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General Terms and Conditions (T&C's)

[1.] Remuneration, payment, performance protection, deadlines

[1.1] Unless otherwise agreed, remuneration shall be calculated on a time and material basis at the generally valid prices of bintec elmeg GmbH at the time of conclusion of the contract. Remunerations are basically net prices plus statutory value-added tax.
bintec elmeg GmbH can bill monthly. If services are remunerated on a time and material basis, bintec elmeg GmbH shall document the type and duration of the activities and send this documentation together with the invoice.

[1.2] All invoices shall in principle be paid no later than 14 calendar days after receipt free paying agent without deduction.

[1.3] The customer may only offset or retain payments due to defects insofar as he is actually entitled to payment claims due to material defects or defects of title of the service. Due to other warranty claims, the customer may retain payments only to a proportionate extent taking into account the defect. Section 4.1 shall apply accordingly. The customer has no right of retention if his claim for defects has become statute-barred. In all other respects, the customer may only offset or exercise a retention with undisputed or legally established claims.

[1.4] bintec elmeg GmbH reserves the ownership and rights to be granted to the services until full payment of the remuneration owed has been made; justified retentions for defects in accordance with section 1.3 sentence 2 are taken into account. Furthermore, bintec elmeg GmbH retains ownership until all of its claims arising from the business relationship with the customer have been satisfied.

bintec elmeg GmbH is entitled to prohibit the customer from continuing to use the services for the duration of any delay in payment. bintec elmeg GmbH can only assert this right for a reasonable period of time, as a rule for a maximum of six months. This does not constitute a withdrawal from the contract. § 449 paragraph 2 BGB (German Civil Code) remains unaffected.
If the customer or his customer returns the services, the acceptance of the services does not constitute a withdrawal by bintec elmeg GmbH, unless he has expressly declared the withdrawal. The same shall apply to the seizure by bintec elmeg GmbH of the reserved goods or of rights to the reserved goods.
The customer may neither pledge nor assign by way of security objects subject to retention of title. The customer is only permitted to resell the goods as a reseller in the ordinary course of business on the condition that bintec elmeg GmbH has been effectively assigned to bintec elmeg GmbH by the customer his claims against his purchaser in connection with the resale and that the customer transfers ownership to his purchaser subject to payment. By concluding this contract, the customer assigns his future claims against his customers in connection with such sales to bintec elmeg GmbH as security, which hereby accepts this assignment.
If the value of the security rights of bintec elmeg GmbH exceeds the amount of the secured claims by more than twenty percent, bintec elmeg GmbH shall release a corresponding share of the security rights at the customer's request.

[1.5] The customer is obliged to impose the contractually agreed restrictions on the recipient in the event of an admissible transfer of rights of use for deliveries and services.

[1.6] If  the customer fails to settle a due claim in full or in part on the contractual payment date, bintec elmeg GmbH may revoke the agreed payment terms for all claims. Furthermore, bintec elmeg GmbH is entitled to render further services only against advance payment or against security in the form of a performance guarantee from a bank or credit insurer licensed in the European Union. The advance payment must cover the respective billing period or - in the case of one-off payments - their remuneration.

[1.7] In the event of the customer's economic inability to fulfil his obligations towards bintec elmeg GmbH, bintec elmeg GmbH may terminate existing exchange contracts with the customer without notice by rescinding the contract or by giving notice of termination of continuing obligations, even if the customer files for insolvency. § 321 BGB (German Civil Code) and § 112 InsO (German Insolvency Statute) remain unaffected. The customer shall inform bintec elmeg GmbH in writing at an early stage of imminent insolvency.

[1.8] Fixed performance dates shall only be expressly agreed in documented form. The agreement of a fixed performance date is subject to the proviso that bintec elmeg GmbH receives the services of its respective upstream suppliers in good time and in accordance with the contract.

[2.] Cooperation, duties to cooperate, confidentiality

[2.1] The customer and bintec elmeg GmbH shall each name a responsible contact person. Unless otherwise agreed, communication between the customer and bintec elmeg GmbH shall take place via these contact persons. The contact persons must immediately bring about all decisions relating to the execution of the contract. The decisions shall be documented in confidence.

[2.2] The customer shall be obliged to support bintec elmeg GmbH to the extent necessary and to create all conditions necessary for the proper execution of the order in its sphere of operation. In particular, he will provide the necessary information and, if possible, enable remote access to the customer's system. Insofar as remote access is not possible for security or other reasons, the periods affected shall be extended appropriately; the contracting parties shall agree an appropriate regulation for further effects. The customer shall also ensure that competent personnel are available to support bintec elmeg GmbH.
Insofar as it is agreed in the contract that services can be provided at the customer's premises, the customer shall, at bintec elmeg GmbH's request, provide sufficient workstations and equipment free of charge.

[2.3] Unless otherwise agreed, the customer shall ensure proper data backup and failure precautions for data and components (such as hardware, software) that are appropriate to their nature and significance.

[2.4] The customer shall immediately report defects in writing in a comprehensible and detailed form, stating all information useful for defect recognition and analysis. In particular, the work steps that led to the occurrence of the defect, the manifestation and the effects of the defect shall be indicated. Unless otherwise agreed, the corresponding forms and procedures of bintec elmeg GmbH shall be used for this purpose.

[2.5] The customer shall provide bintec elmeg GmbH with reasonable support in examining and asserting claims against other parties involved in connection with the provision of services. This applies in particular to recourse claims of bintec elmeg GmbH against upstream suppliers.

[2.6] The contracting parties are obliged to maintain secrecy regarding business and trade secrets as well as other information designated as confidential which becomes known in connection with the execution of the contract. The disclosure of such information to persons who are not involved in the conclusion, execution or performance of the contract may only take place with the written consent of the other contracting party. Unless otherwise agreed, this obligation shall end five years after the respective information becomes known, but not before its termination in the case of continuing obligations.

The contracting parties shall also impose these obligations on their employees and any third parties employed.

[2.7] The contracting parties are aware that electronic and unencrypted communication (e.g. by e-mail) is subject to security risks. With this type of communication you will therefore not assert any claims based on the absence of encryption, unless encryption has been agreed beforehand.

[3.] Disruptions in the provision of services

[3.1] If a cause for which bintec elmeg GmbH is not responsible, including strike or lockout, impairs compliance with the deadline ("disruption"), the deadlines shall be postponed by the duration of the disruption, if necessary including an appropriate restart phase. One contracting party shall immediately notify the other contracting party of the cause of a malfunction that has occurred in its area and of the duration of the delay.

[3.2] If the expense increases due to a disruption, bintec elmeg GmbH may also demand compensation for the additional expense, unless the customer is not responsible for the disruption and its cause lies outside his area of responsibility.

[3.3] If the customer can withdraw from the contract due to improper performance by bintec elmeg GmbH and / or claim damages instead of performance or asserts such, the customer shall, at bintec elmeg GmbH's request, declare in writing within a reasonable period of time whether he asserts these rights or continues to request performance. In the event of withdrawal, the customer must reimburse bintec elmeg GmbH for the value of previously existing usage options; the same applies to deterioration due to intended use.

If bintec elmeg GmbH is in default with the provision of services, the customer's compensation for damages and expenses due to the default shall be limited to half a percent of the price for that part of the contractual service which cannot be used due to the default for each completed week of the default. The liability for default shall be limited to a maximum total of five percent of the remuneration for all contractual services affected by the default; in the case of continuing obligations, this shall refer to the remuneration for the respective services affected for the full calendar year. In addition and with priority, a percentage of the remuneration agreed upon at the time of conclusion of the contract shall apply. This shall not apply if a delay is due to gross negligence or intent on the part of bintec elmeg GmbH.

[3.4] In the event of a delay in performance, the customer shall only be entitled to withdraw from the contract within the framework of the statutory provisions if bintec elmeg GmbH is responsible for the delay. If the customer asserts a justified claim for damages or reimbursement of expenses instead of performance due to the delay, he shall be entitled to demand one percent of the remuneration for that part of the contractual performance for each completed week of the delay which cannot be used due to the delay, but a maximum of ten percent of this remuneration in total; in the case of continuing obligations in relation to the remuneration for the respective services affected for the full calendar year. In addition and with priority, a percentage of the remuneration agreed upon at the time of conclusion of the contract shall apply.

[4.] Material defects and reimbursement of expenses

[4.1] bintec elmeg GmbH warrants the contractually owed quality of the services. There shall be no claims for material defects in the event of only an insignificant deviation between the services of bintec elmeg GmbH and the contractual quality.

Claims for defects shall also not exist in the event of excessive or improper use, natural wear and tear, failure of components of the system environment, non-reproducible or otherwise verifiable software errors by the customer or in the event of damage resulting from special external influences not assumed under the contract. This shall also apply in the event of subsequent modification or repair by the customer or third parties, unless this does not impede the analysis and elimination of a material defect.
Clause 6 shall apply in addition to claims for damages and reimbursement of expenses.

[4.2] The limitation period for material defect claims shall be 24 months from the start of the statutory limitation period. The statutory periods for recourse according to § 479 BGB (German Civil Code) remain unaffected. The same applies insofar as the law prescribes longer periods pursuant to § 438 Para. 1 No. 2 or § 634a Para. 1 No. 2 BGB (German Civil Code), in the event of an intentional or grossly negligent breach of duty on the part of bintec elmeg GmbH, in the event of fraudulent concealment of a defect and in cases of injury to life, limb or health as well as for claims arising from the Product Liability Act.
The processing by bintec elmeg GmbH of a notification of material defects by the customer shall only lead to the suspension of the statute of limitations insofar as the legal prerequisites for this exist. A restart of the statute of limitations does not occur as a result.
A subsequent performance (new delivery or subsequent improvement) can only have an influence on the limitation period of the defect triggering the subsequent performance.

[4.3] bintec elmeg GmbH may demand reimbursement of its expenses to the extent that
(a) it takes action on the basis of a notification without a defect being present, unless the customer could not reasonably be expected to recognise that no defect was present, or
(b)  a reported malfunction is not reproducible or otherwise demonstrable by the customer as a defect, or
(c) additional expenditure due to improper fulfilment of the customer's obligations (see also sections 2.2, 2.3, 2.4 and 5.2).

[5.] Defects of title

[5.1] bintec elmeg GmbH shall only be liable for infringements of third party rights through its performance if the performance is used in accordance with the contract and in particular in the contractually agreed manner, otherwise unchanged in the intended operational environment.

bintec elmeg GmbH shall be liable for infringements of third-party rights only within the European Union and the European Economic Area and at the place where the service is to be used in accordance with the contract. Section 4.1 sentence 1 shall apply accordingly.

[5.2]If a third party asserts to the customer that a service provided by bintec elmeg GmbH violates his rights, the customer shall notify bintec elmeg GmbH immediately. bintec elmeg GmbH and, if applicable, its upstream suppliers are entitled, but not obliged, to defend the asserted claims at their own expense to the extent permitted.

The customer shall not be entitled to acknowledge claims of third parties before he has given bintec elmeg GmbH a reasonable opportunity to defend the rights of third parties in any other way.

[5.3] If the rights of third parties are infringed by a service provided by bintec elmeg GmbH, bintec elmeg GmbH shall, at its own discretion and at its own expense

(a) provide the customer with the right to use the service or

(b) to make the service free of any infringement of rights or

(c) to take back the service with reimbursement of the remuneration paid by the customer (less an appropriate compensation for use) if bintec elmeg GmbH cannot achieve any other remedy with an appropriate expenditure.

The interests of the customer are taken into account appropriately.

[5.4] Claims of the customer for defects in title shall become statute-barred in accordance with Clause 4.2. Clause 6 shall apply additionally to claims for damages and reimbursement of expenses of the customer, Clause 4.3 shall apply correspondingly to additional expenses of bintec elmeg GmbH.

[6.] General liability of bintec elmeg GmbH

[6.1] bintec elmeg GmbH shall always be liable to the customer for

(a) for damages caused intentionally or grossly negligently by it or its legal representatives or vicarious agents,

(b) in accordance with the Product Liability Act and

(c) for damages resulting from injury to life, body or health for which bintec elmeg GmbH, its legal representatives or vicarious agents are responsible.

[6.2] bintec elmeg GmbH shall not be liable for slight negligence unless it has breached an essential contractual obligation, the fulfilment of which is essential for the proper performance of the contract or the breach of which jeopardises the achievement of the purpose of the contract and on the observance of which the customer may regularly rely.

This liability is limited to the contract-typical and foreseeable damage in the case of material damage and pecuniary loss. This also applies to lost profits and savings. Liability for other remote consequential damages is excluded.

For an individual case of damage, the liability in the area of the seller's recourse in accordance with § 445a BGB (German Civil Code) is limited to three times the contract value, in the case of current remuneration to three times the amount of the remuneration per contract year. Section 4.2 shall apply mutatis mutandis to the limitation period. The contracting parties may agree in writing on further liability, usually against separate remuneration, in the area of seller's recourse upon conclusion of the contract. Priority shall be given to an individually agreed liability sum. Liability pursuant to Clause 6.1 shall remain unaffected by this paragraph.
In addition and with priority, the liability of bintec elmeg GmbH for slight negligence arising from the respective contract and its execution for damages and reimbursement of expenses - irrespective of the legal basis - shall be limited in total to the percentage of the remuneration agreed upon when the contract was concluded agreed upon in this contract. Liability pursuant to Clause 6.1 shall remain unaffected by this paragraph.

[6.3] bintec elmeg GmbH shall only be liable for damages arising from a guarantee declaration if this has been expressly assumed in the guarantee. In the event of slight negligence, this liability shall be subject to the limitations set out in Clause 6.2.

[6.4] If data or components (e.g. hardware, software) have to be restored, bintec elmeg GmbH shall only be liable for the expenditure that is necessary for the restoration with proper data backup and failure prevention by the customer. In the event of slight negligence on the part of bintec elmeg GmbH, this liability shall only arise if the customer has carried out a data backup and failure precaution appropriate to the type of data and components prior to the incident. This shall not apply insofar as this has been agreed as performance by bintec elmeg GmbH.

[6.5] Clauses 6.1 to 6.4 shall apply mutatis mutandis to     claims for reimbursement of expenses and other liability claims of the customer against bintec elmeg GmbH. Sections 3.3 and 3.4 shall remain unaffected.

[7.] Data protection

[7.1] The customer shall enter into agreements with bintec elmeg GmbH that are necessary under data protection law for the handling of personal data.

[7.2] The data protection declaration of bintec elmeg GmbH as available online at https://www.bintec-elmeg.com/unternehmen/agb/datenschutzerklaerung/ also applies.

[8.] Miscellaneous

[8.1] The customer shall be responsible for observing the import and export regulations applicable to the deliveries or services, in particular those of the USA. In the case of cross-border delivery or service, the customer shall bear any customs duties, fees and other charges incurred. The customer will handle legal or official proceedings in connection with cross-border deliveries or services on his own responsibility, unless otherwise expressly agreed.

[8.2] German law shall apply. The application of the UN Convention on Contracts for the International Sale of Goods is excluded.

[8.3] The place of jurisdiction vis-à-vis a merchant, a legal entity under public law or a special fund under public law for all disputes arising directly or indirectly from the contractual relationship shall be the registered office of bintec elmeg GmbH. However, bintec elmeg GmbH is also entitled to sue at the customer's place of business.

[8.4] The contract remains effective even if individual provisions are legally invalid. This shall not apply if adherence to the contract would represent an unreasonable hardship for a contractual partner.

[8.5] bintec elmeg GmbH provides its services on the basis of its General Terms and Conditions (GTC). The customer's GTC shall not apply, even if bintec elmeg GmbH has not expressly objected to them.
    Acceptance of the services by the customer shall be deemed acceptance of the GTC of bintec elmeg GmbH and waiver of the validity of the GTC of the customer.
    Other terms and conditions shall only be binding if bintec elmeg GmbH has acknowledged them in writing; in addition, the General Terms and Conditions of bintec elmeg GmbH shall then apply.

[8.6] Amendments and supplements to this contract shall in principle only be agreed in writing. If written form has been agreed (e.g. for cancellations, rescission), text form is not sufficient.

[8.7.] Bintec elmeg GmbH shall, however, be entitled to amend the GTC of bintec elmeg GmbH six weeks in advance. The intended change will be announced to the customer by e-mail or in writing. The change shall be deemed approved if the customer does not object to it by e-mail or in writing within a period of six weeks after notification of the change; the customer shall be expressly informed of this consequence upon notification of the change.

[1.] Contractual object

[1.1] The condition and scope of performance of the hardware as well as the released environment of use are specified in the respective service/product description, supplemented by the operating instructions, unless otherwise agreed.

[1.2] The hardware is supplied with installation instructions. Operating instructions (user documentation or online help) are only supplied if they are necessary for the intended use. The operating instructions and the installation instructions can be made available to the customer electronically at the choice of bintec elmeg GmbH, unless this is unreasonable for the customer.

[1.3] If the delivery of the hardware includes software that is absolutely necessary for its functionality, the customer shall only be granted a right to use it with this hardware. Other software is subject to separate regulations.

[1.4] Unless otherwise agreed, the hardware shall be installed and commissioned by the customer. All further services provided by bintec elmeg GmbH at the customer's request (in particular application preparation, installation and demonstration of successful installation, instruction, training and consulting) shall be remunerated on a time and material basis.

[2.] Price, Transfer of risk

[2.1] The prices are valid for three months after conclusion of the contract. Thereafter, bintec elmeg GmbH may pass on to the customer an increase in the list price by its upstream supplier at the latest one week before delivery. The customer may withdraw from the contract until delivery, but at the latest within one month of notification of the price increase, if the price increase exceeds five percent. 

[2.2] Unless otherwise agreed, the risk passes to the customer directly from the delivery plant. The customer shall transport the hardware completely at his own expense and release bintec elmeg GmbH from any transport and handling costs.

[3.] Obligations of the customer

[3.1] The customer shall produce the necessary operating and application conditions (e.g. space, energy, air condition) for the hardware. The necessary conditions result from the contract, if not regulated there, from the performance/product description or the operating instructions.

[3.2] The customer shall grant bintec elmeg GmbH free access to the installation site of the hardware within the scope of the necessary support, in particular, to provide the necessary work equipment to an appropriate extent there and to communicate useful information (e.g. about conditions of use or changes to the hardware).

[4.] Claims for defects of the customer

[4.1] bintec elmeg GmbH warrants that the hardware, when used in accordance with the contract, complies with the agreements pursuant to Section 1.1.
For defects in title, Clause 5 of the General Terms and Conditions of bintec elmeg GmbH, Module 1: General contractual conditions of bintec elmeg GmbH shall apply additionally.
For material defects, Clause 4 of the General Terms and Conditions of bintec elmeg GmbH, Module 1: General contractual conditions of bintec elmeg GmbH shall additionally apply in accordance with the following provisions (Clauses 4.2 to 4.4).

[4.2] The customer shall only have claims for defects if reported defects are reproducible or otherwise verifiable by the customer. In particular, Clause 2.3 of the General Terms and Conditions of bintec elmeg GmbH, Module 1: General contractual conditions of bintec elmeg GmbH, shall apply to the notification of defects.

[4.3] If the customer is entitled to claims for defects, he shall initially only have the right to subsequent performance within a reasonable period of time. At the discretion of bintec elmeg GmbH, subsequent performance shall include either repair or replacement. The interests of the customer shall be adequately taken into account in an election. Ownership of parts that are replaced as a result of subsequent performance shall pass to bintec elmeg GmbH. The subsequent performance processing (Return Material Authorization RMA) for material defect claims will be carried out by a service provider of bintec elmeg GmbH. The claims for material defects can be processed via https://www.bintec-elmeg.com/service-support/rma-garantie/rma/

The customer shall enable bintec elmeg GmbH to install and remove the goods within the scope of subsequent performance, unless this is unreasonable for the customer. The customer shall consult with bintec elmeg GmbH before taking any measures to remedy the defect.

If the customer has a claim to reimbursement of expenses, this shall only exist to a reasonable extent, taking into account the value of the performance concerned in a defect-free condition and the significance of the defect.

[4.4] If the subsequent performance fails or is not to be carried out for other reasons, the customer may, under the statutory conditions, reduce the remuneration, withdraw from the contract and/or - within the framework of Section 6 of the General Terms and Conditions of bintec elmeg GmbH, Module 1: General contractual conditions of bintec elmeg GmbH - claim damages or reimbursement of expenses. The customer shall exercise his right to choose with regard to these warranty claims within a reasonable period of time, usually within 14 calendar days after the customer has been informed of his right to choose.

[4.5] If the customer withdraws from the contract, bintec elmeg GmbH will take back the hardware and repay the payment made by the customer less the possibilities of use granted to the customer, at most the normal sales value of this hardware at the time of return. These potential uses are generally calculated on the basis of declining balance depreciation over a useful life of three years. Both contractual partners reserve the right to prove that a longer or shorter period of use is to be taken as a basis.

[5.] Validity of the general contractual conditions of bintec elmeg GmbH

In addition, the General Terms and Conditions of bintec elmeg GmbH, Module 1: General contractual conditions of bintec elmeg GmbH, shall apply.

[1.] Contractual object

[1.1] The quality and the scope of services of the software as well as the released application environment shall be determined by the respective service/product/program description, supplemented by the operating instructions, unless otherwise agreed.

[1.2] The software is supplied only in executable form including a user manual (user documentation or online help) and installation instructions. The operating instructions and the installation instructions can also be made available to the customer electronically.

Insofar as the bintec elmeg GmbH software contains interfaces to software not supplied by bintec elmeg GmbH, § 69d of the German Copyright Act shall apply. Before decompiling, the customer first requests the necessary information from bintec elmeg GmbH.

[1.3] Unless otherwise agreed, the software shall be installed and commissioned by the customer. All other services provided by bintec elmeg GmbH at the customer's request (in particular application preparation, installation and demonstration of successful installation, instruction, training and consulting) shall be remunerated on a time and material basis.

[2.] Rights of use of software and protection against unauthorized use

[2.1] Bintec elmeg GmbH grants the customer the right, upon full payment of the agreed remuneration, to use the agreed software to the extent stipulated in the contract. If the scope is not agreed in the contract, this is a simple, non-exclusive right of use for permanent use. This only entitles the customer to use the software on one computer by a single user at the same time. The right of use includes only the use for internal purposes of the customer.
Extended use must always be contractually agreed prior to its commencement. The remuneration shall be based on the scope of the right of use.

[2.2] A transfer of the rights of use to third parties is only permitted if the rights of the customer have been completely abandoned. The customer is obliged to impose the obligations and restrictions of use applicable to him on the third party. This shall apply in particular to the obligations pursuant to Section 3.5. Upon request by bintec elmeg GmbH, the customer shall confirm in writing the abandonment of its own use.

[2.3] The customer may only copy software if this is necessary for use in accordance with the contract. Copyright notices in the software may not be changed or deleted.

[2.4] Bintec elmeg GmbH is entitled to take appropriate technical measures to protect against non-contractual use. The use of the software on a backup or successor configuration must not be significantly impaired by this.

[2.5] The title to the copies provided shall remain reserved until full payment of the remuneration owed. Insofar as individual rights of use have been granted in advance, these are always only provisional and may be freely revoked by bintec elmeg GmbH.

[2.6] Bintec elmeg GmbH may revoke the customer's right of use if the customer violates usage restrictions or other regulations to protect against unauthorized use (see also Sections 3.4 and 3.5). Bintec elmeg GmbH must set the customer a grace period for remedy beforehand. In the event of repetition and in special circumstances that justify immediate revocation taking into account the interests of both parties, bintec elmeg GmbH may pronounce revocation without setting a deadline. The customer must confirm in writing to bintec elmeg GmbH the discontinuation of use after revocation. Bintec elmeg GmbH shall grant the customer the right of use again after the customer has stated in writing and assured that no more violations of the right of use exist and that previous violations and their consequences have been eliminated.

[3.] Obligations of the customer

[3.1] The customer shall ensure that competent personnel is available to support bintec elmeg GmbH and use the software at the latest at the time of delivery.

[3.2] The customer shall inform bintec elmeg GmbH immediately of any changes to the operational environment. Section 1.1 remains unaffected.

[3.3] The customer shall support bintec elmeg GmbH to the extent necessary in rectifying defects, in particular by sending a data carrier with the relevant software at the request of bintec elmeg GmbH and making work equipment available.

[3.4] The customer acknowledges that the software including the operating instructions and other documents - also in future versions - is protected by copyright. In particular, source programs are trade secrets of bintec elmeg GmbH. The customer shall ensure that source programs are not made accessible to third parties without the consent of bintec elmeg GmbH for an unlimited period of time. The transfer of source programs requires the consent of bintec elmeg GmbH, which may not be withheld in good faith. bintec elmeg GmbH shall deliver source programs only on the basis of an express and written agreement.

[3.5] The customer may not do anything that could encourage unauthorized use. In particular, he may not attempt to decompile the programs unless he is entitled to do so pursuant to Section 1.2 Paragraph 2. The customer shall inform bintec elmeg GmbH immediately if he is aware that unauthorized access is imminent or has occurred in his area.

[4.] Defect claims of the customers

[4.1] Bintec elmeg GmbH warrants that the software complies with the agreements according to Section 1.1 when used in accordance with the contract.
The limitation period for claims based on defects shall commence upon delivery or - if bintec elmeg GmbH installs - upon completion of the installation. An extension of the scope of deployment (Subsection 2.1, paragraph 2) has no influence on the course of the limitation period.
For defects in title, Section 5 of the General Terms and Conditions of bintec elmeg GmbH, Module 1: General Contractual Terms and Conditions of bintec elmeg GmbH shall apply additionally.
For material defects, Section 4 of the General Terms and Conditions of bintec elmeg GmbH, Module 1: General Contractual Terms and Conditions of bintec elmeg GmbH shall additionally apply in accordance with the following provisions in Sections 4.2-4.4.

[4.2] The customer shall only be entitled to claims for defects if reported defects are reproducible or otherwise verifiable by the customer.
In particular, Section 2.4 of the General Terms and Conditions of bintec elmeg GmbH, Module 1: General Contractual Terms and Conditions of bintec elmeg GmbH, shall apply to notifications of defects.

[4.3] If the customer is entitled to warranty claims, he shall initially only have the right to subsequent performance within a reasonable period of time. At the discretion of bintec elmeg GmbH, subsequent performance shall include either repair or the delivery of replacement software. The customer's interests shall be adequately taken into account in the selection.

The customer shall enable bintec elmeg GmbH to install and remove the goods within the scope of subsequent performance, unless this is unreasonable for the customer. The customer shall consult with bintec elmeg GmbH before taking any measures to remedy the defect.

If the customer has a claim for reimbursement of expenses, this shall only exist to a reasonable extent, taking into account the value of the performance concerned in a defect-free condition and the significance of the defect.

[4.4] If the subsequent performance fails or is not to be carried out for other reasons, the customer may, under the statutory conditions, reduce the remuneration, withdraw from the contract and/or - within the framework of Section 6 of the General Terms and Conditions of bintec elmeg GmbH, Module 1: General Contractual Terms and Conditions of bintec elmeg GmbH - claim damages or reimbursement of expenses.

If subsequent performance is delayed, Clause 3.4 of the General Terms and Conditions of bintec elmeg GmbH, Module 1: General Contractual Terms and Conditions of bintec elmeg GmbH shall apply to compensation for damages and expenses.

The customer shall exercise his right to choose with regard to these warranty claims within a reasonable period of time, generally within 14 calendar days from the date on which the customer becomes aware of his right to choose.

[5.] Open Source

[5.1] The customer acknowledges that the products of bintec elmeg GmbH may be based on open source software, the use of which is subject to separate license terms. Whether the products contain open source software can be seen in detail from the performance/product/program description. The performance/product/program description also specifies which Open Source Software license conditions apply to the respective product. Insofar as the product selected by the customer is subject to open source software license terms, the customer accepts these license terms.

[5.2] Insofar as open source software license terms apply to the product selected by the customer in accordance with the above provisions, bintec elmeg GmbH shall inform the customer that a violation of these license terms may lead to the loss of the right of use.

[5.3] If the customer passes on the open source software to third parties, the specific license conditions of the open source software shall also apply here.

[5.4] Insofar as the license conditions for the open source software provided by bintec elmeg GmbH provide for a claim by the customer for access to the source code of this software, the following shall apply: The customer can download the source code of this open source software from the website from which he obtained the software from bintec elmeg GmbH. The source code can be found in the download area of the respective product family; in addition, bintec elmeg GmbH offers the customer to make the source code available on a medium customary for the transfer of software. This offer is valid for a period of three years from conclusion of the contract or for the period in which bintec elmeg GmbH offers spare parts or support services for the respective product (whichever is later). If the customer wishes to obtain the source code under the conditions stated, he must notify bintec elmeg GmbH of this by e-mail to info@bintec-elmeg.com and provide bintec elmeg GmbH with the name and address so that the source code can be sent.

[6.] Validity of the general contractual conditions of bintec elmeg GmbH

In addition, the General Terms and Conditions of bintec elmeg GmbH, Module 1: General Contractual Terms and Conditions of bintec elmeg GmbH, shall apply.

 

 

[1.] Contractual object

[1.1] Bintec elmeg shall provide the service in accordance with the conditions agreed in the contract and subsequently against the contractually agreed remuneration. The customer is responsible for the project and its success. Bintec elmeg GmbH shall provide the service in accordance with the principles of proper professional practice.

[1.2] The subject matter of the contract may consist of a one-off service, also to be rendered in parts, or may be of a permanent nature.

[2.] Performance of the service

[2.1] The place of performance shall be the registered office of bintec elmeg GmbH, unless otherwise agreed.

[2.2] Bintec elmeg GmbH shall provide the service through suitable employees or subcontractors. The customer has no claim to performance by certain employees or subcontractors of bintec elmeg GmbH.

[2.3] Bintec elmeg GmbH shall determine the manner in which the services are to be provided, unless otherwise agreed.

[2.4] The customer is not authorised to issue instructions to the employees or subcontractors of bintec elmeg GmbH involved in the provision of the service.

[2.5] 2.5    If bintec elmeg GmbH has to present the results of the service in writing, only the written presentation shall be authoritative.

[3.] Obligations to cooperate

[3.1] The customer shall ensure that the contact person named by him provides bintec elmeg GmbH with the documents, information and data necessary for the provision of the service in a complete, correct, timely and free of charge manner, unless owed by bintec elmeg GmbH. In addition, the customer shall ensure that they are updated. bintec elmeg GmbH may assume that these documents, information and data are complete and correct, unless it recognizes or must recognize that they are incomplete or incorrect.

[3.2] The customer shall observe the provision of services by bintec elmeg GmbH.

[4.] Rights of use

[4.1] Bintec elmeg GmbH shall grant the customer the non-exclusive and non-transferable right to permanently use the service results provided by bintec elmeg GmbH within the scope of the contract and handed over to the customer for its own internal purposes within the scope of the contractually stipulated purpose of use, unless otherwise agreed.

[4.2] Otherwise, all rights shall remain with bintec elmeg GmbH.

[4.3] Bintec elmeg GmbH may withdraw the rights granted to the customer to use the software if the customer violates usage restrictions or other regulations to protect against unauthorized use to a not insignificant extent. Bintec elmeg GmbH must set the customer a grace period for remedy beforehand. In the event of repetition and in special circumstances justifying immediate withdrawal in consideration of the interests of both parties, bintec elmeg GmbH may withdraw the rights even without setting a deadline. The customer must confirm in writing to bintec elmeg GmbH the discontinuation of use after withdrawal of the rights of use. Bintec elmeg GmbH shall grant the customer the rights of use again after the customer has stated in writing and assured that his use no longer constitutes any infringement of the rights of bintec elmeg GmbH and that previous infringements and their consequences have been eliminated.

[5.] Term

[5.1] If the contract is concluded for an indefinite period, it can be terminated with a notice period of three months to the end of a calendar year. This termination is possible for the first time at the end of the calendar year following the conclusion of the contract. An agreed minimum term remains unaffected by this right of termination.

This shall not apply in each case unless otherwise agreed.

[5.2] The right to extraordinary termination for good cause remains unaffected.

[5.3] Declarations of termination are only effective in writing.

[5.4] Withdrawal from the contract is excluded.

[6.] Remuneration

[6.1] Unless otherwise agreed, bintec elmeg GmbH may increase the remuneration at the earliest twelve months after conclusion of the contract if the increased remuneration corresponds to the current list price of bintec elmeg GmbH. Further increases may be made at the earliest twelve months after a previous increase takes effect. An increase will take effect three months after announcement.

The customer has a right of termination if the remuneration rates increase by more than five percent. The customer may terminate the contract within one month of receipt of the announcement at the time of the effectiveness of such an increase.

[6.2] Agreed expense statements shall be deemed approved unless the customer objects in detail in writing within twenty-one days of receipt and bintec elmeg GmbH has pointed out the fiction of approval in the expense statement.

[6.3] Travel costs and expenses as well as other expenses shall be reimbursed in accordance with bintec elmeg GmbH's price list, unless otherwise agreed.

Travel time is regarded as working time.

[6.4] Bintec elmeg GmbH may demand compensation for its expenses if additional expenses are incurred due to improper fulfilment of the customer's obligations (see Section 3).

[7.] Service disruptions

[7.1] If the service is not provided in accordance with the contract and bintec elmeg GmbH is responsible for this (default in performance), it shall be obliged to provide the service in whole or in part in accordance with the contract within a reasonable period without additional costs for the customer, unless this is only possible with disproportionate expense. This obligation of bintec elmeg GmbH exists only if the customer complains about the default in writing and without delay, but at the latest within two weeks of becoming aware of it, unless otherwise agreed.

[7.2] Any further claims for expenses and damages shall be governed by Section 6 of the General Terms and Conditions of bintec elmeg GmbH, Module 1: General Contractual Terms and Conditions of bintec elmeg GmbH.

[8.] Validity of the general contractual conditions of bintec elmeg GmbH

In addition, the General Terms and Conditions of bintec elmeg GmbH, Module 1: General Contractual Terms and Conditions of bintec elmeg GmbH, shall apply.

[A] Contractual objects

[A 1] Support object

Bintec elmeg GmbH shall provide the support services described below only for the agreed software and/or hardware (hereinafter referred to as "support object") in return for the agreed remuneration.
The support does not include services in connection with the use of the support object under contractually not presupposed conditions or changes to the support object by the Customer or by third parties. Also not included are installation or configuration support for third-party systems.
Bintec elmeg GmbH provides the following support services:

[A 2] Support object "Preventive Maintenance“

Preventive maintenance serves the maintenance of the functional support object. It is carried out using a support procedure defined by bintec elmeg GmbH according to type and scope (e.g. new releases, patches) or, if contractually agreed, according to the maintenance procedure provided by the manufacturer of the support object.

[A 3] Support object "Fault Management

[A 3.1] Annahme von Störungsmeldungen des Kunden

Acceptance of fault messages from the customer
During its normal business hours, bintec elmeg GmbH will receive fault reports from the customer, provide them with an identifier, assign them to the agreed fault categories and, on the basis of this assignment, carry out the agreed measures for the analysis and correction of faults. Section 2.4 of the General Terms and Conditions of bintec elmeg GmbH, Module 1: General Contractual Terms and Conditions of bintec elmeg GmbH shall apply mutatis mutandis to fault reports. At the customer's request, bintec elmeg GmbH shall confirm the receipt of a fault report by notifying the customer of the assigned identifier.
The fault management does not include services in connection with the use of the support object in non-approved environments of use with changes to the support object by the customer or third parties.

[A 3.2] Zuordnung zu Störungskategorien

Unless otherwise agreed, bintec elmeg GmbH shall assign received fault reports (Object A 3.1) to the agreed service description (https://www.bintec-elmeg.com/service-support/online-information/snow-faq/) in accordance with the respective support status. 

[A 3.3] Implementation of measures for fault rectification

In the event of reports of malfunctions, bintec elmeg GmbH will initiate appropriate measures based on the circumstances communicated by the customer in accordance with the respective support status of the agreed service description (https://www.bintec-elmeg.com/service-support/online-information/snow-faq/) in order to first locate the cause of the malfunction.
If, after initial analysis, the reported malfunction does not present itself as a defect in the support object, bintec elmeg GmbH shall inform the customer accordingly.
Otherwise bintec elmeg GmbH will take appropriate measures for further analysis and elimination of the notified malfunction. The customer shall immediately implement measures notified to him for the elimination of faults and shall then immediately notify bintec elmeg GmbH again of any remaining faults.

[A 4] Support object "Contact point (Helpdesk)"

[A 4.1] Establishment of a contact point

bintec elmeg GmbH sets up a contact point for the customer (Helpdesk). This office deals with the customer's inquiries in connection with the technical requirements and conditions for use of the object of support as well as individual functional aspects.

[A 4.2] Acceptance and processing of enquiries

The customer shall name to bintec elmeg GmbH only the technically and appropriately qualified personnel who are entrusted internally by the customer with the processing of inquiries from the users of the support object. Only such personnel named to bintec elmeg GmbH will address queries to the helpdesk using forms provided by bintec elmeg GmbH. The Helpdesk accepts such inquiries by telephone (hotline for bintec-elmeg partners) and via the SNOW web portal (for bintec-elmeg partners), as well as via the CGS web portal (for customers with support contracts and other chargeable inquiries from end customers) during the usual business hours of bintec elmeg GmbH.
The Helpdesk will process and, as far as possible, answer proper calls in the normal course of business. The Helpdesk may refer to the documentation and other training resources available on the customer's side for answers. Premium tickets are valid for two years from the date of purchase and expire thereafter.

[A 5] Object of support "Material transfer and additional services"

The provision of consumables, wear parts or spare parts is not subject of the services under this contract. If the customer accepts consumption, wear or spare parts from bintec elmeg GmbH, the General Terms and Conditions of bintec elmeg GmbH, Module 2: Hardware Sale by bintec elmeg GmbH shall apply. Services exceeding the scope of clauses A 2, A 3 and A 4 are not owed under this contract, require a separate agreement and are to be remunerated additionally. These can be, for example, additionally agreed on-site deployments at the customer or consulting and support in the event of a changed deployment environment.

 

[B] General regulations for all support objects (A 2, A3 and A 4)

[B 1] Term

[B 1.1] Unless otherwise agreed, the support contract within the scope of the bintec elmeg partner program for registered partners begins with the delivery in accordance with the purchase contract for the support object. End customers can make chargeable inquiries about the support object A4.

[B 1.2] The support contracts "Hotline Classic" and "Hotline Premium" run for 12 months and can be terminated in writing with a notice period of 3 months to the end of a 12 month period. Furthermore, the contracts may be terminated by bintec elmeg GmbH and the customer without notice for good cause.

Only written notices of termination shall be effective.

[B 1.3] The End of Support and End of Repair dates for the Support Objects shall be as set out in the End of Sale Information (https://www.bintec-elmeg.com/service-support/online-information/end-of-sale-information/).

[B 2] Remuneration

[B 2.1] Flat-rate payment

Customers with support contracts "Hotline Classic" and "Hotline Premium" remunerate the agreed support services from A 3 and A 4 by an ongoing flat rate. Consumption, wear or spare parts are not covered by this flat-rate payment. The support fee is owed in advance during the billing period and will be invoiced by bintec elmeg GmbH to the customer at the beginning of the billing period. In principle, the billing period is one year.

[B 2.2] Remuneration of consumables, wear parts and spare parts

Consumption, wear or spare parts provided by bintec elmeg GmbH to the customer shall be remunerated separately in accordance with the General Terms and Conditions of bintec elmeg GmbH, Module 2: Sale of Hardware by bintec elmeg GmbH.

[B 2.3] Remuneration of benefits

Additional services which are not covered by the flat-rate remuneration shall be remunerated in accordance with Section 1.1 of the General Terms and Conditions of bintec elmeg GmbH, Module 1: General Contractual Conditions of bintec elmeg GmbH.

[B 2.4] Adjustment of remuneration

bintec elmeg GmbH may adjust the remuneration to general list prices every calendar year.
The customer has a right of termination if the flat-rate remuneration rates increase by more than five percent. bintec elmeg GmbH will announce such an increase to the customer two months in advance. The customer may terminate the contract within one month of receipt of the announcement at the time of such an increase. Section B 1.3 shall apply to the termination.

[B 3] Right to use software supplied with the product

The customer's rights of use to new versions and other corrections of the software delivered in connection with the hardware correspond to the rights of use to the previous version. With regard to the rights of use, the rights to the new versions and other corrections shall replace the rights to the previous versions and other corrections.

[B 4] Obligations of the customer

[B 4.1] The customer shall ensure that the support object is only used in an approved environment.

[B 4.2] Unless otherwise agreed, the customer shall additionally store all documents, information and data handed over to bintec elmeg GmbH in such a way that they can be reconstructed if data carriers are damaged or lost.

[B 5] Implementation

The provision of support is subject to the proviso that bintec elmeg GmbH itself is supplied by its respective upstream supplier in a timely manner and in accordance with the contract.
Consumption, wear or spare parts used are either new or equivalent to new parts in terms of their usability.

[B 6] Data protection

[B 6.1] Insofar as bintec elmeg GmbH has access to personal data of the customer or from the customer's area, it shall act exclusively as an order processor and process and use this data only for the execution of the contract. bintec elmeg GmbH will observe the customer's instructions for handling this data. The customer shall bear any adverse consequences of such instructions for the execution of the contract. The customer shall agree with bintec elmeg GmbH on the details for the handling of bintec elmeg GmbH's data by the customer in accordance with data protection requirements.

[B 6.2] The customer remains the responsible party in the general contractual relationship as well as in the sense of data protection law. The following shall apply to the relationship between bintec elmeg GmbH and the customer: The customer shall be responsible to the person concerned for the processing (including collection and use) of personal data, unless bintec elmeg GmbH is responsible for any claims of the person concerned due to a breach of duty attributable to bintec elmeg GmbH. The customer shall be responsible for examining, processing and answering any enquiries, applications and claims of the person concerned. This also applies if the person concerned makes use of bintec elmeg GmbH. bintec elmeg GmbH will support the customer within the scope of his obligations.

[B 7] Validity of the general contractual conditions of bintec elmeg GmbH

In addition, the General Terms and Conditions of bintec elmeg GmbH, Module 1: General Contractual Conditions of bintec elmeg GmbH and Module 2: Sale of Hardware by bintec elmeg GmbH shall apply.

[1.] Services

[1.1] Bintec elmeg GmbH shall provide the contractual services, in particular access to the software, in its area of availability (from the computer centre to the Internet interface). The scope of services, the quality, the intended use and the conditions of use of the contractual services are set out in the respective service description, supplemented by the operating instructions for the software.

[1.2] Additional services, such as the development of customer-specific solutions or necessary adaptations, require a separate contract.

[1.3] Bintec elmeg GmbH may provide updated versions of the software.
Bintec elmeg GmbH will inform the customer electronically about updated versions and corresponding instructions for use and will make these available accordingly.

[2.] Scope of use

[2.1] The contractual services may only be used by the customer and only for the purposes agreed in the contract. During the term of the contract, the customer may access the contractual services by means of telecommunications (via the Internet) and use the functionalities associated with the software in accordance with the contract by means of a browser or another suitable application (e.g. an "App"). The customer does not receive any rights beyond this, in particular to the software or any infrastructure services provided in the respective computer centre. Any further use requires the prior written consent of bintec elmeg GmbH.

[2.2] In particular, the customer may not use the software beyond the agreed scope of use, or have it used by third parties or make it accessible to third parties. In particular, the customer is not permitted to reproduce, sell or temporarily transfer, rent or lend software or parts thereof.

[2.3] Bintec elmeg GmbH is entitled to take appropriate technical measures to protect against non-contractual use. The use of the services in accordance with the contract may not be impaired by this more than insignificantly.

[2.4] In the event of a user exceeding the scope of use in violation of the contract or in the event of an unauthorised transfer of use, the customer shall upon request provide bintec elmeg GmbH immediately with all information available to him for the assertion of claims due to the use in violation of the contract, in particular the name and address of the user.

[2.5] Bintec elmeg GmbH may revoke the customer's access authorization and / or terminate the contract if the customer significantly exceeds the permitted use or violates regulations for protection against unauthorized use. In connection with this, bintec elmeg GmbH may interrupt or block access to the contractual services. Bintec elmeg GmbH must set the customer a reasonable period of grace in advance to remedy the situation. The sole revocation of the access authorization shall not be deemed to be a termination of the contract at the same time. Bintec elmeg GmbH can only maintain the revocation of the access authorisation without notice for a reasonable period of time, up to a maximum of three months.

[2.6] The claim of bintec elmeg GmbH to remuneration for use exceeding the agreed use remains unaffected.

[2.7] The customer has a claim to the re-granting of the access authorisation and the access possibility after he has proven that he has ceased the use contrary to contract and prevented a future use contrary to contract.

[3.] Availability, performance deficiencies

[3.1] The availability of the services provided results from the service description.

[3.2] In the event of only an insignificant reduction in the suitability of the services for contractual use, the customer shall have no claims based on defects. The strict liability of bintec elmeg GmbH for defects that existed at the time the contract was concluded is excluded.

[4.] Data protection

[4.1] Insofar as bintec elmeg GmbH has access to personal data of the customer or from the customer's area, it shall act exclusively as an order processor and process and use this data only for the execution of the contract. bintec elmeg GmbH will observe the customer's instructions for handling this data. The customer shall bear any adverse consequences of such instructions for the execution of the contract. The customer shall agree with bintec elmeg GmbH on the details for the handling of bintec elmeg GmbH's data by the customer in accordance with data protection requirements.

[4.2] The customer remains the responsible party in the general contractual relationship as well as in the sense of data protection law. If the customer processes personal data in connection with the contract (including collection and use), he shall be responsible for ensuring that he is entitled to do so in accordance with the applicable provisions, in particular data protection regulations, and shall indemnify bintec elmeg GmbH against third-party claims in the event of a breach.

[4.3] The following applies to the relationship between bintec elmeg GmbH and the customer: The customer shall be responsible to the person concerned for the processing (including collection and use) of personal data, unless bintec elmeg GmbH is responsible for any claims of the person concerned due to a breach of duty attributable to bintec elmeg GmbH. The customer shall be responsible for examining, processing and answering any enquiries, applications and claims of the person concerned. This also applies if the person concerned makes use of bintec elmeg GmbH. bintec elmeg GmbH will support the customer within the scope of his obligations.

[5.] Obligations of the customer

[5.1] The customer must protect the access authorisations assigned to him or the users as well as identification and authentication information from access by third parties and not pass them on to unauthorised persons.

[5.2] The customer shall be obliged to indemnify bintec elmeg GmbH against all claims by third parties based on infringements of rights which are based on an unlawful use of the object of performance by the customer or which are made with the customer's approval. If the customer recognises or must recognise that such an infringement is imminent, bintec elmeg GmbH shall be obliged to be informed immediately.

[5.3] The customer must use the possibilities provided by bintec elmeg GmbH to secure his data in his original area of responsibility.

[6.] Non-contractual use, damages

For each case in which a contractual service is used unjustifiably within the area of responsibility of the customer, the customer shall pay damages in the amount of the remuneration that would have been incurred for the contractual use within the framework of the minimum contractual period applicable to this service. The customer reserves the right to prove that the customer is not responsible for the unauthorised use or that there is no damage or considerably less damage.
Bintec elmeg GmbH remains entitled to claim further damages.

[7.] Fault management

Bintec elmeg GmbH will handle customer fault reports in accordance with the General Terms and Conditions of bintec elmeg GmbH, Module 5: Support by bintec elmeg GmbH.

[8.] Contact point (Hotline)

bintec elmeg GmbH will set up a contact point for the customer (hotline) as described in the General Terms and Conditions of bintec elmeg GmbH, Module 5: Support by bintec elmeg GmbH.

[9.] Contract term and contract termination

[9.1] The contractually agreed services shall be provided from the date specified in the contract, initially for the duration of the term agreed in the contract. During this minimum term, premature ordinary termination by both parties is excluded.

[9.2] The contract can be terminated with three months' notice, at the earliest at the end of the minimum term. If this is not done, the contract will be renewed for a further year unless it has been terminated by notice of three months to the end of the respective renewal period.

[9.3] The right of each contractual partner to extraordinary termination for good cause remains unaffected.

[9.4] Any notice of termination must be in writing in order to be effective. Section 8.4 of the General Terms and Conditions of bintec elmeg GmbH, Module 1: General Contractual Conditions of bintec elmeg GmbH shall apply.

[9.5] The customer shall be responsible for securing his data files in good time before termination of the contract (e.g. by download). Upon request, bintec elmeg GmbH shall support the customer in this respect; Section 4.3 of the General Terms and Conditions of bintec elmeg GmbH, Module 1: General Contractual Conditions of bintec elmeg GmbH shall apply. An access possibility of the customer to these data bases will not be given after termination of the contract already for data protection reasons regularly any more.

[10.] Validity of the general contractual conditions of bintec elmeg GmbH

In addition, the General Terms and Conditions of bintec elmeg GmbH, Module 1: General Contractual Conditions of bintec elmeg GmbH, Module 2: Hardware Sale by bintec elmeg GmbH and Module 5: Support by bintec elmeg GmbH shall apply.

[1.] Services

[1.1] Bintec elmeg shall provide the training services in accordance with the conditions agreed in the contract and subsequently against the contractually agreed remuneration. The subject matter of the contract is the provision of training services by bintec elmeg GmbH by conducting classroom trainings, workshops and/or web-based trainings (WBTs) on manufacturer-specific and general ICT topics as well as the provision of online examinations for certification within the framework of the bintec elmeg partner program.

[1.2] The training courses can be held at bintec elmeg GmbH locations, in hotels or in training centres of external service providers.

[1.3] In-house seminars or individual workshops can contain individual topics according to customer requirements. These training courses are held either on the customer's premises or at a location agreed in advance with the customer. For these trainings there is no entitlement to the services that we offer in our standard trainings. The scope of services shall be agreed in advance between the contracting parties within the framework of an offer procedure.

[2.] Registration, confirmation of registration and registration fee

[2.1] The customer's registration becomes binding for both parties upon confirmation of execution by bintec elmeg GmbH. The customer must transfer the participation fee to the specified account in compliance with the payment deadline. The receipt of payment must have been registered with bintec elmeg GmbH before the start of the course.

[2.2] In the case of standard training courses, the participation fee is per person and per training date plus the statutory VAT. The prices from the current price list or the participation fees stated in the online registration form apply. Participation in the online certification exam is already included in the price of the classroom training.

[2.3] In the case of online certifications or recertifications that are not carried out as part of classroom training, the invoice will be issued immediately after your registration. The online check is not activated until the payment has been registered.

[2.4] In the case of in-house and individual training courses, invoicing shall be based on the service provided by bintec elmeg GmbH and in accordance with the written agreement.

[3.] Withdrawal, cancellation by the participant / customer

[3.1] If a participant cancels shortly before the start of the seminar, it is normally no longer possible to allocate the seminar place elsewhere. For this reason, the Parties shall share the financial risk in a spirit of partnership. Any cancellation costs incurred by the customer are defined as follows:

[3.2] Cancellation up to 10 working days prior to the start of the seminar will not incur any cancellation costs for the customer. bintec elmeg GmbH shall then charge the customer the following downtime costs:

9 to 5 working days before the start of the seminar: 50 % of the seminar fee

4 to 0 working days before the start of the seminar: 100 % of the seminar fee

In case of non-attendance or cancellation on the day of the training: 100 % of the seminar fee

If the customer of bintec elmeg GmbH names a replacement participant in good time, bintec elmeg GmbH shall carry out a rebooking free of charge. Cancellation fees do not apply in this case.

[3.3] Withdrawal from a training course must always be made in writing (by e-mail, fax or letter).

[4.] Liability

[4.1] bintec elmeg GmbH is not liable for theft, loss or damage of objects brought by the participant.

[4.2] The training material as well as the content of the training courses are created by highly qualified trainers and employees to the best of their knowledge and belief. However, bintec elmeg GmbH assumes no liability for the topicality, completeness and correctness of the documents and contents.

[5.] Cancellation and amendment of seminars by bintec elmeg GmbH 

[5.1] If it is not possible to hold a training course due to force majeure or another important reason (e.g. illness of the trainer or insufficient number of participants), bintec elmeg GmbH will inform the participants as quickly as possible. The already paid participation fee will be refunded immediately and in full. Further claims (e.g. cancellation fees for overnight accommodation or travel, compensation for lost working time) are - insofar as legally permissible - excluded.

[5.2] Bintec elmeg GmbH reserves the right to use a speaker who deviates from the announcement and to make short-term changes to the content of the training course or the WBT. These changes do not entitle the customer to a reduction of the seminar fees or to withdraw from the contract.

[5.3] In order to ensure optimal training success, the number of participants per event and seminar type is limited. The registration will be considered after receipt. We reserve the right to cancel individual participants/customers due to overbooking.

[6.] Training hardware, catering, drinks and seminar materials

[6.1] For standard training courses with registration via the bintec elmeg GmbH online registration form, workstations with training hardware, accompanying seminar documents, conference drinks and lunch are already included in the participation fee. However, there is no right to exclusive provision of hardware (single user). bintec elmeg GmbH reserves the right to set up a workplace which is used by several training participants.

[6.2] There is no entitlement to these services for on-site and individual training courses. In this case, the scope of bintec elmeg GmbH's services shall be negotiated between the contractual partners within the framework of an offer procedure.

[7.] Copyright

The accompanying seminar documents are protected by copyright and may not be reproduced or passed on - neither in full nor in part - without the written consent of bintec elmeg GmbH. This rule applies to both printed and digital documents.

[8.] Certificate of participation and certificate

Participants will receive a certificate of participation from bintec elmeg GmbH on request. If a participant has taken part in the optional CA or CE examination and passed this test, bintec elmeg GmbH will issue a corresponding certificate. The certificate will be made available on the examination platform as a downloadable PDF file - provided the test has been passed successfully.

[9.] Validity of the general contractual conditions of bintec elmeg GmbH

In addition, the General Terms and Conditions of bintec elmeg GmbH, Module 1: General Contractual Conditions of bintec elmeg GmbH and Module 4: Services provided by bintec elmeg GmbH shall apply.

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