(in the following We4IT)
As of 01.07.2003
§ 1 Elements of the contract
Only the written agreements listed here apply in the order listed here.
– the last current written offer of We4IT
– The special general terms and conditions of We4IT, listed in § 11
– This contract and the other general terms and conditions of the company
– The remuneration depends on the respective last offer of We4IT
§ 2 Miscellaneous
If a provision of this contract or the respective supplementary agreement is or becomes invalid, the validity of this contract and the supplementary agreements shall not be affected in all other respects. In place of the invalid provision, a provision shall be deemed to have been agreed which comes as close as possible to the economic purpose of the invalid provision.
§ 3 Written form
All agreements which include an amendment, supplementation or concretization of these contractual terms and 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 are only 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 to the application of the law of the Federal Republic of Germany, excluding the UN Convention on Contracts for the International Sale of Goods.
§ 5 Place of jurisdiction
Insofar as the customer is a merchant in the sense 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 the course of the execution of this contractual relationship.
In the case of the creation or sale of software, the place of performance is the registered office of the customer. The place of performance for the maintenance of software, the provision of consulting services or the provision of other services is Bremen.
§ 6 Secrecy
(1) We4IT commits itself to maintain strictest silence about all confidential processes, especially business or trade secrets of the Customer, which it has become aware of in the course of its activities for the Customer and neither to pass them on nor to use them in any other way. This applies to any unauthorized third party, i.e. also to unauthorized employees of We4IT as well as of Customer, unless the disclosure of information is not necessary for the proper performance of the contractual obligations.
(2) We4IT undertakes to agree on a regulation identical in content with this clause also with all employees employed by We4IT in connection with the execution of the contract.
§ 7 Retention of title
(1) We4IT reserves the right of ownership or the rights of use of the software delivered to the customer until complete payment of all claims from this contractual relationship existing at the time of delivery or arising later; in case of payment by cheque or bill of exchange until their encashment. Rights of use shall not pass to the customer until payment has been made in full.
(2) In case of indebted payment arrears of the customer as well as in case of a substantial violation of duties of care or custody, the assertion of the retention of title by We4IT shall not be considered as withdrawal from the contract, unless We4IT expressly informs the customer about this.
(3) If We4IT asserts the retention of title, the right of the customer to further use of the software expires, 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/businessman, 12 months warranty period applies to all products manufactured or delivered by We4IT. The same periods apply to the creation of software.
§ 9 Set-off
The customer can only set off against claims from the contractual relationship, which are recognized by We4IT or legally established.
§ 10 Liability
(1) Unless provided for in other general terms and conditions of We4IT, but especially applicable to the provision of services:
(2) We4IT excludes liability for slightly negligent breaches of duty, provided that these do not concern duties essential to the contract, damages from injury of life, body or health or claims according to the Product Liability Act are affected, which concern life or limb. The same applies to breaches of duty of the vicarious agents of We4IT.
(3) We4IT shall not be liable for the replacement of data, unless We4IT has caused their destruction by gross negligence, intentionally and the customer has ensured that these data can be reconstructed with reasonable effort from data material that is provided in machine-readable form.
(4) Liability claims shall become statute-barred one year after they arise or after they could have been known without the existence of at least gross negligence.
§ 11 Further provisions
Depending on the individual case, further general terms and conditions apply, the content of which we will send you at any time on request.