General Terms and Conditions of Business oe service GmbH
Various vehicle brands maintain online portals which, in addition to so-called "digital service booklets", also provide various manufacturer information. These online portals and in particular the digital service booklets are organised and provided as a central database by the respective vehicle manufacturer. In the digital service booklet, all maintenance data and service work on a vehicle can be directly entered, stored and corresponding service information can be retrieved as needed. The customer operates one or more vehicle service and/or repair workshops. In the course of his business, he needs access to the online portals of various vehicle manufacturers, in particular to make entries in the respective digital service booklets, to edit or delete them or to retrieve other manufacturer information on the online portal. Since registration, maintaining access and making entries sometimes prove to be inconsistent, complicated and time-consuming, the customer is looking for a simpler solution for him. The provider offers efficient services in connection with digitisation processes, information procurement and data processing in the automotive service and repair sector. For example, the provider has developed a service based on the "one-stop-shop principle" to make it easier for workshops to process service entries in digital service booklets and to retrieve manufacturer information. The provider makes these services available exclusively to companies with a valid business licence.
2 Scope, communication and conclusion of contract
The following service agreement with the provider applies exclusively to customers who are entrepreneurs as defined by § 1 of the Austrian Commercial Code (UGB). The customer expressly agrees that all notifications, confirmations or declarations of the provider - unless expressly provided otherwise - can also be effectively sent to the customer via the e-mail address provided by the customer. By registering for a customer account, the customer agrees to these contractual provisions and declares his willingness to make use of the Provider's services. The Provider is not obliged to accept the registration. The provider will first confirm receipt of the registration by e-mail, check the content and only then confirm the conclusion of the contract, if any. Deviating agreements, ancillary agreements, terms and conditions of purchase or general terms and conditions of customers shall not be accepted by the provider as part of the contract unless the provider has expressly agreed to their validity in writing in advance.
3. subject matter of the contract
3.1 Already available online portals
The customer commissions and authorises the provider to carry out the following services on behalf of the customer on currently available online portals of various vehicle manufacturers in general (and specified in more detail if necessary):
(a) Registration of the customer on available portals
(b) Ongoing administration of the user accounts there
(c) Entries in digital service booklets (by individual order)
(d) Information retrieval (repair manuals, service history, etc) (by individual order)
(e) Other activities necessary or usually associated with the above items
A list of the currently available online portals can be found under the keyword "Manufacturer overview" on the provider's website.
3.2 Newly added online portals
The provider shall inform the customer in writing (by e-mail) if a new portal is added to the range of services. This information is necessary for the fulfilment of contractual or pre-contractual measures in accordance with Art 6 (1) lit b DSGVO. With the inclusion of a new manufacturer portal, the subject matter of the contract is extended accordingly and the provider creates a new portal access for the customer (at no additional cost), unless the customer expressly objects to this within fourteen days of receipt of the written information. If the customer does not wish to receive (further) information about new online portals, he can either (i) refuse to receive this information directly when registering for the account/concluding the contract, or (ii) declare his refusal via a link in each individual piece of information for the future.
3.3 Necessary changes or additions to the service
The technical development of the Internet, legal regulations or requirements, but also the further development of its own and third party products entitle the provider, if necessary, to make necessary changes or additions to the service to be provided by it. Point 5 applies. If the customer wishes to make changes or additions to a service, he must inform the provider of this. The provider shall inform the customer within a reasonable period of time whether the change or addition is possible and under which modified conditions. All supplements, changes, additions or additional agreements shall only become effective with the express written consent of the Provider.
4. prerequisite for the provision of the service
The Provider shall perform the Services in accordance with the nature and scope of the information and documents provided by the Customer and shall rely on their integrity. The Customer therefore bindingly assures the Provider that
(a) all information has been accurately and properly submitted to the provider and is up to date;
(b) the Customer can grant the Provider a legally valid authorisation for the commissioned data processing (item 11) and the Customer has, in particular, all necessary authorisations, releases and consents (e.g. from vehicle owners or employees) for the performance of the Services (also by the Provider);
(c) unauthorised persons have no access to the account data at the provider portal, which is ensured in particular by appropriate technical and organisational security measures;
(d) no other natural/legal persons have been, are being or have already been engaged to perform identical services (to avoid impermissible double entries);
(e) any existing access data of the customer to (individual) online portals are issued to the provider for uniform administration;
The Provider is dependent on third parties, in particular on (information provided by) the Customer, but also on different vehicle manufacturers for the provision of its services. The Provider shall not be liable for delays or defects in the provision of services caused by third parties (e.g. missing or incorrect information; system errors of the online service portal, etc.). The provider assures the customer within its own sphere of influence:
(f) to provide all Services and related activities in a timely and diligent manner based on the instructions, information and documentation provided by the Customer (and not reviewed by the Provider as to content);
(h) carry out individual information retrievals from online portals according to point 3 in a timely manner;
(i) to continuously and promptly arrange for or provide any necessary updates within its sphere of responsibility (cf. section 7 in conjunction with section 1 para 3 VGG).
5. remuneration / remuneration and contract adjustment
The Provider shall be entitled to an appropriate fee for the provision of its services. Unless otherwise agreed in writing, the Provider shall be entitled to the fee currently published on the Provider's website for the provision of the respective service (see Annex 1, as amended from time to time). All fees are to be understood as net fees excluding value added tax and other possible charges, expenses, costs, services or fees from third parties. The Provider shall be entitled to adjust its services, create new product models (e.g. subscription packages) and/or adjust charges from time to time. These changes shall be notified to the customer in writing in advance. They shall come into force at the earliest if the customer does not object in writing within fourteen days of notification. If the customer objects to the adjustment in due form and time, the provider shall be entitled but not obliged to refrain from further service provision. If the provider decides to terminate the contract extraordinarily in accordance with clause 9 (c), clause 10 shall apply.
Invoicing shall take place without exception in electronic form and shall be sent to the e-mail address notified by the customer.
7. terms of payment / due date
Payment is made in advance by topping up the customer account or immediately using one of the payment methods listed on the website. The current status of the customer account can be viewed at any time in the customer profile at www.oeservice.eu. A credit balance on the customer account is not transferable to third parties. During the term of the service contract, amounts charged to the customer account are non-refundable. A set-off with counterclaims of the customer is not possible, unless the counterclaim has been legally established or recognised by the provider. Point 10 applies to the refund of credit after the end of the contract.
8 Warranty and liability
8.1 No permanent availability: According to the state of science and technology, it is not possible to exclude errors in products (in particular also software) under all application conditions. This also applies to downtimes due to maintenance, software or security updates, technical problems of third parties, force majeure and circumstances beyond the control of the provider. The provider is therefore liable neither for uninterrupted nor error-free use of products or portals. Unavailability for a longer period of time may entitle to termination according to point 9 lit b of this contract. The customer declares not to assert any claims for damages and/or warranty claims for failures.
8.2 Own customer responsibility for content/transmission: The customer shall provide at his own expense, own responsibility and own risk for the accuracy of the information transmitted, the validity of its authority to place orders and the functionality of the own infrastructure (software and hardware, etc.). The customer undertakes to keep all relevant legal provisions and technical/organisational Protective measures when creating and posting content in his or her user account and in particular to take appropriate measures to prevent that unauthorised third parties gain access to his user account. At this point we also refer to Point 11 referred to. The customer shall bear the exclusive responsibility for the stored in the user account and transmitted to the provider from his user account. Contents. The provider assumes no liability for this. Any claims of the customer against the provider in this respect are excluded. The customer shall hold the provider in With regard to any claims by third parties arising from information that is incorrect in content (see also 8.7).
8.3 Proof of defects and obligation to give notice of defects: A relevant defect only exists if the customer can prove that the provider has provided a service in accordance with point 3.1. (c) or (d) in clear contradiction to the customer's instruction or information. The Customer shall notify the Provider of the defect - in the event of any other loss of entitlement - in writing and with reasons within five working days of the provision of the service. Relevant defects shall be remedied at the Provider's discretion either (free of charge) by rectification or substitute provision of the service. Price reduction is excluded. A right of withdrawal and right of recourse is excluded.
8.4 Limitation of Liability: Insofar as this does not violate mandatory law, the Provider shall only be liable for the compensation of damages caused in connection with this contract by him, his employees and/or vicarious agents in the event that these damages were caused by gross negligence or intent. Liability for gross negligence is limited in individual cases to the amount of the respective fee for the service. However, the associated limitations of liability do not apply to compensation for personal injury.
8.5 Disclaimer: The provider's liability for slight negligence as well as indirect or consequential damages - such as loss of profit, costs associated with business interruption, loss of data, financial losses or claims by third parties - is expressly excluded to the greatest extent possible, regardless of whether caused by the provider, its employees and/or vicarious agents.
8.6 Disclaimer for account deletion after the takeover period: see point 10.
8.7 For Liability and compensation issues in connection with data protection law Aspects the corresponding regulations of the order processing contract shall apply.
8.8 Claims for damages statute of limitations in accordance with the statutory provisions, but at the latest upon expiry of six months from knowledge of the damage and the damaging party. The injured party must prove the existence of gross negligence or intent.
9. term of contract / waiver of termination / notice period and termination date
This Agreement shall enter into force upon acceptance by the Provider and shall be concluded for an indefinite period. For a period of two years from the conclusion of this contract, the client declares his waiver of ordinary termination of the contract ("binding effect"), which takes into account the comprehensive administrative effort of the provider for the initial set-up of the portal access. After expiry of the binding effect, the client may terminate the contract annually on 31 December by sending a registered letter to the provider, observing a 6-month period of notice. The provider also has such a right of termination (without binding effect). Point 10 applies to the refund of credit after termination of the contract. The contract may be terminated unilaterally at any time for good cause immediately and without observing a notice period ("extraordinary termination of contract"). Important reasons are in particular if
(a) the opening of insolvency proceedings against the provider's assets has been dismissed for lack of assets to cover costs;
(b) one party has drawn the other party's attention to a breach of a material provision of this Agreement and has given the other party at least 14 days' notice to remedy the breach and the other party fails to remedy the breach within such notice;
(c) the customer objects to a fee adjustment according to point 5 in due time and the provider declares to refrain from further provision of the service.
10. effects of the end of the contract
With the declaration of the end of the contract, the Provider shall send an instruction for account takeover to the Customer by registered letter so that the Customer can actively take over the respective accounts at online manufacturer portals within fourteen days ("takeover period"). For this purpose, the Provider shall - after appropriate identification - also transmit all necessary documents, information and passwords to the Customer. Upon (unused) expiry of the takeover period, the Provider shall be entitled and obliged to irrevocably delete the Customer's account accesses or to destroy passwords. The customer declares to waive the assertion of claims against the provider arising from or in connection with this deletion/destruction. In the event of termination of the contract in accordance with clause 9, the Provider shall refund any customer credit still available within fourteen days of declaration by suitable means.
11 Confidentiality and data protection / order processing contract
The contracting parties undertake to comply with all applicable data protection and confidentiality provisions. The contracting parties also undertake in particular to maintain secrecy about all information which they exchange or learn in connection with the service. This does not, of course, apply to the use and disclosure of information that is necessary for the performance of the service itself. The above obligations shall also apply after termination of this contractual relationship. The performance of the service itself and thus the services required for the actual performance of the contract The Provider shall perform the necessary data processing exclusively on behalf of and at the request of instruction of the customer as the person responsible under data protection law. The parties have agreed to Further specification of a contract for the processing of orders in electronic form. which supplements this service contract (cf. Art 28 (9) GDPR). The customer assures in particular to protect and take into account data subject rights and to have a legally valid authority to place orders with the provider. This includes, in particular, the compliance with information and clarification obligations of the customers vis-à-vis its workshop customers, vehicle keepers/owners or its employees, in particular also with regard to data forwarding and a possible Property right deficit in the event of a possible third country transfer or the possibly required Obtaining consent. In all other respects, the provisions of the currently valid, general data protection declaration of the Provider, which is published on its website: www.oeservice.eu
Disputes arising out of or in connection with this contract shall be governed by the laws of the Republic of Austria. Austria to the exclusion of its referral standards and the provisions of the UN Convention on Contracts for the International Sale of Goods. law on the sale of goods. For the decision of all disputes arising from this contract, the Exclusive jurisdiction of the courts having jurisdiction over the subject matter at the place of business of the provider in Klagenfurt was agreed. Deviating agreements, collateral agreements, supplements or additions to this contract In order to be legally effective, such agreements must be in writing, as must the consensual Waiver of this formal requirement. Insofar as provisions of the order processing contract pursuant to item 11 between the client and the supplier are in conflict with this contract, the provisions of the order processing contract shall take precedence. Should individual provisions of this contract be or become invalid or ineffective, the effectiveness and validity of other provisions shall not be affected thereby. For the In the event of the legal invalidity of a provision, it shall be deemed to be replaced by a provision which is comes closest in terms of content to the legally effective condition.