General Terms and Conditions
General Terms and Conditions of Distance-Assistance
Subject matter and scope
- Subject of these General Terms and Conditions are services of Distance-Assistance OOD (limited liability), ul. Verila 5, 1463 Sofia, Bulgaria, the “Provider”, within the scope of the service “Alice-Chat” (all editions) towards customers who are not consumers in the sense of § 13 BGB (German Civil Code), hereinafter referred to as “Customer”.
- These General Terms and Conditions of Business and any provisions which may be laid down in an individual contract with the Customer shall apply exclusively. Conflicting or deviating terms and conditions of the Customer shall not apply, even if the Provider is aware of conflicting or deviating terms and conditions of the Customer and performs the service without contradicting the Customer’s terms and conditions.
- The Provider is entitled to change these terms and conditions with a reasonable period of notice. Amendments shall only become effective if the Customer does not object to the amendment within one month after receipt of a written notification of amendment and if the Provider has informed the Customer of the right to object and the deadline in the notification of amendment. Excluded from this reservation of the right to make changes are such changes that relate to an obligation of the Provider or the Customer, the fulfilment of which makes the proper execution of the contract possible in the first place and on the observance of which the other party regularly relies or may rely (“essential contractual obligation”).
Conclusion of contract and offers
- The web form filled out by the Customer or a booking request made by the Customer in any other way constitutes a binding request by the Customer to conclude a contract for the services of the Provider listed therein. The contract is thereby concluded upon acceptance of the offer by the Provider, at the latest upon provision of the service by the Provider.
- All offers of the Provider are subject to change without notice, unless they have been designated or confirmed in writing by the Provider as binding. Performance dates stated in the order are only binding if they have been designated or confirmed as binding in writing by the Provider.
- The details of the object of performance (contractual services) of the respective contract result from the Provider’s product order pages, which are current at the time of the conclusion of the contract.
- The Provider is entitled to change or discontinue free services (Free Trial and Edition “Free”), also in parts, at any time. In doing so, the Provider shall take into account the legitimate interests of the Customer and shall inform the Customer in advance – insofar as this is technically possible and reasonable – with a reasonable period of notice.
- The Provider shall make the contractual services available to the Customer for use 24 hours a day and 365 days a year (“system runtime”). The Provider guarantees an availability of the contractual services of 99% on an annual average (hereinafter referred to as “SLA”). The Provider shall inform the Customer in good time about necessary maintenance work and the resulting failures of the contractual services as far as possible. Failures of the contractual services due to maintenance work shall not be credited against the SLAs. The Provider is not responsible for internet or network- related downtimes and in particular for downtimes during which the contractual services cannot be accessed via the internet due to technical or other problems that are beyond the Provider’s control, such as force majeure, fault of third parties, etc.
Rights of use and exemption
- For the duration of the contract, the Provider grants the Customer the non-exclusive (simple), non-transferable, non-sublicensable, geographically unlimited right to use the contractual services within the scope of the respective contractual purpose. This also applies to new versions, updates or upgrades of the services during the term of the contract. However, the Provider is not obliged to provide new versions, upgrades or updates, unless this is absolutely necessary to eliminate defects. Beyond the purposes of the contract, the Customer is not entitled to use, reproduce, download or make available to third parties the services of the Provider that are the subject of the contract.
- The Customer is obliged to release the Provider and his vicarious agents from all claims of third parties, which are based on an illegal use of services of the Provider by the Customer or which are based on his approval or which result in particular from data protection, copyright or other legal disputes, which are connected with the use of the services. If the Customer recognizes or must recognize that such a violation is imminent, he is obliged to inform the Provider without delay.
- The Provider collects, processes and uses personal data exclusively in accordance with the provisions of the DSGVO. The data protection declaration in its current version can be found on the Provider’s product pages on the Internet at https://alice- chat.com/privacy-policy .
- The Customer is responsible to third parties for compliance with the respective data protection regulations when using the services. Insofar as the Customer collects, processes or uses personal data in the context of the use of the services and no legal permission intervenes, the Customer must obtain the necessary consent of the person concerned.
- In the case of a free service provision, the Provider is not obliged to remedy defects.
- Insofar as the Customer can assert claims for defects against the Provider within the scope of a paid service provision, the Provider may choose to remedy defects in the application by providing a status change of the application (e.g. in the form of an update or upgrade) or by circumventing the error.
- Liability for defects shall be excluded if the Customer or any other third party modifies the service in an inadmissible manner, interferes with it in any other way or if the Customer or the third party has used the service in deviation from the contractual provisions or any documentation and this is the cause of the defect.
- Services free of charge
In the case of free use of the services, the liability of the Provider is limited to intent, malice and gross negligence or the absence of a guaranteed feature. Any further liability is excluded. Liability for culpable injury to life, body or health remains unaffected by this, as does liability under the Product Liability Act.
- Paid services
In so far as the Provider provides paid services to the Customer, the Provider shall be liable in accordance with the statutory provisions, if the Customer asserts claims for damages based on intent or gross negligence or the absence of a guaranteed characteristic, including intent or gross negligence on the part of the Provider’s representatives or vicarious agents.
In the case of a slightly negligent breach of a major contractual obligation, the fulfilment of which is essential for the proper execution of the contract, the breach of which endangers the achievement of the purpose of the contract and on the fulfilment of which the Customer can regularly rely, the liability for damages of the Provider is limited to the replacement of the foreseeable, typically occurring damage.
Any further liability is excluded. Liability for culpable injury to life, body or health remains unaffected by this, as does liability under the Product Liability Act.
- Liability for loss of data
For the loss of data, the Provider is liable in the case of slight negligence only under the conditions and to the extent of the above clauses and insofar as the damage would also have occurred if the Customer (on his local systems) had carried out proper, regular data backups appropriate to the importance of the data and at least daily.
Terms of payment and due dates
- Unless otherwise contractually agreed, the details of the regulations on remuneration are set out on the Provider’s product order page current at the time the contract is concluded.
- Certain services are charged in the form of tokens, which must be purchased separately in advance. These tokens are credited to a credit account and, if certain services are provided, are charged accordingly at the token prices indicated. If tokens are still in the Customer’s credit account at the end of all services, the Customer can request a refund, at a fee of €50, of the equivalent value in excess of this fee. The remaining amount will then be transferred back to the Customer’s account.
- Price quotations (including additional costs) are always net prices. The Provider is entitled to electronic invoicing. The invoicing of the prices to be paid for the use of the services is carried out according to the payment method selected by the Customer.
- Invoices issued by the Provider are due immediately and payable without deduction. The payment is only considered to have been made when the Provider can dispose of the payment amount. The Customer shall be in default, if he has not made payment within fourteen days of the due date and receipt of an invoice or comparable payment schedule. In the event of default, the Provider shall be entitled to charge default interest at the statutory rate (§ 288 (2) BGB). The assertion of further claims remains unaffected.
- In the event that the Customer (a) is in default of payment or a significant portion of payment for two consecutive months or (b) is in default of payment of the agreed remuneration for a period of more than two months in an amount corresponding to the remuneration for two months, the Provider is entitled to block access to the agreed services. The right of the Provider in this case to terminate the contractual relationship for good cause and without notice (Section 10 (2)) remains unaffected.
- The Customer is only entitled to offsetting, if the counterclaims are legally binding, have been recognised by the Provider or are undisputed. For the practice of a right of retention the Customer is only authorized, if his counterclaim is based on the same contractual relationship.
- Alice Chat standard services can be purchased without a contract. To activate a booked service, the corresponding payment must be made first. To extend a booked service, the corresponding payment must also be made first.
- If the provision of a service or the purchase of a product requires a contract, the term indicated in the contract shall apply, unless otherwise agreed between the parties. If the contract is not terminated in due time before the end of the respective contract period, the contract shall be extended by the agreed minimum contract period.
- The termination can be executed either by the means of communication offered by the Provider on the website or by text form (email).
- The right to extraordinary termination without notice for good cause remains unaffected. Good cause is deemed to exist, if facts are given on the basis of which the terminating party can no longer be reasonably expected to continue the contract, taking into account all circumstances of the individual case and weighing the interests of the contracting parties.
- If the Customer makes use of his option to delete his account completely, the Customer data belonging to the respective account will be deleted automatically. The Customer is therefore responsible for saving his data on his local system in good time before deleting his account.
- Alice-Chat provides technical, software-based support for the communication of the Customer with third parties via independent messenger applications such as Facebook Messenger in accordance with the service description.
- The telephone numbers that Alice-Chat connects to its users for these services are provided by communication providers. Alice-Chat Customers do not enter into any contractual relationship with these communication providers and have no claim to the provision or disclosure of the mobile phone number or any other claims for services against the communication provider.
- Setting up or maintaining the operation of the messenger applications are not part of the scope of services of Alice-Chat products. Alice-Chat has no contractual relationship with the operators of the messenger applications. Changing the settings or improper handling of the messenger applications may cause interruptions or limit the functionality. In such cases, Alice-Chat will make every effort to restore functionality.
- If the provider of the messenger application blocks individual phone numbers, Alice-Chat will inform its Customer of this fact and arrange a new phone number. All recipients have to be recruited and verified again by the Customer if he accepts this offer.
- Also not included in the scope of services of Alice-Chat products are the facilities of the third party necessary for the use of the messenger applications. Alice-Chat has no contractual relationship with the third parties.
- The Provider is entitled to provide the services through third parties as subcontractors. The Provider shall be liable for the performance of services by subcontractors as for his own actions.
- Details on the product order page, in brochures and other documents serve only as a description and do not constitute a guarantee, in particular no guarantee of quality. Guarantees require an explicit and written confirmation by the Provider.
- For the contractual relationship between the Provider and the Customer German law applies under exclusion of the UN sales law.
- If the Customer is a merchant, a legal entity under public law or a special fund under public law, the exclusive, including international, place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship is Hamburg, Germany. The same applies if the Customer does not have a general place of jurisdiction in Germany or if his place of residence or habitual abode is unknown at the time the action is filed. In deviation from this, the Provider is entitled to take legal action against the Customer at his general place of jurisdiction.
- Should individual provisions of the contract with the Customer, including these General Terms and Conditions, be or become invalid in whole or in part, the validity of the remaining provisions shall not be affected. In this case, the statutory provisions shall apply.
date: March 17th, 2020