General terms and conditions for use of the Logata logistics mall (as of 07.01.2016)
The following general terms and conditions define the contractual relationship between the company registered as a user of the logistics mall (user) and Logata Digital Solutions GmbH, Schlavenhorst 88a, 46395 Bocholt (Logata).
The services offered in the logistics mall are exclusively intended for business customers. By registering for the use of the logistics mall, the user accepts the following terms and conditions for use of the logistics mall.
1. Object of performance
1.1 The logistics mall is a virtual marketplace where different software and service providers can offer customers networked logistics services and software systems. With the logistics mall, Logata thus exclusively offers a platform or a technical possibility that allows the user to combine logistics services and software systems offered by third-party software and service providers as required and to rent them from the respective software and service provider. For this, the user will conclude a separate contract with the respective software and service providers. For the avoidance of doubt, we herewith declare that Logata is thus not the contracting partner of the user for renting and/or buying logistics services and software systems. Therefore, Logata assumes no liability and/or warranty for a lack of functionality of software rented and/or purchased via the logistics mall.
1.2 Yet Logata manages the billing process in the name and on behalf of the respective software and service provider and collects payments for all logistics mall offers of the respective software and service provider used by the user.
2. Registration of the user
2.1 The user is registered for use of the logistics mall by an employee or representative of the user.
2.2 By completing the registration process, the user submits a request to conclude a contract for the use of the logistics mall. Logata accepts this request by activating the user account for the logistics mall, which means the conclusion of a contract between the user and Logata. According to section 2.1., the employee or representative of the user receives an activation link via email and gets all administration rights. Logata reserves the right to reject activation without giving any reasons.
2.3 The administrator is now authorized to create additional user accounts.
2.4 The user may revoke the administrator’s authorization at any time. In this case, the user can name any other natural person as the administrator. To do so, it is required to present the appropriate authorization of the replacement person Logata needs to accept. The acceptance through Logata may however not be arbitrarily refused.
3. Rights and obligations of Logata
3.1 Logata makes the logistics mall available on the server(s) of a third party authorized for operation by Logata. Logata provides the user with all access data required to use the logistics mall according to the agreements included in these terms and conditions.
3.2 Logata endeavours to ensure a general availability of the logistics mall 24 hours a day, 7 days a week. Yet the user accepts that a continuous availability of the logistics mall cannot be guaranteed due to the currently available technologies. As far as it is technically possible, Logata strives to ensure a constant provision and availability of stored data and the functionality of the logistics mall. Maintenance, security or capacity issues that fall outside Logata’s responsibilities may, however, cause short-term technical malfunctions or a temporary unavailability of the logistics mall. If maintenance works on the logistics mall and/or the servers will take longer than 3 hours, Logata will notify the user by email in due time before the work is carried out. All claims against Logata arising from impairments and/or disruptions as defined in this regulation are excluded to the extent permitted by law.
3.3 Logata reserves the right to modify the logistics mall and to apply technical changes provided that these modifications are reasonable for the user, that they still support the main idea of the logistics mall and that they do not reduce the functionality thereof.
4. Rights and obligations of the user
4.1 After successful registration for the use of the logistics mall, the user is authorized to use third party software products and services provided on the logistics mall via the internet after the conclusion of separate contracts. The user does not have any additional right. The access and use of the logistics mall is free of charge.
4.2 The user is obligated to not pass any access data, particularly the logistics mall password, on to third parties. The user makes sure the access data are safe from unauthorized access. The user instructs the administrator accordingly. The user immediately notifies Logata as soon as he becomes aware of the fact that an unauthorized third party knows the password and makes sure the password is changed immediately.
4.3 The user will immediately inform Logata about any status changes within the user’s company that could be of significance for the present contractual relationship.
5. Anzeige von Mängeln oder Störungen
Der Nutzer ist verpflichtet, etwaige auftretende Mängel oder Störungen an der Logistics Mall unter Angabe der zur Aufklärung dienlichen Information Logata unverzüglich schriftlich an den in der logistics mall benannten Support, wobei hierfür E-Mail ausreichend ist, mitzuteilen.
5. Notification of defects or faults
The user is obligated to immediately notify any occurring defects or faults of the logistics mall to the support team of Logata in text form (an email is sufficient) by providing all relevant data that may help to assess the matter.
6. Violation of contractual obligations by the user
In case of any violation of essential contractual obligations through the user, Logata reserves the right to temporarily suspend the user’s access to or use of the logistics mall. Logata will inform the user about this suspension of use in due time. Here, too, an email shall be sufficient. If the user puts an end to the infringement, Logata will again grant the user access to the mall after notification.
7. Validity of these terms and conditions
7.1 These terms and conditions are effective from the moment of provision of access to the logistics mall for an indefinite period of time, but at least 3 months after termination of the user’s contract with a software and service provider having the longest term. Ordinary termination during the minimum contractual period is excluded. The right of termination for good cause remains unaffected thereof.
7.2 Termination for cause is applicable in particular: if the user repeatedly infringes the regulations of these terms and conditions, if the user is repeatedly 30 days behind with payments or if the company does not meet their payment obligations at all, or if Logata gets information on the economic situation of the customer that arise serious doubts on whether the user can fulfil the contractual obligations or the payment obligations in particular in accordance with the contract, if insolvency proceedings of the assets of a contracting partner are justifiably requested, opened or rejected because of the lack of sufficient assets to cover the costs, if the user has not been active for a period of at least 6 months. The connection to the logistics mall is also considered as an activity.
7.3 Any termination must be made in writing. The only exception is a termination due to lack of activity according to subparagraph 7.2, fourth en dash. In this case, a termination in text format, e.g. an email, is sufficient.
8. Liability of Logata
8.1 Logata is liable without limitation according to legal provisions for injury of life, body and health caused by a negligent or deliberate breach of duty, as well as for damages caused by deliberate or grossly negligent violations of contract or malice. Yet in the latter case, liability is limited to the foreseeable, typically occurring damage as far as Logata did not act intentionally.
8.2 Logata is also liable for damages caused by simple negligence, yet only if this negligence affects the infringement of essential contractual obligations or of a cardinal obligation. Logata only compensates damages that are typically associated with a contract of this type.
8.3 Any further liability of Logata shall be excluded irrespective of the legal nature of the asserted claim. This particularly also applies to tortious claims, claims for the compensation of futile expenses instead of performance, as well as for claims based on a delayed performance or impossibility due to force majeure. As far as liability of Logata is excluded or limited, the same applies to the personal liability of their employees, employers, representatives and vicarious agents.
If the user violates any rights of third parties through improper use of the logistics mall, the user releases all claims against Logata upon first demand, including the actually incurred costs of legal defence. Further damage claims of Logata remain unaffected.
10. Data protection
11. Final provisions
11.1 This contract and its changes shall be in writing, there are no side agreements.
11.2 Logata reserves the right to change these terms and conditions without giving reasons, unless this change is not reasonable for the user. Logata will give the user reasonable notice of any changes to the terms and conditions. Unless the user objects to the application of the new terms and conditions within two weeks of notification, the new conditions shall be deemed accepted by the user.
11.3 The invalidity of individual regulations of this contract or its components shall not affect the validity of the remaining provisions. The contracting partners are obligated to make all reasonable efforts in good faith to replace an invalid provision with a new regulation that is equivalent to its economic success, provided that this involves no fundamental alteration of the contract’s content; the same applies, if a circumstance that requires regulations is not explicitly regulated.
11.4 Place of performance of all obligations that arise directly or indirectly from this contract, including duty of payment, is the headquarters of Logata.
11.5 The exclusive place of jurisdiction for all disputes arising from this contractual relationship is the headquarters of Logata.
11.6 The laws of the Federal Republic of Germany shall apply.