GENERAL TERMS AND CONDITIONS
Gustaffo digital service GmbH
The company Gustaffo digital service GmbH (hereafter referred to as Gustaffo) offers the use of a web based digital concierge on its website Gustaffo.com.
1. General Consideraons and Scope
(1) The General Terms and Conditions shall apply for all services and deliveries provided by Gustaffo digital service GmbH to its clients in relation to the product Gustaffo.com. They shall also apply for all transactions to Gustaffo.com, even if no specific reference is made hereto. If it is intended to exclude the applicability of the general terms and conditions, an expressly written consent is required.
2. Conclusion and Termination of the Contract
(1) The conclusion of a contract requires a written consent signed by all parties.
(2) Offers to contract made by Gustaffo are in general nonbinding.
(3) The contract is of indefinite duration. It may be terminated by either party at any time, including a cancellation period of one month to the end of a month. In order to terminate the contract, a good cause shall not be necessary.
(4) Notice of termination must be given in writing only. The requirement of written notice can also be fulfilled using eMail to transmit the signed document in the attachments.
(5) After termination, all due payments will be calculated as part of a final settlement and shall be invoiced to the client for immediate payment.
(1) The prices as indicated in the contract shall apply. These are net prices. Gustaffo reserves the right to change the said prices during the contract period, exclusively for inflation adjustment.
4. Disbursement and Settlement
(1) The subject of settlements starts with the conclusion of the contract, except for a deviant express agreement in the contract.
(2) The settlement occurs at the beginning of the accounting period in advance. The invoicing interval can be selected as monthly or per year.
(3) The payment of the monthly interval shall be made by direct debit or paypal. The payment of the yearly interval shall be made by direct debit, paypal or by invoice.
(4) The client receives, according to the selected invoice interval, an invoice with a detailed list of services with stated sales tax. The term of payment is 30 days from the date of the invoice. In the event of delay in payment, interests of defaulted payment in the amount of 10% above the basic interest rate will be charged. Furthermore, the client shall bear all expenses related to the surveillance and the prosecution of a claim, such as e.g. reminder charges, expenses of collection, costs of consulting an attorney also for extrajudicial activities, or any other expenses required for an adequate prosecution.
5. Scope of Services
(1) Gustaffo.com is a software as a service (saas) product based on the Google Cloud Platform, which is made accessible via the internet. A release of the software to the user does not take place. Furthermore, access to the internet, which is required for the usage of the software, is not a service offered by Gustaffo digital service GmbH.
(2) The associated rights and obligations as well as the scope of services are set forth in the relevant provisions of the contract. Moreover, it shall be noted that any other side agreements which do not meet the above mentioned written requirements should be rendered ineffective.
(3) Gustaffo has the right, at any time, to change the agreed scope of services, if the services can be improved hereby, if chances are necessary due to legal causes, if certain experiences require the changes or if they are common and in the mutual interest of Gustaffo and the client.
(4) If Gustaffo provides additional software or services free of charge, Gustaffo has the right to revoke these at any time. A binding obligation for future reference shall not be intended.
(1) Gustaffo provides the client with the software including all described functionalities and makes sure that the client is enabled to use them. The client is not allowed to copy, edit, pass or change the software in any way. All offered functionalities provided by Gustaffo are services.
(3) The client is obligated not to use any kind of devices, software or data which may lead to changes or may affect the provided software or the availability of the software.
7. Data Protection
(1) The data required for delivery and provision of services will be collected, edited and saved by Gustaffo. Personal data are referred directly or indirectly to a personal identification, e.g. name, address, e-mail-address, birth date. These personal data can be given to third parties, especially to clients of Gustaffo. For the payment by direct debit it is necessary to transmit the user data to the payment provider. Credit card or account data of the client will be stored encrypted and transmitted.
(2) The client as well as their helping personnel and their commissioned third persons are obligated one another for the safeguarding of confidentiality of all documents and information that are not generally known, and that refer to the business sphere of other clients, and that will become accessible at the preparation and the accomplishment of contracts.
(3) In the event of infringement of the mentioned data protection obligations of the client, the contract penalty includes EUR 5.000,--. Moreover, payment of the contract penalty does not release the client from the obligation of data protection. A damage occurred which exceeds the contractual penalty has to be reimbursed as well whereas in such an event full satisfaction has to be achieved.
(4) The client agrees that Gustaffo, in consideration of data protection and the maintenance of secrecy to be protected, is also authorized to provide services and to designate the client by name as reference project and also to make it public. This includes also the use of the copyright-protected logo of the client, product designations and other trademarks of the client. The client has the right to refuse being named as a reference client. This contradiction has to be claimed in writing, via post or e-mail.
8. Intellectual Property
(1) The software and all documentation shall remain the real and intellectual property of Gustaffo. In case of adaptations of the software in the course of the implementation of this contract all resulting copyrights and rights of use shall remain the property of Gustaffo.
9. Warranty and Liability
(1) Gustaffo is entitled to effectuate the warranty by reworking, exchanging the software or supplying an update. If Gustaffo is either not prepared or not able to perform a rectification or replacement, in particular if the rectification/replacement is delayed beyond appropriate periods which have been set or if Gustaffo refuses to perform the rectification/replacement or if this fails for other reasons, the customer is entitled to resign from the contract or to demand reduction of the remuneration.
(2) Notifications of defects in line with the duty to inspect and issue complaints, shall be deemed to be given without delay and in due time if received by Gustaffo immediately via letter or fax including a detailed list of complaints, otherwise the claim shall be forfeited and acceptance shall be assumed. The client has to follow the same protocol if hidden errors may occure during the use of Gustaffo.
(3) Gustaffo and its employees are only liable for damages if they occur due to intent or gross negligence.
(4) Gustaffo shall not be liable for the content, accuracy, completeness of data, or information that are received from the client.
(5) If the event occurs that the client causes damage to third parties due to unlawful use, or violates any law or rights, Gustaffo shall not be liable.
(6) The contracting parties are aware that a complete security cannot be guaranteed due to the complexity of transport and processing of data. Gustaffo renders his services with the given care and guarantees availability of the system in the amount of 99 % in the annual average. Excluded from this warranty are defects and events that cannot be influenced by Gustaffo.
13. Final Regulaons
(1) Place of jurisdiction and place of performance shall exclusively be Vienna, Austria. The contractual relationship of the parties shall be exclusively governed by and construed in accordance with Austrian law. The contracting parties agree the written form for validity of contracts.
(2) Gustaffo reserves the right to adapt or change the General Terms and Conditions. The client will be informed of such modifications in written form. Should the client not object to the modified conditions within two weeks after receipt of the modification notice, the amended GTC shall be regarded as accepted.
(3) The parties expressly waive the right to contest contracts because of errors or reduction by half.
(4) Invalidity of individual provisions of these GBT shall not affect the validity of the remaining provisions. The invalid provision shall be replaced with a provision that comes closest to the commercial intention in an admissible way.
(5) In the case of deviations or ambiguous wordings and interpretations of multilingual contracts or translations of the general terms and conditions, the german text shall be binding.
Version 1.6 - 01.07.2017