Terms and Conditions for Organizers
1. Subject matter and term of the Agreement
1.1 The subject matter of this Agreement is the installation and provision of online storage space and IT functions in exchange for a fee.
Same serve to enable the optional uploading and editing of data provided to visitors of trade fairs and events (events) for information, evaluation and registration purposes, and the delivery of associated software (Apps) via the Internet or for download for non-exclusive and temporary use. The provider is yoomani GmbH, Vordere Hassen 4, D-73760 Ostfildern (hereinafter the "Provider"); the offer is aimed at both commercial and private organizers (hereinafter the "Customer").
1.2 Pursuant to the terms of the Provider's relevant offer, event data may be uploaded online by Customers on a Web-based database on domestic web servers belonging to the Provider, processed in a manner appropriate for presentation and made accessible to a target group (visitors) pre-defined by the Customer for information purposes and processing at any time. When addressing a visitor for the first time, this occurs by e-mailing same a hyperlink; the Customer shall upload to the Provider personal data comprising surnames, first names and e-mail addresses for this purpose. Otherwise, this occurs whenever a visitor uses a specific application developed by the Provider after first registering and agreeing to separate contractual terms with the Provider.
1.3. The Provider shall provide the Customer with restricted-access application software on its server at the agreed point of delivery (interface between the data network operated by the Provider and other networks) for this purpose and grants the Customer the simple, temporary right to use same. The application software shall remain on the Provider's server. The Provider is not responsible for establishing and maintaining the data connection between the Customer's IT system and point of delivery operated by the Provider.
1.4 The Provider shall provide the application software for the Customer's use at the point of delivery with a guaranteed availability of 99.99%. In coordination with the Customer, the Provider may interrupt the provision of services for a short defined period in order to perform maintenance work. The Customer shall not unjustly refuse its consent to such interruptions. In the scope of the defined availability, the Provider shall owe the services in the functional scope and scope of use stipulated in the offer specifications.
1.5 The customer may simultaneously access the application software placed at its disposal via the number of terminals defined in the offer. These must satisfy any technical requirements specified in the offer specifications.
2. Conclusion of contract and customer information
2.1 The installation and provision pursuant to section 1.1 shall be subject to the purchase of an arbitrary number of credits to be credited to a customer account. Such offers are binding and shall be submitted to the Customer on the basis of the Provider's applicable price and payment terms. The Customer accepts this offer to conclude a purchase agreement by entering its data and clicking on the order button ("cost-incurring order).
2.2 The respective number of credits purchased, their price and the current balance after use will be saved by the Provider. The Customer can access this data at any time via its online customer account. The Customer will be sent the GTC upon placing an order. However, these may be viewed at any time on the Providers website. If the Customer wishes to save the product description published on the Provider's website for its own purposes, it may take a screenshot or alternatively print out the entire page upon placing the order. The customer can correct the data entered at any time before submitting the purchase decision by clicking 'Cancel'; the Provider will inform the Customer of further correction options in the course of the order process. The Customer can also completely terminate the order process at any time by closing the browser window.
2.3 The content provided by the Customer may only be made available to visitors pursuant to section 1.2 if there is a credit balance in the customer account. One (1) credit will in each case be deducted on a one-time basis from the customer account for providing a specific visitor unlimited access to the content provided for a specific event as defined in section 1 as soon as the visitors confirms attendance online or uses one of the functions provided. Purchased credits cannot be cashed in. Owing to the overheads for providing the content pursuant to section 1.1, the Customer's credit balance shall expire if it is not used up as described above within a period of 24 months following purchase.
3. Data processing, storage and transfer
3.1 The customer has the option of saving data to the virtual data server set up by the Provider for an unlimited period, which it may access for future events in connection with the further usage of the application software pursuant to the provisions of these GTC. However, the Provider shall not have any duty of custody or care vis-à-vis the Customer with regard to the uploaded and processed data under commercial or tax law. Once the Agreement expires, all data belonging to the Customer shall be deleted after a reasonable period; the Customer will be notified in writing of the deletion of its data in good time prior thereto.
3.2 When processing personal data within the framework of this contractual relationship and using the Provider's services, the Customer shall bear sole responsibility for complying with the provisions of the data protection laws, in particular with regard to the legality of the data transfer to the Provider in compliance with the provisions of § 28 Federal Data Protection Act (BDSG) (Data collection and storage for one's own commercial purposes) as well as with regard to the legality of the data processing ("Responsible office" within the meaning of § 3 (7) BDSG). Owing to this responsibility, the Customer may, during the term of the Agreement and thereafter, demand the correction, deletion, blocking and surrender of the data. The Provider shall only collect, process or utilize data within the scope of the order and the Customer's instructions in its capacity as the principal.
3.3 The Provider shall notify the Customer immediately in the event of serious disruptions of operations, suspected data protection violations or other irregularities during data processing. The Customer, meanwhile, must comply with the statutory requirements to furnish information resulting from § 42a BDSG.
3.4 The Provider shall structure the organization of internal operations in its area of responsibility in such a way as to meet the special requirements of data protection. It shall take technical and organizational measures to ensure adequate protection of the principal's data against misuse and loss that satisfy the requirements of the Federal Data Protection Act (§ 9 BDSG as well as the Annex to § 9 clause 1 BDSG). Such measures shall in particular include use of state-of-the-art SSL encryption techniques. As for the rest, the Provider shall at any time provide the Customer on request with an up-to-date list of technical and organizational measures within the meaning of § 9 (1) clause 1 BDSG, a comprehensive and up-to-date data protection and security concept as well as the details required for the overview pursuant to § 4g (2) clause 1 BDSG. The duty to keep a public directory of procedures pursuant to § 4g (2) clause 2 BDSG shall, however, be incumbent upon the Customer.
3.5 The Provider shall ensure that the employees charged with processing the Customer's data have been obligated to maintain data secrecy pursuant to § 5 BDSG and have been familiarized with the data protection provisions of the Federal Data Protection Act. Data secrecy shall continue to apply even following completion of the work.
3.6 The Provider must monitor and adequately document compliance with the aforementioned contractual obligations. The Customer shall in turn satisfy itself of the technical and organizational measures implemented by the Provider and document the findings prior to starting the contractual data processing and at regular intervals thereafter. To this end, the Customer may request the voluntary disclosure of information by the Provider or an expert attestation (certificate). Upon written request, the Provider must, within a reasonable period, furnish the Customer with all information required for monitoring purposes.
3.7 If the Customer is required to disclose information to a natural person on the collection, processing or use of that person's data under applicable data protection law, the Provider shall aid the Customer in providing this information, provided that the Customer issues a written request to this end to the Provider and reimburses the costs incurred as a result of providing such support.
3.8 The volume of storage space available to the Customer is stipulated in the offer specifications. How the uploaded data may be used or processed is also defined here.
4.1 The contractor may only subcontract the activities defined in Section 1 to subcontractors with the Customer's written approval.
5. Access rights
5.1 In order to upload and check the data as defined in section 6.1 below, the Customer shall receive appropriate access authorization, comprising a user ID and a password.
5.2 The user ID and password may be changed by the Customer, but may only be disclosed to the users authorized by it and must otherwise be kept secret.
6. Client's duties to cooperate
6.1 The Customer must verify that its data uploaded to and processed on the Provider's web servers are correct and can be used as intended.
6.2 The Customer is responsible for establishing a data connection between the terminals it intends to use and the point of data delivery (in the Internet) defined by the Provider. The Provider is entitled to redefine the point of data delivery at any time if necessary to enable the Customer to utilize the services properly. The Customer shall in this case establish a connection to the newly defined point of delivery.
6.3 The contractual utilization of the Provider's services shall be contingent upon the hardware and software, including mobile terminal devices, routers and means of data communication, etc. used by the Customer satisfying the minimum technical requirements with regard to the use of the currently available software version in accordance with the offer, and upon the users authorized to use the application software knowing how to use it.
6.4 The Customer must back up its data content on an ongoing basis of its own accord independently of the Provider's services. If the Provider's services should fail completely or only be provided in a manner that impairs the contractual use to a significant degree, the Customer shall take immediate measures to mitigate the damage in particular on the basis of its data backup and a contingency plan prepared by it.
7.1 The Customer authorizes the Provider to collect, duplicate, make publicly accessible and process the customer, company and employee data to be saved by the Provider on the Customer's behalf, provided that this is necessary in order to render the contractual services. It is in particular also authorized to hold the data in its computer centre. In order to provide the services in accordance with the Agreement and to eliminate and faults, the Provider is also authorized to modify the data structure or format.
7.2 The Customer is not authorized to permit third parties to use Provider's services. Third parties do not include persons using the services free of charge on behalf of the Customer, for instance the Customer's employees, freelancers, in the context of the contractual relationship etc.
7.3 With regard to the storage, duplication and publication of the data, the Customer alone shall be responsible for complying with all statutory and in particular regulatory requirements, requirements under competition law and trademark law as well as third-party privacy rights when using the Provider's services. Failing this, the Customer shall indemnify the Provider from all third-party claims; the Customer's duty to indemnify shall relate to all expenses that are necessarily incurred by the Provider from or in connection with a claim having been asserted against it by a third party.
8. Liability for defects
8.1 If the services rendered by the Provider are defective because their fitness for the contractual use is significantly impaired, the Provider shall be liable for material defects and defects in title pursuant to the statutory provisions. In the case of defects or deficiencies in the software that were already present at the time at which the software was provided to the Customer, the Provider is liable only if it is responsible for such defects. The Provider's service portfolio details the minimum service level for the application software to which the Customer is entitled within the framework of the Provider's liability for defects.
8.2 The customer must report any defects to the Provider immediately. Warranty claims shall fall under the statute of limitations after one year.
8.3 The Provider is not required to guarantee the existence of the data for optional continued use in connection with future events.
9. Extent and limitation of liability
9.1 The Provider is liable for willful misconduct and gross negligence as per the statutory provisions; in all other cases, the Provider is only liable for breaches of material contractual obligations ("cardinal obligations").
Damages resulting from injury to life, limb or health, in the event of guarantees or claims under the German Product Liability Act remain unaffected.
The provider is only liable in this regard in the event of foreseeable damages that might typically be expected.
9.2 Material contractual obligations include in particular the duty to ensure that the Customer is able to use the software; furthermore, the Provider shall ensure that said use by the customer is free from material defects and defects of title. The Provider's material contractual obligations do not include preparing data backups or data protection for the customer.
10. Amendment of the contractual terms
10.1 Unless specifically agreed otherwise, the Provider is authorized to amend or supplement these contractual terms as follows. The Provider shall notify the Customer of the amendments or supplements in writing at the latest six weeks before they come into effect. If the Customer does not agree to the amendments or supplements to the contractual terms, it may object to these subject to one weeks' notice prior to their intended effective date. Such objection must be filed in writing.
10.2 If the Customer does not object, the amendments or supplements to the contractual terms shall be deemed to have been accepted. When notifying the Customer of the amendments or supplements to the contractual terms, the Provider shall make specific reference to the anticipated consequences of the former's actions.
11. Final provisions
11.1 The assignment of claims is only permitted with the prior written approval of the other contracting party. Approval may not be unduly refused. This shall not affect the provisions of § 354 a German Commercial Code (HGB).
11.2 A right of retention may only be asserted owing to counterclaims from the same contractual relationship.
11.3 The contracting parties may only offset claims against counterclaims that are uncontested or have been legally established.
11.3 Any amendments, supplements and the termination of contractual arrangements must be in writing. The same shall apply to any waiver of the written form requirement
Should individual provisions of the agreements between the parties be or become invalid either in whole or in part, this shall not affect the validity of the remaining provisions. In this case, the parties undertake to replace the invalid provision with an effective provision coming as close as possible to the economic purpose of the invalid provision. The same shall apply to any gaps in the Agreement.
11.5 The law of the Federal Republic of Germany applies. The sole place of jurisdiction shall be Stuttgart, Germany insofar as legally permissible.