General Terms and Conditions

General Terms and Conditions

By using the services of neomatt GmbH and in particular the vrdoro platform, you must agree to these terms and conditions. The resulting contract is between you, hereinafter referred to as the customer, and neomatt GmbH, Martin-Kremmer-Str. 12, 45327 Essen, hereinafter referred to as the provider.

This contract is aimed at commercial customers who use the services commercially or (particularly in the case of vrdoro-college) as an educational institution. Users are subject to separate terms of use, which they agree to by using the platform.

§ 1 Subject matter of the contract

  1. The subject matter of the contract is the provision of software by the provider to commercially active customers.
  2. During the term of this contract, the provider shall make the use of the services and in particular the vrdoro.com software available to the customer for its own purposes.
  3. The software stored on the provider’s servers is accessed and used via an Internet connection using an Internet browser. The platform can be accessed via the following website: https://vrdoro.com/.
  4. The usage options vary depending on the licenses you have selected as a customer. They correspond to the license plan for the selected product. The provider reserves the right to change or deactivate functions not explicitly guaranteed in the plan.
  5. The provider always offers the customer the latest version of the software.
  6. The software is updated regularly approximately once a week. This can result in short downtimes. As a rule, the software is updated between 0:00 and 4:00.
  7. During the update process, the provider is released from its contractual obligation under § 1 para. 2 of this contract

§ 2 Commencement and term of the user relationship

  1. This contract comes into force when the customer registers on the platform. It ends when the user deletes the customer data or when the customer is excluded from using the platform.
  2. Both parties reserve the right to extraordinary termination for good cause, provided that the necessary requirements are met. Extraordinary termination is always possible if essential conditions of the contract are not met or if there is an objectively justified loss of trust in the contractual partner, i.e. it is unreasonable to expect the contract to continue until the next ordinary termination date or the fixed-term end of the contract. The following circumstances shall also constitute good cause: If the customer fails to pay the license fee (default in payment by the customer), the provider shall be entitled to exclude the customer from using the platform after issuing a single reminder. The customer must then immediately refrain from using the software from its own websites or by passing on links to the services.
  3. An effective termination must always be in writing.

§ 3 Remuneration

  1. In return for the provider’s services, the customer must pay the remuneration corresponding to the payment plan booked.
  2. Payment is made regardless of the volume used, unless otherwise stated in the payment plan.
  3. All costs must be paid in full by the customer within 7 days of receipt of the invoice at the latest, unless otherwise stated on the invoice.
  4. All prices quoted are subject to the applicable statutory value added tax.

§ 4 Availability of the software

  1. The provider points out to the customer that it cannot guarantee 100% availability of the software if restrictions or impairments arise that are beyond the provider’s control. The provider may also, outside the cases of § 1 para. 6 and 7 of this contract with the consent of the customer for a certain period of time.
  2. The customer is obliged to inform the provider immediately in writing (by letter, e-mail or ticket system) as soon as the software is not available.

§ 5 Right of use of the customer, access authorization

  1. The customer receives a right to use the software limited to the term of this contract.
  2. There is no physical transfer of the software. The software remains on the provider’s server at all times.
  3. Use of the software is permitted to registered customers or users of the customer.
  4. Users receive access authorization without registration and login. Employees working for the customer register and receive a user name and password. The user name and password can be changed by the respective user, whereby the rules for creating the password stored in the software must be observed. Created accounts are tied to the person who has registered and may not be passed on to other persons.

§ 6 Training

The provider offers the customer instruction or training if required. These can be offered by the provider free of charge or against payment.

§ 7 Support

The provider shall provide the customer with a customer service department to eliminate technical faults and rectify errors that arise during the use of the software. The contact method depends on the selected license plan. This can be done by e-mail, via the ticket system or by telephone. The provider’s telephone customer service is available from Monday to Friday from 8 am to 5 pm.

§ 8 Claims for defects and arbitration

  1. The provider is liable for defects in the contractual services.
  2. Claims in accordance with § 536a BGB, in particular concerning the no-fault guarantee liability and the right of self-remedy, are excluded.
  3. A material defect exists if the software does not have the contractually agreed quality or is not suitable for the contractually agreed use. Insignificant deviations do not constitute a defect.
  4. The customer is obliged to inform the provider immediately in writing (by letter or e-mail) of any defects that occur. A defect does not exist if it is attributable to the use of a specific end device if this end device is used by less than 3% of all users in combination with the browser software used.

§ 9 Liability

  1. The contracting parties shall be liable for intent and gross negligence.
  2. The provider is liable for the breach of essential contractual obligations (so-called cardinal obligations). These are contractual obligations whose fulfillment is so essential to the contract that their breach would jeopardize the achievement of the purpose of the contract and on whose compliance the customer may rely. Insofar as the cardinal obligations have been negligently breached, the customer’s claim for damages shall be limited to the foreseeable damage typical for the contract.
  3. The provider is also liable in accordance with the statutory provisions of the Product Liability Act and for damages caused by injury to the life, body or health of the customer.
  4. The provider is liable for damages caused by its vicarious agents.

§ 10 Limitations of liability

  1. The provider is not liable for the loss of customer and/or platform data if the damage is due to the fact that the customer has failed to carry out data backups and thereby ensure that lost customer data can be restored.
  2. The platform data is backed up daily by the provider. In the event of data loss, these can be restored by the provider with the status of the last technically available backup. The customer is responsible for the data recorded since the backup.
  3. The customer is solely responsible for the data he enters into the platform himself. He saves this data on his own responsibility. The customer is responsible for the cost of restoring data lost for whatever reason.

§ 11 Data storage, data protection

  1. Both contractual partners are obliged to comply with the statutory data protection regulations, in particular the General Data Protection Regulation (GDPR), in order to protect personal data.
  2. The customer grants the provider the right to store the data generated by the use of the software on the server for which the provider is responsible in order to fulfill its contractual obligations and to reproduce it for data backup on a backup server (cloud), insofar as this is necessary for the purpose of fulfilling the contract.
  3. If all services are commissioned, these order processing provisions shall apply.

§ 12 Release and deletion of data

  1. After termination of the contractual relationship, the Provider shall return to the Customer all data, documents and data carriers of the Customer that the Provider has received in connection with this contract by handing them over to the Customer or making them available for download.
  2. The provider must completely delete all of the customer’s stored data on its own server within four weeks of termination of the contractual relationship.

§ 13 Secrecy, confidentiality

  1. The parties are obliged to keep all confidential information about the other party that becomes known to them in connection with this contract permanently secret, not to pass it on to third parties, record it or use it in any other way, unless the other party has expressly consented to the disclosure or use in writing or the information must be disclosed by law, court order or administrative decision. In the absence of such consent or disclosure, the information disclosed shall only be used for the performance of this contract.
  2. In particular, the customer is obliged to maintain confidentiality with regard to all contents of the software. The customer may not disclose the access data (user names and passwords) to third parties.
  3. No confidential information within the meaning of § 13 para. 1 of this contract are as follows:
    • Information that was already known to the other party.
    • Information that is generally known.
    • Information disclosed to the other party by a third party without the other party having breached a confidentiality obligation.
  4. The obligations arising from this paragraph shall also apply to the period after termination of the contractual relationship.

§ 14 Final provisions

  1. Legally relevant declarations and notifications to be made after conclusion of the contract must be made in writing to be effective.
  2. These contractual conditions apply exclusively. Any other terms and conditions of the provider, the customer or third parties are hereby expressly rejected.
  3. There are no verbal collateral agreements. Amendments, supplements and the cancellation of this contract must be made in writing. This also applies to the amendment of this written form clause itself.
  4. Should individual provisions of this contract be wholly or partially invalid or become invalid after conclusion of the contract, this shall not affect the validity of the remaining provisions. In this case, the contracting parties are obliged to negotiate an effective and reasonable replacement provision that comes as close as possible to the meaning and purpose of the invalid provision. This also applies in the event of a contractual loophole.
  5. Annexes to this contract are an integral part of this contract.
  6. This contract is subject exclusively to the law of the Federal Republic of Germany. Only the German version shall apply in the event of disputes.
  7. We are neither obliged nor willing to participate in dispute resolution proceedings before a consumer arbitration board.
  8. All disputes arising in connection with this contract or its validity shall be finally settled in accordance with the Arbitration Rules of the Mühlheim/Essen Chamber of Industry and Commerce without recourse to the ordinary courts of law. However, the judicial dunning procedure remains permissible.

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