General terms and conditions

These General Terms and Conditions (abbreviated to terms) apply, unless otherwise agreed in writing, for all orders awarded to AGNITAS and for all services provided by AGNITAS AG. All amendments, additions and supplementary agreements require the written form in order to be effective (e-mails are explicitly regarded as written form).

Services

AGNITAS performs online marketing services for the customer or provides the customer with the technical system for performing online marketing actions. The current price list (“AGNITAS AG Services & Prices”) specifies what services are offered at what prices.

Rights of use

If the customer himself uses an AGNITAS system, he may only do so for his own purposes. Transmission to or the joint usage by third parties is not permitted. The AGNITAS system remains the property of AGNITAS AG.

Payment

The payments specified in the current price list apply. The statutory rate of value added tax is to be added to all the amounts, which become due upon receipt of invoice. Services provided by AGNITAS for the customer and not indicated in the price list must be agreed separately.

AGNITAS reserves the right to adjust its prices. In the case of an increase in price, the customer shall receive written notification of such at least 6 weeks prior to it coming into effect.

Warranty

AGNITAS guarantees that its system is not affected by defects that could either cancel out or reduce the value or the suitability for normal use. An insignificant reduction in the value or the suitability shall be disregarded.

The customer is aware that, due to the current state of the art in technology, it is not possible to produce
a system entirely free of errors.

The customer must report any errors or defects immediately upon detecting such; this notification must be accompanied by a written error report. The customer shall provide AGNITAS with all the documentation and information that AGNITAS requires for analyzing and remedying the error and shall provide AGNITAS as far as this is possible with the necessary support in rectifying the error.

If an examination reveals that no fault or defect is present, for which AGNITAS is responsible, AGNITAS is entitled to request that its expenses be reimbursed in accordance with the hourly rates valid at that time.

Data protection

AGNITAS is obliged to treat any data it receives with confidentiality, to use these exclusively for the purpose of performing its contractual duties, not to disclose these to third parties and, upon request, to return these in full to the customer and to delete these from its computers.

Deed of release

The customer observes all the legal regulations, in particular those that restrict the dissemination of contents in addition to all the legal requirements of data protection legislation. If a third party makes a claim against AGNITAS on account of a breach of the law of no matter what kind, the customer shall exempt AGNITAS from such claims and undertakes the commitment to pay all the costs resulting from this, also in connection with an appropriate defense against such claims.

Limitation of liability

AGNITAS is liable in accordance with product liability law for intentional or grossly negligent breaches duty, for physical injury and injuries to health and for the absence of a guaranteed feature, provided that this guarantee had the object of safeguarding the customer against such damage, within the scope of the legal regulations.

If not agreed differently from the aforementioned, the liability on the part of AGNITAS is restricted in terms of slightly negligent breaches of duty and depending on the type of service to the actual average damage predictable and typical of such contracts. This also applies in the case of slightly negligent breaches of duty on the part of the legal representatives and subcontractors of AGNITAS. The liability in the case of slightly negligent breaches of insignificant contractual duties is generally excluded.

AGNITAS is only liable for the loss of data and programs and their recovery insofar as such losses could not have been avoided by the customer taking appropriate precautionary measures.

Claims for damages

Claims for damages lapse after one year from the time at which the damaged party (i.e. customer) becomes aware of the damage and the circumstances from which his entitlement to claim for damages is derived. They lapse regardless of this knowledge within two years from the incident of damage. This period of limitation does not apply to intentional conduct.

Act of God

If AGNITAS is unable to provide the agreed services or to perform these on time as a result of industrial action, an act of God, war, insurrection or other circumstances beyond AGNITAS’ control, no disadvantageous legal consequences shall arise for AGNITAS. As soon as the obstruction or interruption ceases, AGNITAS shall resume its services immediately without being specifically requested to do so, notifying the customer in writing of this.

Other provisions

The customer will be notified in writing of amendments to these terms at least 6 weeks prior to their coming into effect.

These terms are governed by German law. The place of jurisdiction for all claims is Munich, Germany.

AGNITAS AG Terms & Conditions Version 1.3