General Terms and Conditions

General Provisions, Scope of Application

The following General Terms and Conditions apply to all business relationships between the contracting party and Tobias Tom Unipessoal LDA (hereinafter referred to as the ‘Contractor’). The version valid at the time of conclusion of the contract shall apply. Any deviating, conflicting or supplementary general Terms and Conditions of the Contracting Party shall not form part of the contract, even if known, unless their validity is expressly agreed.
The Contractor may transfer its rights and obligations under this contract to one or more third parties (assignment of contract). In the event of such an assignment, the Contracting Party shall be entitled to terminate the contract with immediate effect.
The Contractor is entitled at any time to amend or expand the General Terms and Conditions. The Contracting Party may object to the amended version in writing within a period of 6 weeks of receipt. If no objection is raised, the Contracting Party automatically accepts the new version upon expiry of the 6-week period.

Obligations of the Contracting Party to Cooperate

The Contracting Party is obliged to provide the Contractor with all information necessary for the performance of the contractual services and to draw the Contractor’s attention, without being asked, to any relevant circumstances of which the Contractor is unaware.
The Contractor is entitled to terminate the contract without notice if the Contracting Party fails to fulfil its obligations to cooperate after a reasonable deadline has been set with a warning of termination.
In the event of termination, the Contracting Party is obliged to remunerate the Contractor for all work carried out up to that point on a time and cost basis.

Subcontracting to Third Parties

The Contractor is at liberty to engage third parties it deems suitable for the performance of its contractual obligations. Contracts with third-party companies shall be awarded in the name and on behalf of the contracting party. Before engaging a third-party company, the Contractor must inform the contracting party of the nature and price of the third-party service. The contracting party is entitled to object to the placing of the order within 5 working days of receiving the information. If the order is placed by the contracting party with another company, the Contractor shall be remunerated for the services expended in obtaining the quotation on a time and cost basis.
Orders placed with third-party companies that do not contribute to the design or implementation of a website may be arranged by the Contractor for the Contracting Party as a transparent service. In this case, explicit designation as a third-party service is not necessary.

Deadlines and Changes to Services

Delivery dates or deadlines must be agreed in writing. A fax or an email shall suffice as written form. Binding delivery dates or deadlines must be expressly agreed as binding.
All delivery obligations are subject to the condition that the Contracting Party supplies the Contractor in a timely manner. If the delay in performance is attributable to third parties, the Contractor shall notify the Contracting Party of the delay without delay. If the provision of a service by the Contracting Party is required or agreed, the delivery period shall be extended by the period during which the Contracting Party has failed to fulfil this obligation.
In the event of requests for changes or additions by the contracting party which are not merely minor, the dates and deadlines agreed in the contract shall cease to apply. The additional costs arising from the changes and/or additions shall be invoiced separately.

Acceptance

Upon completion of the product or of sub-modules thereof, the Contractor shall demonstrate the presence of the essential programme functions by means of appropriate acceptance tests agreed by mutual consent with the Contracting Party. The Contracting Party’s commencement of use of the goods shall be deemed equivalent to acceptance.
Acceptance may not be refused on the grounds of minor defects. The Contractor may set a reasonable deadline for the issuance of the declaration of acceptance; upon expiry of this deadline, the product shall be deemed to have been accepted.

Software

Where the development of software is required, the contracting party shall only be granted the unrestricted and exclusive right to use and dispose of the entire result of the work carried out by the contractor if this has been expressly agreed in writing.

Hosting

The Contractor guarantees an average annual uptime of 90% for its hosting infrastructure. This excludes routine maintenance work and outages for which the Contractor is not at fault or over which it has no control (fault of third parties, force majeure, etc.).
The Contracting Party has no right to the provision of additional services offered free of charge. Free services may be discontinued or become subject to a charge 3 working days after notification.
The contracting party has no entitlement to free technical support. Technical support is provided to the Contractor during normal office hours. Furthermore, the Contractor is not obliged to make its support available to the contracting party’s customers.
Section 3, in particular Section 3.2 of these Terms and Conditions, applies to all aspects of hosting and service provision.
Unless otherwise stipulated in the contract, the contracting party is responsible for data backups itself. Backups created by the contracting party must not be stored on the same server . The contracting party is responsible for data recovery following any data loss.
The Contracting Party undertakes not to misuse the infrastructure provided by the Contractor for the following activities: interfering with third-party computer systems (DDoS, spam, bombing, load testing via, for example, ab), unauthorised intrusion into third-party systems (hacking), port scanning, email spamming, IP spoofing, the distribution of viruses and malware, and falsification of email and newsgroup headers. In the event of a breach, the Contractor is entitled to take the Contracting Party’s websites offline immediately. The Contracting Party shall be fully liable for any costs incurred and damages caused. The right to claim damages is expressly reserved.
If the data allowance included in the hosting package is exceeded, the additional usage will be invoiced in accordance with the current price list.

Hosting: Content

The contracting party is fully responsible and liable for the content provided via the contractor’s infrastructure. This applies in particular, but not exclusively, to trade marks and names, as well as copyright, data protection and fundamental rights.
The Contracting Party is not permitted to distribute pornographic or far-right content.</li>
In the event of a breach, the Contractor is entitled to immediately take the Contracting Party’s websites offline . The Contracting Party shall be fully liable for any costs and damages incurred.

Hosting: Domains

The Contractor acts solely as an intermediary in the registration of domains. Contracts are concluded directly between the registry and the Contracting Party. The terms and conditions of the respective domain registry (e.g. DENIC) apply.
The Contractor has no influence whatsoever on the allocation of domains. Therefore, no guarantee can be given regarding the allocation a domain registered via the Contractor. The Contracting Party is responsible for checking any third-party rights to the domain and subdomain. Claims for compensation by third parties are therefore directed directly at the Contracting Party and do not affect the Contractor.
If the Contracting Party is required by third parties to surrender the domain for legal reasons, it must Contractor of this circumstance without delay.
The Contracting Party shall inform the Contractor immediately of any changes to address(es), bank details, telephone and fax numbers, as well as email addresses, so that these can be updated in the WHOIS records of the relevant domain registry.

Hosting: Email

The contracting party undertakes to empty their POP3/IMAP mailboxes regularly. The contractor may block the mailbox in the event of repeated breaches of the capacity limits. New messages will be returned to the sender with a corresponding notification.
The Contracting Party is not permitted to use the Contractor’s email infrastructure for sending newsletters (in volumes exceeding 100). The Contractor offers special add-on packages for this purpose.
The Contracting Party must ensure that a virus infection of its computers does not lead to an overload of the email infrastructure. The Contracting Party shall be fully liable for any costs and damages incurred.
Traffic generated by email communication (data volume used) counts towards the data allowance of the package booked by the Contracting Party.

Copyright, Rights of Use and Ownership

The Contractor is the copyright holder of the services covered by this contract. All drafts and the final work produced by the Contractor are protected by copyright. Any suggestions made by the contracting parties and used in the work do not give rise to any co-authorship rights. The contracting party is obliged to reproduce all copyright notices without alteration.
The rights of use shall only pass to the contracting party once the contracting party has duly fulfilled its payment obligations. In the event of late payment, the Contractor shall be entitled to a right of retention. Until the rights of use have passed to the contracting party, the contracting party is obliged until such rights have been transferred.
The Contractor reserves the right to use the services provided, even if they are based on client templates, for presentation purposes and to include them in a reference list for advertising purposes. Unless otherwise agreed in the contract, the Contractor is entitled to be mentioned by name and with a link in a suitable place within the work.

Terms of Payment

Unless otherwise stated in the quotation or contract, payments must be made within 14 days and without deductions upon receipt of the invoices.
Prices are quoted in EUR and, unless otherwise agreed, are net prices.

Liability

The Contractor shall be liable to the Contracting Party for damages arising from a breach of contractual or contract-like obligations only in the event of wilful misconduct or gross negligence on the part of the Company, its legal representatives and vicarious agents. Liability is limited to foreseeable damage typical for this type of contract. Compensation for consequential damages, such as loss of profit, is excluded.
The Contractor shall not be liable for damage arising from a breach of the contractual partner’s duty to cooperate. Furthermore, the Contractor shall not be liable for the copyright, patent, trade mark, utility model, design and other legal protection of the services it provides. Nor shall it be liable for the legal admissibility of the services it provides if the contracting party has accepted these as having been duly performed by means of an express or implied declaration. The Contractor is under no obligation to verify whether, and if so to what extent, the work commissioned from it complies with third-party guidelines, etc., and shall not be liable in this respect either.

Place of Performance

The place of performance for all obligations arising from the business relationship is the Contractor’s registered office. The exclusive place of jurisdiction for all claims and legal disputes arising from the contractual relationship is the Contractor’s registered office, provided that the contracting party is a trader, a legal entity under public law, or a special fund under public law. The same shall apply if the contracting party has no general place of jurisdiction in Germany or if their place of residence or habitual abode is unknown at the time the action is brought. The Contractor is furthermore entitled to bring an action at the Customer’s registered office.

Severability clause

Should one or more provisions be invalid, this shall not affect the validity of the remaining provisions.