General Terms and Conditions
1. Scope of the general terms and conditions and object of the contract
a) Contractual partner
Based on these general terms and conditions (GTC), between the customer and the Allactive Medien Ltd.
represented by: Jens Menzenbach
address: Am Hoefel 1, 40885 Ratingen
e-mail address: firstname.lastname@example.org
commercial register: Dueseldorf HRB 51814
VAT ID: DE217108742
hereinafter referred to as the provider, the contract is concluded, unless otherwise
stipulated by separate agreements.
b)These terms and conditions apply exclusively to entrepreneurs in accordance with paragraph 310 1 BGB.
c) The GTC shown here apply. Deviating or conflicting terms and conditions ofthe customer are only accepted by the provider through explicit written approval of the provider. The GTC listed here also apply inthe case that the provider is aware of differing GTC of the customer,and the delivery / order fulfillment is carried out without explicit written consent.
d) In sofar as no future deviations between the customer and the provider are explicitly stipulated, the general terms and conditions of the provider remain valid for follow-up business.
2.Prices and terms of payment
a) The prices shown in the offers and invoices are based on services oronline data delivery. Any physical data deliveries to the customer will be charged separately.
b) Our prices are net prices and do not include statutory VAT. For issuing invoices, this statutory VAT is shown separately on the invoice.
c) The amounts shown on the invoice are to be paid within 7 days, without any deduction. The essential factor is the invoice date. Deviations from this need to be reported in the order confirmation of the provider.
3. Delivery and liability in case of delay in delivery
a)The delivery of the data to the customer takes place exclusively online, either by e-mail, or by using a download link provided.Deviations from this will be shown in the order confirmation.
b)The provider provides a data format that ensures processing with acurrent spreadsheet (e.g. MS Excel, Open Office, Star Office).
c) The provider is obliged to deliver data to the customer only after full payment, but reserves the right to deliver data to the customer before hand.
The provider also reserves the right to split the total delivery, of a still reasonable extent for the customer, into individual deliveries.
d) If a delay in delivery results from the willful or grossly negligent breach of contract, the provider is liable according to the statutory regulations. The fault of the representatives and vicarious agents is to be attributed to this.
e) In the case of a delay in delivery, the provider is liable with aflat-rate compensation for delay in the amount of 3% of the netdelivery value per completed week.
The maximum compensation for delay is 20% of the net delivery value.
4.Use of the data supplied by the provider
a) The provider grants the customer an unlimited right of use of the supplied data if it is data bought by the customer. The resale rule applies if the customer does not use the supplied data himself. In this case, the right of use can be transferred to exactly one other party.
Any other transfer of rights of use by the customer is not permitted. The provider does not grant the customer an exclusive right to use the data.
The provider is entitled to use the data himself and to grant rights of use to other parties.
b) The provider reserves the right that a small proportion of the supplied data material is enriched with test data.
c) The provider points out that the customer may only use the data supplied for his advertising, campaign and marketing purposes, taking the applicable legal status into account.
It is the customer's responsibility to ensure that the data is used,stored and deleted correctly. Each customer deals, regarding the advertising measures, with the data material supplied
by the provider with own responsibility. The provider is expressly not liable for any actions or advertising measures taken by the customer in connection with the data supplied.
d) The customer is obligated to fully indemnify and hold the provider harmless against claims made by third parties when it comes to the content or distribution of the advertising measures carried out bythe customer.
5. Content of the data and liability for defects
a) The content and execution of the data supplied corresponds to the offer specifications. Since the data is subject to constant change due to various circumstances, all parties are aware that there can be no guarantee of accuracy and timeliness on the part of the provider.However, the provider ensures that the database is maintained and updated with all due care.
b) The provider reserves the right to increase the amount of data to besupplied by up to 10 percent of data. These additional data sets willnot be charged to the customer.
The increased delivery quantity takes account of the circumstance described in a).
c)Before contacting the provider via the supplied contact details by means of a specific form of advertising, the customer must independently ensure that all legal requirements are met.
Inparticular, any necessary declarations of consent must be available and refer to the corresponding form of advertising. In order to guarantee that a comparison with data available at the customer is expressly permitted.
d) If the data supplied does not correspond to the quality or quantity shown in the offer, the customer has the right of subsequent delivery. If the subsequent delivery fails in the agreed time frame,the customer is entitled to withdraw from the contract to the extent of the lack of data, or to declare a reduction.
e) Section 8 stands for the settlement of claims for damages by the customer with regard to the poor quality of the data supplied.
f) The limitation period for claims for defects is 6 months from the last data delivery to the customer.
g)Any reimbursement services to the customer are to be regarded as a goodwill reimbursement and do not constitute any further obligations for the provider.
h) With the best of his knowledge and belief, the provider ensures the high quality and accuracy of the data supplied to the customer.
However,since all data is subject to high fluctuation, the provider cannot guarantee the correctness and / or completeness of the postal addresses, additional data, telephone numbers and e-mail addresses.
i) The provider receives address data exclusively from generally publicly accessible directories. This data is further enriched with additional data according to type, content and industry. The provider cannot guarantee the correct content of this data. Consequently, any returns are inevitable and do not constitute a defect. The number of such incorrect data can, therefore, not be asserted by the customer against the provider.
j) There is no assurance on behalf of the provider to the customer or to third parties that an addressee has given his consent for promotional purposes via mail, e-mail (e.g. optin, double-optin) or telephone.
k) The provider researches all data, especially the e-mail addresses,from publicly available sources. In order to use the e-mail address,the consent of the addresses must be obtained before hand. This
process is called Opt-in or double Opt-in
l) Any liability for damages arising from the customer's effort or lost profit, which goes beyond the previously regulated provisions, is averted within the limits of what is legally permissible.
6. Limitation of liability of the provider
a)The provider is only liable to the customer for damage if the provider, his legal representatives, employees or other vicarious agents can be charged with intent or gross negligence.
This regulation does not apply to the violation of essential contractual obligations towards the customer.
b) The provider's liability to the customer is limited to the typically foreseeable damage at the time the contract was concluded.
c) Liability for indirect damage, in particular lost profits of the customer, onlyexists in the event of proven intent or gross negligence on the partof the provider.
Liabilityor replacement of postage and printing costs, third-party servicecosts and other costs incurred as part of an advertising measure /campaign are also excluded by the provider,
unless the provider can be proven to have acted with intent or gross negligence
d) All of the aforementioned limitations of liability and exclusions donot apply in the event of injury to life, limb or health.
e)The same rules for the exclusion of liability or limitation of liability towards the provider also apply to his employees and vicarious agents.
7. Exemption from claims
a) If third-party claims are made against the provider on the basis of apossible infringement by the customer of any kind, the customer releases the provider from such claims and undertakes to assume all costs resulting the refrom (such as attorney, expert and court costs)or to reimburse them to the provider.
This also includes costs that are in connection with an adequate defense against such claims.
8.Data protection and control rights of the provider
a)If the supplier's deliveries contain personal data within the meaning of Article 4 (1) GDPR, these will only be transmitted by the provider if there is at least one legal basis for data processing.
b) The customer undertakes to process the personal data from thesupplier's delivery only if there is a legal basis for the use.
The provider is entitled to randomly check the customer before delivery and during the contractual relationship for the existence of a corresponding legal basis.
In addition, the provider is entitled to refuse delivery if there is no suitable legal basis for using the data.
The customer must keep suitable records of the legal basis of his data processing with the data obtained from the provider.
These records must be kept at least 12 months after delivery of the dataand made available at the request of the provider.
c)The customer has to consider contradictions of those concerned with regard to individual address data or other personal data within themeaning of Article 4 No. 1 GDPR, resulting from the delivery of the provider, within the statutory deadlines.
Global objections of people concerned must be forwarded to the provider immediately upon receipt of the objection.
d) The provider recommends that the customer compare the data supplied with the so-called Robinson list before any commercial use. By doing this,blockages from those affected will be considered in advance.
e) When using the data supplied by the provider for advertising purposes, the customer must ensure that there is a suitable referenceto the right of the parties concerned
to object to the use of their personal data within the meaning of Article 4 No. 1 GDPR.
f) The provider fulfills his obligation to notify under Article 19 GDPRabout updates or deletions of personal data. This applies equally regarding a restriction of processing according to Article 16 GDPR,Article 17 paragraph 1 GDPR and Article 18 GDPR by updating personaldata. The customer must observe the corresponding updates or notifications immediately from delivery / transmission.
9. Place of performance of the provider, applicable law and place of jurisdiction
a)The place of performance is the same as the business location of the provider, unless the order confirmation does not indicate otherwise.
b)The contractual relationship is subject to the law of Germany. The validity of all international and supranational contractual and legal systems is excluded.
The UN saleslaw is also excluded.
c)If the customer is a merchant, the place of jurisdiction is the place of business of the provider. The provider reserves the right to situate the place of jurisdiction at the customer's registered office.
a)The provider is entitled to send newsletters to the customer via thee-mail address provided in the contractual relationship. The newsletters correspond to the regulations of paragraph 7 3 UWG andthe customer can object to the receipt at any time by simple e-mail,phone call or postal message.
b)The customer undertakes to the provider that the data supplied to him will be used taking the applicable law into account.
These include in particular the data protection regulations.
c)If the customer, after a promotion, receives a right to information about a data record of a person affected, according to 5c, the customer is entitled to request this information.