13 of these General Terms and Conditions.
The minimum contract period is thus determined by the customer through his termination.
2.5.5 The prices displayed on the website are total prices including German VAT (currently 19%).
Customers with their place of residence or registered office in another EU country or a third country can have the total price applicable to their country displayed separately.
Total prices may therefore differ upwards or downwards due to different tax rates.
Further delivery and shipping costs as well as taxes or costs that are not paid through Tecsee GmbH are not incurred.
2.6 Specific additional costs that the customer has to bear for the use of the telecommunication means used for the conclusion of the contract, and that are charged as additional costs by Tecsee GmbH, are not incurred.
2.7 The payment conditions are set out in clause 8 of the General Terms and Conditions.
The delivery and performance conditions are set out in particular in the provisions of clauses 2, 4 and 5 of the General Terms and Conditions.
Dates by which Tecsee GmbH must provide services are not agreed.
There is no special procedure for handling complaints.
2.8 The statutory provisions on warranty or guarantee apply.
We provide customer service through extensive support services by telephone or e-mail.
Mandatory Information — 3. Mandatory Information for Consumer Customers Only
3.1 For consumer customers, there is a statutory right of withdrawal.
We hereby instruct as follows:
Withdrawal Instructions
Right of Withdrawal
You have the right to withdraw from this contract within fourteen days without giving any reason.
The withdrawal period is fourteen days from the day of conclusion of the contract.
To exercise your right of withdrawal, you must inform us (Tecsee GmbH, Karlstraße 33, 74072 Heilbronn, e-mail: info@tecsee.de) by means of a clear statement (e.g. a letter sent by post, fax or e-mail) of your decision to withdraw from this contract.
You may use the attached model withdrawal form for this purpose, but it is not mandatory.
To meet the withdrawal deadline, it is sufficient that you send the notification of the exercise of the right of withdrawal before the withdrawal period expires.
Consequences of Withdrawal
If you withdraw from this contract, we shall reimburse to you all payments received from you, including the costs of delivery (with the exception of additional costs arising from the fact that you chose a type of delivery other than the cheapest standard delivery offered by us), without undue delay and no later than fourteen days from the day on which we receive notification of your withdrawal from this contract.
For this reimbursement, we will use the same means of payment that you used for the original transaction, unless something else has been expressly agreed with you; in no case will you be charged any fees because of this reimbursement.
If you have requested that the service should begin during the withdrawal period, you shall pay us a reasonable amount corresponding to the proportion of the services already provided up to the point at which you inform us of the exercise of the right of withdrawal with regard to this contract, compared to the total scope of the services provided for in the contract.
3.2 Note on the Premature Expiry of the Right of Withdrawal
Model Withdrawal Form
(If you want to withdraw from the contract, please complete and return this form.)
– To: Tecsee GmbH, Karlstraße 33, 74072 Heilbronn, e-mail: info@tecsee.de
– I/we (*) hereby withdraw from the contract concluded by me/us (*) for the purchase of the following goods (*)/the provision of the following service (*)
– Ordered on (*)/received on (*)
– Name of consumer(s)
– Address of consumer(s)
– Signature of consumer(s) (only for notification on paper)
– Date (*)
________________
(*) Delete as applicable.
The right of withdrawal also expires for a contract for the provision of services if Tecsee has fully performed the service and has only begun performance of the service after the customer has given his express consent and at the same time confirmed his knowledge that he loses his right of withdrawal upon full performance of the contract by Tecsee.