General Terms and Conditions

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§ 1 Scope

These General Terms and Conditions apply to all contracts concluded between IMT-Systems GmbH (hereinafter “Provider”) and its customers (hereinafter “Customer”) for the provision of IT services, cloud services, server hosting and related services.

§ 2 Conclusion of contract

The contract is concluded by written confirmation of the order by the Provider or by activation of the contractually agreed service. Offers by the Provider are non-binding unless expressly designated as binding.

§ 3 Scope of services

The scope of services results from the respective service description and the individual contract. The Provider reserves the right to make technical changes that do not impair the performance of the contract.

§ 4 Customer’s obligations

The Customer is obliged to use the services in accordance with the contract and to refrain from any improper use. In particular, the Customer must not:

• transmit illegal, immoral or copyright-infringing content
• impair the technical infrastructure of the Provider
• pass on access data to third parties without authorization

§ 5 Prices and payment

Prices result from the respective price list or the individual contract. All prices are net plus statutory VAT. Invoicing is generally monthly in advance. The Customer is in default with payment 14 days after receipt of the invoice without further reminder.

§ 6 Availability and SLA

The Provider guarantees an annual availability of the services as per the Service Level Agreement (SLA) attached to the contract. Maintenance windows announced in advance are not counted as downtime.

§ 7 Liability

The Provider is liable without limitation in case of intent and gross negligence. In case of slight negligence, liability is limited to the foreseeable damage typical for the contract. Liability for indirect damages and lost profits is excluded as far as legally permissible.

§ 8 Data protection

The Provider processes personal data in accordance with the applicable data protection regulations. Details can be found in the privacy policy. A data processing agreement (DPA) is concluded between Provider and Customer in accordance with Art. 28 GDPR.

§ 9 Confidentiality

Both parties are obliged to treat all confidential information that becomes known to them in the context of the contract as confidential and not to disclose it to third parties. This obligation continues to apply after termination of the contract.

§ 10 Contract term and termination

The contract term results from the individual contract. Unless otherwise agreed, the contract is automatically extended by the original contract term if it is not terminated with a notice period of three months to the end of the term. The right to extraordinary termination for good cause remains unaffected.

§ 11 Service changes

The Provider reserves the right to adjust services to technical developments and economic conditions. Material changes will be communicated to the Customer in good time. The Customer is entitled to an extraordinary right of termination in the event of significant adverse changes.

§ 12 Place of jurisdiction and applicable law

The place of jurisdiction for all disputes arising from the contractual relationship is, as far as legally permissible, Frankfurt am Main. German law applies, excluding the UN Sales Convention.

§ 13 Severability clause

Should individual provisions of these GTC be or become invalid, this shall not affect the validity of the remaining provisions. The invalid provision shall be replaced by a provision that comes closest to the economic purpose of the invalid provision.

§ 14 Written form

Amendments and additions to the contract must be made in writing. This also applies to the waiver of the written form requirement.

As of September 2021. This English version is a translation provided for convenience. The legally binding version is the German “AGB”.