General terms and conditions of AGNITAS AG (terms)

Unless otherwise agreed in writing, these Terms of Service (TOS) shall apply to all business relations of AGNITAS AG (“AGNITAS”) with companies and legal entities under public law (hereinafter referred to as “Client”). Amendments, supplements and collateral agreements must be made in writing to be effective. E-mails are expressly deemed to be in writing.

AGNITAS performs technical services for the Client or provides the Client with a technical platform for the execution of online services. The current price list shows which services are offered by AGNITAS.

If the Client uses an AGNITAS system himself, he may only use it for his own purposes. Transfer to or joint use by third parties is not permitted. The AGNITAS system remains the property of AGNITAS.

The compensation rates listed in the current price list apply. All amounts are subject to the statutory value added tax and are due upon receipt of the invoice. If services that AGNITAS provides for the Client are not listed in the price list, these must be agreed separately. The deduction of discounts is generally not permitted.

AGNITAS reserves the right to adjust prices. In the event of a price increase, the client will be notified of these in text form at least six weeks before they come into force.

AGNITAS warrants that its services are free from defects which nullify or diminish the value or suitability for normal use. An insignificant reduction of the value or the suitability remains out of consideration. The Client is aware that it is not possible to create a system that is completely free of faults according to the state of the art.

The Client must report faults and defects immediately after discovery; this report must be combined with a concrete description of the fault in text form. The Client shall provide AGNITAS with the necessary support for the timely correction of defects to a reasonable extent. In particular, he will provide AGNITAS with all available documents and information in a complete and timely manner and will support AGNITAS in reproducing reported faults and defects.

If an inspection shows that there is no fault or defect for which AGNITAS is responsible, AGNITAS may demand compensation for expenses in accordance with the applicable hourly rates.

The Client shall observe all legal provisions, in particular those restricting the dissemination of content, as well as all provisions of the EU GDPR (General Data Protection Regulation). If claims are made against AGNITAS by third parties due to infringements of rights of any kind by the Client, the Client shall indemnify AGNITAS against such claims and undertakes to bear all costs arising therefrom, including in connection with an appropriate defense against such claims.

AGNITAS is obliged to treat received data strictly confidentially, to use them exclusively for the purpose of the contract, not to hand them over to third parties and to return them completely to the client upon request and to delete them completely from its systems.

AGNITAS and the Client undertake to keep the business and trade secrets received from the other party, including the conditions, secret and not to pass them on to third parties.

AGNITAS is liable for damages due to intent, gross negligence, injury to life, body and health and according to the German Product Liability Act within the scope of the statutory provisions.

For such obligations, the fulfillment of which is a prerequisite for the proper execution of the contract, the violation of which endangers the achievement of the purpose of the contract or the compliance with which the Client regularly relies on (the so-called “cardinal obligations”), liability shall be limited to the typically foreseeable damage.

Unless otherwise provided above, AGNITAS’ liability for ordinary negligence is excluded.

AGNITAS is also liable for the loss of data and programs and their recovery only within the scope of the preceding paragraphs and only to the extent that this loss could not have been avoided by reasonable precautionary measures of the client.

Claims for damages shall become statute-barred after one year from the time at which the aggrieved client becomes aware of the damage and the circumstances from which his entitlement to claim arises. Irrespective of this knowledge, they shall become statute-barred within two years of the damaging event. The statutory limitation period shall apply to claims for damages arising from intentional acts.

Insofar as AGNITAS cannot provide the agreed services or cannot do so in a timely manner due to labor disputes, force majeure, war, riot or other circumstances unavoidable for AGNITAS, AGNITAS will not suffer any adverse legal consequences. As soon as the obstacle or interruption no longer exists, AGNITAS has to resume the services immediately without special request by notification the Client in text form.

These TOS are subject to the law of the Federal Republic of Germany. The Client will be notified in writing of any amendments at least six weeks before they come into force.

Place of performance for all obligations of AGNITAS is Munich, unless another place of performance results from the nature of the obligation. The place of jurisdiction for all claims is Munich in Germany.

AGNITAS AG Terms & Conditions Version 1.5