Terms and Conditions
General terms of onOffice Software AG
§ 1 Subject Matter
1.1. The following provisions govern the use of all free and against payment provided software, databases, applications, information, model contracts, explanations, tutorials and other services (hereafter referred to as “services”) by onOffice Software AG (hereafter referred to as “onOffice”) with the exception of the onOffice smart Software.
1.2. For the use of onOffice smart Software special provision and usage conditions are applicable that can be viewed under www.onOffice.com and provided to the customer at the start of the contract. The present general terms are only applicable in respect to onOffice smart Software as far as the usage conditions of onOffice smart Software do not have any or any special provisions.
§ 2 General Provisions
2.1. All rendered services by onOffice are undertaken based on these terms and conditions. onOffice expressly reserves the right to update these terms and conditions.
2.2. Only these terms and conditions are applicable. Deviating provisions, particularly general terms of customers, are only then valid if onOffice has confirmed in written form their application.
2.3. The offer provided by onOffice is solely for business people in accordance with § 14 BGB (German Civil Code). These terms and conditions are not meant for use in respect to consumers in accordance with § 13 BGB.
§ 3 Offer/Conclusion of Contract
3.1. Service descriptions by onOffice do not represent a binding offer and are subject to confirmation; all service performance descriptions, also which are described as offers, are to be seen as an invitation to the interested businessperson to submit a binding offer to onOffice.
3.2. A contract is concluded with onOffice after onOffice has declared its acceptance for the offer. The acceptance of the offer is made by onOffice either electronically or in written form.
§ 4 Services of onOffice
4.1. onOffice enables the customer to use the existing onOffice services. The scope of the contractual services arises from the respective service description of onOffice.
4.2. onOffice exclusively reserves the right to make changes to the representation of the image of the services, particularly in regards to changes of design, content or advertising layout.
4.3. As far as onOffice provides free services and performances onOffice can add these at all times. No claims can be made by the customer or from third parties in respect to such services.
§ 5 Payment Terms, Maturity and Delay, Set Off, Impossibility of Performance
5.1. The remuneration of onOffice for the respective service is determined in the service description. The service descriptions can be obtained from the respective offer request or from the homepage of onOffice. All remunerations of onOffice are in EUR net remunerations without the statutory sales tax/VAT.
5.2. As far as the offered service is one which is a repetitive service then the billing is done monthly in advance for the following month.
5.3.Invoice amounts are due with receipt of the invoice. It is assumed that an invoice has been received three days after invoice date as far as the customer does not prove a later requisition date. Default commences 14 days after receipt of payment without a reminder required.
5.4. If a customer is in arrears then onOffice is entitled to demand the immediate payment of all due sums by the next possible termination of the contract and request advance payment for all further services. In the case that the arrears are not insignificant sums onOffice is entitled to terminate the contract.
5.5.Should the customer have remonstrations against invoices from onOffice then these must be made in writing within three months of receiving the invoice. Afterwards the enforcement of remonstration is excluded.
5.6. The right to set off only exists for the customer in respect to undisputed counterclaims or legally valid claims.
5.7. In case there is an impossibility of performance (is not fungible) for both the customer or onOffice then onOffice is entitled to a remuneration of services rendered up to the point/time of impossibility unless the partial performance was verifiably of no interest to the customer.
§ 6 Termination
6.1. Continuous obligations without a fixed period can be terminated with a term of notice of three months at the end of the respective months.
6.2. All concluded continuous obligations automatically extend for a further 12 months if no termination has been declared at least three months before the end period. The terminating party has the burden of proof for any discrepancies relating to the timely receipt of the termination.
6.3. This does not affect the right of the parties to an extraordinary notice of termination. An extraordinary termination reason particularly exists if insolvency proceedings have commenced against the other party or they are insolvent.
6.4. For effectiveness the termination must be in written form.
§ 7 Limitation of liability
7.1. onOffice assumes full liability
- in case of intent or gross negligence,
- in case of culpable injury to life, physical integrity or health,
- un accordance with the regulations of the product liability laws,
- within the scope of expressly made guarantees.
7.2. In case of minor negligence of an obligation which is significant for achieving the purpose of the contract (cardinal obligation) the liability of onOffice is limited to the restitution of the foreseeable typically caused damage.
7.3. The liability for data loss is limited to the typically required effort of restoration taking into consideration the customer making regular backup copies as safety precaution as far 7.1 or 7.2 are not applicable.
7.4. onOffice assumes no further form of liability.
7.5. The limitation of liability is also applicable to employees, vicarious agents and executive bodies of onOffice.
§ 8 Usage by Third Parties
8.1. The customer is not permitted to make services of onOffice available to third parties without their prior written consent. Particularly customers are prohibited from selling, renting or relinquishing the use of onOffice services to third parties without their prior written consent.
8.2. If such a consent is given then the customer has the responsibility for instructing the third party to use onOffice service properly and discharge onOffice from potential claims of the third party.
8.3. The consent of onOffice does not give the customer the right to act as the provider in business dealings.
§ 9 Propriety Rights
9.1. The customer guarantees that with the use of onOffice services that he is not infringing the rights of third parties.
9.2. Should onOffice be subject to a claim made by a third party due to the infringement of the customer then the customer is to discharge onOffice from any claims and to reimburse onOffice for any cost incurred.
9.3. Right of recourse which onOffice might have against the customer in respect to an infringement will fall under the statute of limitations within 10 years.
§ § 10 Data Protection
10.1. With this contract the customer agrees to the use of all required data which is necessary to fulfil this contract. Furthermore the customer agrees to the subsequent use of its data after discharge of the agreement by onOffice for product information.
10.2. Personal data is only used by onOffice as far as it is required to fulfil the contract. At any time the customer is entitled to revoke their consent immediately of the use of personal data.
§ 11 Form requirement, Severability Clause, Jurisdiction
11.1. Should any changes and/or additions need to be made to contracts or the general terms then for them to be valid they have to be in written form. This also applies for a change to the form requirement.
11.2. Should any provision within the contracts or these general terms be or become void this shall not affect the validity of the remaining provisions. In such as case onOffice will seek to find an agreement for an appropriate provision which corresponds with the business interests of both parties.
11.3. For all disputes resulting from contracts with onOffice as well as these general terms the applicable laws are the national laws of the Federal Republic of Germany banning the application of the UN Convention of the International Sale of Goods (CISG). Place of performance and exclusive jurisdiction is Aachen.
Your contact person
Should you have any questions please get in touch with us under following address:
onOffice Software AG
Charlottenburger Allee 5
Tel. +49 (0)241 44686-0
Fax. +49 (0)241 44686-250
In regards to questions relating to data protection