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der IQ-ME GmbH
§1 Contractual Partner
The contractual partner is IQ-ME GmbH (hereinafter referred to as the Provider), Köhlstraße 10b, 50827 and the customer, who is not a consumer within the meaning of § 13 BGB.
§2 Subject of the Contract
The subject of the contract is the granting of a usage possibility for the b2bScan software by the customer. The provider transmits to the customer the access data required for software usage for identification and authentication. The customer is not allowed to give this access data to third parties.
§3 Contracts and Offers
Subject to a separate regulation, the contract comes into effect with the registration for the use of the b2bScan software by the user.
§4 Duties and Obligations of the Customer
The customer will fulfill all duties and obligations necessary for the execution of the contract. In particular, he will keep the usage and access authorizations assigned to him or the users secret, protect them from third-party access and not pass them on to unauthorized users. These data must be protected by suitable and customary measures. The customer will inform the provider immediately if there is suspicion that the access data and/or passwords may have become known to unauthorized persons; comply with the restrictions/obligations regarding usage rights under § 5, in particular not retrieve or allow to be retrieved any information or data unauthorized, interfere or allow interference with programs operated by the provider, or unauthorized access or promote unauthorized access to the provider's data networks; not misuse the exchange of electronic messages possible within the framework of the contractual relationship and/or using b2bScan; indemnify b2bScan from third-party claims based on unlawful use of b2bScan by him or resulting from data protection, copyright, or other legal disputes caused by the customer in connection with the use of b2bScan; obligate authorized users to comply with the applicable provisions of this contract; ensure that he (e.g. when transmitting texts/data of third parties to the provider's server) respects all third-party rights to the material used by him.
§5 Usage Rights to b2bScan
The customer receives a simple (non-sublicensable and non-transferable), limited to the term of this contract usage rights to b2bScan according to the following provisions. The customer can use the b2bScan software exclusively in connection with an internet access. If IQ-ME GmbH makes new versions, updates, upgrades, or other new deliveries available for b2bScan during the contract term, the aforementioned rights also apply to these. Rights not expressly granted to the customer above are not available to the customer. In particular, the customer is not entitled to use b2bScan beyond the agreed use or allow third parties to use it or make b2bScan accessible to third parties. In particular, it is not permitted to sell or temporarily transfer b2bScan, neither to rent, lend, nor sell it.
Customer's Obligations for Secure Use The customer takes the necessary precautions to prevent the use of b2bScan by unauthorized persons. The customer is liable to ensure that b2bScan is not used for racist, discriminatory, pornographic, youth-endangering, politically extreme, or other illegal purposes or purposes violating official regulations or conditions, or that corresponding data, in particular application data, are created and/or stored on the server. The customer must observe copyrights, patents, intellectual property rights, image rights, name rights, utility model protection, and all other legal protection rights. Should disputes with third parties arise for the customer, the app content of the respective customer will be suspended immediately.
Violation of the Provisions in Sections (1) and (2) by the Customer If the customer violates the regulations in Sections (1) or (2) for reasons attributable to him, the provider can block the customer's access to b2bScan after prior written notification of the customer if the violation can be demonstrably remedied by this. If the customer unlawfully violates Section (2) letter (b), the provider is entitled to delete the affected data or application data. In the case of an unlawful violation by users, the customer must immediately provide the provider with all information required to assert claims against the user upon request, in particular, the user's name and address. If the customer continues or repeatedly violates the regulations in Section (1) despite a corresponding written warning from the provider, or if the customer violates the regulations in Section (2) (c) and this leads to disputes with third parties for the customer, the content of the respective customer will be suspended immediately. All disputes on this point must be resolved outside of b2bScan. Upon a clear legal judgment or plaintiff's agreement, the contents will be released again. The customer bears all costs for the procedure and any expenses incurred by b2bScan.
§6 Payment Terms / Default
The customer must pay the remuneration for the use of b2bScan according to the b2bScan fee schedule. The usage fee is billed monthly or annually in advance, depending on the chosen fee model. b2bScan is entitled to reasonably increase the agreed prices for the contractual services to compensate for personnel and other cost increases every 12 months. The provider will notify the customer of these price increases in writing or by email. Price increases always apply only to the future and cannot be charged retroactively to the customer.
§7 Term, Termination
The contractual relationship begins with the booking of b2bScan services and is concluded for an indefinite period. The contractual relationship can be terminated by either party with immediate effect, at the next possible termination date. The customer has no right to a refund of already paid b2bScan services. Extraordinary termination due to or in connection with a breach of duty is only possible after a prior written warning with a reasonable deadline of not less than 14 days. If the entitled party has known of the circumstances justifying the extraordinary termination for more than 14 days, he cannot base the termination on these circumstances. Notwithstanding the regulation in paragraph 3, the provider can terminate the contract without notice if the customer fails to make the monthly payment. This will also result in a total loss of content for the customer.
§8 Liability
The customer is fully liable for his content. All content or agreements exchanged via b2bScan do not concern b2bScan and therefore do not fall within the responsibility or liability of IQ-ME GmbH. Furthermore, a party is only liable if it has violated a significant contractual obligation. In these cases, liability is limited to the replacement of foreseeable, typically occurring damage. The no-fault liability of IQ-ME GmbH for damages (§536 a BGB) for defects existing at the time of contract conclusion is excluded; paragraphs 1 and 2 remain unaffected. Liability for data loss is limited to the typical recovery effort that would have been incurred with regular and risk-appropriate backup copies. IQ-ME GmbH is liable up to the maximum amount of the services commissioned by the customer.
§9 Data Protection
The parties will comply with the applicable data protection regulations, particularly those valid in Germany, and will commit their employees involved in the execution of the contract and its implementation to data secrecy in accordance with § 5 BDSG, unless they are already generally obliged accordingly. The provider takes the technical and organizational security precautions and measures. The provider particularly protects the services and systems under his control, as well as the application data and any other data stored on the server concerning the customer, against unauthorized access, storage, alteration, or other unauthorized access or attacks – whether through technical measures, viruses, or other harmful programs or data, or through physical access – by employees of IQ-ME GmbH or third parties, regardless of the method used. He takes the appropriate and customary measures required by the state of the art, particularly virus protection and protection against similar harmful programs, as well as other security measures for his facility, including protection against burglary. The transmission of your personal data takes place using Secure Socket Layer (SSL) and AES-256-bit encryption to prevent unauthorized access to your information. Credit card data is not stored but collected and processed directly by our payment service provider. We secure our website and other systems through technical and organizational measures against loss, destruction, access, alteration, or distribution of your data by unauthorized persons. Access to your customer account is only possible after entering your personal password. You should always treat your access information confidentially. Under no circumstances do we pass on your personal data, including your email address, to third parties. The only exception is the legally required disclosure of data. IQ-ME GmbH is entitled to use all registered companies or organizations at b2bScan as references and to publish them both online and offline.
§10 Analysis Why We Collect Information
Provision, improvement, and continuous development. By using information, we are able to optimize content and usage for our customers continuously. The data provide us with important insights into usage and software performance and thus form the basis for continuous solution optimization and further development. What types of information do we collect? If we have location information, we use it to personalize our services for you and others; for example, to display location-based information, offers, or ads to you. We collect information about the interaction with our services and services connected to b2bScan. This includes information such as data relating to the use of services, applications, or websites, including the websites visited and elements clicked. If our services are used, we may collect information about the types of services and applications used, including the dates and times of use. When we share your information, we do so solely for legitimate business purposes. The providers are committed to only sharing information necessary for the services requested by our customers or for legal reasons. We store your data only for as long as is necessary for the services we provide or for legal reasons. As soon as we no longer need your information for our services or for legal reasons, we will delete or anonymize it.
§11 Changes to the General Terms and Conditions
IQ-ME GmbH reserves the right to change these General Terms and Conditions at any time. IQ-ME GmbH will inform the customer of any changes at least 30 days before the planned effective date of the changes. If the customer does not object to the changes within 30 days after receiving the change notification, the changes are considered accepted by the customer. In the event of a timely objection by the customer, the previous General Terms and Conditions continue to apply. IQ-ME GmbH reserves the right to terminate the contract with the customer extraordinarily for good cause in this case.
§12 Final Provisions
Amendments and supplements to this contract must be in writing. This also applies to the cancellation of this written form requirement. If individual provisions of this contract are or become invalid or if this contract contains a gap, the validity of the remaining provisions will not be affected. The parties will replace the invalid provision with a legally permissible provision that comes closest to the economic purpose of the invalid provision or fills this gap. The place of jurisdiction for all disputes arising from this contractual relationship is, as far as legally permissible, the registered office of IQ-ME GmbH. The law of the Federal Republic of Germany applies.
Mail: IQ-ME GmbH Köhlstrasse 10b 50827 Cologne Germany
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