General Terms and Conditions for the Worldsoft Business suite (WBS)
We point out that the current in each case version of the General Terms and Conditions for the Businesses is available suite of the Worldsoft AG, Pfäffikon sp, Switzerland, permanently on the Internet under http://www.worldsoft-wbs.info in the menu “General Terms and Conditions”. In addition it exists at any time the possibility of printing the General Terms and Conditions with the help of the general browser functions (menu “file” - instruction “print”). The customer is requested hereby expressly to the inspection and for the expression of this General Terms and Conditions.
(1) scope, applicability
1.1. The Worldsoft AG furnishes services, orders and orders exclusive on the basis of the following General Terms and Conditions for the Worldsoft Business suite. From these conditions we do not recognize deviating regulations on, it is, it by us is in writing confirmed.
1.2. Worldsoft is at any time justified to change or supplement the General Terms and Conditions, if the changes with consideration of the interests of Worldsoft for the customer are reasonable. The agreement for contract modification is considered as given, if the customer does not contradict the change within four weeks after entrance of the revision modification.
1.3. For the contract between the customer and the Worldsoft AG the General Terms and Conditions of the Worldsoft AG are valid excluding. Opposing regulations of General Terms and Conditions of the customer do not apply also not if the Worldsoft contradicts AG such regulations in individual cases not expressly.
(2) contract offer, contract conclusion, contract completion
2.1. The capacity of the offered services as well as the height of the appropriate repay and their payment method result from the information on the homepage of the Worldsoft AG and if necessary from the given written order in connection with the descriptions of the respective contractual items in this General Terms and Conditions. Our information on services and prices in the context of the ordering are noncommittal. We accept the customer ordering by the report of the acceptance or with the first fulfillment action.
2.2. The contract is closed on indefinite time. The contractual relation can of both parties without giving reasons with one eke out from 30 days to the end of the month to be quit. And/or due fees already paid are not refunded in case of a regular or cancellation without notice and/or are to be still paid. With the customer if a minimum time delay was agreed upon, then the contract extends at expiration of the minimum time delay to indefinite time. This is not valid, if with the customer separated deviation is agreed upon.
2.3. The free offer of the CRM package FREE can be changed into a liable to pay the costs offer. The agreement of the customer is necessary for it. Such an agreement can take place also online. If the customer uses exclusively the free service, Worldsoft can stop this service at any time without giving reasons. Worldsoft shows the customer the attitude of the service with one eke out from 60 days by email, to the email address indicated by the customer, on. For the information of an active and current email address the customer is responsible.
2.3. The right of both parties remains untouched for cancellation without notice for important reason. An important reason is present for Worldsoft in particular if the customer:
- with the payment repay more than 30 calender dates in delay turns out,
- imprisonment for debt against one of the 8,5 obligations regulated in the numbers 8,1 and offends
2.4. The notice of the customer requires the writing, which is valid by fax as protected to its effectiveness.
(3) obligations to perform, availability of the services, maintenance windows
3.1. Worldsoft puts depending upon agreed upon capacity its connections to the customer in the Internet, communication, software, server and application infrastructure to extent suitable according to estimate from Worldsoft to the normal achievement contribution at the disposal. A requirement of the customer on the availability of completely certain communications or servers does not exist.
3.2. If the entrance technology does not belong to the agreed upon capacity, the customer has to inform and guarantee first about the respective entrance configuration in the concrete technical arrangement with Worldsoft that the technical components correspond with one another. Worldsoft does not transfer any responsibility and liability in this case for it that the equipment for the entrance to the assigned services, existing on sides of the customer, is in technical and actual regard applicable and functional.
3.3. The Worldsoft AG being incumbent on obligations to perform, result from the performance specification of the products, which are to be found addressed on the website by Worldsoft, at present with www.worldsoft-wbs.info. The achievement covers excluding the use in accordance with the performance specification. No large rights at the systems programming with exception of the rights of use to the customer ignore. So far specified in the respective performance specification otherwise, the supply of a software does not cover configuring the EDP systems of the customer, the implementation of the software at the customer, the training of employees of the customer in the use of the software or other advisory activities developing in connection with the employment of software in the context of the service not.
3.4. Worldsoft guarantees a middle availability of all services of 95% outside of the maintenance windows related to one month. If these availability values are fallen below, the customer can require a time-proportional refund of the fees concerned for the unavailability period. An unavailability is present, if the customer cannot use the agreed upon services any longer or the use of these services is unreasonably difficult, and which lie underlying disturbance in the area of responsibility of Worldsoft.
3.5. All predictable maintenance work is accomplished in the context of in front-quit maintenance time windows. During the maintenance time windows it can come to an occasional unavailability of the agreed upon achievements, without which this requires a special announcement. If such an occasional unavailability is foreseeable, Worldsoft will inform the customer after possibility in time first of it. If an unavailability steps due to higher force or due to events, which make more difficult or make Worldsoft the achievement impossible substantially, in to it belongs in particular to strike, lockout, official arrangements, the loss of communications networks and gateways of other operators, disturbances within the range of the operators of data connections, which Worldsoft uses, not to represent even if they enter at suppliers or subcontractors Worldsoft -, Worldsoft has also with obligatorily agreed upon eking out and dates the disturbances.
3.6. Worldsoft is justified to assign third service providers and executing aides the contribution of parts or the whole power spectrum. Worldsoft is justified, the used Internet infrastructure and with execution assigned service providers and executing aides to change at any time without separate report if for the customer thereby no disadvantages develop.
(4) integration of content with the help of the WebConnectors on Internet sites
4.1. With the WebConnector of the WBS the customer can, depending upon whom programs, which he for use rented, forms, shop articles, a Affiliate partner range, customer surveys and results and a customer administration on its Internet sites merge. In addition the customer receives left for integration on his Internet sites. For the correct integration the customer is responsible. Contents, text, and pictorial materials, accessible made by Worldsoft in the context of our services, in particular design templates as well as programs are in copyright matters protected. The customer can use such materials in the long run for the organization of Internet contents the contractual relation under the Internet address led across Worldsoft and also personalize or modify these contents. The other use is permitted only with written permission by Worldsoft or the respective owner of the rights.
4.2. The customer is to be marked obligated on its Internet site stopped contents as own contents by indicating of his full name and his address. The customer it is pointed out that a legal marking obligation going beyond it can exist e.g. if on the Internet sites Teledienste or medium services are offered. The customer exempts Worldsoft from all requirements, which are based on an injury of the aforementioned obligations.
4.3. The customer may by his Internet presence, or by means of the faded in contents and products by means of the WebConnectors, not against legal prohibitions, or the good customs and rights third (brands, name, author, data protection laws etc.) offend. In particular the customer commits itself to offer or offer let no porn-graphic contents and no achievements directed toward realization of profits, the porn-graphic and/or erotic contents of (e.g. naked pictures, peep shows etc.) to the article to have. For each case of the offence against one of the managing obligations the customer Worldsoft under exclusion of the acceptance of a continuation connection promises the payment of a contractual penalty at a value of EUR 5,000, 00 (in words: five thousand euros).
4.4. Worldsoft is not obligated to check the Internet Präsenzen of the customer for possible right offences. After recognizing right offences or contents, which in accordance with number 4,3 is inadmissible, Worldsoft is justified to close the service. Worldsoft will inform the customer immediately from such a measure.
(5) software as service (SaaS) - services
5.1. Worldsoft offers services as software provider - software as A service (SaaS) -. Here Worldsoft makes the offered software available together with the necessary computing power of central, not necessarily own, servers over the Internet to the use. A download or another hiring of the software does not take place. A local copy of the respective application software is present not necessarily. The user interface of the software is shown by the browser of the customer; the operation of the software takes place concerning this.
5.2. So far specified in the respective performance specification otherwise, Worldsoft does not grant the exclusive right to the customer at the made available software for the running time of the contract to access in the context of the service of Worldsoft the software and not to use it for its internal business concern.
5.3. Worldsoft reserves itself all rights of use and property at the form and presentation of its services and the applications. Likewise Worldsoft reserves itself the right to at any time change and/or further develop applications for the customer in reasonable way.
5.4. The customer is obligated to properly use the services of the Worldsoft AG. Properly to use i.e. in accordance with the performance specification. It is in particular obligated to carry for appreciative principles of data security bill.
5.5. The customer is obligates the Worldsoft AG recognizable lack or damage immediately to show (failure report). The customer will meet all measures, which make an statement possible of the lack or damage and their causes in the context of the reasonable one or which facilitate and accelerate removal of the disturbance. Worldsoft will eliminate disturbances of its technical facilities in the context of the existing operational possibilities within office hours (on Mondays until on Fridays 9:00 until 18:00 clock). The customer is committed all sources of error to examine before delivery of a failure report at Worldsoft first in his risk sphere, like terminals (computer, notebook etc.), to data cable tying up etc., and to exclude a malfunctioning of these sources. If the customer delivers thereafter a failure report at Worldsoft, although he had recognized or to recognize had the fact that the error could not be with Worldsoft, then the customer is obligated to replace to Worldsoft the damage resulted from the examination of their facilities as far as after the examination turns out that a disturbance was present alone in the area of responsibility of the customer.
5.6. As far as in the respective performance specification otherwise does not agree, is the duplication of the software or installation of the software on data-processing systems of the customer, as far as this is not necessarily necessary for the access and the use of the software in the context of the service, forbids.
(6) general terms of payment
6.1. Worldsoft is justified, repays maximally once for each quarter to increase. The price increase requires the agreement of the customer. The agreement is considered as given, if the customer does not contradict the price increase within 4 weeks after entrance of the revision modification. Worldsoft commits itself to refer the customers with the revision modification to the consequences of an omitted contradiction.
6.2. The charged for fees are to be paid in advance in each case. Worldsoft is justified, the activation of the services only after payment of the agreed upon repays to make. The accounting period determines itself according to the tariff ordered in each case (according to current performance specification). Equipment the customer with its liabilities from the contract in delay, remains reserving the practice of the right of lien of Worldsoft. If the blockage of the offer becomes necessary the practice of the right of lien, Worldsoft can demand administration costs at a value of 20,00 € from the customer, whereby the customer expressly the proof is permitted that administration costs developed not at all or not at a value mentioned of 20,00 €.
6.3. The customer has entrance to his bills with a password-protected online customer management. These can be called up there by it. If the customer requires a shipping of the bill on the post office way, Worldsoft is justified to require for this per bill EUR 2.90.
6.4. The customer can authorize Worldsoft to draw in those from it to carrying out payments debited to one from the customer to designating accounts. For the case of the return or nonredemption of a debit the customer authorizes his bank hereby irrevocably to communicate to us its name and the current address. If it comes to a return or a nonredemption of a debit and if the customer this has to represent, it is obligated, Worldsoft the respective chargeback costs of the bank to replace as well as treatment costs at a value of 9,60 €, whereby it the proof is permitted that treatment costs developed not or not in the height mentioned.
6.5. If the customer comes despite reminder and period position into delay of payment, Worldsoft is for the calculation of interests at a value of five percent annually justified and likewise justified, the entrance of the customer, also the myAdmin entrance of its customers to close immediately.
6.6. The right for the set-off or reduction is entitled to the customer only if its counterclaims were validly determined or we these to have recognized in writing. For retention the customer is only authorized, as far as the requirements on the same contractual relation is based.
(7) guarantee and liability
7.1. Worldsoft gives information in principle only without obligation by telephone or Internet over the availability of a service. For the operation and handling Worldsoft does not offer free information service to the software.
7.2. The customer agrees expressly that he uses our services on own risk. Neither we nor our employees or other people or companies standing with the services in connection guarantee that the server is not interrupted or is error free. We give neither warranties to the results, which are reached by the use of the services, nor over the correctness, usefulness or contents of any information, which is spread by our services.
7.3. For damage Worldsoft is responsible then only if injured Worldsoft or one of its executing aides a substantial contract obligation (cardinal obligation) in a way endangering the contract purpose or the damage to rough negligence or resolution of Worldsoft or one of their executing aides is to due. If the culpable injury of a substantial contract obligation (cardinal obligation) does not take place roughly negligently or deliberately, the liability of Worldsoft is limited to the damage, which was reasonably predictable for Worldsoft with contract conclusion. Expressly the liability for lost profits, been omitted savings going beyond it, indirect or other damages is excluded.
7.4. The liability of Worldsoft is excluded for easy negligence. Likewise the replacement of damages, financial damages and of damage from requirements third. Also any guarantee is excluded due to technical conditions of the Internet, so that no guarantee exists for the availability of technical facilities third or Worldsoft. Likewise no guarantee exists customers for the error free, immediate and safe transmission over the Internet between Worldsoft and the customer as well as its. Worldsoft rejects also any liability for contents of the customer websites and of websites third, on which by customer websites one links.
7.5. Worldsoft is not responsible for promises or order obligations between the customer and third parties, even if these orders are connected indirectly or directly with services of Worldsoft. This is valid in particular, for advisory activities of freelance active Consultants and for Web design and webmaster activities of freelance webmasters regarding our products and services.
(8) obligations of the customer
8.1. The customer assures that the data at Worldsoft, communicated by him, are correct and complete. It commits itself to inform Worldsoft immediately in each case about changes of the communicated data and to confirm on appropriate request of Worldsoft within 14 days starting from entrance the current correctness again. This concerns in particular name, email address and postal address of the customer.
8.2. The customer has to call incoming messages up in regular intervals of at the most four weeks. Worldsoft reserves itself the right to send for the customer which is received personal news to the sender back if the capacity borders planned in the respective tariffs are exceeded. The rate time for emails amounts to at least 90 days.
8.3. The customer commits itself to keep from Worldsoft to the purpose of the entrance to their service received passwords top secret and to inform the provider immediately, as soon as he attains from the fact knowledge that the password admits unauthorized third is. Third should use achievements by abuse of the passwords of Worldsoft due to being to blame for the customer, the customer clings opposite Worldsoft on use payment and payment of damages.
8.4. The customer must store own files always locally, before he conveys these to the servers. The customer it is pointed out that it is incumbent on it, after each working day, on which the volume of data was changed by it and/or his fulfilment or performing assistants, a data protection to accomplish, whereby data, which are put down by Worldsoft on the servers, may be safeguardstored not on these. The customer has to accomplish a complete data protection in particular before each beginning of work of Worldsoft. For the case of a data loss the customer is obligated to convey the volume of data concerned free of charge again to the servers.
8.5. The customer does not commit itself, without express agreement of the respective receiver emails, which advertisement to contain, to dispatch or dispatch let. This is valid in particular if the emails concerned with same in each case contents are spread in great quantities (so-called “Spamming”). If the customer injures the aforementioned obligation, then Worldsoft is justified to close the service immediately.
(9) data security, data
9.1. It is to be heard and/or intercepted to the customer well-known that for all participants in the transmission path the possibility exists, conveyed data. The customer carries from there during the transmission of data themselves not intended for the public the responsibility. In order to ensure data security with conveying on the Internet, Worldsoft offers the SSL technology with certain services. The customer should select this encoding technology after possibility with each data transfer procedure.
9.2. Worldsoft does not take over however constituted warranty for a protection approximately not authorized foreign interferences from the Internet. Worldsoft is not also responsible for incidents or safety problems, which could not be avoided also with full attention of the current in each case realizations for the safe use the Internet and/or the agreed upon services and consistent conversion of appropriate measures. The customer has no requirements on free recovery of such problems and error conditions, any compensations or remuneration reductions opposite Worldsoft also.
9.3. Worldsoft ensures data security after the current state of the art. Worldsoft puts to the customer in addition possibilities at the disposal to request the protection of its lists and the data contained in it liable to pay the costs. When disturbances, which are to represented by Worldsoft, Worldsoft restores missing data from the newest available protection to consultation with the customer free of charge. The entire spectrum of the precautions to data security can reread the customer on the homepage of Worldsoft under www.worldsoft.ch under data security.
9.4. The customer receives an username and a password for the care of his offer. It is obligated to treat this confidentially and is responsible for each abuse, which results from an unauthorized use of the password.
9.5. We point out the customers that employees of Worldsoft can see information over the customers and its volume of data for the purpose of the recovery of disturbances or the treatment of support requests. The employees of Worldsoft are obligated to the secrecy.
9.6. The volume of data of the customer, whom this deposited in the context of the used service on the computers of Worldsoft, becomes regularly secured from Worldsoft considering the care necessary in traffic. As safety engineerings appreciative backup solutions are selected.
9.7. The customer confirms that he referred by Worldsoft the existing security risks by the use the Internet and from Internet techniques.
To 10,1 Worldsoft commits itself to treat and use exclusively for the fulfillment of the contractually agreed upon achievements all received and data of the customer developed during the contract period confidentially. The customer explains itself in agreement with the fact that the Worldsoft may dispatch AG to its address emails for information to reasonable extent. The data necessary for the business process are stored and passed on if necessary on in the context of the order handling with us connected enterprises and at service bureaus. For the purpose of the credit and credit rating we maintain a data exchange with inquiry agencies.
10,2 Worldsoft it points out the customers expressly that the privacy for data transfer in open nets, how the Internet, after which present state of the art comprehensively cannot be ensured. The customer knows that the provider can at any time see the side offer and perhaps also further data of the customer from technical view, put down stored on the web server, there. Also different participants in the Internet are perhaps technical able to intervene unauthorized in net security and control communications. Of security and the protection of the data conveyed by him in the Internet the customer takes care at full extent.
(11) final clauses
11.1. Special agreements between the parties were not met. All additives or additions of these conditions or corresponding contracts require writing to their effectiveness. This is valid also for an abolition of the writing requirement.
11.2. If a contractual clause or a regulation in the General Terms and Conditions should be totally or partly ineffective or become, then the validity of the contract or the General Terms and Conditions is in all other respects not affected. To the place such, which comes the purpose of this regulation in legally effective way next, steps the ineffective condition. This is valid accordingly if a regulation gap exists.
11.3. The customer confirms that he are at least 18 years old. With persons under age the signature of a legal guardian is necessary.
11.4. Exclusive area of jurisdiction for all disputes from the present treaty is, if the customer merchant, legal entity of the public right, publicly - legal special estate or inland without area of jurisdiction is, Pfäffikon sp in Switzerland. Worldsoft is beyond that justified to sue the customer at its general area of jurisdiction. For the contracts final of Worldsoft on the basis of these General Terms and Conditions and for out the following requirements equal which kind is valid for them excluding the right of Switzerland under exclusion of the regulations to the uniform UN-Kaufrecht over the purchase of mobile things (CISG).