General Terms and Conditions

for the provision of services by BitStream GmbH, Jakob-Endl-Str. 17, 94032 Passau, E-mail: info@bitstream.de (hereinafter "Contractor") to its customers (hereinafter "Client")

1. General

1.1 These General Terms and Conditions (GTC) for the provision of services apply to contracts concluded between the Client and the Contractor incorporating these GTC.

1.2 The Contractor does not conclude contracts with consumers or private individuals.

1.3 The Contractor is entitled to subcontract the required services to subcontractors in its own name and for its own account, who in turn may also use subcontractors. The Contractor remains the sole contractual partner of the Client. Subcontractors will not be used if it is apparent to the Contractor that their use would be contrary to the legitimate interests of the Client.

1.4 Insofar as other contractual documents or other terms and conditions in text or written form have become part of the contract in addition to these GTC, the provisions of these other contractual documents shall take precedence over these GTC in the event of a conflict.

1.5 The Contractor does not recognize GTC deviating from these terms and conditions used by the Client – subject to express consent.

2. Subject Matter and Scope of Services

2.1 The Contractor provides the following services to the Client as an independent entrepreneur:

Software as a Service

2.2 The specific scope of services is subject to individual agreements between the Contractor and the Client.

2.3 The Contractor provides the contractual services with the greatest possible care and conscientiousness according to the latest state of the art, latest rules and findings.

2.4 The Contractor is obligated to provide the contractually owed services. However, in carrying out its activities, it is not subject to any instructions regarding the manner in which it provides its services, the place of service provision, or the time of service provision. However, it will determine the working days and the scheduling on those days in such a way that optimal efficiency is achieved in its activities and in the realization of the subject matter of the contract. The Contractor's services are provided only in coordination and in collaboration with the Client.

3. Client's Cooperation Obligations

It is the Client's responsibility to provide information, data and other content to be made available for the purpose of service fulfillment completely and correctly. The Contractor is in no way responsible to the Client for delays and postponements in the provision of services caused by late and necessary cooperation or assistance from the customer; the provisions under the heading "Liability/Indemnification" remain unaffected.

4. Remuneration

4.1 Remuneration is agreed individually in the contract.

4.2 Remuneration is payable after the services have been rendered. If remuneration is measured by time periods, it is payable after the expiry of the individual time periods (§ 614 BGB). In the case of time-based billing, the Contractor is entitled, subject to other agreements, to invoice the services rendered on a monthly basis.

4.3 The Contractor shall send the Client an invoice by post or e-mail (e.g. as a PDF) after the services have been rendered. Remuneration is due for payment within 14 days of receipt of the invoice.

5. Liability / Indemnification

5.1 The Contractor is liable without limitation for any legal reason in the case of intent or gross negligence, in the case of intentional or negligent injury to life, body or health, on the basis of a guarantee promise, unless otherwise regulated in this respect, or on the basis of mandatory liability. If the Contractor negligently breaches a material contractual obligation, liability is limited to the typical, foreseeable damage, unless unlimited liability applies in accordance with the preceding sentence. Material contractual obligations are obligations which the contract imposes on the Contractor according to its content to achieve the purpose of the contract, the fulfillment of which makes the proper performance of the contract possible in the first place and on the observance of which the customer may regularly rely. Otherwise, liability on the part of the Contractor is excluded. The above liability provisions also apply with regard to the Contractor's liability for its vicarious agents and legal representatives.

5.2 The Client indemnifies the Contractor against any claims by third parties asserted against the Contractor due to breaches by the customer of these contractual conditions or applicable law.

6. Contract Duration and Termination

6.1 The parties agree on the contract duration and the notice periods for ordinary termination individually.

6.2 The right of both parties to terminate without notice for good cause remains unaffected.

6.3 The Contractor must return or destroy all documents and other content provided to it immediately after termination of the contract at the customer's option. The assertion of a right of retention thereto is excluded. Electronic data must be deleted in full. Exempt from this are documents and data for which a longer statutory retention period exists, but only until the end of the respective retention period. The Contractor must confirm the deletion in writing to the company upon request.

7. Confidentiality and Data Protection

7.1 The Contractor will treat all processes that come to its knowledge in connection with the order as strictly confidential. The Contractor undertakes to impose the obligation of confidentiality on all employees and/or third parties who have access to the information that is the subject of the contract. The obligation of confidentiality applies without time limit beyond the duration of this contract.

7.2 The Contractor undertakes to comply with all data protection regulations – in particular the provisions of the General Data Protection Regulation and the Federal Data Protection Act – when carrying out the order.

8. Final Provisions

8.1 The law of the Federal Republic of Germany applies, excluding the CISG.

8.2 Should any provision of these GTC be or become invalid, the validity of the GTC as a whole shall not be affected.

8.3 The Client will support the Contractor in providing its contractual services through appropriate cooperation, as required. In particular, the Client will provide the Contractor with the information and data required to fulfill the order.

8.4 If the Client is a merchant, a legal entity under public law or a special fund under public law, or if the Client has no general place of jurisdiction in Germany, the parties agree on the registered office of the Contractor as the place of jurisdiction for all disputes arising from this contractual relationship; exclusive places of jurisdiction remain unaffected.

8.5 The Contractor is entitled to change these GTC for objectively justified reasons (e.g. changes in case law, legal situation, market conditions or business or corporate strategy) and in compliance with a reasonable period of notice. Existing customers will be notified of this by e-mail at least two weeks before the changes come into effect. If the existing customer does not object within the period set in the notification of change, their consent to the change is deemed to have been given. If they object, the changes will not come into effect; in this case, the Contractor is entitled to terminate the contract extraordinarily at the time the changes come into effect. The notification of the intended change of these GTC will refer to the deadline and the consequences of the objection or its absence.