General Terms and Conditions

of We4IT Management GmbH
(hereinafter referred to as We4IT)
As of 01.07.2003
Part A

§ 1 Components of the contract

Only the written agreements listed here shall apply in the order listed here.
– the last current written offer from We4IT
– The special general terms and conditions of We4IT, listed in § 11
– This contract text as well as the other general terms and conditions of the company
– The remuneration is based on the latest offer from We4IT

§ 2 Miscellaneous

Should a provision of this contract or the respective supplementary agreement be or become invalid, this shall not affect the validity of the remainder of this contract and the supplementary agreements.
In place of the invalid provision, a provision shall be deemed to have been agreed which comes closest to the economic purpose of the invalid provision.

§ 3 Written form

All agreements that contain an amendment, supplement or concretization of these contractual conditions, as well as special assurances and agreements, must be recorded in writing.
If they are declared by representatives or auxiliary persons of We4IT, they shall only be binding if We4IT gives its written consent.

§ 4 Choice of law

With regard to all legal relationships arising from this contractual relationship, the parties agree that the law of the Federal Republic of Germany shall apply to the exclusion of the UN Convention on Contracts for the International Sale of Goods.

§ 5 Place of jurisdiction

If the client is a merchant within the meaning of the German Commercial Code, a legal entity under public law or a special fund under public law, Bremen is agreed as the place of jurisdiction for all disputes arising in connection with the execution of this contractual relationship.

In the case of the creation or sale of software, the place of performance shall be the registered office of the client.
The place of performance for the maintenance of software, the provision of consulting services or the provision of other services is Bremen.

§ 6 Confidentiality
(1) We4IT undertakes to maintain the strictest secrecy about all confidential processes, in particular business or trade secrets of the client, which come to its knowledge in the course of its activities for the client and neither to pass them on nor to exploit them in any other way.
This applies to any unauthorized third parties, i.e. also to unauthorized employees of both We4IT and the client, unless the disclosure of information is necessary for the proper fulfilment of the contractual obligations.

(2) We4IT undertakes to agree a regulation with the same content as this clause with all employees deployed by it in connection with the execution of the contract.

§ 7 Retention of title

(1) We4IT reserves the right of ownership or the rights of use to the software delivered to the customer until full payment of all claims existing at the time of delivery or arising later from this contractual relationship; in the case of payment by check or bill of exchange until their redemption.
Rights of use shall not pass to the customer until payment has been made in full.

(2) In the event of culpable payment arrears by the customer as well as in the event of a significant breach of duties of care or custody, the assertion of the retention of title by We4IT shall not be deemed a withdrawal from the contract, unless We4IT expressly informs the customer of this.

(3) If We4IT asserts the retention of title, the customer’s right to further use the software shall expire, unless We4IT informs the customer otherwise.
All program copies made by the customer must be deleted in this case.

§ 8 Warranty periods

If the customer is an entrepreneur/merchant, a 12-month warranty period shall apply to all products manufactured or delivered by We4IT.
The same periods apply to the creation of software.

§ 9 Offsetting

The customer may only offset claims arising from the contractual relationship that are recognized by We4IT or have been legally established.

§ 10 Liability

(1) Unless provided for in other General Terms and Conditions of We4IT, but in particular for the provision of services:

(2) We4IT excludes liability for slightly negligent breaches of duty, provided that these do not concern essential contractual obligations, damages resulting from injury to life, body or health or claims under the Product Liability Act that affect life or limb.
The same applies to breaches of duty by We4IT’s vicarious agents.

(3) We4IT shall not be liable for the recovery of data unless We4IT has caused their destruction through gross negligence or willful misconduct and the customer has ensured that these data can be reconstructed with reasonable effort from data material held in machine-readable form.

(4) Liability claims shall lapse one year after they arise or after they could have been known without at least gross negligence.

§ 11 Further provisions

Depending on the individual case, further general terms and conditions shall also apply, the content of which we will send you at any time on request.