General terms and conditions

preamble

To carry out his business processes, the customer needs standard software applications and storage space to store the generated application data.

The provider offers the temporary use of such software applications via a telecommunications connection and the option to store application data for a fee.

With this contract, the contractual partners agree that the provider will provide the customer with the option to use the required software applications for access via a telecommunications connection as well as storage space for its application data.

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§ 1 Subject matter of contract, conclusion of contract, provider

(1) The subject of this contract is the temporary provision of Appendix 1 agreed software applications (hereinafter, even if plural: APPLICATION) to use their functionalities, the technical facilitation of the use of the APPLICATION through access software (hereinafter: ACCESS SOFTWARE) and the granting or transfer of rights to use the APPLICATION as well as the provision of storage space for the data generated by the customer by using the APPLICATION and/or the data required to use the APPLICATION (hereinafter: APPLICATION DATA) in Appendix 1 agreed scope by the provider vis-à-vis the customer against payment of the agreed fee.

(2) The contract is concluded with the provider:
Billbee GmbH
Arolser Strasse 10
34477 Twistetal

The complete legal notice data can be found at https://www.billbee.io/impressum

(2) The illustrations in the APPLICATION represent a specific offer to the customer to conclude a paid contract. By saving the billing data in the APPLICATION, the customer accepts the offer.

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§ 2 Special conditions for the free trial period

(1) The customer is granted the right to test the APPLICATION over a period of 30 days. Only entrepreneurs within the meaning of § 14 BGB are eligible for this test phase.

(2) The test phase is started by the customer by signing up at www.billbee.io registered. All you need to do is enter a valid email address and choose a secure password. Here is the password policy in Appendix 1 to note. After validating the customer's email address, they can log in to the APPLICATION. The free trial period starts with registration and automatically ends after 30 days.

(3) During the test phase, the customer is entitled to test all functions of the APPLICATION free of charge.

(4) The customer is not entitled to enter and/or save productive data as APPLICATION DATA during the test phase. Only test data is allowed.

(5) The customer can cancel the test phase at any time during the test phase by saving his billing data in the APPLICATION and immediately switch to paid operation. From this point on, the customer may enter and save productive data as APPLICATION DATA.

(6) If the customer wishes to cancel the test phase, he can delete his account himself via “User account”/“Delete account” and thus deactivate it.

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§ 3 Provision of APPLICATION and storage space for APPLICATION DATA

(1) From the conclusion of the contract, the provider keeps on a central data processing system or several data processing systems (hereinafter, also in the case of plural: SERVER) which Appendix 1 The current version of the agreed APPLICATION is available for use in accordance with the following regulations.

(2) The provider is liable that the provided APPLICATION

  • For which results from the service description in Appendix 1 is suitable for resultant purposes,
  • is free from defects during the entire contract period,
  • is in particular free of viruses and similar malware, which make the APPLICATION unfit for use in accordance with the contract.

(3) The provider grants the customer access to the APPLICATION by entering the user name chosen by the customer and a secure password. The user name and password must be kept secret by the customer.

In particular, transfer to third parties is strictly prohibited.

(4) If and insofar as the provision of a new version or a change involves a change in the functionalities of the APPLICATION, customer workflows supported by the APPLICATION and/or restrictions on the usability of previously generated data, the provider will notify the customer of this in writing no later than six weeks before such change takes effect. If the customer does not object to the change in writing within a period of two weeks from receipt of the change notification, the change becomes part of the contract. Whenever changes are announced, the provider will draw the customer's attention to the aforementioned period and the legal consequences of their lapse if they do not exercise the right to object.

(5) The provider will provide storage space on the SERVER for the APPLICATION DATA from the time the contract is concluded.

(6) The APPLICATION and APPLICATION DATA are regularly backed up on the SERVER. The customer is responsible for compliance with commercial and tax law retention periods.

(7) The transfer point for the APPLICATION and APPLICATION DATA is the router output of the provider's data center.

(8) Agreements on system requirements on the part of the customer are made in Appendix 1 hit. For changes to the provider's technical system, the dispute resolution in paragraph 4 subparagraph 2 applies mutatis mutandis. The provider is not responsible for the quality of the required hardware and software on the part of the customer or for the telecommunications connection between the customer and the provider up to the transfer point.

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§ 4 ACCESS SOFTWARE

(1) The required ACCESS SOFTWARE with which the customer can access the SERVER is included in the system requirements Appendix 1 described

(2) The customer is responsible for the installation and operation of the ACCESS SOFTWARE himself.

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§ 5 Rights of use to and use of the APPLICATION, rights of the provider if the rights of use are exceeded

(1) Rights to use the APPLICATION

(a) The customer receives simple (non-sublicensable and non-transferable) rights of use limited to the term of this contract in accordance with the following regulations.

(b) The APPLICATION is not physically transferred to the customer. The customer may only use the APPLICATION for their own business activities.

(c) The customer only uses the APPLICATION using the email address provided during registration. The customer can also log in using employee accounts to be created separately.

(d) Customer is not authorized to make changes to the APPLICATION. This does not apply to changes that are necessary to correct errors if the provider is in default of correcting the error, refuses to correct the error or is unable to correct the error due to the opening of insolvency proceedings.

(e) If the provider makes new versions, updates, upgrades or other new deliveries with regard to the APPLICATION during the term, the above rights also apply to them.

(f) The customer is not entitled to any rights that are not expressly granted to the customer above. In particular, the customer is not entitled to use the APPLICATION beyond the agreed use or to have it used by third parties or to make the APPLICATION available to third parties. In particular, it is not permitted to reproduce, sell or transfer the APPLICATION for a limited period of time, in particular not to rent or loan it.

(2) Customer obligations for safe use

(a) The customer takes the necessary precautions to prevent unauthorized use of the APPLICATION.

(b) The obligations relating to handling the password are referred to in Section 2 (2).

(c) The customer is liable that the APPLICATION is not used for racist, discriminatory, pornographic, endangering youth protection, politically extreme or otherwise illegal or contrary to official regulations or requirements, or that corresponding data, in particular APPLICATION DATA, is created and/or stored on the SERVER.

(d) The customer must ensure that regular backups of the APPLICATION DATA are made on his own responsibility and that they are kept secure. For this purpose, he has an export option available in the APPLICATION. In particular, he must ensure that he exports his APPLICATION DATA before terminating the contract and before deleting the account.

(3) Violation of the provisions under paragraphs 1 and 2 by the customer

(a) If the customer violates the provisions in paragraphs 1 or 2 for reasons for which he is responsible, the provider may block the customer's access to the APPLICATION or the APPLICATION DATA after prior written notification to the customer if the violation can be demonstrably stopped as a result.

(b) If the customer unlawfully violates paragraph 2 lit. b, the provider is entitled to delete the affected data or APPLICATION DATA. In the event of an illegal infringement by users, the customer must immediately provide the provider with all information required to assert claims against the user, in particular his name and address.

If, despite a corresponding written warning from the provider, the customer continues to violate or repeatedly violate the provisions in paragraphs 1 or 2 and is responsible for this, the provider may terminate the contract extraordinarily without observing a period of notice.

(c) If the customer is responsible for the breach of duty, the provider can claim compensation.

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§ 6 Liability for third-party rights

The provider is not liable for an infringement of the rights of third parties by the customer, if and insofar as this violation results from an infringement of the rights of use granted under this contract. In this case, the customer releases the provider from all third-party claims upon first request.

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§ 7 Payment, terms of payment

(1) The fee for providing and using the APPLICATION and for storing APPLICATION DATA is based on the provider's price list valid at the time of conclusion of the contract (https://www.billbee.io/preis).

(2) The fee in accordance with the above paragraphs is billed retroactively on a monthly basis, provided that the invoice amount is 4.20€ net or more. If the invoice amounts are lower, the balance is carried over to the following month. The invoice amounts are due for payment immediately, unless otherwise agreed between the parties.

(3) The invoices are sent in PDF format to the email address provided by the customer. In addition, the invoices due are available for retrieval in the customer's customer area.

(4) Unless otherwise agreed with the customer, outstanding invoice amounts must be paid by SEPA direct debit. After an invoice has been created on the 1st of the following month, the amount is debited from the deposited account via SEPA direct debit on the 6th or the following working day.

(5) All prices are exclusive of sales tax at the statutory rate at the time the service is provided.

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§ 8 Duties and Obligations of the Customer

The customer will fulfill all agreed duties and obligations that are necessary to process the contract. In particular, he will

  1. the usage and access rights assigned to him or the users as well as in Section 2 (2) in conjunction with the Act. Appendix 1 keep agreed identification and authentication guarantees secret, protect them from access by third parties and not pass them on to unauthorized users. This data must be protected by appropriate and usual measures. The customer will immediately inform the provider if there is a suspicion that the access data and/or passwords may have become known to unauthorized persons
  2. comply with the restrictions/obligations with regard to rights of use in accordance with § 5, in particular
  3. do not set up and/or use unlicensed employee accounts;
  4. do not retrieve or allow information or data to be retrieved without authorization or interfere with programs operated by the provider or penetrate or promote such intrusion into data networks of the provider without authorization;
  5. do not misuse the exchange of electronic messages possible within the framework of the contractual relationship and/or using the APPLICATION for the unsolicited sending of messages and information to third parties for advertising purposes;
  6. indemnify the provider from third-party claims based on unlawful use of the APPLICATION by him or that arise from data protection, copyright, or other legal disputes caused by the customer related to the use of the APPLICATION;
  7. oblige authorized users to comply with the terms of this Agreement that apply to them;
  8. ensure that he respects all third-party rights to material used by him (e.g. when transmitting third-party texts/data to the provider's SERVER);
  9. obtain the necessary consent from the person concerned in accordance with Section 9 (2), insofar as he collects, processes or uses personal data when using the APPLICATION and is not subject to legal permission;
  10. before sending data and information to the provider, check them for viruses and use state-of-the-art virus protection programs;
  11. if he transmits data to the provider in order to generate APPLICATION DATA using the APPLICATION, back it up regularly and in accordance with the significance of the data and makes its own backup copies so that the data and information can be reconstructed if the data and information is lost;
  12. regularly back up the APPLICATION DATA stored on the SERVER by downloading; the provider's obligation to back up data remains unaffected.

§ 9 Data security, data protection

(1) The contractual partners will comply with the applicable data protection regulations, in particular those applicable in Germany, and oblige their employees employed in connection with the contract and its execution to maintain data secrecy, unless they are already generally required to do so.

(2) If the customer collects, processes or uses personal data, he guarantees that he is entitled to do so in accordance with the applicable provisions, in particular data protection law, and, in the event of a violation, releases the provider from third-party claims.

(3) The provider will only collect and use customer-related data to the extent required to execute this contract. The customer agrees to the collection and use of such data to this extent.

(4) The obligations under paragraphs 1 to 3 exist as long as APPLICATION DATA is within the control of the provider, even beyond the end of the contract.

(5) In the APPLICATION, the customer has the technical option to integrate storage spaces from third-party providers (e.g. Box.com, Dropbox, Google Drive, OneDrive, etc.) and to store data there. The customer is solely responsible for the admissibility of using these third-party services under data protection law. Especially when storing or processing personal data, it is recommended that this be checked by law.

(6) The contractual partners conclude a contract for order data processing in accordance with Article 28 GDPR. In the event of contradictions between this contract and the data processing agreement, the latter shall prevail over the former.

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§ 10 Confidentiality

(1) Information to be kept confidential is the information expressly described as confidential by the information-providing contractual partner and information whose confidentiality is clear from the circumstances of the transfer. In particular, the application data must be kept confidential by the provider, should he become aware of them.

There is no confidential information available insofar as the contractual partner receiving the information proves that it

  • were known or generally available to him before the date of receipt;
  • were known or generally available to the public before the date of receipt;
  • became known or generally available to the public after the date of receipt, without the contracting party receiving the information being responsible for this.

(2) The contractual partners will maintain secrecy about all confidential information that has come to their knowledge within the framework of this contractual relationship or will only use it with third parties — for whatever purpose — with the prior written consent of the other contractual partner.

(3) Public declarations by the contracting parties about cooperation will only be made with prior mutual agreement.

(4) The obligations under paragraph 2 exist for an indefinite period even after the end of the contract, as long as an exception under paragraph 1 has not been proven.

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§ 11 Liability, limits of liability

(1) In the event of intent or gross negligence, the contractual partners are fully liable to each other for all damage caused by them and their legal representatives or vicarious agents.

(2) In the event of slight negligence, the contractual partners are fully liable in the event of injury to life, limb or health.

(3) Otherwise, a contractual partner is only liable if it has breached an essential contractual obligation. Significant contractual obligations are obligations that are of particular importance for achieving the objective of the contract, as well as all those obligations which, in the event of a culpable breach, may jeopardize the achievement of the purpose of the contract. In these cases, liability is limited to compensation for foreseeable, typically occurring damage. The provider's liability for damages (Section 536a BGB) for defects existing at the time of conclusion of the contract is excluded; Section 11 paragraphs 1 and 2 remain unaffected.

(4) Liability under the Product Liability Act remains unaffected.

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§ 12 Duration, termination

(1) The contractual relationship begins when the contract is concluded and is concluded for an indefinite period of time.

(2) The contractual relationship can be duly terminated by the customer with a notice period of one working day, by the provider with a period of four weeks to the end of a month. The notice of termination must be in writing.

(3) Extraordinary termination remains unaffected.

(4) Notwithstanding the provision in paragraph 3, the provider may terminate the contract without notice if the customer is in default of payment of the prices or a not insignificant part of the prices for two consecutive months, or in a period of more than two months, with payment of the fee in the amount of an amount that reaches the fee for two months. In this case, the provider may also claim lump sum compensation of a quarter of the monthly basic lump sum remaining until the end of the regular contract period. The customer reserves the right to prove minor damage.

(5) The customer's termination in accordance with paragraph (2) may also be explained by the customer ordering the deletion of the account from his customer account by means of a corresponding declaration.

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Section 13 Obligations upon and after termination of the contract

(1) Upon termination of the contractual relationship, the customer is obliged to download the APPLICATION DATA stored by him to his area of responsibility using the export function, to store it securely and to check whether the export is valid.

(2) In the event of termination of the contract by the customer, the customer must ensure that the APPLICATION DATA is exported before the termination is declared.

(3) In the event of termination of the contract by the provider, the stored APPLICATION DATA will be deleted by the provider three (3) weeks after termination of the contractual relationship.

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§ 14 Force majeure

None of the contractual partners is obliged to fulfill the contractual obligations in the event of and for the duration of force majeure. In particular, the following circumstances are considered force majeure in this sense:

  • fire/explosion/flood for which the contractual partner is not responsible,
  • war, mutiny, blockage, embargo,
  • industrial action lasting more than 6 weeks and not culpably brought about by the contractual partner,
  • technical problems of the Internet that cannot be influenced by a contractual partner; this does not apply if and insofar as the provider also offers the telecommunications service,
  • pandemics.

Each contractual partner must immediately inform the other in writing of the occurrence of force majeure.

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§ 15 Reservation of amendment

(1) The provider reserves the right to change the services offered in the APPLICATION or to offer different services, unless this is not reasonable for the customer.

(2) The provider also reserves the right to change the services offered in the APPLICATION or to offer different services

(a) insofar as the provider is obliged to ensure that the services offered by it comply with the law applicable to the services, in particular if the applicable legal situation changes;

(b) insofar as the provider thus complies with a court judgment or an authority decision directed against him;

(c) insofar as the respective change is necessary to close existing security gaps;

(d) if the change is only beneficial to the customer; or

(e) if the change is of a purely technical or procedural nature without significant effects on the customer.

(3) Changes with only minor influence on the functions of the APPLICATION do not represent changes in performance within the meaning of the above paragraphs. This applies in particular to purely graphical changes and the mere change in the arrangement of functions.

(4) The provider reserves the right to change these general terms and conditions at any time without giving reasons, unless it is not reasonable for the customer. The provider will notify the customer of changes to the contract in good time. If the customer does not object to the validity of the new terms and conditions within six weeks of notification, the amended terms and conditions are considered accepted by the customer. In the notification, the provider will inform the customer of his right of objection and the significance of the objection period.

(5) The provider also reserves the right to change these terms and conditions

(a) if the change is only beneficial to the customer;

(b) if the change is purely technical or procedural, unless they have significant effects on the customer;

(c) insofar as the provider is obliged to ensure that the contract terms comply with applicable law, in particular if the applicable legal situation changes;

(d) insofar as the provider thus complies with a court judgment or an authority decision directed against them; or

(e) insofar as the provider introduces additional, completely new services, services or service elements that require a service description in the terms and conditions, unless the previous user relationship is adversely affected as a result.

(6) The provider will inform about such changes to the terms and conditions in text form.

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§ 16 Applicable Law, Written Form, Place of Jurisdiction

(1) German substantive law applies to the contractual relationship to the exclusion of UN sales law.

(2) The Annexes shall form an integral part of this Agreement.

(3) There are no ancillary provisions outside this contract and its annexes. Amendments or additions to this contract and the annexes must be made in writing to be effective. This also applies to the waiver of the written form requirement.

(4) The possible invalidity of individual provisions of this contract does not affect the validity of the remaining content of the contract.

(5) If the customer is a merchant, legal entity or special fund under public law, the exclusive place of jurisdiction for all disputes arising from this contract is the provider's place of business. The same applies if the customer does not have a general place of jurisdiction in Germany or the EU or if the place of residence or habitual residence is unknown at the time the action is brought. The right to appeal to the court at another legal place of jurisdiction remains unaffected by this.

Status: 03/2021

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Appendix 1

Application specifications

Billbee provides an order processing, item management, and automation solution for sellers who sell products via one or more (online) channels. For this purpose, Billbee provides interfaces to source systems (shops, marketplaces, etc.), its own functions implemented directly in Billbee and interfaces to third-party systems (accounting, shipping service providers, etc.).

Customer system requirements

1. Computer with the latest operating system supported by the manufacturer

2. A screen resolution of at least 1920x1080

3. Billbee is not optimized for use on mobile devices

4. Internet connection (min. 10 Mbit/s)

The functionality or performance of the application may vary depending on the system configuration and the hardware and software used.

Access software requirements

1. JavaScript-enabled web browser (Google Chrome, Mozilla Firefox, Microsoft Edge or Apple Safari)

2. The last two major versions are supported (excluding Beta or Nightly versions)

password policy

1. At least 12 characters

2. At least one uppercase letter, one lowercase letter, one number, and one special character