General Terms and Conditions for Corporate customers of Digifom GmbH
§ 1 Präambel
Die Digifom GmbH (nachfolgend auch „Digifom“, „Lizenzgeber“, „Dienstleister“ oder „Anbieter“ genannt) bietet verschiedene elektronische Lösungen und Dienstleistungen im Bereich Aus- und Weiterbildung sowie E-Learning an, welche den nachfolgenden Allgemeinen Geschäftsbedingungen (AGB) zu Grunde liegen. Darunter inbegriffen sind das Bereitstellen eines Benutzerzugangs zu Internet-Plattformen; Bereitstellung von Diskussionsforen und Internet-Chatrooms; Erstellung von Online-Kursen; Erstellung von Individualsoftware; Übertragung von Nachrichten zwischen Computernutzern; Bereitstellen von Nutzungslizenzen; Weitere damit zusammenhängende Dienstleistungen für Unternehmen.
§ 2 Scope
of application These General Terms and Conditions also apply to all business relations between the Customer (hereinafter also referred to as "Customer"
) and Digifom. Deviations from these Terms and Conditions shall only be effective if they have been confirmed in writing by
Digifom. Digifom is entitled to amend these General Terms and Conditions at any time subject to a
reasonable period of notice. Upon publication of a notice of amendment, the Customer shall have a right of
§ 3 Identität des Vertragspartners
Der Vertrag kommt mit der Digifom GmbH zustande:
Vertretungsberechtigter Geschäftsführer: Joey Fleck
Handelsregisternummer: Amtsgericht Paderborn HRB 15129
§ 4 Conclusion
of Contract The contract for the use of the services offered by Digifom is concluded when a representative authorised by Digifom accepts the order placed by the Customer. The acceptance is confirmed by the first fulfilment action (provision of contents) or in text form by Digifom. If Digifom uses third parties to perform the agreed services, these third parties shall not become contractual partners of the Customer. Digifom is entitled to refuse acceptance of the application without giving reasons
§ 5 Duration of the contract and termination
If a contract is concluded with Digifom, it shall begin on the date of the first performance action, unless
otherwise agreed. The contracts are concluded for an indefinite period of time and can be terminated by either
party with a notice period of 14 days to the end of the contract. The contracts are automatically extended by the term of the booked subscription, but at least by one year, unless you give notice of termination in text form with a period of notice of 14 days to the end of the respective contract or, after an extension of 14 days, to the extended end of the term. Any trial access ends automatically at the end of the respective trial period and does not have to be cancelled. Notice of termination must be given in text form and takes effect upon receipt. Fees already paid will not be refunded. Upon termination of a subscription provided by Digifom, any PayPal subscription, if any, shall also expire. After expiry of the subscription, the user's access to the system will be blocked.
§ 6 Scope of
Services Digifom shall provide the customer with the technical conditions for the publicity of programs
on the Internet in accordance with the respective product and shall assure the customer that the services will be available on an annual average of 99.8% of the respective
product if they are located on a server maintained by Digifom. Excluded from this are times when the computers cannot be accessed via the Internet due to technical or other problems beyond Digifom's control (force majeure, fault of third parties, etc.). The same applies to maintenance work that leads to downtimes and was previously notified as a maintenance window will be deemed available
If the scope of services is restricted, the customer shall own
an extraordinary right of termination. Will services be free
Digifom shall be entitled to terminate the contract without notice and without
to reinstate the advance notice. A reduction, refund or refund of
No claim for damages can be asserted as a result of this. For a
fundamental change of the legal or technical standard on the Internet
Digifom will be allowed to terminate extraordinarily if it is thereby granted for Digifom
is unacceptable, their services in whole or in part within the framework of the contractual purpose
The registration for live webinars, which are organized by Digifom are binding as soon as they are confirmed by Digifom. In In the event of overbooking, the applicant will be informed immediately; a contract will be signed. does not come about in this case. The supplier reserves the right, due to insufficient number of participants or the illness of the and other disturbances in business operations, which are not caused by him. to cancel an announced live webinar. Already paid Participation fees will be refunded in this case, further claims exist. not.
§ 7 Licence Conditions
If the Product offered by Digifom is under commercial licence, the Product may be used for commercial purposes in accordance with the licence conditions set out in these terms and conditions. An acquired licence for a Product which is under commercial licence entitles a copy of the Product in the Customer's IT infrastructure or on a device designated by the Customer to be used by a single user. In the case of volume licenses, the Customer shall ensure that the permissible number specified in the invoice for the purchased licenses is not exceeded. If the customer uses the product to an extent that qualitatively or quantitatively exceeds the rights of use acquired by him, he undertakes to immediately acquire the rights of use necessary for permitted use from the licensor. In this case, Digifom shall be entitled to take technical measures to prevent use beyond the contractually permissible scope, in particular to install appropriate access barriers. Digifom reserves the right to limit files or accesses to the amount of licenses purchased in the invoice. The Customer may request additional licenses during Digifom's business hours in a timely manner. Digifom reserves the right to decide in its sole discretion whether the Customer will receive additional licenses. By entering into the Agreement, the Customer shall be granted access to the Licensed Content through an authentication method specified by Digifom (e.g. username, password or IP authentication).
§ 8 Applicable law
The law of the Federal Republic of Germany shall apply exclusively. This shall only apply to consumers insofar as no statutory provisions of the state in which the customer has his residence or
habitual abode are restricted
thereby. The place of jurisdiction for disputes with customers who are not consumers, legal entities under
public law or special funds under public law is the registered office of the provider.
§ 9 Intellectual property and rights
of use Upon full payment of the entire service invoiced by Digifom to the Customer,
Digifom shall grant the Customer a non-exclusive, non-exclusive, spatially and temporally unlimited and
non-sublicensable right of use. Self-created contents of the customer, such as course materials, learning materials, pictures, texts and chat processes are excluded. Digifom reserves the right to block access to the Software or the Service provided until receipt of the outstanding payment. All originals and source codes shall be returned to Digifom upon request. The same applies to information technology ideas, processes and workflows.
§ 10 Remuneration
All prices quoted by Digifom are exclusive of the statutory value added tax, unless otherwise
indicated. The agreed basic fees are payable in advance in accordance with the contractual agreement and
are due upon receipt of the invoice. Payments by the Customer to the Provider for use within
Internet services or for other products within the system can be made by electronic direct debit, credit card, advance payment and PayPal. In the event of billing via Digifom, Digifom shall be entitled by the Customer to collect the payment to be made by the Customer from an account to be named by the Customer. If the cost of a subscription or an invoice issued is not credited to Digifom's bank account in due time, Digifom shall be entitled to suspend the Customer's access to the Service provided until the agreed payment has been received. This applies in particular to other services provided by Digifom, such as online platforms or individual software. After receipt of the payment, access to the System or the Service provided will be re-enabled. Payments will always be credited against the oldest outstanding debt. The preparation of designs and all other activities that Digifom performs for the Customer shall be subject to a fee, unless expressly agreed otherwise. If Digifom offers on the basis of open source software (e.g. Magento, WordPress, TYPO3, Shopware, Redaxo, ...), the functional scope of the version used in each case shall be the basis of the contract. Any deviation from the standard software, unless confirmed by Digifom, shall be considered a deviation from the standard software and shall be invoiced according to the actual expenditure. For the development of web projects, a server infrastructure is to be provided by the customer. If this is not available when the order is placed, Digifom will take over the provision of a development environment. The Customer shall bear the usual market costs incurred for this. Changes to the development environment during the period of development (between the initial placing of the order and the acceptance of the initial order or all orders concerned) shall be invoiced separately and according to expenditure.
§ 11 Terms of payment, due date of remuneration
The remuneration is due upon delivery of the work. It is payable without deduction. If the work ordered is accepted in parts
, a corresponding partial remuneration is due upon acceptance of the part. If an order extends over
a longer period of time or if it requires financial advance payments from Digifom, then appropriate payments on account are to be made, namely 50% of the total remuneration when the order is placed, 25% at the middle of the project and 25% after completion of the entire work and online placement. If the work is software and is to be moved from the development server to the customer's own infrastructure before final acceptance, 100% of the remuneration is due immediately.
The final payment is due and payable before the work is moved to a customer's own system. Default occurs with a reminder after the due date, but in any case 30 days after the due date and receipt of an invoice or equivalent request for payment. If the due date is determined by calendar, default occurs as soon as the due date is reached. Unless Digifom can prove that Digifom has suffered greater damage as a result of the delay, interest on arrears shall be payable at a rate of 5% above the respective
base rate in accordance with § 1 of the Discount Rate Transition Act (Diskontsatz-Überleitungs-Gesetz (DÜG)).
Monthly fees are payable by the 10th day of the calendar month for the month in which the services are provided. Digifom reserves the right to change the prices for the ongoing Services, provided that these Services are not provided by Digifom but by a third party company commissioned after written confirmation by the Customer and Digifom is invoiced for such services. Price changes will be announced with reasonable notice. If the Customer does not agree to a price change, the Customer shall have the right to cancel the confirmation of the use of these Services with 10 working days' notice from the date on which the Customer becomes aware of the price increase. If the due date of an order is exceeded from Digifom's point of view, Digifom shall no longer owe the main service and also no longer owe the (customary) services promised in writing.
§ 12 Special and additional
services Special services and additional services which go beyond the contractually agreed framework or the services of Digifom specified in these General Terms and Conditions shall be charged separately according to the time required and in accordance with the prices valid at the time of conclusion of the contract. This includes, for example, increased services such as meetings and telephone calls. These must be shown in detail by Digifom in the invoice. Digifom shall be entitled to order the external services necessary for the fulfilment of the order in the name and for the account of the Customer, provided that the Customer gives his consent. If, in individual cases, contracts for third-party services are concluded in the name and for the account of Digifom, the Customer undertakes to indemnify Digifom internally against all liabilities arising from the contractual relationship and which are necessary for the performance of the services for the Customer. Expenses for ancillary technical costs, in particular for special software extensions, the purchase of software products, the commissioning of external specialists, materials, for the production of photographs, the acquisition of licences for photographs or graphics, intermediate shots, reproductions, typesetting and printing, etc. shall be reimbursed by the Customer, provided that these are purchased by Digifom in advance. An appropriate administration fee for the handling of special services and additional costs shall be reimbursed in full by the Customer. If necessary, Digifom shall pay taxes in the reverse charge procedure when purchasing licences and shall pay any costs incurred, such as capital gains tax for individual licences. The Customer shall bear the costs and taxes incurred for this - even if they were not known at the time of the offer. An introduction to a system developed by Digifom is not an implicit part of any quotation. If training is required, it is offered separately by Digifom and must be ordered by the Customer. The documentation or presentation of project details or descriptions of a solution by Digifom that go beyond the offer, require a written order from the Customer. The preparation of such documentation or presentation shall in any case be remunerated according to the actual expenditure.
§ 13 Confidentiality and data protection
Digifom undertakes to keep confidential all information and documents which are accessible in connection with the conclusion of the contract and which are designated as confidential or are otherwise clearly recognisable as business or trade secrets of the Customer and not to record, pass on or utilise such information or documents unless required to achieve the purpose of the contract. Digifom has made suitable contractual agreements with the employees and/or agents working for it to ensure that they also refrain from any exploitation, disclosure or unauthorised recording of such business and trade secrets.
Such obligations affect the customer with respect to Digifom's business and trade secrets. The customer
agrees that his personal data received within the scope of the business relationship may be stored and automatically processed by computer for the purpose of
processing the business relationship. The customer is hereby informed that Digifom and its agents process your data automatically in accordance with § 33 paragraph 1
of the German Federal Data Protection Act and § 4 of the German Teleservices Data Protection Act (TDDSG). The Customer is entitled at any
time to request from Digifom free of charge the data stored on his person or pseudonym.
Digifom undertakes to use such data solely for the provision of services and not to pass them on to third parties, unless such third parties are involved in the provision of services and the customer has given his prior consent. The Customer shall indemnify Digifom against all claims by third parties regarding data provided by the Customer. Unless otherwise agreed, the customer permits communication by e-mail, SMS and telephone.
Despite all care, computer viruses or the like can be transmitted during communication by e-mail. The customer must take
appropriate precautions to prevent damage to his systems. E-mails and SMS messages can be read by third parties. This risk can be reduced but not completely eliminated by encryption.
§ 14 Liability of the Customer
The Customer shall be liable for all damages and legal consequences incurred by Digifom or its vicarious agents as a result of improper
or unlawful use of the service provided.
§ 15 Limitations of liability
Claims for damages due to breaches of duty arising from contractual obligations and tort may only be asserted
against Digifom and its vicarious agents to the extent that wilful intent or
gross negligence can be proven. The aforementioned exclusion of liability does not apply to the violation of essential
contractual obligations (cardinal obligations). Digifom's liability for warranted
characteristics, personal injury and mandatory statutory provisions shall also remain unaffected. Digifom
shall not be responsible for service disruptions
due to force majeure, in particular the failure or overload of global communication networks. For this reason, the customer cannot claim a reduction in his obligation to perform. Digifom is not liable
for information published via its services. The sender is responsible for their accuracy, completeness and
timeliness. Digifom shall not be liable for any damages incurred by the Customer due to the lack of security precautions during data transmission. A possible liability for damages shall be limited to the amount of the order sum invoiced to date. Liability for damages resulting from loss of data shall be limited to the amount that would have been incurred if the data had been properly backed up, but shall not exceed the amount of the annual fee. The customer's claims for damages shall become statute-barred one year after they arise, notwithstanding the provision of § 202 BGB (German Civil Code). This reduction shall not apply if Digifom has acted with gross negligence or intent.
§ 16 Order data processing
The provisions on order data processing can be downloaded as a PDF file. can be downloaded: Order data processing.
Further information on the subject of data protection can be found at our separately listed data protection provisions under
www.digifom.com/datenschutz to be taken from the
§ 17 Right of revocation
Sie haben das Recht, binnen vierzehn Tagen ohne Angabe von Gründen diesen Vertrag widerrufen. Die Widerrufsfrist beträgt vierzehn Tage ab dem Tag des Vertragsabschlusses. Um Ihr Widerrufsrecht auszuüben, müssen Sie uns (Digifom GmbH, August-Wiehe-Str. 6, 59590 Geseke, E-Mail:[email protected]) mittels einer eindeutigen Erklärung (z.B. ein mit der Post versandter Brief, Telefax oder E-Mail) über Ihren Entschluss, diesen Vertrag zu widerrufen, informieren. Sie können dafür das beigefügte Muster-Widerrufsformular verwenden, das jedoch nicht vorgeschrieben ist. Zur Wahrung der Widerrufsfrist reicht es aus, dass Sie die Mitteilung über die Ausübung des Widerrufsrechts vor Ablauf der Widerrufsfrist absenden.
Consequences of the revocation of services and special instructions
Right of revocation expires according to § 356 Abs. 4 BGB in case of a contract for the provision of services.
of services, even if the entrepreneur does not want the service to be provided.
and has only been fully performed with the execution of the service
after the consumer has given his or her express consent.
and has confirmed his knowledge that he has exercised his right of withdrawal
in the event of complete fulfilment of the contract by the entrepreneur.
The right of revocation expires according to § 356 Abs. 5 BGB with a contract over the Delivery of digital data not contained on a physical data carrier contents even if we have begun with the execution of the contract, after the consumer
(a) has expressly consented to the trader's association with the execution of the contract begins before the expiry of the revocation period, and
(b) has confirmed his knowledge of the fact that he, by his consent loses his right of withdrawal at the beginning of the execution of the contract.
Consequences of revocation of licenses
If you revoke your license agreement, a new license number will be sent to the buyer of the license you used, which can be used for a new registration of another user. If services have already been used during the revocation period, we reserve the right to shorten the new license by the amount of time already used.
Sample withdrawal form
(Wenn Sie den Vertrag widerrufen wollen, dann füllen Sie bitte dieses Formular aus und senden Sie es zurück.)
– An die Digifom GmbH, August-Wiehe-Str. 6, 59590 Geseke, [email protected]
– Hiermit widerrufe(n) ich/wir (*) den von mir/uns (*) abgeschlossenen Nutzungsvertrag zur Nutzung der Plattform app.veedu.de und der darauf verfügbaren Inhalte.– Datum der Registrierung
– Name des/der Verbraucher(s)
– Anschrift des/der Verbraucher(s)
– Unterschrift des/der Verbraucher(s) (nur bei Mitteilung auf Papier)
(*) Delete as applicable.
§ 18 Consent to reference specification
The provider has the right to include the customer (name, company name, company logo, registered office, sector) in the reference list
. This right may be withdrawn from the Provider at any time with immediate effect by the Customer prohibiting its
use as a reference by written notice to Digifom.
Last update: 01.06.2019